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SEC Comment Letter 0000000000-23-000400 to INTERNATIONAL STAR INC (ILST) (CIK 0001100788) (ILST)

INTERNATIONAL STAR INC (ILST) (CIK 0001100788)
Date: Jan. 13, 2023 · CIK: 0001100788 · Accession: 0000000000-23-000400

Regulatory Compliance Business Model Clarity Offering / Registration Process

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Date
January 13, 2023
Author
Nochum Greenberg
Form
UPLOAD
Company
INTERNATIONAL STAR INC (ILST) (CIK 0001100788)

Letter

United States securities and exchange commission logo January 13, 2023 Nochum Greenberg Chief Executive Officer International Star, Inc. 8 The Green, Suite A Dover, DE 19901 Re:International Star, Inc. Draft Offering Statement on Form 1-A Submitted December 21, 2022 CIK No. 0001100788 Dear Nochum Greenberg: We have reviewed your draft offering statement and have the following comment. Draft Offering Statement on Form 1-A submitted December 21, 2022 General 1.We note statements on your offering circular and your website indicating that you are a development stage company whose strategic objective is to acquire, merge with and build revenue and cash flow producing companies. The offering circular also indicates that you intend to use the proceeds from this offering to finance future mergers and acquisitions and to identify and acquire additional targets. Please note that Rule 251(b)(3) of Regulation A excludes an issuer that is a development stage company that either has no specific business plan or purpose, or has indicated that its business plan is to merge with or acquire an unidentified company or companies. Accordingly, it does not appear that you are eligible to conduct an offering pursuant to Regulation A at this time. We suggest that you withdraw the offering statement.

FirstName LastNameNochum Greenberg Comapany NameInternational Star, Inc. January 13, 2023 Page 2 FirstName LastName Nochum Greenberg International Star, Inc. January 13, 2023 Page 2 You may contact Benjamin Holt at 202-551-6614 or Pam Long at 202-551-3765 with any questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Zvi Raskin

Show Raw Text
United States securities and exchange commission logo
January 13, 2023
Nochum Greenberg
Chief Executive Officer
International Star, Inc.
8 The Green, Suite A
Dover, DE 19901
Re:International Star, Inc.
Draft Offering Statement on Form 1-A
Submitted December 21, 2022
CIK No. 0001100788
Dear Nochum Greenberg:
            We have reviewed your draft offering statement and have the following comment.
Draft Offering Statement on Form 1-A submitted December 21, 2022
General
1.We note statements on your offering circular and your website indicating that you are a
development stage company whose strategic objective is to acquire, merge with and build
revenue and cash flow producing companies.  The offering circular also indicates that you
intend to use the proceeds from this offering to finance future mergers and acquisitions
and to identify and acquire additional targets.  Please note that Rule 251(b)(3) of
Regulation A excludes an issuer that is a development stage company that either has no
specific business plan or purpose, or has indicated that its business plan is to merge with
or acquire an unidentified company or companies.  Accordingly, it does not appear that
you are eligible to conduct an offering pursuant to Regulation A at this time.  We suggest
that you withdraw the offering statement.

 FirstName LastNameNochum Greenberg
 Comapany NameInternational Star, Inc.
 January 13, 2023 Page 2
 FirstName LastName
Nochum Greenberg
International Star, Inc.
January 13, 2023
Page 2
            You may contact Benjamin Holt at 202-551-6614 or Pam Long at 202-551-3765 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Zvi Raskin