SecProbe.io

January 23, 2025
Jeremy Barnett
Chief Executive Officer
Rad Technologies Inc.
1501 Lincoln Blvd.
Venice, CA 90291
Re:Rad Technologies Inc.
Amendment No. 2 to Offering Statement on Form 1-A
Filed January 8, 2025
File No. 024-12513
Dear Jeremy Barnett:
            We have reviewed your amended offering statement and have the following
comments.
            Please respond to this letter by amending your offering 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 offering 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 December 27, 2024
letter.
Amendment No. 2 to Offering Statement on Form 1-A
Our Products, page 5
1.We note your disclosure that "RAD has 600+ unique API based connections that
connect data partners to our AI technology" and that RAD utilizes GPT and Gemini
models.  Please revise to clarify whether any specific data partners or third-party AI
models represent a material portion of the data and AI functionality of RAD. In
addition, include a materially complete discussion of the terms of any agreements
with such third-party providers, or clarify whether you use them off-the-shelf and
revise your risk factors as appropriate.

January 23, 2025
Page 2
Plan of Distribution and Selling Shareholders
Dealmaker Services, page 31
2.We reissue prior comment four regarding your registered broker-dealer, Dealmaker
Securities, LLC. As noted in your response letter dated December 11, 2024, please
revise to clarify that Dealmaker Securities is a statutory underwriter under Section
2(a)(11) of the Securities Act of 1933.
Bonus Shares for Certain Investors (Up to 20%), page 32
3.We note your response to prior comment 3 and reissue it in part. Your response
indicates your belief that your test-the-waters materials and your reservation website
at https://invest.radintel.ai/ complies with the conditions in Rule 255(b). We note that
the disclaimer at the very bottom of https://invest.radintel.ai/ has not changed since
our prior comment letter nor are we able to locate the legends you reference in your
response letter or the URL link to your Preliminary Offering Circular. Please ensure
your website at https://invest.radintel.ai/ and all other testing the waters
materials meet each requirement of Rule 255(b).
General
4.We note your response to prior comment 8 regarding the integration of your Reg. CF
offering(s) and your Reg. A offering. We also note that your most recent Reg. CF
offering terminated on November 14, 2024 per your response letter, thus you believe
there are no integration issues under Rule 152. We further note that your Form C filed
on August 21, 2024 references a termination date through April 30, 2025 or earlier,
you filed a Form C-U on January 10, 2025, and your Reg. A Offering Statement was
initially filed on September 27, 2024. There appears to be overlap in these two
offerings. See Rules 152(c)(3) and 152(d)(3). Please advise us why you believe these
two offerings should not be integrated. Further, please address the risk and
consequences to you and investors should your Reg. CF and Reg. A offerings be
integrated and consider disclosing the same in your filing.
            Please contact Edwin Kim at 202-551-3297 or Matthew Derby at 202-551-3334 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:Andrew Stephenson, Esq.