SEC Company Response from Myseum, Inc. (MYSE, MYSEW) (CIK 0001648960) (MYSE) — Dec 7, 2016
Myseum, Inc. (MYSE, MYSEW) (CIK 0001648960)
Date: Dec. 7, 2016 · CIK: 0001648960 · Accession: 0001213900-16-019236
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 024-10613
Referenced dates: October 17, 2016
Letter
Re: DatChat, Inc. Offering Statement on Form 1-A Filed September 23, 2016 File No. 024-10613
Dear Ms. Murphy:
By letter dated October 17, 2016, the staff (the “Staff,” “you” or “your”) of the U.S. Securities & Exchange Commission (the “Commission”) provided DatChat, Inc. (the “Company,” “we,” “us” or “our”) with their comments to the Company’s Offering Statement on Form 1-A filed on September 23, 2016. We are in receipt of your letter and set forth below are the Company’s responses to the Staff’s comments. For your convenience, the comments are listed below, followed by the Company’s responses.
Securities Being Offered, page 19
1. We note that you have one share of preferred stock outstanding. Describe any preferred stock restrictions as described in Part II, Item 14(a)(3) of Form 1-A. If there are no such restrictions, please so state.
Response: We have revised our disclosure accordingly.
Selling Security Holders, page
2. The total listed under the fourth column of your Selling Security Holders chart, titled “Amount to be Owned after the Offering”, does not appear to include the correct sum. Please review the amounts provided in your chart and explain the discrepancy or revise your chart as appropriate to include the correct sum.
Response: We have revised our disclosure accordingly.
3. We note that you indicate that the amount of shares offered by selling shareholders will be limited to 30 percent of the total shares sold in the offering. Please revise your filing to indicate (i) what that percentage is based upon and (ii) how the selling shareholders will be limited from selling any shares that exceed that percentage during the year.
Response: We have revised our disclosure accordingly.
Financial Statements
4 Please update the financial statements to include interim financial statements as of June 30, 2016 and the corresponding period of the preceding fiscal year. Please refer to Form 1-A instructions, Part F/S, paragraph (c)(1) which incorporates (b)(4) and Rule 8-08 of Regulation S-X.
Response: We have updated our financial statements in accordance with Form 1-A instructions, Part F/S, paragraph (c)(1) which incorporates (b)(4) and Rule 8-08 of Regulation S-X.
Thank you for your assistance in reviewing this filing.
Very Truly Yours,
/s/ Darin Myman
Show Raw Text
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filename1.htm
dATCHAT,
INC.
65 CHURCH STREET, 2ND FLOOR
NEW BRUNSWICK, NJ
08901
December 7, 2016
Celeste M. Murphy
U.S. Securities & Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re:
DatChat, Inc.
Offering
Statement on Form 1-A
Filed September 23, 2016
File No. 024-10613
Dear Ms. Murphy:
By letter dated October 17, 2016, the
staff (the “Staff,” “you” or “your”) of the U.S. Securities &
Exchange Commission (the “Commission”) provided DatChat, Inc. (the “Company,”
“we,” “us” or “our”) with their comments to the Company’s
Offering Statement on Form 1-A filed on September 23, 2016. We are in receipt of your letter and set forth below are the
Company’s responses to the Staff’s comments. For your convenience, the comments are listed below, followed by the
Company’s responses.
Securities Being Offered, page 19
1. We note that you have one share of preferred stock outstanding. Describe any preferred
stock restrictions as described in Part II, Item 14(a)(3) of Form 1-A. If there are no such restrictions, please so state.
Response: We
have revised our disclosure accordingly.
Selling Security Holders, page
21
2. The total listed under the fourth column of your Selling Security Holders chart, titled
“Amount to be Owned after the Offering”, does not appear to include the correct sum. Please review the amounts provided
in your chart and explain the discrepancy or revise your chart as appropriate to include the correct sum.
Response: We
have revised our disclosure accordingly.
3. We note that you indicate that the amount of shares offered by selling shareholders
will be limited to 30 percent of the total shares sold in the offering. Please revise your filing to indicate (i) what that percentage
is based upon and (ii) how the selling shareholders will be limited from selling any shares that exceed that percentage during
the year.
Response: We
have revised our disclosure accordingly.
Financial
Statements
4 Please update the financial statements to include interim financial statements as
of June 30, 2016 and the corresponding period of the preceding fiscal year. Please refer to Form 1-A instructions, Part F/S, paragraph
(c)(1) which incorporates (b)(4) and Rule 8-08 of Regulation S-X.
Response: We
have updated our financial statements in accordance with Form 1-A instructions, Part F/S, paragraph (c)(1) which incorporates
(b)(4) and Rule 8-08 of Regulation S-X.
Thank you for your assistance in reviewing
this filing.
Very Truly Yours,
/s/ Darin Myman
Darin Myman
Chief Executive Officer
DatChat, Inc.
65 Church Street, 2nd Floor
New Brunswick, NJ 08901