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SEC Comment Letter 0000000000-23-006750 to AIxCrypto Holdings, Inc. (AIXC)

AIxCrypto Holdings, Inc.
Date: June 23, 2023 · CIK: 0001460702 · Accession: 0000000000-23-006750

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File numbers found in text: 333-272623

Date
June 23, 2023
Author
Not clearly detected
Form
UPLOAD
Company
AIxCrypto Holdings, Inc.

Letter

United States securities and exchange commission logo June 23, 2023 Michael Poirier Chief Executive Officer Qualigen Therapeutics, Inc. 2042 Corte Del Nogal Carlsbad, CA 92011 Re:Qualigen Therapeutics, Inc. Registration Statement on Form S-1 Filed June 13, 2023 File No. 333-272623 Dear Michael Poirier: We have limited our review of your registration statement to those issues we have addressed in our 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 registration 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 registration statement and the information you provide in response to these comments, we may have additional comments. Registration Statement on Form S-1 Cover Page 1.We note that you intend to name a placement agent for the offering. Please identify the name of the placement agent in your next amendment. Additionally, it does not appear that your exhibit index currently includes a placeholder for a Placement Agent Agreement. Please update your exhibit index to include your Placement Agent Agreement, or advise. 2.Please revise your disclosure to include all of the information that is required by Item 501(b)(8)(iii) of Regulation S-K, including (i) the date that the offering will end, (ii) any minimum purchase requirements and (iii) any arrangements to place the funds in escrow.

FirstName LastNameMichael Poirier Comapany NameQualigen Therapeutics, Inc. June 23, 2023 Page 2 FirstName LastName Michael Poirier Qualigen Therapeutics, Inc. June 23, 2023 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. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. You may contact Doris Stacey Gama at 202-551-3188 or Jason Drory at 202-551-8342 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Wendy Grasso, Esq.

Show Raw Text
United States securities and exchange commission logo
June 23, 2023
Michael Poirier
Chief Executive Officer
Qualigen Therapeutics, Inc.
2042 Corte Del Nogal
Carlsbad, CA 92011
Re:Qualigen Therapeutics, Inc.
Registration Statement on Form S-1
Filed June 13, 2023
File No. 333-272623
Dear Michael Poirier:
            We have limited our review of your registration statement to those issues we have
addressed in our 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 registration 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 registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form S-1
Cover Page
1.We note that you intend to name a placement agent for the offering. Please identify the
name of the placement agent in your next amendment. Additionally, it does not appear
that your exhibit index currently includes a placeholder for a Placement Agent Agreement.
Please update your exhibit index to include your Placement Agent Agreement, or advise.
2.Please revise your disclosure to include all of the information that is required by Item
501(b)(8)(iii) of Regulation S-K, including (i) the date that the offering will end, (ii) any
minimum purchase requirements and (iii) any arrangements to place the funds in escrow.

 FirstName LastNameMichael Poirier
 Comapany NameQualigen Therapeutics, Inc.
 June 23, 2023 Page 2
 FirstName LastName
Michael Poirier
Qualigen Therapeutics, Inc.
June 23, 2023
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.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            You may contact Doris Stacey Gama at 202-551-3188 or Jason Drory at 202-551-8342
with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Wendy Grasso, Esq.