SEC Comment Letter for Envirotech Vehicles, Inc. (EVTV) (CIK 0001563568) (AZIO) — Jan 26, 2017
Envirotech Vehicles, Inc. (EVTV) (CIK 0001563568)
Date: Jan. 26, 2017 · CIK: 0001563568 · Accession: 0000000000-17-002895
AI Filing Summary & Sentiment
Reasoning
Letter
Mail Stop 3561 January 26, 2017 James L. Reynolds President and Chief Executive Officer Adomani, Inc. 620 Newport Center Drive, Suite 100 Newport Beach, CA 92660
Re: Adomani, Inc. Amendment No. 1 to Offering Statement on Form 1 -A Filed January 17, 2017 File No. 024 -10656
Dear Mr. Reynolds :
We have reviewed your amended offering 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 offering statement and providing the requested information . If you do not believe our comments apply to your facts and circumstances or do not be lieve an amendment is appropriate, please tell us why in your response.
After reviewing any amendment to your offering statement and the information you provide in response to these comments, we may have additional comments. Unless we note otherwise, o ur references to prior comments are to comments in our January 27, 2017 letter.
Exhibit 12.1
1. Please have counsel opine on the legality of the underwriters ’ warrant as your binding obligation. For guidance, r efer to Staff Legal Bulletin No. 19, Legality and Tax Opinions in Registered Offerings, Section II.B.1.f.
James L. Reynolds Adomani, Inc. January 26, 2017 Page 2
Please contact Tonya K. Aldave at (202) 551 -3601 or me at (202) 551 -3217 with any questions.
Sincerely,
/s/ J. Nolan McWilliams
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Mail Stop 3561 January 26, 2017 James L. Reynolds President and Chief Executive Officer Adomani, Inc. 620 Newport Center Drive, Suite 100 Newport Beach, CA 92660 Re: Adomani, Inc. Amendment No. 1 to Offering Statement on Form 1 -A Filed January 17, 2017 File No. 024 -10656 Dear Mr. Reynolds : We have reviewed your amended offering 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 offering statement and providing the requested information . If you do not believe our comments apply to your facts and circumstances or do not be lieve an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your offering statement and the information you provide in response to these comments, we may have additional comments. Unless we note otherwise, o ur references to prior comments are to comments in our January 27, 2017 letter. Exhibit 12.1 1. Please have counsel opine on the legality of the underwriters ’ warrant as your binding obligation. For guidance, r efer to Staff Legal Bulletin No. 19, Legality and Tax Opinions in Registered Offerings, Section II.B.1.f. James L. Reynolds Adomani, Inc. January 26, 2017 Page 2 Please contact Tonya K. Aldave at (202) 551 -3601 or me at (202) 551 -3217 with any questions. Sincerely, /s/ J. Nolan McWilliams J. Nolan McWilliams Attorney -Advisor Office of Transportation and Leisure cc: Curtis L. Mo, Esq. DLA Piper