SEC Comment Letter for Alphega Innovations Corp (CIK 0002038564) — Jul 31, 2025
Alphega Innovations Corp (CIK 0002038564)
Date: July 31, 2025 · CIK: 0002038564 · Accession: 0000000000-25-008065
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Reasoning
File numbers found in text: 333-286526
Letter
July 31, 2025 Luis Carlos Ung Chief Executive Officer Alphega Innovations Corporation 30 N Gould St., Ste R Sheridan, WY 82801 Re:Alphega Innovations Corporation Amendment No. 2 to Registration Statement on Form S-1 Filed July 17, 2025 File No. 333-286526 Dear Luis Carlos Ung: We have reviewed your amended registration statement and have the following comments. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a 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 registration statement and the information you provide in response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our May 8, 2025 letter. Amendment No. 2 to Form S-1 Financial Statements, page 31 1.Provide updated interim period financial statements pursuant to Rule 8-08 of Regulation S-X in the next amendment to your Form S-1. Exhibits 2.We reissue prior comment 9, as we are unable to find any revisions in your amendment that addresses our comment regarding a description of your patents and technologies pursuant to the Locus Social Inc. License Agreement and the filing of Appendix A to Exhibit 10.1. 3.Please have TAAD LLP correct the date of their report referenced in their consent filed as Exhibit 23.1.
July 31, 2025 Page 2 Please contact Robert Littlepage at 202-551-3361 if you have questions regarding comments on the financial statements and related matters. Please contact Edwin Kim at 202- 551-3297 or Kathleen Krebs at 202-551-3350 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc:Jeff Turner, Esq.
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July 31, 2025
Luis Carlos Ung
Chief Executive Officer
Alphega Innovations Corporation
30 N Gould St., Ste R
Sheridan, WY 82801
Re:Alphega Innovations Corporation
Amendment No. 2 to Registration Statement on Form S-1
Filed July 17, 2025
File No. 333-286526
Dear Luis Carlos Ung:
We have reviewed your amended registration statement and have the following
comments.
Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe a 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 registration statement and the information
you provide in response to this letter, we may have additional comments. Unless we note
otherwise, any references to prior comments are to comments in our May 8, 2025 letter.
Amendment No. 2 to Form S-1
Financial Statements, page 31
1.Provide updated interim period financial statements pursuant to Rule 8-08 of
Regulation S-X in the next amendment to your Form S-1.
Exhibits
2.We reissue prior comment 9, as we are unable to find any revisions in your
amendment that addresses our comment regarding a description of your patents and
technologies pursuant to the Locus Social Inc. License Agreement and the filing of
Appendix A to Exhibit 10.1.
3.Please have TAAD LLP correct the date of their report referenced in their consent
filed as Exhibit 23.1.
July 31, 2025
Page 2
Please contact Robert Littlepage at 202-551-3361 if you have questions regarding
comments on the financial statements and related matters. Please contact Edwin Kim at 202-
551-3297 or Kathleen Krebs at 202-551-3350 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:Jeff Turner, Esq.