SEC Comment Letter 0000000000-25-000191 to Signature Holdings Corp (CIK 0001635341)
Signature Holdings Corp (CIK 0001635341)
Date: Jan. 8, 2025 · CIK: 0001635341 · Accession: 0000000000-25-000191
AI Filing Summary & Sentiment
File numbers found in text: 000-56693
Letter
January 8, 2025 Gregory Aurre III President Signature Holdings Corp 1090 10th St. N. Unit 10 St. Petersburg, FL 33705 Re:Signature Holdings Corp Form 10-12G Filed December 12, 2024 File No. 000-56693 Dear Gregory Aurre III: We have reviewed your filing and have the following comments. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-12G Item 1. Business Penny Stock Reform Act, page 3 1.Please revise your disclosure to clearly state that your stock is currently a penny stock. Item 6. Executive Compensation, page 10 2.We note your disclosure that your officers expect to profit upon the sale of shares when "the stock qualifies for 144 stock sales." Please revise to specifically disclose the limitations imposed upon your existing shareholders and their ability to sell pursuant to Rule 144 due to the company's status as a shell company. General Please note that the registration statement will become effective by operation of law 60 days after your filing date of January 18, 2024. If you are unable to address our comments within this 60-day period, you should consider withdrawing your Form 10 3.
January 8, 2025 Page 2 prior to effectiveness and re-filing a new Form 10 that includes changes responsive to our comments. Once the registration statement becomes effective, you are responsible for filing quarterly and other reports required by Section 13 of the Securities Exchange Act of 1934. We also may continue to comment on your registration statement after the effective date. 4.Please provide a discussion of any other blank check or shell companies in which any member of your management may have been involved. The discussion should include the name of each company, the date of the initial public offering or registration, offering price, aggregate dollar amount raised, purpose of the offering, any business combinations that have occurred, dates of such transactions, consideration given and received and management’s subsequent involvement in the company. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact William Demarest at 202-551-3432 or Kristina Marrone at 202-551- 3429 if you have questions regarding comments on the financial statements and related matters. Please contact Stacie Gorman at 202-551-3585 or Pam Howell at 202-551-3357 with any other questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction
Show Raw Text
January 8, 2025
Gregory Aurre III
President
Signature Holdings Corp
1090 10th St. N.
Unit 10
St. Petersburg, FL 33705
Re:Signature Holdings Corp
Form 10-12G
Filed December 12, 2024
File No. 000-56693
Dear Gregory Aurre III:
We have reviewed your filing and have the following comments.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-12G
Item 1. Business
Penny Stock Reform Act, page 3
1.Please revise your disclosure to clearly state that your stock is currently a penny stock.
Item 6. Executive Compensation, page 10
2.We note your disclosure that your officers expect to profit upon the sale of
shares when "the stock qualifies for 144 stock sales." Please revise to specifically
disclose the limitations imposed upon your existing shareholders and their ability to
sell pursuant to Rule 144 due to the company's status as a shell company.
General
Please note that the registration statement will become effective by operation of law
60 days after your filing date of January 18, 2024. If you are unable to address our
comments within this 60-day period, you should consider withdrawing your Form 10 3.
January 8, 2025
Page 2
prior to effectiveness and re-filing a new Form 10 that includes changes responsive to
our comments. Once the registration statement becomes effective, you are responsible
for filing quarterly and other reports required by Section 13 of the Securities
Exchange Act of 1934. We also may continue to comment on your registration
statement after the effective date.
4.Please provide a discussion of any other blank check or shell companies in which any
member of your management may have been involved. The discussion should include
the name of each company, the date of the initial public offering or registration,
offering price, aggregate dollar amount raised, purpose of the offering, any business
combinations that have occurred, dates of such transactions, consideration given and
received and management’s subsequent involvement in the company.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence
of action by the staff.
Please contact William Demarest at 202-551-3432 or Kristina Marrone at 202-551-
3429 if you have questions regarding comments on the financial statements and related
matters. Please contact Stacie Gorman at 202-551-3585 or Pam Howell at 202-551-3357 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction