SEC Comment Letter for FOX FACTORY HOLDING CORP (FOXF) (CIK 0001424929) (FOXF) — Jul 26, 2013
FOX FACTORY HOLDING CORP (FOXF) (CIK 0001424929)
Date: July 26, 2013 · CIK: 0001424929 · Accession: 0000000000-13-041176
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-189841
Referenced dates: July 23, 2013
Letter
July 26, 2013 Via E -mail Larry L. Enterline Chief Executive Officer Fox Factory Holding Corp. 915 Disc Drive Scotts Valley, CA 95066
Re: Fox Factory Holding Corp. Amendment No. 2 to Registration Statement on Form S-1 Filed July 25, 2013 File No. 333-189841
Dear Mr. Enterline :
We have reviewed your responses to the comments in our letter dated July 23, 2013 and have the following additional comments.
General
1. Please continue to consider the updating requirements of Rule 3 -12 of Regula tion S -X in future submissions.
Exhibit 5.1
2. Please refer to assumptions (iv) and (v) in the second paragraph of the opinion. Please revise to carve out the Company from these assumptions.
3. Please remove the assumption that the Company Shares will be sold for a price per share not less than the par value per share of the Common Stock.
Larry L. Enterline Fox Factory Holding Corp . July 26, 2013 Page 2
You may contact Amy Geddes at (202) 551 -3304 or Margery Reich at (202) 551 -3347 if you have questions regarding com ments on the financial statements and related matters. Please contact Ryan Adams at (202) 551 -3191 or me at (202) 551-3469 with any other questions.
Sincerely,
/s/ Justin Dobbie
Show Raw Text
July 26, 2013 Via E -mail Larry L. Enterline Chief Executive Officer Fox Factory Holding Corp. 915 Disc Drive Scotts Valley, CA 95066 Re: Fox Factory Holding Corp. Amendment No. 2 to Registration Statement on Form S-1 Filed July 25, 2013 File No. 333-189841 Dear Mr. Enterline : We have reviewed your responses to the comments in our letter dated July 23, 2013 and have the following additional comments. General 1. Please continue to consider the updating requirements of Rule 3 -12 of Regula tion S -X in future submissions. Exhibit 5.1 2. Please refer to assumptions (iv) and (v) in the second paragraph of the opinion. Please revise to carve out the Company from these assumptions. 3. Please remove the assumption that the Company Shares will be sold for a price per share not less than the par value per share of the Common Stock. Larry L. Enterline Fox Factory Holding Corp . July 26, 2013 Page 2 You may contact Amy Geddes at (202) 551 -3304 or Margery Reich at (202) 551 -3347 if you have questions regarding com ments on the financial statements and related matters. Please contact Ryan Adams at (202) 551 -3191 or me at (202) 551-3469 with any other questions. Sincerely, /s/ Justin Dobbie Justin Dobbie Legal Branch Chief cc: Via E-mail William J. Simpson Paul Hastings LLP