Correspondence 0001213900-22-072776 from Strive, Inc. (ASST)
Strive, Inc.
Date: Nov. 15, 2022 · CIK: 0001920406 · Accession: 0001213900-22-072776
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-267258
Referenced dates: November 10, 2022
Letter
Asset Entities Inc.
100 Crescent Ct, 7th Floor
Dallas, TX 75201
November 15, 2022
Via EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
Office of Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn: Mitchell Austin
Morgan Youngwood
Stephen Krikorian
Jan Woo
Re: Asset Entities Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed October 31, 2022
File No. 333-267258
Ladies and Gentlemen:
We hereby submit the responses of Asset Entities Inc. (the “Company”) to the comments of the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “SEC”) set forth in the Staff’s letter, dated November 10, 2022, providing the Staff’s comments with respect to the Company’s amended Registration Statement on Form S-1 (the “Registration Statement”).
For the convenience of the Staff, each of the Staff’s comments is included and is followed by the corresponding response of the Company. Unless the context indicates otherwise, references in this letter to “we,” “us” and “our” refer to the Company on a consolidated basis.
Amendment No. 1 to Registration Statement on Form S-1 filed October 31, 2022
General
1. We note that you have added a secondary component to this registration statement. Please ensure you have paid the appropriate filing fees for this component of the offering and provide a revised filing fee exhibit.
Response: We have filed a revised filing fee table as Exhibit 107 to the Registration Statement, and paid the appropriate filing fees for this component.
General
2. We note recent instances of extreme stock price run-ups followed by rapid price declines and stock price volatility seemingly unrelated to company performance following a number of recent initial public offerings, particularly among companies with relatively smaller public floats. Revise to include a separate risk factor addressing the potential for rapid and substantial price volatility and any known factors particular to your offering that may add to this risk and discuss the risks to investors when investing in stock where the price is changing rapidly. Clearly state that such volatility, including any stock-run up, may be unrelated to your actual or expected operating performance and financial condition or prospects, making it difficult for prospective investors to assess the rapidly changing value of your stock.
Response: We have revised the Registration Statement as requested by the Staff.
If you would like to discuss any of the responses to the Staff’s comments or if you would like to discuss any other matters, please contact the undersigned at (860) 912-9966 or Louis A. Bevilacqua of Bevilacqua PLLC at (202) 869-0888 (ext. 100).
Sincerely,
Asset Entities Inc.
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Asset Entities Inc.
100 Crescent Ct, 7th Floor
Dallas, TX 75201
November 15, 2022
Via EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
Office of Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn: Mitchell
Austin
Morgan Youngwood
Stephen Krikorian
Jan Woo
Re: Asset Entities Inc.
Amendment No. 1 to Registration Statement on
Form S-1
Filed October 31, 2022
File No. 333-267258
Ladies and Gentlemen:
We hereby submit the responses of Asset Entities Inc. (the “Company”)
to the comments of the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “SEC”)
set forth in the Staff’s letter, dated November 10, 2022, providing the Staff’s comments with respect to the Company’s
amended Registration Statement on Form S-1 (the “Registration Statement”).
For the convenience of the Staff, each of the Staff’s comments
is included and is followed by the corresponding response of the Company. Unless the context indicates otherwise, references
in this letter to “we,” “us” and “our” refer to the Company on a consolidated basis.
Amendment No. 1 to Registration Statement on Form S-1 filed October
31, 2022
General
1. We note that you have added a secondary component to this registration statement. Please ensure you have paid the appropriate filing
fees for this component of the offering and provide a revised filing fee exhibit.
Response: We have filed a revised filing fee table as Exhibit 107 to the Registration Statement, and paid the appropriate filing fees
for this component.
General
2. We note recent instances of extreme stock price run-ups followed by rapid price declines and stock price volatility seemingly unrelated
to company performance following a number of recent initial public offerings, particularly among companies with relatively smaller public
floats. Revise to include a separate risk factor addressing the potential for rapid and substantial price volatility and any known factors
particular to your offering that may add to this risk and discuss the risks to investors when investing in stock where the price is changing
rapidly. Clearly state that such volatility, including any stock-run up, may be unrelated to your actual or expected operating performance
and financial condition or prospects, making it difficult for prospective investors to assess the rapidly changing value of your stock.
Response: We have revised the
Registration Statement as requested by the Staff.
If you would like to discuss any of the responses
to the Staff’s comments or if you would like to discuss any other matters, please contact the undersigned at (860) 912-9966 or Louis
A. Bevilacqua of Bevilacqua PLLC at (202) 869-0888 (ext. 100).
Sincerely,
Asset Entities Inc.
By:
/s/ Arshia Sarkhani
Arshia Sarkhani
Chief Executive Officer
cc: Louis A. Bevilacqua, Esq.