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SEC Comment Letter for Envirotech Vehicles, Inc. (EVTV) (CIK 0001563568) (AZIO) — Sep 7, 2018

Envirotech Vehicles, Inc. (EVTV) (CIK 0001563568)
Date: Sept. 7, 2018 · CIK: 0001563568 · Accession: 0000000000-18-027874

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File numbers found in text: 333-226871

Date
September 6, 2018
Author
Not clearly detected
Form
UPLOAD
Company
Envirotech Vehicles, Inc. (EVTV) (CIK 0001563568)

Letter

September 6, 2018 James L. Reynolds Chief Executive Officer ADOMANI, INC. 4740 Green River Rd., Suite 106 Corona, CA 92880 Re:ADOMANI, INC. Registration Statement on Form S-3 Filed August 16, 2018 File No. 333-226871 Dear Mr. Reynolds: 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-3 filed August 16, 2018 Risk Factors, page 4 1.We note your disclosure in the company's Form 8-K filed on August 17, 2018 that the company received notice of non-compliance with the Nasdaq requirements pertaining to the minimum bid price for listed stock pursuant to Nasdaq Listing Rule 5550(a)(2). Please update your disclosure to include a Risk Factor which specifically addresses this risk, in addition to the existing risk factor that discusses the risk of delisting generally.

FirstName LastNameJames L. Reynolds Comapany NameADOMANI, INC. September 6, 2018 Page 2 FirstName LastName James L. Reynolds ADOMANI, INC. September 6, 2018 Page 2 General 2.To the extent you intend to rely on General Instruction I.B.6 to Form S-3 for limited primary offerings, please disclose on the prospectus cover page the information called for by Instruction 7 to General Instruction I.B.6. Please also confirm to us your understanding of the size limitations for offerings made under General Instruction I.B.6. 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. Please contact Julie Griffith at 202-551-3267 or John Dana Brown at 202-551-3859 with any other questions. Sincerely, Division of Corporation Finance Office of Transportation and Leisure

Show Raw Text
September 6, 2018
James L. Reynolds
Chief Executive Officer
ADOMANI, INC.
4740 Green River Rd., Suite 106
Corona, CA 92880
Re:ADOMANI, INC.
Registration Statement on Form S-3
Filed August 16, 2018
File No. 333-226871
Dear Mr. Reynolds:
            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-3 filed August 16, 2018
Risk Factors, page 4
1.We note your disclosure in the company's Form 8-K filed on August 17, 2018 that the
company received notice of non-compliance with the Nasdaq requirements pertaining to
the minimum bid price for listed stock pursuant to Nasdaq Listing Rule 5550(a)(2).
Please update your disclosure to include a Risk Factor which specifically addresses this
risk, in addition to the existing risk factor that discusses the risk of delisting generally.

 FirstName LastNameJames L.  Reynolds
 Comapany NameADOMANI, INC.
 September 6, 2018 Page 2
 FirstName LastName
James L.  Reynolds
ADOMANI, INC.
September 6, 2018
Page 2
General
2.To the extent you intend to rely on General Instruction I.B.6 to Form S-3 for limited
primary offerings, please disclose on the prospectus cover page the information called for
by Instruction 7 to General Instruction I.B.6. Please also confirm to us your understanding
of the size limitations for offerings made under General Instruction I.B.6.
            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.
            Please contact Julie Griffith at 202-551-3267 or John Dana Brown at 202-551-3859 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Transportation and Leisure