SEC Comment Letter for Sagoon Inc. (CIK 0001639953) — Mar 16, 2021
Sagoon Inc. (CIK 0001639953)
Date: March 16, 2021 · CIK: 0001639953 · Accession: 0000000000-21-003109
AI Filing Summary & Sentiment
File numbers found in text: 024-11120
Letter
United States securities and exchange commission logo March 16, 2021 Govinda Giri Chief Executive Officer Sagoon Inc. 1980 Teasel Ct. Woodbridge, VA 22192 Re:Sagoon Inc. Offering Statement on Form 1-A Post-Qualification Amendment No. 1 Filed March 11, 2021 File No. 024-11120 Dear Mr. Giri: We have reviewed your amendment and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your offering statement and providing the requested information. If you do not believe our 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 offering statement and the information you provide in response to this comment, we may have additional comments. Post-Qualification Amendment No. 1 to Offering Statement on Form 1-A Security Ownership of Management and Certain Securityholders, page 24 1.We note that during the year ended December 31, 2019, an investor exercised warrants to purchase 15,217 shares of Class C common stock. Please update the voting security ownership table to identify any securityholder who beneficially owns more than 10% of any class of your voting securities. See Item 12 of Form 1-A. We will consider qualifying your offering statement at your request. If a participant in your offering is required to clear its compensation arrangements with FINRA, please have FINRA advise us that it has no objections to the compensation arrangements prior to qualification.
FirstName LastNameGovinda Giri Comapany NameSagoon Inc. March 16, 2021 Page 2 FirstName LastName Govinda Giri Sagoon Inc. March 16, 2021 Page 2 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. You may contact Jan Woo, Legal Branch Chief, at (202) 551-3453 with any questions. Sincerely, Division of Corporation Finance Office of Technology cc: Andrew Stephenson
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United States securities and exchange commission logo
March 16, 2021
Govinda Giri
Chief Executive Officer
Sagoon Inc.
1980 Teasel Ct.
Woodbridge, VA 22192
Re:Sagoon Inc.
Offering Statement on Form 1-A
Post-Qualification Amendment No. 1
Filed March 11, 2021
File No. 024-11120
Dear Mr. Giri:
We have reviewed your amendment and have the following comment. In our comment,
we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe our 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 offering statement and the information you
provide in response to this comment, we may have additional comments.
Post-Qualification Amendment No. 1 to Offering Statement on Form 1-A
Security Ownership of Management and Certain Securityholders, page 24
1.We note that during the year ended December 31, 2019, an investor exercised warrants to
purchase 15,217 shares of Class C common stock. Please update the voting security
ownership table to identify any securityholder who beneficially owns more than 10% of
any class of your voting securities. See Item 12 of Form 1-A.
We will consider qualifying your offering statement at your request. If a participant in
your offering is required to clear its compensation arrangements with FINRA, please have
FINRA advise us that it has no objections to the compensation arrangements prior to
qualification.
FirstName LastNameGovinda Giri
Comapany NameSagoon Inc.
March 16, 2021 Page 2
FirstName LastName
Govinda Giri
Sagoon Inc.
March 16, 2021
Page 2
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.
You may contact Jan Woo, Legal Branch Chief, at (202) 551-3453 with any questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Andrew Stephenson