SEC Comment Letter 0000000000-24-003735 to High Roller Technologies, Inc. (ROLR)
High Roller Technologies, Inc.
Date: April 8, 2024 · CIK: 0001947210 · Accession: 0000000000-24-003735
AI Filing Summary & Sentiment
File numbers found in text: 333-276176
Letter
United States securities and exchange commission logo April 8, 2024 Michael Cribari Chief Executive Officer High Roller Technologies, Inc. 400 South 4th Street, Suite 500-#390 Las Vegas, Nevada 89101 Re:High Roller Technologies, Inc. Amendment No. 3 to Registration Statement on Form S-1 Filed March 22, 2024 File No. 333-276176 Dear Michael Cribari: We have reviewed your amended registration statement and have the following comment(s). Please respond to this letter by amending your registration 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 registration 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 February 21, 2024 letter. Form S-1 filed March 22, 2024 Business Licenses, page 55 1.We note your disclosure that your Curacao gaming sublicense has been extended to March 30, 2024, at which point you applied for a gaming license directly with the Curacao Gaming Control Board. As of the date of this letter, your gaming sublicense has expired. Please revise to disclose whether you obtained and currently hold a license directly from the Curacao Gaming Board, and if not, please affirmatively state so and state the risks to investors while you await approval of your license.
FirstName LastNameMichael Cribari Comapany NameHigh Roller Technologies, Inc. April 8, 2024 Page 2 FirstName LastName Michael Cribari High Roller Technologies, Inc. April 8, 2024 Page 2 Please contact Scott Stringer at 202-551-3272 or Angela Lumley at 202-551-3398 if you have questions regarding comments on the financial statements and related matters. Please contact Jenna Hough at 202-551-3063 or Erin Jaskot at 202-551-3442 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Aaron A. Grunfeld, Esq.
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United States securities and exchange commission logo
April 8, 2024
Michael Cribari
Chief Executive Officer
High Roller Technologies, Inc.
400 South 4th Street, Suite 500-#390
Las Vegas, Nevada 89101
Re:High Roller Technologies, Inc.
Amendment No. 3 to Registration Statement on Form S-1
Filed March 22, 2024
File No. 333-276176
Dear Michael Cribari:
We have reviewed your amended registration statement and have the following
comment(s).
Please respond to this letter by amending your registration 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 registration 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 February 21, 2024 letter.
Form S-1 filed March 22, 2024
Business
Licenses, page 55
1.We note your disclosure that your Curacao gaming sublicense has been extended to March
30, 2024, at which point you applied for a gaming license directly with the Curacao
Gaming Control Board. As of the date of this letter, your gaming sublicense has expired.
Please revise to disclose whether you obtained and currently hold a license directly from
the Curacao Gaming Board, and if not, please affirmatively state so and state the risks to
investors while you await approval of your license.
FirstName LastNameMichael Cribari
Comapany NameHigh Roller Technologies, Inc.
April 8, 2024 Page 2
FirstName LastName
Michael Cribari
High Roller Technologies, Inc.
April 8, 2024
Page 2
Please contact Scott Stringer at 202-551-3272 or Angela Lumley at 202-551-3398 if you
have questions regarding comments on the financial statements and related matters. Please
contact Jenna Hough at 202-551-3063 or Erin Jaskot at 202-551-3442 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Aaron A. Grunfeld, Esq.