SEC Comment Letter for Q (QCLS) — Dec 15, 2017
Q/C TECHNOLOGIES, INC. (QCLS) (CIK 0001321834)
Date: Dec. 15, 2017 · CIK: 0001321834 · Accession: 0000000000-17-043847
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-221746
Letter
December 15, 2017 John J. Gormally Chief Executive Officer Akers Biosciences, Inc. 201 Grove Road Thorofare, New Jersey 08086 Re:Akers Biosciences, Inc. Amendment No. 3 to Registration Statement on Form S-1 Filed December 15, 2017 File No. 333-221746 Dear Mr. Gormally: We have reviewed your amended registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this comment, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our December 14, 2017 letter. Amendment No. 3 to Registration Statement on Form S-1 filed December 15, 2017 Cover Page 1.We note your revisions in response to our prior comment one. Please revise your disclosure further to clarify whether the underwriter will purchase common stock and warrants as a Class A Unit or have the option to purchase each security individually if the over-allotment option is exercised. In addition, please include the securities included in the over-allotment option in the registration fee table and have counsel account for these securities in the legal opinion filed as Exhibit 5.1.
FirstName LastNameJohn J. Gormally Comapany NameAkers Biosciences, Inc. June 16, 2017 Page 2 FirstName LastName John J. Gormally Akers Biosciences, Inc. December 15, 2017 Page 2 Please contact Irene Paik at 202-551-6553 or Erin Jaskot at 202-551-3442 with any questions. Division of Corporation Finance Office of Healthcare & Insurance cc: Joseph Lucosky - Lucosky Brookman LLP
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December 15, 2017
John J. Gormally
Chief Executive Officer
Akers Biosciences, Inc.
201 Grove Road
Thorofare, New Jersey 08086
Re:Akers Biosciences, Inc.
Amendment No. 3 to Registration Statement on Form S-1
Filed December 15, 2017
File No. 333-221746
Dear Mr. Gormally:
We have reviewed your amended registration statement and have the following
comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to this comment, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our December 14, 2017 letter.
Amendment No. 3 to Registration Statement on Form S-1 filed December 15, 2017
Cover Page
1.We note your revisions in response to our prior comment one. Please revise your
disclosure further to clarify whether the underwriter will purchase common stock and
warrants as a Class A Unit or have the option to purchase each security individually if the
over-allotment option is exercised. In addition, please include the securities included in
the over-allotment option in the registration fee table and have counsel account for these
securities in the legal opinion filed as Exhibit 5.1.
FirstName LastNameJohn J. Gormally
Comapany NameAkers Biosciences, Inc.
June 16, 2017 Page 2
FirstName LastName
John J. Gormally
Akers Biosciences, Inc.
December 15, 2017
Page 2
Please contact Irene Paik at 202-551-6553 or Erin Jaskot at 202-551-3442 with any
questions.
Division of Corporation Finance
Office of Healthcare & Insurance
cc: Joseph Lucosky - Lucosky Brookman LLP