SEC Comment Letter 0000000000-23-011003 to NileBuilt Corp. / WY (CIK 0001966498)
NileBuilt Corp. / WY (CIK 0001966498)
Date: Oct. 5, 2023 · CIK: 0001966498 · Accession: 0000000000-23-011003
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File numbers found in text: 024-12287
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United States securities and exchange commission logo
October 5, 2023
Scott Long
Chief Executive Officer
NileBuilt Corp. / WY
2701 E. Grauwyler Rd.
Building 1, DPT#1075
Irving, TX 75061
Re:NileBuilt Corp. / WY
Amendment No. 2 to
Offering Statement on Form 1-A
Filed September 22, 2023
File No. 024-12287
Dear Scott Long:
We have reviewed your amended offering statement and have the following comment.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe this 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 offering statement and the information you
provide in response to this letter, we may have additional comments.
Amendment No. 2 to Offering Statement of Form 1-A
Cover Page
1.We note your revised disclosure regarding rolling closings and that you continue to
reserve the right to terminate the offering at your sole discretion. Please provide expanded
disclosure regarding your rolling closings including how frequently closings may occur,
how you will determine whether and when to have a closing, what rights subscribers may
have after remitting payment prior to a closing, and whether you may terminate the
offering without ever having a closing. Given these offering features please also provide
us your analysis as to whether your offering should be considered to be a delayed offering
and not a continuous offering within the meaning of Rule 251(d)(3)(i)(F) of Regulation A.
FirstName LastNameScott Long
Comapany NameNileBuilt Corp. / WY
October 5, 2023 Page 2
FirstName LastName
Scott Long
NileBuilt Corp. / WY
October 5, 2023
Page 2
Please contact Howard Efron at 202-551-3439 or Kristina Marrone at 202-551-3429 if
you have questions regarding comments on the financial statements and related matters. Please
contact Catherine De Lorenzo at 202-551-3772 or Jeffrey Gabor at 202-551-2544 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc: Arden Anderson, Esq.