SEC Comment Letter for FiEE, Inc. (FIEE) (CIK 0001467761) (FIEE) — Jun 3, 2015
FiEE, Inc. (FIEE) (CIK 0001467761)
Date: June 3, 2015 · CIK: 0001467761 · Accession: 0000000000-15-029579
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-204502
Letter
June 3 , 2015 Frank Manning President, Chief Executive Officer , and Chairman of the Board Zoom Telephonics, Inc. 207 South Street Boston, Massachusetts 02111
Re: Zoom Telephonics , Inc. Registration Statement on Form S-1 Filed May 28 , 201 5 File No. 333-204502
Dear Mr. Manning :
This is to advise you that we have not reviewed , and will not review , your registration statement .
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Act of 193 3 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
In the event you request acceleration of the effective date of the pending regist ration statement please provide a written statement from the company acknowledging that:
should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
the company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Please refer to Rules 460 and 461 regarding requests for acceleration . We will consider a written request for acceleration of the effective date of the registration statement as confirmation of the fact that those requesting acceleration are aware of their respective responsibilities under
Frank Manning Zoom Telephonics , Inc. June 3 , 201 5 Page 2
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the registered securities .
You may contact Gregory Dundas, Attorney -Advisor, at (202) 551 -3436 with any quest ions.
Sincerely,
/s/ Celeste M. Murphy for
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June 3 , 2015 Frank Manning President, Chief Executive Officer , and Chairman of the Board Zoom Telephonics, Inc. 207 South Street Boston, Massachusetts 02111 Re: Zoom Telephonics , Inc. Registration Statement on Form S-1 Filed May 28 , 201 5 File No. 333-204502 Dear Mr. Manning : This is to advise you that we have not reviewed , and will not review , your registration statement . We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Act of 193 3 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In the event you request acceleration of the effective date of the pending regist ration statement please provide a written statement from the company acknowledging that: should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and the company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Please refer to Rules 460 and 461 regarding requests for acceleration . We will consider a written request for acceleration of the effective date of the registration statement as confirmation of the fact that those requesting acceleration are aware of their respective responsibilities under Frank Manning Zoom Telephonics , Inc. June 3 , 201 5 Page 2 the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the registered securities . You may contact Gregory Dundas, Attorney -Advisor, at (202) 551 -3436 with any quest ions. Sincerely, /s/ Celeste M. Murphy for Larry Spirgel Assistant Director cc: Daniele Ouellette Levy, Esq.