SEC Comment Letter 0000000000-23-012025 to ModVans Inc. (CIK 0001759058)
ModVans Inc. (CIK 0001759058)
Date: Nov. 3, 2023 · CIK: 0001759058 · Accession: 0000000000-23-012025
AI Filing Summary & Sentiment
File numbers found in text: 024-12333
Letter
United States securities and exchange commission logo November 3, 2023 Peter J. Tezza, II Chief Executive Officer ModVans Inc. 530 Constitution Avenue Camarillo, California 93012 Re:ModVans Inc. Amendment No. 1 to Offering Statement on Form 1-A Filed October 26, 2023 File No. 024-12333 Dear Peter J. Tezza: We have reviewed your amended registration statement and have the following comments. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a 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 registration statement and the information you provide in response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our October 2, 2023 letter. Form 1-A filed October 26, 2023 Plan of Distribution, page 11 1.We note your response to prior comment 1 and are unable to agree that the current pricing structure does not raise delayed offering concerns. Please amend your offering statement to list a single, fixed price at which you will offer your shares. After qualification, you may change the price to another fixed price before or after sales occur in a manner consistent with Rule 252(f)(2)(ii). Part III: Exhibits, page II-1 2.Please file an updated audit consent in your next amendment.
FirstName LastNamePeter J. Tezza, II Comapany NameModVans Inc. November 3, 2023 Page 2 FirstName LastName Peter J. Tezza, II ModVans Inc. November 3, 2023 Page 2 Please contact Gregory Herbers at 202-551-8028 or Erin Purnell at 202-551-3454 with any other questions. Sincerely, Division of Corporation Finance Office of Manufacturing cc: Lawrence Mandala
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United States securities and exchange commission logo
November 3, 2023
Peter J. Tezza, II
Chief Executive Officer
ModVans Inc.
530 Constitution Avenue
Camarillo, California 93012
Re:ModVans Inc.
Amendment No. 1 to Offering Statement on Form 1-A
Filed October 26, 2023
File No. 024-12333
Dear Peter J. Tezza:
We have reviewed your amended registration statement and have the following
comments.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a 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 registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our October 2, 2023 letter.
Form 1-A filed October 26, 2023
Plan of Distribution, page 11
1.We note your response to prior comment 1 and are unable to agree that the current pricing
structure does not raise delayed offering concerns. Please amend your offering statement
to list a single, fixed price at which you will offer your shares. After qualification, you
may change the price to another fixed price before or after sales occur in a manner
consistent with Rule 252(f)(2)(ii).
Part III: Exhibits, page II-1
2.Please file an updated audit consent in your next amendment.
FirstName LastNamePeter J. Tezza, II
Comapany NameModVans Inc.
November 3, 2023 Page 2
FirstName LastName
Peter J. Tezza, II
ModVans Inc.
November 3, 2023
Page 2
Please contact Gregory Herbers at 202-551-8028 or Erin Purnell at 202-551-3454 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc: Lawrence Mandala