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SEC Company Response from Aqua Metals, Inc. (AQMS) (CIK 0001621832) (AQMS) — Jul 29, 2015

Aqua Metals, Inc. (AQMS) (CIK 0001621832)
Date: July 29, 2015 · CIK: 0001621832 · Accession: 0001615774-15-001947

AI Filing Summary & Sentiment

File numbers found in text: 333-204826

Date
July 29, 2015
Author
Daniel K. Donahue
Form
CORRESP
Company
Aqua Metals, Inc. (AQMS) (CIK 0001621832)

Letter

Via Edgar Securities and Exchange Commission Division of Corporation Finance Attn: Jay Ingram, Legal Branch Chief Re: Aqua Metals, Inc. Amendment No. 4 to Registration Statement on Form S-1 SEC File No. 333-204826

Dear Mr. Ingram:

On behalf of our client, Aqua Metals, Inc., a Delaware corporation (the “Company”), we are submitting this letter concurrently with the Company’s filing of an Amendment No. 4 (“Amendment”) to the above-referenced Registration Statement on Form S-1 (“Registration Statement”).

The Amendment is being filed for purposes of registering a ten percent (10%) increase in the shares of common stock to be offered by the Company, prior to any exercise of the underwriters’ overallotment option. In addition, the Amendment reflects a decrease in the underwriters’ discount from 8% to 7.65%. There have been no substantive changes made to the disclosure in the prospectus made part of the Amendment other than to give effect to the two aforementioned matters.

The Company has been advised by the underwriters’ representative that the underwriters intend to circulate an electronic copy of the prospectus made part of the Amendment to all parties expected to participate in the offering.

Thank you in advance for your review. Please contact the undersigned with any questions or comments at (949) 732-6557.

Very
truly yours,
/s/
Daniel K. Donahue

Show Raw Text
CORRESP
1
filename1.htm

Daniel
K. Donahue

Tel 949.732.6500

Fax 949.732.6501

donahued@gtlaw.com

July
29, 2015

154718.010200

Via
Edgar

Securities
and Exchange Commission

Division
of Corporation Finance

100 F Street,
N.E.

Washington,
DC 20549

Attn: Jay
Ingram, Legal Branch Chief

 Re: Aqua
                                         Metals, Inc.

                                         Amendment No. 4 to Registration Statement on Form S-1

SEC
File No. 333-204826

Dear
Mr. Ingram:

On
behalf of our client, Aqua Metals, Inc., a Delaware corporation (the “Company”), we are submitting this
letter concurrently with the Company’s filing of an Amendment No. 4 (“Amendment”) to the above-referenced
Registration Statement on Form S-1 (“Registration Statement”).

The
Amendment is being filed for purposes of registering a ten percent (10%) increase in the shares of common stock to be offered
by the Company, prior to any exercise of the underwriters’ overallotment option. In addition, the Amendment reflects a decrease
in the underwriters’ discount from 8% to 7.65%. There have been no substantive changes made to the disclosure in the prospectus
made part of the Amendment other than to give effect to the two aforementioned matters.

The
Company has been advised by the underwriters’ representative that the underwriters intend to circulate an electronic copy
of the prospectus made part of the Amendment to all parties expected to participate in the offering.

Thank
you in advance for your review. Please contact the undersigned with any questions or comments at (949) 732-6557.

    Very
                                         truly yours,

        /s/
        Daniel K. Donahue

        Daniel
        K. Donahue

    cc:

    Aqua Metals, Inc.

    Golenbock Eiseman Assor Bell & Peskoe LLP

    Armanino LLP

Greenberg
Traurig, LLP • Attorneys
at Law • WW.GTLAW.COM
 3161 Michelson Drive, Suite 1000 • Irvine,
California 92612 • Tel 949.732.6500 •
Fax 949.732.6501

OC
287431839v1