SEC Comment Letter 0000000000-23-008193 to Mag Magna Corp. (CIK 0001949864) (MGNC)
Mag Magna Corp. (CIK 0001949864)
Date: Aug. 1, 2023 · CIK: 0001949864 · Accession: 0000000000-23-008193
AI Filing Summary & Sentiment
File numbers found in text: 333-268561
Letter
United States securities and exchange commission logo August 1, 2023 Oleg Bilinski Chief Executive Officer Mag Magna Corp. 325 W Washington St., Ste 2877 San Diego, CA 92103 Re:Mag Magna Corp. Amendment No. 7 to Registration Statement on Form S-1 Filed July 26 2023 File No. 333-268561 Dear Oleg Bilinski: We have reviewed your amended registration statement 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 registration 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 registration statement and the information you provide in response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our June 26, 2023 letter. Amendment No. 7 to Registration Statement on Form S-1 filed July 26, 2023 Dilution, page 22 1.Please reconcile for us how you calculated your historical net tangible book value as of April 30, 2023 to be ($13,623). Please revise and review the calculations within the other scenarios of your offering sold as applicable. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations, page 24 2.We note your disclosures related to your total expenses for the period ended January 31, 2023 rather than the year ended April 30, 2023. Please revise this section to discuss your total expenses for the year ended April 30, 2023.
FirstName LastNameOleg Bilinski Comapany NameMag Magna Corp. August 1, 2023 Page 2 FirstName LastName Oleg Bilinski Mag Magna Corp. August 1, 2023 Page 2 Mag Magna Corp Statement of Operations, page F-3 3.The sum total of operating expenses does not appear to calculate correctly. Please revise your financial statements and related disclosures (e.g. Management's Discussion and Analysis) accordingly, and label each header to the financial statements for the affected column for the year ended April 30, 2023 as "restated". You may contact Tara Harkins at 202-551-3639 or Sasha Parikh at 202-551-3627 if you have questions regarding comments on the financial statements and related matters. Please contact Cindy Polynice at 202-551-8707 or Laura Crotty at 202-551-7614 with any other questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Roger D. Linn
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United States securities and exchange commission logo
August 1, 2023
Oleg Bilinski
Chief Executive Officer
Mag Magna Corp.
325 W Washington St., Ste 2877
San Diego, CA 92103
Re:Mag Magna Corp.
Amendment No. 7 to Registration Statement on Form S-1
Filed July 26 2023
File No. 333-268561
Dear Oleg Bilinski:
We have reviewed your amended registration statement 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 registration 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 registration statement and the information you
provide in response to these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our June 26, 2023 letter.
Amendment No. 7 to Registration Statement on Form S-1 filed July 26, 2023
Dilution, page 22
1.Please reconcile for us how you calculated your historical net tangible book value as of
April 30, 2023 to be ($13,623). Please revise and review the calculations within the other
scenarios of your offering sold as applicable.
Management's Discussion and Analysis of Financial Condition and Results of Operations
Results of Operations, page 24
2.We note your disclosures related to your total expenses for the period ended January 31,
2023 rather than the year ended April 30, 2023. Please revise this section to discuss your
total expenses for the year ended April 30, 2023.
FirstName LastNameOleg Bilinski
Comapany NameMag Magna Corp.
August 1, 2023 Page 2
FirstName LastName
Oleg Bilinski
Mag Magna Corp.
August 1, 2023
Page 2
Mag Magna Corp Statement of Operations, page F-3
3.The sum total of operating expenses does not appear to calculate correctly. Please revise
your financial statements and related disclosures (e.g. Management's Discussion and
Analysis) accordingly, and label each header to the financial statements for the affected
column for the year ended April 30, 2023 as "restated".
You may contact Tara Harkins at 202-551-3639 or Sasha Parikh at 202-551-3627 if you
have questions regarding comments on the financial statements and related matters. Please
contact Cindy Polynice at 202-551-8707 or Laura Crotty at 202-551-7614 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc: Roger D. Linn