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Correspondence 0001493152-23-029976 from REED'S, INC. (REED)

REED'S, INC.
Date: Aug. 23, 2023 · CIK: 0001140215 · Accession: 0001493152-23-029976

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File numbers found in text: 333-274035

Date
August 16, 2023
Author
Chief
Form
CORRESP
Company
REED'S, INC.

Letter

VIA EDGAR CORRESPONDENCE Division of Corporate Finance Office of Manufacturing United States Securities Exchange Commission Washington D.C. 20549 Re: Reed’s, Inc. Registration Statement on Form S-1, filed August 16, 2023, as amended on August 23, File No. 333-274035 (the “Registration Statement”)

Dear Mr. King:

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 Friday, August 25, 2023, 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 and its management 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

201
Merritt 7 Corporate Park

Norwalk,
Connecticut 06851

August
23, 2023

VIA
EDGAR CORRESPONDENCE

Alex
King

Division
of Corporate Finance

Office
of Manufacturing

United
States Securities Exchange Commission

Washington
D.C. 20549

    Re:
    Reed’s,
    Inc.

    Registration
    Statement on Form S-1, filed August 16, 2023, as amended on August 23, File No. 333-274035 (the “Registration Statement”)

Dear
Mr. King:

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 Friday, August 25, 2023, 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 and its management 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/
    Norman E. Snyder, Jr.

    By:

    Norman
    E. Snyder, Jr.

    Its:

    Chief
    Executive Officer