SEC Company Response from Logistical Support, Inc (CIK 0001158486) — Jan 28, 2005
Logistical Support, Inc (CIK 0001158486)
Date: Jan. 28, 2005 · CIK: 0001158486 · Accession: 0001144204-05-002604
AI Filing Summary & Sentiment
File numbers found in text: 333-120520
Referenced dates: January 21, 2005
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RICHARDSON & PATEL LLP
10900 Wilshire Boulevard
Suite 500
Los Angeles, CA 90024
Telephone (310) 208-1182
Facsimile (310) 208-1154
January 28, 2005
Via Facsimile and Federal Express
United States Securities and Exchange Commission
Office of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C., 20549
Attention: Mr. Max A. Webb, Assistant Director, and
Mr. Daniel Morris, Attorney-Advisor
Re: Logistical Support, Inc.
Registration Statement on Form SB-2
File No. 333-120520, filed November 15, 2004
Dear Mr. Webb:
On behalf of Logistical Support, Inc. (the "Company"), we enclose for
filing under the Securities Act of 1933, as amended, Amendment No. 2 to the
above-referenced registration statement (the "Registration Statement") together
with exhibits thereto.
Amendment No. 2 to the Registration Statement contains revisions that
have been made in response to comments received from the staff ("Staff") of the
Securities and Exchange Commission in their letter dated January 21, 2005. Set
forth below is the Company's response to the Staff's comments. We have
reproduced the Staff's comments in bold type and have followed each comment with
our response. References in this letter to "we," "our" or "us" mean the Company
or its advisors, as the context may require. Clean and marked copies of
Amendment No. 2 to the Registration Statement are being provided supplementally
with a copy of this letter for the convenience of the Staff.
1. Recent Developments, page 1
We note that on January 10, 2005 you filed an 8-K updating the status
of your dispute with Triumph and Hill Aerospace and Defense. In your
next amendment, please update this section to reflect any developments
since the filing of Amendment No. 1.
In response to Staff's Comments, the Registration Statement
has been revised in the Recent Developments Section, the Risk Factors
Section and the Legal Proceedings Section.
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Office of Corporate Finance
Securities and Exchange Commission
Attn: Mr. Max A. Webb and Mr. Daniel Morris
January 28, 2005
Page 2
2. We have recently been unable to rely upon payment by the
United states government....deplete your available working
capital, page 4.
We note your response to our prior comment 7. Please consider revising
this section to include the sentence in your supplemental response to
which begins "Past performance is a critical factor in being awarded
government contracts...." In addition, we encourage you to clarity that
the government does not provide any guidance as to why progress
payments are delayed or denied.
In response to Staff's Comments we have added to the
Registration Statement the noted sentence in our prior supplemental
response and have clarified the lack of guidance provided by the United
States government on this issue.
3. Repurchase Option Agreement, page 25.
Please consider revising the registration statement to disclose, if
true, that you cancelled your arrangement with GCH.
In response to Staff's Comments, we have revised the
Registration Statement.
4. Cash on hand, page 26.
We note your response to our prior comment 35. It appears that you have
provided a forecast of your cash requirements through the end of 2005.
Please revise to include as well as discussion of liquidity on a
long-term basis, i.e., greater than one year.
In response to Staff's Comments, we have revised the
Registration Statement to include the expanded discussion of liquidity.
5. Undertakings.
Please include the undertaking in 512(c) of Regulation S-B.
In response to Staff's Comments, we have revised the
Registration Statement.
We hope that the information contained in this letter
satisfactorily addresses the comments by the Staff. Please do not
hesitate to contact the undersigned by telephone at (310) 208-1182, or
by facsimile at (310) 208-1154.
Very Truly Yours,
By: /s/ Jennifer A. Post
----------------------------
Jennifer A. Post, Esq., for
Richardson & Patel LLP
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