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Correspondence 0001683168-23-007345 from NxGen Brands, Inc. (NXGB) (CIK 0001989464)

NxGen Brands, Inc. (NXGB) (CIK 0001989464)
Date: Oct. 23, 2023 · CIK: 0001989464 · Accession: 0001683168-23-007345

AI Filing Summary & Sentiment

File numbers found in text: 024-12325

Referenced dates: October 23, 2023

Date
October 23, 2023
Author
NEWLAN LAW FIRM, PLLC
Form
CORRESP
Company
NxGen Brands, Inc. (NXGB) (CIK 0001989464)

Letter

Office of Manufacturing Division of Corporation Finance Securities and Exchange Commission Re: NxGen Brands, Inc. Amendment No. 1 to Offering Statement on Form 1-A Filed October 10, File No. 024-12325

Dear Mr. Fullem:

This is in response to the letter of comment of the Staff dated October 23, 2023, relating to the captioned Offering Statement on Form 1-A of NxGen Brands, Inc. (the “Company”). Each of the comments of the of the Staff is addressed below, seriatim:

Amendment No. 1 to Offering Statement on Form 1-A filed October 10, 2023

Use of Proceeds, page 16

1. We note your response to comment 4. Please clearly disclose whether or not any of the proceeds will be used to compensate or otherwise make payments to officers or directors of the company or any of its subsidiaries. Refer to Instruction 2 to Item 6 of Form 1-A.

Please be advised that the subject disclosure has been revised, in response to such comment.

Signatures, page 35

2. We note your response to comment 7 and reissue the comment in full. Please include the signature of your principal accounting officer. Refer to Instructions to Signatures of Form 1-A.

Please be advised the signature of the Company’s principal accounting officer has been included, in response to such comment.

_______________________

We believe that this filing is now in order for qualification.

Please feel free to contact the undersigned at (940) 367-6154, should you have any questions regarding any of the Company's responses.

Thank you for your attention in this matter.

Sincerely,
NEWLAN LAW FIRM, PLLC

Show Raw Text
CORRESP
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NEWLAN LAW FIRM, PLLC

2201 Long Prairie Road, Suite 107-762

Flower Mound, Texas 75022

October 23, 2023

Patrick Fullem

Office of Manufacturing

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 Re: NxGen Brands, Inc.

    Amendment No. 1 to Offering
Statement on Form 1-A

    Filed October 10,
2023

    File No. 024-12325

Dear Mr. Fullem:

This is in response to the
letter of comment of the Staff dated October 23, 2023, relating to the captioned Offering Statement on Form 1-A of NxGen Brands, Inc.
(the “Company”). Each of the comments of the of the Staff is addressed below, seriatim:

Amendment No. 1 to Offering Statement on
Form 1-A filed October 10, 2023

Use of Proceeds, page 16

1. We note your response to comment 4. Please
clearly disclose whether or not any of the proceeds will be used to compensate or otherwise make payments to officers or directors of
the company or any of its subsidiaries. Refer to Instruction 2 to Item 6 of Form 1-A.

Please be advised that the subject disclosure
has been revised, in response to such comment.

Signatures, page 35

2. We note your response to comment 7 and reissue
the comment in full. Please include the signature of your principal accounting officer. Refer to Instructions to Signatures of Form 1-A.

Please be advised the signature of the Company’s
principal accounting officer has been included, in response to such comment.

_______________________

We believe that this filing
is now in order for qualification.

Please feel free to contact
the undersigned at (940) 367-6154, should you have any questions regarding any of the Company's responses.

Thank you for your attention
in this matter.

  Sincerely,

  NEWLAN LAW FIRM, PLLC

  By: /s/ Eric Newlan

  Eric Newlan

  Managing Member

  cc: NxGen Brands, Inc.