SEC Comment Letter for Fluent, Inc. (FLNT) (CIK 0001460329) (FLNT) — May 1, 2012
Fluent, Inc. (FLNT) (CIK 0001460329)
Date: May 1, 2012 · CIK: 0001460329 · Accession: 0000000000-12-022444
AI Filing Summary & Sentiment
File numbers found in text: 333-158336
Letter
May 1, 2012 Via E-mail Wilfred Chow Chief Financial Officer SearchMedia Holdings Limited Floor 13, Central Modern Building 468 Xinhui Road Shanghai, China 200060
Re: SearchMedia Holdings Limited Form 20-F for the fiscal year ended December 31, 2010 Filed June 30, 2011 Response dated April 24, 2012 File No. 333-158336
Dear Mr. Chow: We have reviewed your filing and have the fo llowing comment. Please provide us with the requested information so we may better understand your disclosure.
Please respond to this letter within te n business days by providing the requested information or by advising us when you will provide the requested response. If you do not believe our comment applies to your facts a nd circumstances, please tell us why in your response. After reviewing the information you provide in response to these comment, we may have additional comments. Form 20-F for the Fiscal Year Ending December 31, 2010
Risk Factors, page 6
Risk Related to Our Business and Operations, page 6
1. Please revise your Risk Factors section to in clude a separate risk factor discussing the possession, security and control over the entirety of your cor porate chops, seals or other controlling non-tangible assets a nd the listed legal representativ es authorized to sign with the chops for applicable entity. Disclose which individuals hold these items and who maintains control over the use of any corporate chops in each instance. Explain the purpose of these assets and what it woul d mean for your corporate structure and operations should you lose control over these assets.
Wilfred Chow SearchMedia Holdings Limited May 1, 2012 Page 2
You may contact Ivette Leon, Assistant Chief Accountant, at 202-551-3351 or Carlos Pacho, Senior Assistant Chief Accountant, at 202-551-3835 if you have questions regarding comments on the financial statements and rela ted matters. Please contact Kate Beukenkamp, Attorney Advisor, at 202-551-6971 or Celeste M. Murphy, Legal Branch Chief, at 202-551-3257 with any other questions. Sincerely, /s/ Celeste M. Murphy for Larry Spirgel Assistant Director cc: Via E-mail
Joshua Weingard Corporate Counsel
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May 1, 2012 Via E-mail Wilfred Chow Chief Financial Officer SearchMedia Holdings Limited Floor 13, Central Modern Building 468 Xinhui Road Shanghai, China 200060 Re: SearchMedia Holdings Limited Form 20-F for the fiscal year ended December 31, 2010 Filed June 30, 2011 Response dated April 24, 2012 File No. 333-158336 Dear Mr. Chow: We have reviewed your filing and have the fo llowing comment. Please provide us with the requested information so we may better understand your disclosure. Please respond to this letter within te n business days by providing the requested information or by advising us when you will provide the requested response. If you do not believe our comment applies to your facts a nd circumstances, please tell us why in your response. After reviewing the information you provide in response to these comment, we may have additional comments. Form 20-F for the Fiscal Year Ending December 31, 2010 Risk Factors, page 6 Risk Related to Our Business and Operations, page 6 1. Please revise your Risk Factors section to in clude a separate risk factor discussing the possession, security and control over the entirety of your cor porate chops, seals or other controlling non-tangible assets a nd the listed legal representativ es authorized to sign with the chops for applicable entity. Disclose which individuals hold these items and who maintains control over the use of any corporate chops in each instance. Explain the purpose of these assets and what it woul d mean for your corporate structure and operations should you lose control over these assets. Wilfred Chow SearchMedia Holdings Limited May 1, 2012 Page 2 You may contact Ivette Leon, Assistant Chief Accountant, at 202-551-3351 or Carlos Pacho, Senior Assistant Chief Accountant, at 202-551-3835 if you have questions regarding comments on the financial statements and rela ted matters. Please contact Kate Beukenkamp, Attorney Advisor, at 202-551-6971 or Celeste M. Murphy, Legal Branch Chief, at 202-551-3257 with any other questions. Sincerely, /s/ Celeste M. Murphy for Larry Spirgel Assistant Director cc: Via E-mail Joshua Weingard Corporate Counsel