SEC Comment Letter for ADM ENDEAVORS, INC. (ADMQ) (CIK 0001588014) (ADMQ) — Nov 20, 2017
ADM ENDEAVORS, INC. (ADMQ) (CIK 0001588014)
Date: Nov. 20, 2017 · CIK: 0001588014 · Accession: 0000000000-17-040967
AI Filing Summary & Sentiment
Reasoning
Letter
Mail Stop 4631 November 20, 2017 Ardell Mees Chief Executive Officer ADM Endeavors, Inc. 2021 N. 3rd St. Bismarck, ND 58501
Re: ADM Endeavors, Inc. Amendment No. 1 to Re gistration Statement on Form S -1 Filed November 13, 2017 File No. 333 -220452
Dear Mr. Mees :
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 October 2, 2017 letter .
Recent Sales of Unregistered Securities, page 55
1. We note your response to prior commen t 4 and reissue our comment. We also note the sale of unregistered securities disclosed in previously filed quarterly reports. For example:
During the second quarter of 2015 you issued 5,375,000 and 2,225,000 shares for consulting services.
On May 30, 2016, you issued 2,250,000 shares for consulting services.
On July 26, 2016, you issued 350,000 shares for consulting services.
Ardell Mees ADM Endeavors, Inc. November 20, 2017 Page 2
On May 30, 2017, you issued 2,250,000 shares for consulting services.
On June 30, 2017, you issued “approximately 187,500” shares.
Please revise to include all unregistered sales of securities within the past three years, including any shares issued as compensation in lieu of salary or for services rendered. Please refer to Item 701 of Regulation S -K. In addition, please revise the list of selling security holders on page 16 accordingly.
Please contact Sergio Chinos, Staff Attorney , at (202) 551 -7844 or me at (202) 551 -3397 with any other questions.
Sincerely,
/s/ Jay Ingram
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Mail Stop 4631 November 20, 2017 Ardell Mees Chief Executive Officer ADM Endeavors, Inc. 2021 N. 3rd St. Bismarck, ND 58501 Re: ADM Endeavors, Inc. Amendment No. 1 to Re gistration Statement on Form S -1 Filed November 13, 2017 File No. 333 -220452 Dear Mr. Mees : 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 October 2, 2017 letter . Recent Sales of Unregistered Securities, page 55 1. We note your response to prior commen t 4 and reissue our comment. We also note the sale of unregistered securities disclosed in previously filed quarterly reports. For example: During the second quarter of 2015 you issued 5,375,000 and 2,225,000 shares for consulting services. On May 30, 2016, you issued 2,250,000 shares for consulting services. On July 26, 2016, you issued 350,000 shares for consulting services. Ardell Mees ADM Endeavors, Inc. November 20, 2017 Page 2 On May 30, 2017, you issued 2,250,000 shares for consulting services. On June 30, 2017, you issued “approximately 187,500” shares. Please revise to include all unregistered sales of securities within the past three years, including any shares issued as compensation in lieu of salary or for services rendered. Please refer to Item 701 of Regulation S -K. In addition, please revise the list of selling security holders on page 16 accordingly. Please contact Sergio Chinos, Staff Attorney , at (202) 551 -7844 or me at (202) 551 -3397 with any other questions. Sincerely, /s/ Jay Ingram Jay Ingram Legal Branch Chief Office of Manufacturing and Construction cc: Chase Chandler, Esq.