SEC Comment Letter 0000000000-23-009720 to PGD ECO SOLUTIONS (PGDE) (CIK 0001919191) (ITHR)
PGD ECO SOLUTIONS (PGDE) (CIK 0001919191)
Date: Sept. 1, 2023 · CIK: 0001919191 · Accession: 0000000000-23-009720
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File numbers found in text: 024-11852
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United States securities and exchange commission logo
September 1, 2023
Paul Ogorek
Chief Executive Officer
PGD Eco Solutions, Inc.
7306 Skyview Ave.
New Port Richey, Florida 34653
Re:PGD Eco Solutions, Inc.
Offering Statement on Form 1-A
Post-Qualification Amendment No. 5
Filed August 23, 2023
File No. 024-11852
Dear Paul Ogorek:
We have reviewed your amendment and have the following comments. In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe our comments apply 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 these comments, we may have additional comments.
Post-Qualification Amendment No. 5 to Form 1-A
Relationships and Related Party Transactions, page 17
1.We note your response to prior comment 3 and reissue it. Please revise this section to
provide the information required by Item 13 of Part II of Form 1-A for the periods
indicated therein, rather than as of December 31, 2021, as the section currently provides.
If you wish to incorporate by reference information contained in your interim financial
statements filed on Form 1-SA, please refer to guidance in General Instruction III of Form
1-A.
Exhibits
2.Please file an updated auditors' consent with your next amendment, dated within 30 days
of your filing.
FirstName LastNamePaul Ogorek
Comapany NamePGD Eco Solutions, Inc.
September 1, 2023 Page 2
FirstName LastName
Paul Ogorek
PGD Eco Solutions, Inc.
September 1, 2023
Page 2
We will consider qualifying your offering statement at your request. If a participant in
your offering is required to clear its compensation arrangements with FINRA, please have
FINRA advise us that it has no objections to the compensation arrangements prior to
qualification.
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 Gregory Herbers at 202-551-8028 or Jennifer Angelini at 202-551-3047
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc: John J. Brannelly