SEC Comment Letter for AIxCrypto Holdings, Inc. (AIXC) (CIK 0001460702) (FFR) — Aug 2, 2017
AIxCrypto Holdings, Inc. (AIXC) (CIK 0001460702)
Date: Aug. 2, 2017 · CIK: 0001460702 · Accession: 0000000000-17-027236
AI Filing Summary & Sentiment
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Letter
August 2, 2017 Michael Step Chief Executive Officer Ritter Pharmaceuticals, Inc. 1880 Century Park East #1000 Los Angeles, CA 90067 Ritter Pharmaceuticals, Inc. Preliminary Proxy Statement on Schedule 14A Filed July 26, 2017 File No. 001-37428Re: Dear Mr. Step: We have limited our review of your filing to the issues addressed in 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 these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Preliminary Proxy Statement on Schedule 14A Proposal 1, page 7 1. Please expand your disclosure to specifically state whether you have any plans, proposals or arrangements, written or oral, to issue any of the newly authorized shares of common stock or preferred stock for general corporate or any other purposes, other than as set forth in your Proposal 2. If there are any such plans, please describe them. 2. Please revise your disclosure to include a discussion of the dilutive effect to your existing shareholders of any issuance of the newly authorized shares. 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.
Michael Step Ritter Pharmaceuticals, Inc. August 2, 2017 Page 2 Please contact Dorrie Yale at 202-551-8776 or Mary Beth Breslin at 202-551-3625 with any questions. Division of Corporation Finance Office of Healthcare & Insurance cc: Wendy Grasso
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August 2, 2017 Michael Step Chief Executive Officer Ritter Pharmaceuticals, Inc. 1880 Century Park East #1000 Los Angeles, CA 90067 Ritter Pharmaceuticals, Inc. Preliminary Proxy Statement on Schedule 14A Filed July 26, 2017 File No. 001-37428Re: Dear Mr. Step: We have limited our review of your filing to the issues addressed in 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 these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Preliminary Proxy Statement on Schedule 14A Proposal 1, page 7 1. Please expand your disclosure to specifically state whether you have any plans, proposals or arrangements, written or oral, to issue any of the newly authorized shares of common stock or preferred stock for general corporate or any other purposes, other than as set forth in your Proposal 2. If there are any such plans, please describe them. 2. Please revise your disclosure to include a discussion of the dilutive effect to your existing shareholders of any issuance of the newly authorized shares. 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. Michael Step Ritter Pharmaceuticals, Inc. August 2, 2017 Page 2 Please contact Dorrie Yale at 202-551-8776 or Mary Beth Breslin at 202-551-3625 with any questions. Division of Corporation Finance Office of Healthcare & Insurance cc: Wendy Grasso