SEC Company Response from Gaucho Group Holdings, Inc. (VINO) (CIK 0001559998) — Feb 4, 2020
Gaucho Group Holdings, Inc. (VINO) (CIK 0001559998)
Date: Feb. 4, 2020 · CIK: 0001559998 · Accession: 0001493152-20-001564
AI Filing Summary & Sentiment
File numbers found in text: 333-233586
Letter
Division of Corporate Finance United States Securities and Exchange Commission Office of Real Estate and Commodities Re: Gaucho Group Holdings, Inc. Registration Statement on Form S-1 Filed on January 27, 2020 File No. 333-233586
Dear Sir or Madam:
Gaucho Group Holdings, Inc. (“GGH”) received your telephone correspondence dated November 12, 2019 regarding comments on GGH’s amended Form S-1 as submitted to the SEC on January 27, 2020 (the “S-1”). This letter responds to your comments from your voice mail left on January 30, 2020. We have repeated your comments in italics and then provided our response below each comment.
General
Comment No. 1 We note the Company shares trade for approximately $0.40 compared to the $5.00 to $7.00 range of the offering. Please advise us of the reasons for the wide discrepancy. Revise the cover page and Risk Factors to address the discrepancy and the possibility that you will not be able to raise funds at the current price range. Also explain that investors purchasing in the offering could experience immediate decline in their share price due to the $0.40 market price.
Response: Simultaneously with the offering, the Company will effect a reverse stock split which is currently estimated at a 20 for 1 ratio. Based on the $0.36 share price as of the close of February 3, 2020, the price of the shares would be $7.40 per share post-reverse stock split. We have revised the language in footnote 1 to the registration fee table to include a reference to the reverse stock split. We have language in the Risk Factors section to explain that there is a possibility the Company will not be able to raise sufficient funds in the offering on page 26 of the S-1 and we have included language that post-offering, the investors purchasing in the offering could experience immediate decline in their share price due to market conditions.
United States Securities and Exchange Commission
February 4, 2020
Page
We hope we have adequately addressed your comments. If you need further information or have additional comments, please contact Victoria B. Bantz, Esq. (vbantz@bfwlaw.com) at 303-796-2626.
gaucho group holdings, Inc. group (otcqb:vino)
Fifth Avenue, Floor 10, New York, NY 10010
(toll free) 866.960.7700 (main) 212.739.7700 (fax) 212.655.0140 | www.gauchobuenosaires.com
Respectfully
submitted,
Gaucho
Group Holdings, Inc.
Show Raw Text
CORRESP
1
filename1.htm
From
the Desk of Scott Mathis
Direct:
212.739.7650
Fax:
212.655.0140
smathis@algodongroup.com
February
4, 2020
Division
of Corporate Finance
United
States Securities and Exchange Commission
Office
of Real Estate and Commodities
100
F Street, NE
Washington,
DC 20549
Re:
Gaucho
Group Holdings, Inc.
Registration
Statement on Form S-1
Filed
on January 27, 2020
File
No. 333-233586
Dear
Sir or Madam:
Gaucho
Group Holdings, Inc. (“GGH”) received your telephone correspondence dated November 12, 2019 regarding comments on
GGH’s amended Form S-1 as submitted to the SEC on January 27, 2020 (the “S-1”). This letter responds to your
comments from your voice mail left on January 30, 2020. We have repeated your comments in italics and then provided our response
below each comment.
General
Comment
No. 1 We note the Company shares trade for approximately $0.40 compared to the $5.00 to $7.00 range of the offering. Please advise
us of the reasons for the wide discrepancy. Revise the cover page and Risk Factors to address the discrepancy and the possibility
that you will not be able to raise funds at the current price range. Also explain that investors purchasing in the offering could
experience immediate decline in their share price due to the $0.40 market price.
Response:
Simultaneously with the offering, the Company will effect a reverse stock split which is currently estimated at a 20 for 1
ratio. Based on the $0.36 share price as of the close of February 3, 2020, the price of the shares would be $7.40 per share post-reverse
stock split. We have revised the language in footnote 1 to the registration fee table to include a reference to the reverse
stock split. We have language in the Risk Factors section to explain that there is a possibility the Company will not be able
to raise sufficient funds in the offering on page 26 of the S-1 and we have included language that post-offering, the investors
purchasing in the offering could experience immediate decline in their share price due to market conditions.
United
States Securities and Exchange Commission
February
4, 2020
Page
2
We
hope we have adequately addressed your comments. If you need further information or have additional comments, please contact Victoria
B. Bantz, Esq. (vbantz@bfwlaw.com) at 303-796-2626.
gaucho
group holdings, Inc. group (otcqb:vino)
135
Fifth Avenue, Floor 10, New York, NY 10010
(toll
free) 866.960.7700 (main) 212.739.7700 (fax)
212.655.0140 | www.gauchobuenosaires.com
Respectfully
submitted,
Gaucho
Group Holdings, Inc.
/s/
Scott L. Mathis
By:
Scott
L. Mathis
President
& CEO
cc:
Victoria
B. Bantz, Esq.
Eric
S. Hutner, Esq.