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SEC Company Response from REED'S, INC. (REED) (CIK 0001140215) (REED) — Jun 16, 2017

REED'S, INC. (REED) (CIK 0001140215)
Date: June 16, 2017 · CIK: 0001140215 · Accession: 0001493152-17-006731

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File numbers found in text: 333-212206

Date
June 16, 2017
Author
REED’S
Form
CORRESP
Company
REED'S, INC. (REED) (CIK 0001140215)

Letter

REED’S, INC.

South Spring Street

Los Angeles, California 90061

(310) 217-9400

June 16, 2017

VIA EDGAR CORRESPONDENCE

John Reynolds, Assistant Director, Office of Beverages, Apparel and Mining

Michael Killoy

United States Securities Exchange Commission

Washington D.C. 20549

Re: Reed’s, Inc.

Post Effective Amendment No. 2 to Registration Statement on Form S-1

Filed June 9, 2017

File No. 333-212206 (the “Registration Statement”)

Gentlemen:

Pursuant to Rule 460 and Rule 461 under the Securities Act of 1933, as amended, Reed’s, Inc., a Delaware corporation (the “Company”), hereby requests that the effective date of the above referenced Registration Statement be accelerated so that it will become effective at 4:00 p.m., Eastern time, on Tuesday, June 20, 2017, or as soon thereafter as practicable.

The Company acknowledges that:

● should the Securities and Exchange Commission (“Commission”) or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

● the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

● the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Very
truly yours,
REED’S,
INC.,

Show Raw Text
CORRESP
1
filename1.htm

REED’S,
INC.

13000
South Spring Street

Los
Angeles, California 90061

(310)
217-9400

June
16, 2017

VIA
EDGAR CORRESPONDENCE

John
Reynolds, Assistant Director, Office of Beverages, Apparel and Mining

Michael
Killoy

United
States Securities Exchange Commission

Washington
D.C. 20549

    Re:
    Reed’s,
    Inc.

    Post
    Effective Amendment No. 2 to Registration Statement on Form S-1

    Filed
    June 9, 2017

    File
    No. 333-212206 (the “Registration Statement”)

Gentlemen:

Pursuant
to Rule 460 and Rule 461 under the Securities Act of 1933, as amended, Reed’s, Inc., a Delaware corporation (the “Company”),
hereby requests that the effective date of the above referenced Registration Statement be accelerated so that it will become effective
at 4:00 p.m., Eastern time, on Tuesday, June 20, 2017, or as soon thereafter as practicable.

The
Company acknowledges that:

    ●
    should
    the Securities and Exchange Commission (“Commission”) or the staff, acting pursuant to delegated authority, declare
    the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

    ●
    the
    action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not
    relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

    ●
    the
    Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the
    Commission or any person under the federal securities laws of the United States.

Very
truly yours,

REED’S,
INC.,

a
Delaware corporation

    /s/
    Stefan Freeman

    By:
    Stefan
    Freeman

    Its:
    Interim
    Chief Executive Officer