SEC Comment Letter 0000000000-23-006263 to BLACKSTAR ENTERPRISE GROUP, INC. (BEGI) (CIK 0001483646) (BEGI)
BLACKSTAR ENTERPRISE GROUP, INC. (BEGI) (CIK 0001483646)
Date: June 12, 2023 · CIK: 0001483646 · Accession: 0000000000-23-006263
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File numbers found in text: 333-257978
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United States securities and exchange commission logo
June 12, 2023
Joseph E. Kurczodyna
Acting Chief Executive Officer
Blackstar Enterprise Group, Inc.
4450 Arapahoe Ave., Suite 100
Boulder, CO 80303
Re:Blackstar Enterprise Group, Inc.
Amendment No. 9 to
Registration Statement on Form S-1
Filed May 26 2023
File No. 333-257978
Dear Joseph E. Kurczodyna:
We have reviewed your amended registration 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 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. Unless we note
otherwise, our references to prior comments are to comments in our May 11, 2023 letter.
Amended Form S-1 filed May 26, 2023
General
1.Refer to your response to comment 1. Please add a risk factor describing the risks,
including related to potential rescission rights, if the April 17, 2023 cointelegraph.com
article and statements or graphics included in that article are deemed to be an "offer" or
"sale" in the absence of an effective registration statement or available exemption. In your
revised disclosure, please provide sufficient factual context for the risks described. Please
also revise the prospectus as necessary to ensure that the prospectus disclosure is
consistent with the corrective disclosure included in your Form 8-K filed May 1, 2023.
FirstName LastNameJoseph E. Kurczodyna
Comapany NameBlackstar Enterprise Group, Inc.
June 12, 2023 Page 2
FirstName LastName
Joseph E. Kurczodyna
Blackstar Enterprise Group, Inc.
June 12, 2023
Page 2
Please contact Jessica Livingston at 202-551-3448 or J. Nolan McWilliams at 202-551-
3217 with any questions.
Sincerely,
Division of Corporation Finance
Office of Crypto Assets
cc: Christen Lambert