SEC Comment Letter 0000000000-22-012882 to Helio Corp /FL/ (HLEO)
Helio Corp /FL/
Date: Nov. 29, 2022 · CIK: 0001953988 · Accession: 0000000000-22-012882
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 024-12064
Letter
United States securities and exchange commission logo November 29, 2022 James Byrd Chief Executive Officer Stirling Bridge Group, Inc 37 N. Orange Ave. Suite 500 Orlando, FL 32801 Re:Stirling Bridge Group Inc Offering Statement on Form 1-A Filed November 17, 2022 File No. 024-12064 Dear James Byrd: We have reviewed your offering 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 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. Form 1-A filed November 17, 2022 Cover page 1.Please revise the offering circular cover page to include all the information required by Item 1 to Part II of Form 1-A, including a fixed price or range, a cross reference to the risk factors, and all required legends. Index to Exhibits, page 34 2.Please file a copy of the auditor’s consent to the use of its audit report in your amended Form 1-A. Refer to Item 17 of the General Instructions to Form 1-A. 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
FirstName LastNameJames Byrd Comapany NameStirling Bridge Group, Inc November 29, 2022 Page 2 FirstName LastName James Byrd Stirling Bridge Group, Inc November 29, 2022 Page 2 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. We also remind you that, following qualification of your Form 1-A, Rule 257 of Regulation A requires you to file periodic and current reports, including a Form 1-K which will be due within 120 calendar days after the end of the fiscal year covered by the report. You may contact Robert Arzonetti at 202-551-8819 or J. Nolan McWilliams, Acting Legal Branch Chief, at 202-551-3217 with any other questions. Sincerely, Division of Corporation Finance Office of Finance
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United States securities and exchange commission logo
November 29, 2022
James Byrd
Chief Executive Officer
Stirling Bridge Group, Inc
37 N. Orange Ave.
Suite 500
Orlando, FL 32801
Re:Stirling Bridge Group Inc
Offering Statement on Form 1-A
Filed November 17, 2022
File No. 024-12064
Dear James Byrd:
We have reviewed your offering 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 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.
Form 1-A filed November 17, 2022
Cover page
1.Please revise the offering circular cover page to include all the information required by
Item 1 to Part II of Form 1-A, including a fixed price or range, a cross reference to the risk
factors, and all required legends.
Index to Exhibits, page 34
2.Please file a copy of the auditor’s consent to the use of its audit report in your amended
Form 1-A. Refer to Item 17 of the General Instructions to Form 1-A.
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
FirstName LastNameJames Byrd
Comapany NameStirling Bridge Group, Inc
November 29, 2022 Page 2
FirstName LastName
James Byrd
Stirling Bridge Group, Inc
November 29, 2022
Page 2
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. We also remind you that, following qualification of your Form 1-A, Rule 257
of Regulation A requires you to file periodic and current reports, including a Form 1-K which
will be due within 120 calendar days after the end of the fiscal year covered by the report.
You may contact Robert Arzonetti at 202-551-8819 or J. Nolan McWilliams, Acting
Legal Branch Chief, at 202-551-3217 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Finance