SEC Comment Letter for FingerMotion, Inc. (FNGR) (CIK 0001602409) (FNGR) — Jun 3, 2014
FingerMotion, Inc. (FNGR) (CIK 0001602409)
Date: June 3, 2014 · CIK: 0001602409 · Accession: 0000000000-14-028130
AI Filing Summary & Sentiment
Reasoning
Referenced dates: April 9, 2014
Letter
June 2 , 2014 Via E -mail Michael Brigante Chief Financial Officer Property Management Corporation of America 4174 Old Stockyard Road, Suite F Marshall, VA 20115
Re: Property Management Corporation of America Amendment No. 1 to Confidential Draft Registration Sta tement on Form S -1 Submitted May 8, 2014 CIK No. 0001602409
Dear Mr. Brigante :
We have reviewed your draft registration statement and have the following comments. In some of our comments, we may ask you to provide us with information s o we may better understand your disclosure.
Please respond to this letter by providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. 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 the information you provide in response to these comments and your amended draft registration statemen t or filed registration statement, we may have additional comments.
General
1. We note your response to comment 3 of our letter dated April 9, 2014. We have referred your analysis to the Division of Trading and Markets, and we may have further comment.
Our Customers, page 22
2. We note your response to comment 11 of our letter dated April 9, 2014 and the form of management services agreement. We also note you indicate that you have management services agreements with two customers. We continue to believe t hat you should file these agreements as exhibits or tell us why you are not required to do so. Please refer to Item 601(b)(10) of Regulation S -K.
Michael Brigante Property Management Corporation of America June 2 , 2014 Page 2
Employees, page 23
3. We note your response to comment 12 of our letter dated April 9, 2014 in which you have revised your disclosure on page 26 to indicate that C. Thomas McMillen and Michael T. Brigante have each agreed to devote approximately 50% of their working time to your company. We continue to note your disclosure on page 23 that you employ your two exec utive officers on a full -time basis. Please revise to reconcile or explain.
General
If you intend to respond to these comments with an amended draft registration statement , please submit it and any associated correspondence in accordance with the guida nce we provide in the Division’s October 11 , 2012 announcement on the SEC website at http://www.sec.gov/divisions/corpfin/cfannouncements/drsfilingprocedures101512.htm .
Please keep in mind that we may publicly post filing review correspondence in accordan ce with our December 1, 2011 policy (http://www.sec.gov/divisions/corpfin/cfannouncements/edgarcorrespondence.htm ). If you intend to use Rule 83 (17 CFR 200.83) to request confidential treatment of information in the correspondence you submit on EDGAR, pl ease properly mark that information in each of your confidential submissions to us so we do not repeat or refer to that information in our comment letters to you.
You may contact Shannon Sobotka, Staff Accountant, at (202) 551 -3856 or Jennifer Monick, S taff Accountant, at (202) 551 -3295 if you have questions regarding comments on the financial statements and related matters. Please contact Sandra B. Hunter, Staff Attorney, at (202) 551 -3758 or me at (202) 551 -3401 with any other questions.
Sincerely,
/s/ Jennifer Gowetski
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June 2 , 2014 Via E -mail Michael Brigante Chief Financial Officer Property Management Corporation of America 4174 Old Stockyard Road, Suite F Marshall, VA 20115 Re: Property Management Corporation of America Amendment No. 1 to Confidential Draft Registration Sta tement on Form S -1 Submitted May 8, 2014 CIK No. 0001602409 Dear Mr. Brigante : We have reviewed your draft registration statement and have the following comments. In some of our comments, we may ask you to provide us with information s o we may better understand your disclosure. Please respond to this letter by providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. 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 the information you provide in response to these comments and your amended draft registration statemen t or filed registration statement, we may have additional comments. General 1. We note your response to comment 3 of our letter dated April 9, 2014. We have referred your analysis to the Division of Trading and Markets, and we may have further comment. Our Customers, page 22 2. We note your response to comment 11 of our letter dated April 9, 2014 and the form of management services agreement. We also note you indicate that you have management services agreements with two customers. We continue to believe t hat you should file these agreements as exhibits or tell us why you are not required to do so. Please refer to Item 601(b)(10) of Regulation S -K. Michael Brigante Property Management Corporation of America June 2 , 2014 Page 2 Employees, page 23 3. We note your response to comment 12 of our letter dated April 9, 2014 in which you have revised your disclosure on page 26 to indicate that C. Thomas McMillen and Michael T. Brigante have each agreed to devote approximately 50% of their working time to your company. We continue to note your disclosure on page 23 that you employ your two exec utive officers on a full -time basis. Please revise to reconcile or explain. General If you intend to respond to these comments with an amended draft registration statement , please submit it and any associated correspondence in accordance with the guida nce we provide in the Division’s October 11 , 2012 announcement on the SEC website at http://www.sec.gov/divisions/corpfin/cfannouncements/drsfilingprocedures101512.htm . Please keep in mind that we may publicly post filing review correspondence in accordan ce with our December 1, 2011 policy (http://www.sec.gov/divisions/corpfin/cfannouncements/edgarcorrespondence.htm ). If you intend to use Rule 83 (17 CFR 200.83) to request confidential treatment of information in the correspondence you submit on EDGAR, pl ease properly mark that information in each of your confidential submissions to us so we do not repeat or refer to that information in our comment letters to you. You may contact Shannon Sobotka, Staff Accountant, at (202) 551 -3856 or Jennifer Monick, S taff Accountant, at (202) 551 -3295 if you have questions regarding comments on the financial statements and related matters. Please contact Sandra B. Hunter, Staff Attorney, at (202) 551 -3758 or me at (202) 551 -3401 with any other questions. Sincerely, /s/ Jennifer Gowetski Jennifer Gowetski Senior Counsel cc: Spencer Feldman Olshan Frome Wolosky LLP Via E -mail