SEC Comment Letter for TriView Global Fund, LLC (CIK 0001305631) — Oct 4, 2005
TriView Global Fund, LLC (CIK 0001305631)
Date: Oct. 4, 2005 · CIK: 0001305631 · Accession: 0000000000-05-051178
AI Filing Summary & Sentiment
File numbers found in text: 333-119655
Letter
September 9, 2005 Mail Stop 4561 Michael Pacult Managing Member TriView Global Fund, LLC 5916 N. 300 West Fremont, Indiana 46737
Re: TriView Global Fund, LLC Amendment No. 4 to Form S-1 Filed on August 31, 2005 File No. 333-119655
Dear Mr. Pacult:
We have reviewed your amended filing and have the following comments. Where indicated, we think you should revise your document in response to these comments. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as detailed as necessary in your explanation. In some of our comments, we may ask you to provide us with supplemental information so we may better understand your disclosure. After reviewing this information, we may or may not raise additional comments.
For purposes of this comment letter, we refer to the pagination, paragraphs, sentence and line numbers as displayed by the marked courtesy copy version of your amended Form S-1 filed on August 31, 2005.
Break Even Analysis, page 15
1. We note footnote 10 to your table indicates that you have assumed an average 2% redemption fee for purposes of calculating the referenced break even percentage. To the contrary, it does not appear that you have assumed any redemption fee for the purposes of this calculation in the table. Please revise to delete this statement from footnote (10).
2. Refer to the line items that reflect break-even amounts at each redemption amount within the first 12 months. Please revise the line items in the left column to more clearly state that the break even amounts represent income required during the first four months, the second four months, and the third four months, respectively.
* * *
As appropriate, please amend your registration statement in response to these comments. You may wish to provide us with marked copies of the amendment to expedite our review. Please furnish a cover letter with your amendment that keys your responses to our comments and provides any requested supplemental information. Detailed cover letters greatly facilitate our review. Please understand that we may have additional comments after reviewing your amendment and responses to our comments.
We will consider a written request for acceleration of the effective date of the registration statement as a confirmation of the fact that those requesting acceleration are aware of their respective responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the securities specified in the above registration statement. We will act on the request and, pursuant to delegated authority, grant acceleration of the effective date.
We direct your attention to Rules 460 and 461 regarding requesting acceleration of a registration statement. Please allow adequate time after the filing of any amendment for further review before submitting a request for acceleration. Please provide this request at least two business days in advance of the requested effective date.
You may contact Robert Telewicz at (202) 551-3438 or Jorge Bonilla at (202) 551-3414 if you have questions regarding comments on the financial statements and related matters. Please contact Neil Miller at (202) 551-3442 or me at (202) 551-3780 with any other questions.
Sincerely,
Karen J. Garnett
Assistant Director
Show Raw Text
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<TEXT>
September 9, 2005
Mail Stop 4561
Michael Pacult
Managing Member
TriView Global Fund, LLC
5916 N. 300 West
Fremont, Indiana 46737
Re: TriView Global Fund, LLC
Amendment No. 4 to Form S-1
Filed on August 31, 2005
File No. 333-119655
Dear Mr. Pacult:
We have reviewed your amended filing and have the following
comments. Where indicated, we think you should revise your
document
in response to these comments. If you disagree, we will consider
your explanation as to why our comment is inapplicable or a
revision
is unnecessary. Please be as detailed as necessary in your
explanation. In some of our comments, we may ask you to provide
us
with supplemental information so we may better understand your
disclosure. After reviewing this information, we may or may not
raise additional comments.
For purposes of this comment letter, we refer to the
pagination,
paragraphs, sentence and line numbers as displayed by the marked
courtesy copy version of your amended Form S-1 filed on August 31,
2005.
Break Even Analysis, page 15
1. We note footnote 10 to your table indicates that you have
assumed
an average 2% redemption fee for purposes of calculating the
referenced break even percentage. To the contrary, it does not
appear that you have assumed any redemption fee for the purposes
of
this calculation in the table. Please revise to delete this
statement from footnote (10).
2. Refer to the line items that reflect break-even amounts at each
redemption amount within the first 12 months. Please revise the
line
items in the left column to more clearly state that the break even
amounts represent income required during the first four months,
the
second four months, and the third four months, respectively.
* * *
As appropriate, please amend your registration statement in
response to these comments. You may wish to provide us with
marked
copies of the amendment to expedite our review. Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review. Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.
We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.
We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement. Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration. Please provide this
request at least two business days in advance of the requested
effective date.
You may contact Robert Telewicz at (202) 551-3438 or Jorge
Bonilla at (202) 551-3414 if you have questions regarding comments
on
the financial statements and related matters. Please contact Neil
Miller at (202) 551-3442 or me at (202) 551-3780 with any other
questions.
Sincerely,
Karen J. Garnett
Assistant Director
cc: William S. Scott, Esq.
The Scott Law Firm, P.A.
940 Northeast 79th Street, Suite A
Miami, FL 33138
Facsimile No.: (305) 754-2668
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TriView Global Fund, LLC
September 9, 2005
Page 1
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