SEC Comment Letter 0000000000-23-005774 to Labwire Inc (CIK 0001426567)
Labwire Inc (CIK 0001426567)
Date: June 1, 2023 · CIK: 0001426567 · Accession: 0000000000-23-005774
AI Filing Summary & Sentiment
File numbers found in text: 024-12230
Letter
United States securities and exchange commission logo June 1, 2023 Shin Hwang Chief Executive Officer Labwire Inc 6015 N 43rd Ave Phoenix, AZ 85019 Re:Labwire Inc Amendment No. 1 to Offering Statement on Form 1-A Filed May 18, 2023 File No. 024-12230 Dear Shin Hwang: 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 May 3, 2023 letter. Amendment No. 1 to Offering Statement on Form 1-A Filed May 18, 2023 Description of Business 1.We note your amended disclosure in response to comment 1. Please elaborate on the business of Cessil. For example, please consider quantifying the number of products sold and the number of leased stores in the Phoenix metropolitan area. Additionally, describe your relationship with manufacturers and wholesalers and explain how such relationships have minimized your cost structure. With respect to the Share Exchange Agreement, please revise your disclosure to include all material terms of the agreement, including the date of the agreement, date of closing, and the role of Jong Jin Chung in the post- acquisition company.
FirstName LastNameShin Hwang Comapany NameLabwire Inc June 1, 2023 Page 2 FirstName LastName Shin Hwang Labwire Inc June 1, 2023 Page 2 Subsequent Material Events 2.We note your revised disclosure in response to comment 2. Please revise this section to discuss the results of operations of Cessil for the year ended December 31, 2022 and how such results may impact any known trends, uncertainties, demands, commitments or events that are reasonably likely to have a material effect on your net sales or revenues, income from continuing operations, profitability, liquidity or capital resources, or that would cause reported financial information not necessarily to be indicative of future operating results or financial condition. Please contact Cara Wirth at 202-551-7127 or Dietrich King at 202-551-8071 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Jeff Turner
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United States securities and exchange commission logo
June 1, 2023
Shin Hwang
Chief Executive Officer
Labwire Inc
6015 N 43rd Ave
Phoenix, AZ 85019
Re:Labwire Inc
Amendment No. 1 to Offering Statement on Form 1-A
Filed May 18, 2023
File No. 024-12230
Dear Shin Hwang:
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 May 3, 2023 letter.
Amendment No. 1 to Offering Statement on Form 1-A Filed May 18, 2023
Description of Business
1.We note your amended disclosure in response to comment 1. Please elaborate on the
business of Cessil. For example, please consider quantifying the number of products sold
and the number of leased stores in the Phoenix metropolitan area. Additionally, describe
your relationship with manufacturers and wholesalers and explain how such relationships
have minimized your cost structure. With respect to the Share Exchange Agreement,
please revise your disclosure to include all material terms of the agreement, including the
date of the agreement, date of closing, and the role of Jong Jin Chung in the post-
acquisition company.
FirstName LastNameShin Hwang
Comapany NameLabwire Inc
June 1, 2023 Page 2
FirstName LastName
Shin Hwang
Labwire Inc
June 1, 2023
Page 2
Subsequent Material Events
2.We note your revised disclosure in response to comment 2. Please revise this section to
discuss the results of operations of Cessil for the year ended December 31, 2022 and how
such results may impact any known trends, uncertainties, demands, commitments or
events that are reasonably likely to have a material effect on your net sales or revenues,
income from continuing operations, profitability, liquidity or capital resources, or that
would cause reported financial information not necessarily to be indicative of future
operating results or financial condition.
Please contact Cara Wirth at 202-551-7127 or Dietrich King at 202-551-8071 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Jeff Turner