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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: 0001615774-15-001951

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File numbers found in text: 333-204826

Date
July 29, 2015
Author
Stephen R. Clarke
Form
CORRESP
Company
Aqua Metals, Inc. (AQMS) (CIK 0001621832)

Letter

July 29, 2015

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attn: Jay Ingram

Frank Pigott

Re: Aqua Metals, Inc.

Registration Statement on Form S-1

File No. 333-204826

Acceleration Request

Requested Date:

Thursday, July 30, 2015

Requested Time:

4:30 p.m., Eastern Daylight Time

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant, Aqua Metals, Inc. (the “Registrant”), hereby requests that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-204826) (the “Registration Statement”) to become effective on July 30, 2015, at 4:30 p.m., Eastern Daylight Time, or as soon as practicable thereafter, or at such later time as the Registrant may orally request via telephone call to the staff of the Commission (the “Staff”). The Registrant hereby authorizes Daniel Donahue of Greenberg Traurig, LLP, counsel to the Registrant, to make such request on its behalf.

Once the Registration Statement has been declared effective, please orally confirm that event with Daniel Donahue of Greenberg Traurig, LLP, counsel to the Registrant, at (949) 732-6557.

In connection with this request, the Registrant acknowledges that:

•

should the Commission or the Staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

•

the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

•

the Registrant may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Very truly yours,
Aqua Metals, Inc.

Show Raw Text
CORRESP
1
filename1.htm

July 29, 2015

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

    Attn:
    Jay Ingram

    Frank Pigott

    Re:
    Aqua Metals, Inc.

    Registration Statement on Form S-1

    File No. 333-204826

    Acceleration Request

               Requested Date:

    Thursday, July 30, 2015

               Requested Time:

    4:30 p.m., Eastern Daylight Time

Ladies and Gentlemen:

In accordance with
Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant, Aqua Metals, Inc. (the “Registrant”),
hereby requests that the Securities and Exchange Commission (the “Commission”) take appropriate action
to cause the Registration Statement on Form S-1 (File No. 333-204826) (the “Registration Statement”)
to become effective on July 30, 2015, at 4:30 p.m., Eastern Daylight Time, or as soon as practicable thereafter, or at such later
time as the Registrant may orally request via telephone call to the staff of the Commission (the “Staff”).
The Registrant hereby authorizes Daniel Donahue of Greenberg Traurig, LLP, counsel to the Registrant, to make such request on its
behalf.

Once the Registration
Statement has been declared effective, please orally confirm that event with Daniel Donahue of Greenberg Traurig, LLP, counsel
to the Registrant, at (949) 732-6557.

In connection with
this request, the Registrant acknowledges that:

    •

    should the Commission or the Staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

    •

    the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

    •

    the Registrant may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

    Very truly yours,

    Aqua Metals, Inc.

    By:

        /s/ Stephen R. Clarke

    Stephen R. Clarke,

    Chief Executive Officer

    cc:

        Daniel Donahue, Greenberg Traurig, LLP

        Andrew Hudders, Golenbock Eiseman Assor Bell & Peskoe, LLP

        Carl Van Demark, Golenbock Eiseman Assor Bell & Peskoe,
        LLP