SEC Comment Letter 0000000000-23-013752 to Boxabl Inc. (CIK 0001816937)
Boxabl Inc. (CIK 0001816937)
Date: Dec. 18, 2023 · CIK: 0001816937 · Accession: 0000000000-23-013752
AI Filing Summary & Sentiment
File numbers found in text: 000-56579
Letter
United States securities and exchange commission logo December 18, 2023 Paolo Tiramani Chief Executive Officer Boxabl Inc. 5345 E. N. Belt Road North Las Vegas, NV 89115 Re:Boxabl Inc. Amendment No. 3 to Registration Statement on Form 10-12G Filed December 8, 2023 File No. 000-56579 Dear Paolo Tiramani: We have reviewed your filing and have the following comments. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response and any amendment you may file in response to this letter, we may have additional comments. Amendment No. 3 to Registration Statement on Form 10-12G/A filed December 8, 2023 Item 2. Financial Information, page 25 1.We note your response to prior comment 6; however, you have not provided a more detailed discussion regarding the company's quality and regulatory issues referenced within your results of operations discussion on page 26 or a discussion about whether the permitting process delay was a one-time event or may continue in the future and affect future revenues. Please revise. 2.We note your response to prior comment 7. Please revise your disclosure to include the expected sources of funds for the costs estimated for the first three months and provide estimates and sources for the work contemplated for months three through 12 in your planned timeline.
FirstName LastNamePaolo Tiramani Comapany NameBoxabl Inc. December 18, 2023 Page 2 FirstName LastName Paolo Tiramani Boxabl Inc. December 18, 2023 Page 2 Item 15. Financial Statements and Exhibits Note 2-Summary of Significant Accounting Policies Marketable Securities, page F-41 3.We note the disclosure you added regarding your investments, on pages F-7 and F-41. The language used in the disclosure does not appear to agree with the language used in your financial statements. Please address the following: •Revise to clarify if your marketable securities include long-term and short-term investment in U.S. Treasury Notes, as noted in the Consolidated Balance Sheets presented. •Revise to state the name of the account in the Consolidated Statements of Operations for both the year ending December 31, 2022 and the period ending September 30, 2023 where you report both realized and unrealized gains and losses on all investments. In your disclosures you state these gains and losses are recognized in "investment and other income (expense);" but these account names are not presented in your financial statements. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Babette Cooper at 202-551-3396 or Mark Rakip at 202-551-3573 if you have questions regarding comments on the financial statements and related matters. Please contact Isabel Rivera at 202-551-3518 or Brigitte Lippmann at 202-551-3713 with any other questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Andrew Stephenson
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United States securities and exchange commission logo
December 18, 2023
Paolo Tiramani
Chief Executive Officer
Boxabl Inc.
5345 E. N. Belt Road
North Las Vegas, NV 89115
Re:Boxabl Inc.
Amendment No. 3 to Registration Statement on Form 10-12G
Filed December 8, 2023
File No. 000-56579
Dear Paolo Tiramani:
We have reviewed your filing and have the following comments.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response and any amendment you may file in response to this letter,
we may have additional comments.
Amendment No. 3 to Registration Statement on Form 10-12G/A filed December 8, 2023
Item 2. Financial Information, page 25
1.We note your response to prior comment 6; however, you have not provided a more
detailed discussion regarding the company's quality and regulatory issues referenced
within your results of operations discussion on page 26 or a discussion about whether the
permitting process delay was a one-time event or may continue in the future and affect
future revenues. Please revise.
2.We note your response to prior comment 7. Please revise your disclosure to include the
expected sources of funds for the costs estimated for the first three months and provide
estimates and sources for the work contemplated for months three through 12 in your
planned timeline.
FirstName LastNamePaolo Tiramani
Comapany NameBoxabl Inc.
December 18, 2023 Page 2
FirstName LastName
Paolo Tiramani
Boxabl Inc.
December 18, 2023
Page 2
Item 15. Financial Statements and Exhibits
Note 2-Summary of Significant Accounting Policies
Marketable Securities, page F-41
3.We note the disclosure you added regarding your investments, on pages F-7 and F-41. The
language used in the disclosure does not appear to agree with the language used in your
financial statements. Please address the following:
•Revise to clarify if your marketable securities include long-term and short-term
investment in U.S. Treasury Notes, as noted in the Consolidated Balance Sheets
presented.
•Revise to state the name of the account in the Consolidated Statements of Operations
for both the year ending December 31, 2022 and the period ending September 30,
2023 where you report both realized and unrealized gains and losses on all
investments. In your disclosures you state these gains and losses are recognized in
"investment and other income (expense);" but these account names are not presented
in your financial statements.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Please contact Babette Cooper at 202-551-3396 or Mark Rakip at 202-551-3573 if you
have questions regarding comments on the financial statements and related matters. Please
contact Isabel Rivera at 202-551-3518 or Brigitte Lippmann at 202-551-3713 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc: Andrew Stephenson