SEC Comment Letter for ADM ENDEAVORS, INC. (ADMQ) (CIK 0001588014) (ADMQ) — Feb 23, 2015
ADM ENDEAVORS, INC. (ADMQ) (CIK 0001588014)
Date: Feb. 23, 2015 · CIK: 0001588014 · Accession: 0000000000-15-011137
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-201351
Letter
February 23, 2015 Via E -mail Ardell Mees Chief Executive Officer ADM Endeavors, Inc. 2021 N 3rd St. Bismarck, ND 58501
Re: ADM Endeavors, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed February 10 , 2015 File No. 333-201351
Dear Mr. Mees :
We have reviewed your amendment and your letter dated February 10 , 2015, and we have the following comments.
General
1. Your current interim fin ancial information is now stale since it is as of a date more than 45 days after yo ur year -end of December 31, 2014. Please note the Rule 8 -08(b) of Regulation S-X requirement for audited financial statements of the most recently completed year when filing your next amendment , since the company reported losses from continuing operations for 2012 and it appears likely , based on the nine -month period ended September 30, that the company will be reporting a pre -tax loss during the most recently completed fisc al year.
Selling Security Holders, page 16
2. Footnotes 2 and 3 do not appear to correspond with any text in this section. Please revise.
Management’s Discussion and Analysis of Financial Condition and Results of Operations, page
3. Please provide the required disclosure of your financial condition and results of operations for the last two fiscal years.
Results of Operations for the three months ended September 30, 2014 and 2013
4. Please clarify your disclosure in the fourth paragraph that any funds ra ised in this offering will go not t o the Company but to your CEO. We understand that the offering you are
Ardell Mees ADM Endeavors, Inc. February 23, 2015 Page 2
registering is for the resale of shares by selling share holders, and the proceeds will g o to the selling shareholders.
Please contact Asia Timmons -Pierce, Staff Attorney, at (202) 551 -3754 or me at (202) 551-3765 with any other questions.
Sincerely,
/s/ Pamela Long
Show Raw Text
February 23, 2015
Via E -mail
Ardell Mees
Chief Executive Officer
ADM Endeavors, Inc.
2021 N 3rd St.
Bismarck, ND 58501
Re: ADM Endeavors, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed February 10 , 2015
File No. 333-201351
Dear Mr. Mees :
We have reviewed your amendment and your letter dated February 10 , 2015, and we
have the following comments.
General
1. Your current interim fin ancial information is now stale since it is as of a date more than 45
days after yo ur year -end of December 31, 2014. Please note the Rule 8 -08(b) of Regulation
S-X requirement for audited financial statements of the most recently completed year when
filing your next amendment , since the company reported losses from continuing operations
for 2012 and it appears likely , based on the nine -month period ended September 30, that the
company will be reporting a pre -tax loss during the most recently completed fisc al year.
Selling Security Holders, page 16
2. Footnotes 2 and 3 do not appear to correspond with any text in this section. Please revise.
Management’s Discussion and Analysis of Financial Condition and Results of Operations, page
27
3. Please provide the required disclosure of your financial condition and results of operations
for the last two fiscal years.
Results of Operations for the three months ended September 30, 2014 and 2013
4. Please clarify your disclosure in the fourth paragraph that any funds ra ised in this offering
will go not t o the Company but to your CEO. We understand that the offering you are
Ardell Mees
ADM Endeavors, Inc.
February 23, 2015
Page 2
registering is for the resale of shares by selling share holders, and the proceeds will g o to the
selling shareholders.
Please contact Asia Timmons -Pierce, Staff Attorney, at (202) 551 -3754 or me at (202)
551-3765 with any other questions.
Sincerely,
/s/ Pamela Long
Pamela Long
Assistant Director
cc: Chase Chandler (via e -mail)
Brunson Chandler & Jones, PLLC