Correspondence 0001493152-25-005770 from Rad Technologies Inc. (CIK 0001810055)
Rad Technologies Inc. (CIK 0001810055)
Date: Feb. 10, 2025 · CIK: 0001810055 · Accession: 0001493152-25-005770
AI Filing Summary & Sentiment
File numbers found in text: 024-12513
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CORRESP
1
filename1.htm
February
10, 2025
Edwin
Kim
Matthew
Derby
Office
of Technology
Division
of Corporation Finance
Securities
and Exchange Commission
Washington
DC 20549
Re:
RAD Technologies Inc.
Amendment No. 3 to Offering Statement on Form 1-A
Filed on January 29, 2025
File No. 024-12513
Dear
Messrs. Kim and Derby:
Thank
you for the opportunity to respond to the verbal comment received from the staff of the Division of Corporate Finance (the “Staff”)
on February 10, 2025 regarding the Offering Statement on Form 1-A of RAD Technologies Inc. (the “Company”).
As
a result of this verbal comment, the Company hereby represents it will recirculate to revised solicitation of interests materials to
prospective investors who previously received solicitations regarding the Company’s previous offering under Regulation D, which
also identified the Company’s intention to undertake an offering under Regulation A. This offering under Regulation D is identified
in Part 1 of the Company’s Form 1-A Offering Statement, as well as in its discussion of liquidity and capital resources in its
offering circular. Such revised solicitations of interest will be recirculated pursuant to Rule 255(d) of Regulation A.
The
revised solicitation of interest message will be substantially as follows:
I
am writing in regards to emails you may have received from us in December, which requested your interest in a Regulation D offering available
only to accredited investors. There might have been some confusion whether the terms of that offering were also available in our
planned Regulation A offering. To clear things up, here are the terms of both offerings:
Regulation
D (only available to Accredited Investors)
● Share
Price: $0.55
● Class
of Stock: Class B Common Stock
● Minimum
Investment: $1,998.8
● Automatic
Bonus: Receive 10% bonus shares on any investment, reducing your effective share price to
$0.50.
● Additional
Bonuses:
○ Existing
RAD Investors: 15%
○ Investments
of $10,000+: 10%
○ Investments
of $25,000+: 15%
○ Investments
of $50,000+: 20%
Regulation
A (will be available to any investor)
● Share
Price: $0.55
● Class
of Stock: Class B Common Stock
● Minimum
Investment: $999.90 (or $1,019.90 including the investor transaction fee)
● Additional
Bonuses:
○ Existing
RAD Investors (prior to the launch of the Regulation A): 20%.
○ Regulation
D Waitlist: 20%
○ Testing
the Waters Waitlist: 5%
○ Investments
of $5,000.05+: 10%
○ Investments
of $10,000.10+: 15%
○ Investments
of $25,000.25+: 20%
● Note
the maximum bonus for any investment in the Company’s Regulation A is 20%
We
are excited about the upcoming launch of our Regulation A fundraise and we invite you to learn more about RAD Intel at invest.radintel.ai.
RAD
TECHNOLOGIES INC. IS TESTING THE WATERS UNDER TIER 2 OF REGULATION A. NO MONEY OR OTHER CONSIDERATION IS BEING SOLICITED, AND IF SENT
IN RESPONSE, WILL NOT BE ACCEPTED. NO OFFER TO BUY THE SECURITIES CAN BE ACCEPTED AND NO PART OF THE PURCHASE PRICE CAN BE RECEIVED UNTIL
THE OFFERING STATEMENT FILED BY THE COMPANY WITH THE SEC HAS BEEN QUALIFIED BY THE SEC. ANY SUCH OFFER MAY BE WITHDRAWN OR REVOKED, WITHOUT
OBLIGATION OR COMMITMENT OF ANY KIND, AT ANY TIME BEFORE NOTICE OF ACCEPTANCE GIVEN AFTER THE DATE OF QUALIFICATION. AN INDICATION OF
INTEREST INVOLVES NO OBLIGATION OR COMMITMENT OF ANY KIND. AN OFFERING STATEMENT REGARDING THIS OFFERING HAS BEEN FILED WITH THE SEC.
YOU MAY OBTAIN A COPY OF THE PRELIMINARY OFFERING CIRCULAR THAT IS PART OF THAT OFFERING STATEMENT FROM https://www.sec.gov/Archives/edgar/data/1810055/000149315225004146/partiiandiii.htm
Thank
you again for the opportunity to respond to your questions to the Offering Statement of RAD Technologies Inc. If you have additional
questions or comments, please contact me at andrew@crowdchecklaw.com.
Sincerely,
/s/ Andrew Stephenson
Andrew Stephenson
Partner
CrowdCheck
Law LLP
cc:
Jeremy Barnett, Chief Executive Officer, RAD Technologies Inc.