SEC Comment Letter for DNA BRANDS INC (CIK 0001419995) — Apr 8, 2021
DNA BRANDS INC (CIK 0001419995)
Date: April 8, 2021 · CIK: 0001419995 · Accession: 0000000000-21-004237
AI Filing Summary & Sentiment
File numbers found in text: 024-11471
Letter
United States securities and exchange commission logo April 8, 2021 Adrian McKenzie Chief Executive Officer DNA Brands, Inc. 275 E Commercial Blvd #208 Lauderdale by the Sea, FL 33308 Re:DNA Brands, Inc. Amended Offering Statement on Form 1-A Filed March 30, 2021 File No. 024-11471 Dear Mr. McKenzie: We have reviewed your amended offering statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your offering statement and providing the requested information. If you do not believe our comments apply 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 offering statement and the information you provide in response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our March 30, 2021 letter. Amended Offering Statement on Form 1-A filed March 30, 2021 Exhibit 12.1 1.The assumptions in sections (a) and (b) of the third paragraph are overly broad and assume material facts underlying the opinion. Please delete accordingly. Refer to Staff Legal Bulletin No. 19 Section II.B.3.a.
FirstName LastNameAdrian McKenzie Comapany NameDNA Brands, Inc. April 8, 2021 Page 2 FirstName LastName Adrian McKenzie DNA Brands, Inc. April 8, 2021 Page 2 Please contact Nicholas Lamparski at (202) 551-4695 or Lilyanna Peyser at (202) 551- 3222 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Milan Saha
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United States securities and exchange commission logo
April 8, 2021
Adrian McKenzie
Chief Executive Officer
DNA Brands, Inc.
275 E Commercial Blvd #208
Lauderdale by the Sea, FL 33308
Re:DNA Brands, Inc.
Amended Offering Statement on Form 1-A
Filed March 30, 2021
File No. 024-11471
Dear Mr. McKenzie:
We have reviewed your amended offering statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe our comments apply 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 offering statement and the information you
provide in response to these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our March 30, 2021 letter.
Amended Offering Statement on Form 1-A filed March 30, 2021
Exhibit 12.1
1.The assumptions in sections (a) and (b) of the third paragraph are overly broad and
assume material facts underlying the opinion. Please delete accordingly. Refer to Staff
Legal Bulletin No. 19 Section II.B.3.a.
FirstName LastNameAdrian McKenzie
Comapany NameDNA Brands, Inc.
April 8, 2021 Page 2
FirstName LastName
Adrian McKenzie
DNA Brands, Inc.
April 8, 2021
Page 2
Please contact Nicholas Lamparski at (202) 551-4695 or Lilyanna Peyser at (202) 551-
3222 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Milan Saha