SEC Comment Letter 0000000000-24-000107 to Alternative Ballistics Corp (CIK 0001834868) (ALBC)
Alternative Ballistics Corp (CIK 0001834868)
Date: Jan. 3, 2024 · CIK: 0001834868 · Accession: 0000000000-24-000107
AI Filing Summary & Sentiment
File numbers found in text: 024-12349
Letter
United States securities and exchange commission logo January 3, 2024 Steven Luna Chief Executive Officer Alternative Ballistics Corporation 5940 S. Rainbow Blvd. Las Vegas, Nevada 89118 Re:Alternative Ballistics Corporation Amendment No. 2 to Offering Statement on Form 1-A Filed December 14, 2023 File No. 024-12349 Dear Steven Luna: We have reviewed your amended offering statement and have the following comment(s). 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 November 28, 2023 letter. Amendment No. 2 to Offering Statement on Form 1-A Cover Page 1.We note your response to prior comment 2. Given that you intend to file an application for quotation of your common stock on the OTC Markets, please remove references to the NASDAQ listing rules throughout the offering circular. Capitalization, page 26 2.We note the changes made in response to comment 7. Please revise the titles of the columns added to the table to indicate that each also reflects pro forma as adjusted data, or revise to place the "Pro Forma As Adjusted(3)" over all of the four columns reflecting the varying amounts of possible sales. Further, revise the second bullet of the introductory paragraph to explain what the pro forma as adjusted columns are showing, instead of only addressing the effect of the maximum offering.
FirstName LastNameSteven Luna Comapany NameAlternative Ballistics Corporation January 3, 2024 Page 2 FirstName LastName Steven Luna Alternative Ballistics Corporation January 3, 2024 Page 2 Certain Relationships and Related-Party Transactions, page 52 3.We note your response to prior comment 14 and reissue in part. We also note the related party transactions disclosed on pages F-9 and F-10. Please revise to include the information required by Item 13 of Form 1-A or tell us why you are not required to do so. Plan of Distribution, page 62 4.We note your response to prior comment 16. Please revise your offering circular to disclose that the offering will commence within two calendar days after qualification. Further, please revise the offering circular to clarify the maximum time period during which investor funds could be held pending a closing without being accepted or rejected. Please contact Andi Carpenter at 202-551-3645 or Martin James at 202-551-3671 if you have questions regarding comments on the financial statements and related matters. Please contact Jenny O'Shanick at 202-551-8005 or Evan Ewing at 202-551-5920 with any other questions. Sincerely, Division of Corporation Finance Office of Manufacturing cc: Lynne Bolduc
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United States securities and exchange commission logo
January 3, 2024
Steven Luna
Chief Executive Officer
Alternative Ballistics Corporation
5940 S. Rainbow Blvd.
Las Vegas, Nevada 89118
Re:Alternative Ballistics Corporation
Amendment No. 2 to Offering Statement on Form 1-A
Filed December 14, 2023
File No. 024-12349
Dear Steven Luna:
We have reviewed your amended offering statement and have the following comment(s).
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 November 28, 2023 letter.
Amendment No. 2 to Offering Statement on Form 1-A
Cover Page
1.We note your response to prior comment 2. Given that you intend to file an application for
quotation of your common stock on the OTC Markets, please remove references to the
NASDAQ listing rules throughout the offering circular.
Capitalization, page 26
2.We note the changes made in response to comment 7. Please revise the titles of the
columns added to the table to indicate that each also reflects pro forma as adjusted data, or
revise to place the "Pro Forma As Adjusted(3)" over all of the four columns reflecting the
varying amounts of possible sales. Further, revise the second bullet of the introductory
paragraph to explain what the pro forma as adjusted columns are showing, instead of only
addressing the effect of the maximum offering.
FirstName LastNameSteven Luna
Comapany NameAlternative Ballistics Corporation
January 3, 2024 Page 2
FirstName LastName
Steven Luna
Alternative Ballistics Corporation
January 3, 2024
Page 2
Certain Relationships and Related-Party Transactions, page 52
3.We note your response to prior comment 14 and reissue in part. We also note the related
party transactions disclosed on pages F-9 and F-10. Please revise to include the
information required by Item 13 of Form 1-A or tell us why you are not required to do so.
Plan of Distribution, page 62
4.We note your response to prior comment 16. Please revise your offering circular
to disclose that the offering will commence within two calendar days after
qualification. Further, please revise the offering circular to clarify the maximum time
period during which investor funds could be held pending a closing without being
accepted or rejected.
Please contact Andi Carpenter at 202-551-3645 or Martin James at 202-551-3671 if you
have questions regarding comments on the financial statements and related matters. Please
contact Jenny O'Shanick at 202-551-8005 or Evan Ewing at 202-551-5920 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc: Lynne Bolduc