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SEC Comment Letter 0000000000-24-001849 to Paramount Gold Nevada Corp. (PZG) (CIK 0001629210) (PZG)

Paramount Gold Nevada Corp. (PZG) (CIK 0001629210)
Date: Feb. 16, 2024 · CIK: 0001629210 · Accession: 0000000000-24-001849

AI Filing Summary & Sentiment

File numbers found in text: 333-275376

Date
February 16, 2024
Author
Not clearly detected
Form
UPLOAD
Company
Paramount Gold Nevada Corp. (PZG) (CIK 0001629210)

Letter

United States securities and exchange commission logo February 16, 2024 Rachel Goldman Chief Executive Officer Paramount Gold Nevada Corp. 665 Anderson Street Winnemucca, NV 89445 Re:Paramount Gold Nevada Corp. Amendment No. 1 to Form S-3 Filed February 6, 2024 File No. 333-275376 Dear Rachel Goldman: We have reviewed your amended registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies 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 this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our November 29, 2023 letter.

Amendment No. 1 to Form S-3 Cover Page 1.We note your response to prior comment 1 and reissue the comment. Because you plan to issue and sell shares under the Controlled Equity Offering Sales Agreement with Cantor Fitzgerald and Canaccord Genuity as part of this registration statement, please revise to include a separate prospectus for such at the market offering and make corresponding revisions to the fee table and legality opinion.

FirstName LastNameRachel Goldman Comapany NameParamount Gold Nevada Corp. February 16, 2024 Page 2 FirstName LastName Rachel Goldman Paramount Gold Nevada Corp. February 16, 2024 Page 2 Please contact Timothy S. Levenberg at 202-551-3707 or Karina Dorin at 202-551-3763 with any questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc: James T. Seery, Esq., of Duane Morris LLP

Show Raw Text
United States securities and exchange commission logo
February 16, 2024
Rachel Goldman
Chief Executive Officer
Paramount Gold Nevada Corp.
665 Anderson Street
Winnemucca, NV 89445
Re:Paramount Gold Nevada Corp.
Amendment No. 1 to Form S-3
Filed February 6, 2024
File No. 333-275376
Dear Rachel Goldman:
            We have reviewed your amended registration statement and have the following comment.
            Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies 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 this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our November 29, 2023 letter.

Amendment No. 1 to Form S-3
Cover Page
1.We note your response to prior comment 1 and reissue the comment. Because you plan
to issue and sell shares under the Controlled Equity Offering Sales Agreement with Cantor
Fitzgerald and Canaccord Genuity as part of this registration statement, please revise to
include a separate prospectus for such at the market offering and make corresponding
revisions to the fee table and legality opinion.

 FirstName LastNameRachel Goldman
 Comapany NameParamount Gold Nevada Corp.
 February 16, 2024 Page 2
 FirstName LastName
Rachel Goldman
Paramount Gold Nevada Corp.
February 16, 2024
Page 2
            Please contact Timothy S. Levenberg at 202-551-3707 or Karina Dorin at 202-551-3763
with any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:       James T. Seery, Esq., of Duane Morris LLP