SEC Company Response from Prairie Operating Co. (PROP) (CIK 0001162896) (PROP) — Dec 26, 2019
Prairie Operating Co. (PROP) (CIK 0001162896)
Date: Dec. 26, 2019 · CIK: 0001162896 · Accession: 0001493152-19-019718
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 024-11070
Letter
Office of Trade & Services Division of Corporate Finance United States Securities and Exchange Commission Wizard Entertainment, Inc. Amendment No. 2 to Offering Statement on Form 1-A Filed December 11, 2019 File No. 024-11070
Re:
Dear Ms. Ransom:
Thank you for your comments of December 20, 2019 regarding the Offering Statement of Wizard Entertainment, Inc. (the “Company”). We appreciate the opportunity to respond to your comments.
Provisions of Note in Our Bylaws, page 18
1. We note that you have revised your form of amended and restated bylaws to be in effect prior to the closing of this offering, and that the revised exclusive forum provision selects the Court of Chancery of the State of Delaware for certain claims. However, your disclosure on page 18 states that the exclusive forum will be a state or federal court located within the state of Delaware. Please revise.
The Company has revised to make the description of the forum selection clause consistent.
Security Ownership of Management and Certain Securityholders, page 42
2. We note your disclosure that the table on page 42 sets forth information as of September 3, 2019 with respect to the beneficial ownership of your common stock by each of your officers and directors. Please revise to provide such information as of the most recent practicable date. For example, we note that you have not included information regarding Mr. Kaufman’s beneficial ownership of your common stock.
The Company has updated the date of this table and included a reference to Mr. Kaufman.
Thank you again for the opportunity to respond to your questions to Amendment No. 2 the Offering Statement of Wizard Entertainment, Inc. If you have additional questions or comments, please contact me at andrew@crowdchecklaw.com.
Sincerely,
/s/Andrew
Stephenson
Show Raw Text
CORRESP
1
filename1.htm
Ms.
Mara Ransom
Chief
Office
of Trade & Services
Division
of Corporate Finance
United
States Securities and Exchange Commission
Washington,
D.C. 20549
December
26, 2019
Re:
Wizard
Entertainment, Inc.
Amendment
No. 2 to Offering Statement on Form 1-A
Filed
December 11, 2019
File
No. 024-11070
Dear
Ms. Ransom:
Thank
you for your comments of December 20, 2019 regarding the Offering Statement of Wizard Entertainment, Inc. (the “Company”).
We appreciate the opportunity to respond to your comments.
Provisions
of Note in Our Bylaws, page 18
1.
We
note that you have revised your form of amended and restated bylaws to be in effect prior to the closing of this offering,
and that the revised exclusive forum provision selects the Court of Chancery of the State of Delaware for certain claims.
However, your disclosure on page 18 states that the exclusive forum will be a state or federal court located within the state
of Delaware. Please revise.
The
Company has revised to make the description of the forum selection clause consistent.
Security
Ownership of Management and Certain Securityholders, page 42
2.
We
note your disclosure that the table on page 42 sets forth information as of September 3, 2019 with respect to the beneficial
ownership of your common stock by each of your officers and directors. Please revise to provide such information as of the
most recent practicable date. For example, we note that you have not included information regarding Mr. Kaufman’s beneficial
ownership of your common stock.
The
Company has updated the date of this table and included a reference to Mr. Kaufman.
Thank
you again for the opportunity to respond to your questions to Amendment No. 2 the Offering Statement of Wizard Entertainment,
Inc. If you have additional questions or comments, please contact me at andrew@crowdchecklaw.com.
Sincerely,
/s/Andrew
Stephenson
Andrew
Stephenson
CrowdCheck
Law LLP
cc:
John Maatta
Chief
Executive Officer
Wizard
Entertainment, Inc.
662
N. Sepulveda Blvd., Suite 300
Los
Angeles, CA 90049