SEC Company Response from Q (QCLS) — Dec 15, 2017
Q/C TECHNOLOGIES, INC. (QCLS) (CIK 0001321834)
Date: Dec. 15, 2017 · CIK: 0001321834 · Accession: 0001213900-17-013324
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-221746
Referenced dates: December 15, 2017
Letter
VIA EDGAR Division of Corporation Finance Re: Akers Biosciences, Inc. Amendment No. 3 to Registration Statement on Form S-1 Filed December 15, 2017 File No. 333-221746
Dear Ms. Paik:
By letter dated December 15, 2017, the staff (the “Staff,” “you” or “your”) of the U.S. Securities & Exchange Commission (the “Commission”) provided Akers Biosciences, Inc. (the “Company,” “we,” “us” or “our”) with its comments to the Company’s Amendment No. 3 to Registration Statement on Form S-1 filed on December 15, 2017. We are in receipt of your letter and set forth below are the Company’s responses to the Staff’s comments. We are filing Amendment No. 3 to the Registration Statement on Form S-1 (the “Filing”) along with this response letter. For your convenience, the comments are listed below, followed by the Company’s responses.
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.
Response: As further discussed with the Commission, the only additional disclosure required at this time is an updated legal opinion accounting for the over-allotment. We have prepared an updated legal opinion to be included in an exhibits only amendment to the Filing.
John J. Gormally
Akers Biosciences, Inc.
December 15, 2017
Page
Thank you for your assistance in reviewing this filing.
Very
Truly Yours,
/s/ John J. Gormally
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CORRESP
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filename1.htm
Akers Biosciences, Inc.
201
Grove Road
Thorofare,
New Jersey 08086
December
15, 2017
VIA
EDGAR
Irene
Paik
Division
of Corporation Finance
U.S.
Securities & Exchange Commission
100
F Street, N.E.
Washington,
D.C. 20549
Re:
Akers
Biosciences, Inc.
Amendment
No. 3 to Registration Statement on Form S-1
Filed
December 15, 2017
File
No. 333-221746
Dear
Ms. Paik:
By
letter dated December 15, 2017, the staff (the “Staff,” “you” or “your”)
of the U.S. Securities & Exchange Commission (the “Commission”) provided Akers Biosciences, Inc. (the “Company,”
“we,” “us” or “our”) with its comments to the Company’s Amendment
No. 3 to Registration Statement on Form S-1 filed on December 15, 2017. We are in receipt of your letter and set forth below are
the Company’s responses to the Staff’s comments. We are filing Amendment No. 3 to the Registration Statement on Form
S-1 (the “Filing”) along with this response letter. For your convenience, the comments are listed below, followed
by the Company’s responses.
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.
Response: As
further discussed with the Commission, the only additional disclosure required at this time is an updated legal opinion
accounting for the over-allotment. We have prepared an updated legal opinion to be included in an exhibits only amendment to
the Filing.
John
J. Gormally
Akers
Biosciences, Inc.
December
15, 2017
Page
2
Thank
you for your assistance in reviewing this filing.
Very
Truly Yours,
/s/ John J. Gormally
John
J. Gormally
Chief
Executive Officer
Akers
Biosciences, Inc.
201
Grove Road
Thorofare,
New Jersey 08086