SEC Comment Letter for Take It National, Inc. (CIK 0001748909) — May 5, 2020
Take It National, Inc. (CIK 0001748909)
Date: May 5, 2020 · CIK: 0001748909 · Accession: 0000000000-20-003934
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File numbers found in text: 024-11132
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United States securities and exchange commission logo
May 5, 2020
Daniel Gudema
Chief Executive Officer
Take It National, Inc.
299 Camino Gardens, Suite 300
Boca Raton, FL 33432
Re:Take It National, Inc.
Amendment No. 2 to Offering Statement on Form 1-A
Filed April 23, 2020
File No. 024-11132
Dear Mr. Gudema:
We have reviewed your amended offering statement and have the following
comments. In some of our comments, 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 comments apply 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 these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our February 25, 2020 letter.
Amendment No. 2 to Offering Statement on Form 1-A
"Preferred Shareholders have inordinate voting rights...", page 11
1.We note your response to prior comment 1. Please revise to disclose that holders of Series
A Preferred Stock will maintain 51% voting control of the company. Also, revise the risk
factor with the heading “Our officers and directors control our company…” on page 8 so
that it does not suggest that your officers and directors will no longer control the company
if more than $500,000 is raised in the offering.
Dilution, page 13
2.We note your revised dilution table and recalculated amounts in response to prior
comment 2. Please provide us with your calculations of the per share and percent dilution
FirstName LastNameDaniel Gudema
Comapany NameTake It National, Inc.
May 5, 2020 Page 2
FirstName LastName
Daniel Gudema
Take It National, Inc.
May 5, 2020
Page 2
to new investors under the 25% of offered shares sold scenario since we can reconcile to
the amounts presented.
You may contact Morgan Youngwood, Staff Accountant, at (202) 551-3479 or Stephen
Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions regarding
comments on the financial statements and related matters. Please contact Matthew Derby, Staff
Attorney, at (202) 551-3334 or Kathleen Krebs, Special Counsel, at (202) 551-3350 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Technology