SEC Company Response from Dynamic Shares Trust (WEIX) (CIK 0001771951) — May 8, 2020
Dynamic Shares Trust (WEIX) (CIK 0001771951)
Date: May 8, 2020 · CIK: 0001771951 · Accession: 0001493152-20-008028
AI Filing Summary & Sentiment
Referenced dates: December 13, 2019
Letter
Office of Real Estate and Commodities Division of Corporation Finance Securities and Exchange Commission Washington, D.C. 20549 Re: Dynamic Shares Trust (the “Registrant”) - CIK No. 0001771951 ● Amendment No. 1 to Draft Registration Statement on Form S-1 (DRS), submitted November 27, 2019 ● Registration Statement on Form S-1, filed May 8, 2020
Dear Sir or Madam:
This letter responds to the correspondence from the Staff of the Securities and Exchange Commission (the “SEC”) dated December 13, 2019 providing comments on the above-referenced Amendment No. 1 to Draft Registration Statement on Form S-1 (DRS), submitted November 27, 2019 by the Registrant (the “Prior Filing”).
The Registrant today filed via EDGAR its non-confidential Registration Statement on Form S-1 (the “New Filing”). We will separately provide you with a courtesy copy of the New Filing that is redlined against the Prior Filing. The remainder of this letter responds to the Staff’s comments on the Prior Filing, which are set forth below along with our responses on behalf of the Registrant.
Amendment No. 1 to Draft Registration Statement
Cover page
1. We note your response to comment 3, however, we disagree that the fact that this is a continuous offering means that it is also perpetual. Please revise to clarify that the offering does not have a termination date.
Response: The Registrant acknowledges and understands the Staff’s comment and has revised the New Filing to clarify that the offering shall terminate on the third anniversary following the date the registration statement is declared effective by the Securities and Exchange Commission, unless suspended or terminated at any earlier time for certain reasons specified in the prospectus or unless extended as permitted under the rules of the Securities Act of 1933.
Office of Real Estate and Commodities
Division of Corporation Finance
Securities and Exchange Commission
May 8, 2020
Page
Creation and Redemption of Shares, page 45
2. We note your response to comment 7. Please disclose the response in an appropriate location in the registration statement.
Response: The Registrant acknowledges and understands the Staff’s comment and has revised the New Filing to disclose the response in item (2) of each of the subsections entitled “Suspension or Rejection of Purchase Orders” on page 47 and “Suspension or Rejection of Redemption Orders” on page 49 under the section entitled “Creation and Redemption of Shares” in the New Filing.
Sincerely
yours,
/s/
Bilal H. Malik
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CORRESP
1
filename1.htm
Malik
Law Group LLC
Attorneys At Law
Bilal
Malik
T 678.279.5478
bilal.malik@maliklawgroup.com
Regions
Plaza
1180 West Peachtree Street | Suite 1910
Atlanta, GA 30309
maliklawgroup.com
May
8, 2020
VIA
ELECTRONIC EDGAR FILING
Office
of Real Estate and Commodities
Division
of Corporation Finance
Securities
and Exchange Commission
100
F. Street, N.E.
Washington,
D.C. 20549
Re:
Dynamic
Shares Trust (the “Registrant”) - CIK No. 0001771951
●
Amendment No. 1 to Draft Registration Statement on Form S-1 (DRS), submitted November 27, 2019
●
Registration Statement on Form S-1, filed May 8, 2020
Dear
Sir or Madam:
This
letter responds to the correspondence from the Staff of the Securities and Exchange Commission (the “SEC”) dated December
13, 2019 providing comments on the above-referenced Amendment No. 1 to Draft Registration Statement on Form S-1 (DRS), submitted
November 27, 2019 by the Registrant (the “Prior Filing”).
The
Registrant today filed via EDGAR its non-confidential Registration Statement on Form S-1 (the “New Filing”).
We will separately provide you with a courtesy copy of the New Filing that is redlined against the Prior Filing. The remainder
of this letter responds to the Staff’s comments on the Prior Filing, which are set forth below along with our responses
on behalf of the Registrant.
Amendment
No. 1 to Draft Registration Statement
Cover
page
1. We
note your response to comment 3, however, we disagree that the fact that this is a continuous
offering means that it is also perpetual. Please revise to clarify that the offering
does not have a termination date.
Response:
The Registrant acknowledges and understands the Staff’s comment and has revised
the New Filing to clarify that the offering shall terminate on the third anniversary following the date the registration
statement is declared effective by the Securities and Exchange Commission, unless suspended or terminated at any earlier time
for certain reasons specified in the prospectus or unless extended as permitted under the rules of the Securities Act of 1933.
Office
of Real Estate and Commodities
Division
of Corporation Finance
Securities
and Exchange Commission
May
8, 2020
Page
2
Creation
and Redemption of Shares, page 45
2. We
note your response to comment 7. Please disclose the response in an appropriate location
in the registration statement.
Response:
The Registrant acknowledges and understands the Staff’s comment and has revised
the New Filing to disclose the response in item (2) of each of the subsections entitled “Suspension or Rejection
of Purchase Orders” on page 47 and “Suspension or Rejection of Redemption Orders” on page 49 under the section
entitled “Creation and Redemption of Shares” in the New Filing.
Sincerely
yours,
/s/
Bilal H. Malik
Bilal
H. Malik, Esq.,
For
the Firm
cc:
Xinyu
Jiang/Dynamic Shares Trust
Babette
Cooper/U.S. Securities and Exchange Commission
Kristina
Marrone/U.S. Securities and Exchange Commission
Ronald
(Ron) Alper/U.S. Securities and Exchange Commission
Pam
Long/ U.S. Securities and Exchange Commission
Laura
Anthony, Esq./Anthony L.G., PLLC
Craig
D. Linder, Esq./Anthony L.G., PLLC