Correspondence 0001493152-24-052383 from MANSE USA LLC (CIK 0001982659)
MANSE USA LLC (CIK 0001982659)
Date: Dec. 30, 2024 · CIK: 0001982659 · Accession: 0001493152-24-052383
AI Filing Summary & Sentiment
File numbers found in text: 024-12547
Referenced dates: December 18, 2024
Letter
Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance Attention: Rucha Pandit and Mara Ransom, Office of Trade & Services Offering Statement on Form 1-A Filed December 12, 2024 File No. 024-12547
Re: MANSE USA LLC
Dear Ms. Pandit and Ms. Ransom:
On behalf of our client, MANSE USA LLC (the “Company”), we submit this letter setting forth the response of the Company to the comment provided by the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) dated December 18, 2024 (the “Comment Letter”) with respect to the Company’s offering statement on Form 1-A filed December 12, 2024 (the “Offering Statement”).
For your convenience, we have reproduced below in italics the text of the Comment Letter, followed by the Company’s response. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Offering Statement.
We remain available to discuss with the Staff via telephone conference any of the responses set forth below, or any of the modifications to the Offering Statement.
Offering Statement on Form 1-A
General
1. Please provide an interim balance sheet as of a date no earlier than six months after the most recently completed fiscal year end and revise your related disclosure under “Management’s Discussion and Analysis” accordingly. Refer to Part F/S(c)(1) and (b)(3)(B) of Form 1-A.
Company Response. The Company has revised the Offering Statement on pages F-3–F-5 to include the requested interim financial information. We have also correspondingly revised page 14 of the Offering Statement to update the MD&A section to reflect the updated interim balance sheet.
We hope that the foregoing has been responsive to the Staff’s comments. Should the revised Offering Statement meet the Staff’s requirements, the Company hereby respectfully requests qualification upon your review. The Company hereby confirms that no participant in the proposed offering receives compensation that it is required to clear with FINRA.
Please direct any questions or comments regarding the foregoing to Simon Wood at (212) 969-4333 or Frank Zarb at (202) 416-5870.
Very
truly yours,
/s/
Simon Wood
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CORRESP
1
filename1.htm
December
30, 2024
Via
EDGAR
United
States Securities and Exchange Commission
Division
of Corporation Finance
100
F Street, N.E.
Washington,
D.C. 20549
Attention:
Rucha Pandit and Mara Ransom, Office of Trade & Services
Re:
MANSE
USA LLC
Offering
Statement on Form 1-A
Filed
December 12, 2024
File
No. 024-12547
Dear
Ms. Pandit and Ms. Ransom:
On
behalf of our client, MANSE USA LLC (the “Company”), we submit this letter setting forth the response of the Company to the
comment provided by the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) dated
December 18, 2024 (the “Comment Letter”) with respect to the Company’s offering statement on Form 1-A filed December
12, 2024 (the “Offering Statement”).
For
your convenience, we have reproduced below in italics the text of the Comment Letter, followed by the Company’s response. Capitalized
terms used but not defined herein shall have the meanings assigned to such terms in the Offering Statement.
We
remain available to discuss with the Staff via telephone conference any of the responses set forth below, or any of the modifications
to the Offering Statement.
Offering
Statement on Form 1-A
General
1.
Please provide an interim balance sheet as of a date no earlier than six months after the most recently completed fiscal year end and
revise your related disclosure under “Management’s Discussion and Analysis” accordingly. Refer to Part F/S(c)(1) and
(b)(3)(B) of Form 1-A.
Company
Response. The Company has revised the Offering Statement on pages F-3–F-5 to include the requested interim financial
information. We have also correspondingly revised page 14 of the Offering Statement to update the MD&A section to reflect the
updated interim balance sheet.
We
hope that the foregoing has been responsive to the Staff’s comments. Should the revised Offering Statement meet the Staff’s
requirements, the Company hereby respectfully requests qualification upon your review. The Company hereby confirms that no participant
in the proposed offering receives compensation that it is required to clear with FINRA.
Please
direct any questions or comments regarding the foregoing to Simon Wood at (212) 969-4333 or Frank Zarb at (202) 416-5870.
Very
truly yours,
/s/
Simon Wood
cc:
Christophe
Vattier
Richard
Mogni
Frank
Zarb