SecProbe.io

February 20, 2020
Christopher B. Ferguson
Chief Executive Officer
Edison Nation, Inc.
1 West Broad Street, Suite 1004
Bethlehem, PA 18018
Re:Edison Nation, Inc.
Registration Statement on Form S-1
Filed February 12, 2020
File No. 333-236401
Dear Mr. Ferguson:
            We have limited our review of your registration statement to those issues that we have
addressed in our comment.  In our comment we may ask you to provide us information so that
we may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe that our comment applies to your facts and
circumstances or do not believe that 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 our comment, we may have additional comments.
Registration Statement on Form S-1 filed February 12, 2020
Article XIII of our Amended and Restated Articles of Incorporation designates the courts of the
State of Nevada..., page 22
1.We note that your exclusive forum provision identifies the courts of the state of Nevada as
the sole and exclusive forum for some litigation, including "any derivative action or
proceeding."  Revise the disclosure to make clear whether this provision applies to actions
arising under the Securities Act or the Exchange Act.  We note that Section 27 of the
Exchange Act creates exclusive federal jurisdiction over all suits brought to enforce any
duty or liability created by the Exchange Act or its rules and regulations, and Section 22
of the Securities Act creates concurrent jurisdiction for federal and state courts over all
suits brought to enforce any duty or provision created by the Securities Act or its rules and
regulations.  If the provision applies to Securities Act claims, please also revise your

 FirstName LastNameChristopher B. Ferguson
 Comapany NameEdison Nation, Inc.
 February 20, 2020 Page 2
 FirstName LastName
Christopher B. Ferguson
Edison Nation, Inc.
February 20, 2020
Page 2
prospectus to state that there is uncertainty on whether a court would enforce the provision
and that investors cannot waive compliance with the federal securities laws and their rules
and regulations.  If this provision does not apply to actions arising under the Securities
Act or the Exchange Act, ensure that the exclusive forum provision in your governing
documents states this clearly, or tell us how you will inform investors in future filings,
including an amendment to this registration statement, that the provision does not apply to
any actions arising under the Securities Act or the Exchange Act.
            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.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment before the requested effective date of the registration
statement.
            Please contact Edward M. Kelly, Senior Counsel, at (202) 551-3728 or Geoffrey D.
Kruczek, Senior Counsel, at (292) 551-3641 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing