SEC Comment Letter for LiveWire Ergogenics, Inc. (CIK 0001421289) — May 5, 2020
LiveWire Ergogenics, Inc. (CIK 0001421289)
Date: May 5, 2020 · CIK: 0001421289 · Accession: 0000000000-20-003892
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United States securities and exchange commission logo
May 5, 2020
Bill J. Hodson
Chief Executive Officer
LiveWire Ergogenics, Inc.
1600 North Kraemer Boulevard
Anaheim, CA 92806
Re:LiveWire Ergogenics, Inc.
Offering Statement on Form 1-A
Filed April 29, 2020
File No. 24-11205
Dear Mr. Hodson:
We have reviewed your offering statement and have the following comments. In some of
our comments we may ask you to provide us information so that 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 that our comments apply to your facts and
circumstances or do not believe that 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.
Offering Statement on Form 1-A filed April 29, 2020
Financial Statements, page 1
1.Please update your financial statements in accordance with paragraph (b) of Part F/S in
Form 1-A.
Exhibits
2.Please file all exhibits required by Item 17, paragraph 16(a) of Form 1-A. Please also note
the timing requirements of Rule 252(d) relative to when those exhibits are filed.
We will consider qualifying your offering statement at your request. In connection with
your request, please confirm in writing that at least one state has advised you that it is prepared
to qualify or register your offering. If a participant in your offering is required to clear its
compensation arrangements with FINRA, please have FINRA advise us that it has no objections
to the compensation arrangements prior to qualification.
FirstName LastNameBill J. Hodson
Comapany NameLiveWire Ergogenics, Inc.
May 5, 2020 Page 2
FirstName LastName
Bill J. Hodson
LiveWire Ergogenics, Inc.
May 5, 2020
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action, or absence of
action by the staff.
You may contact Melissa Gilmore, Staff Accountant, at (202) 551-3777 or Melissa
Raminpour, Accounting Branch Chief, at (202) 551-3379 if you have questions regarding
comments on the financial statements and related matters. Please contact Edward M. Kelly,
Senior Counsel, at (202) 551-3728 or Geoffrey D. Kruczek, Senior Counsel, at (202) 551-3641
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc: William R. Eilers, Esq.