SEC Comment Letter for Andersen Group (ANDG) — Sep 26, 2025
Andersen Group Inc.
Date: Sept. 26, 2025 · CIK: 0002065708 · Accession: 0000000000-25-010543
AI Filing Summary & Sentiment
File numbers found in text: 333-290415
Letter
September 26, 2025 Mark Vorsatz Chief Executive Officer Andersen Group Inc. 333 Bush Street Suite 1700 San Francisco, CA 94104 Re:Andersen Group Inc. Registration Statement on Form S-1 Filed September 19, 2025 File No. 333-290415 Dear Mark Vorsatz: We have reviewed your registration statement and have the following comment(s). 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. Registration Statement on Form S-1 Unaudited Pro Forma Condensed Consolidated and Combined Balance Sheet, page 89 1.Please disclose a quantitative reconciliation for the ($32,111) adjustment to accumulated deficit and the ($289,002) adjustment to non-controlling interest. 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. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement.
September 26, 2025 Page 2 Please contact James Giugliano at 202-551-3319 or Joel Parker at 202-551-3651 if you have questions regarding comments on the financial statements and related matters. Please contact Rucha Pandit at 202-551-6022 or Dietrich King at 202-551-8071 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc:Elena Vespoli
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September 26, 2025
Mark Vorsatz
Chief Executive Officer
Andersen Group Inc.
333 Bush Street
Suite 1700
San Francisco, CA 94104
Re:Andersen Group Inc.
Registration Statement on Form S-1
Filed September 19, 2025
File No. 333-290415
Dear Mark Vorsatz:
We have reviewed your registration statement and have the following comment(s).
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.
Registration Statement on Form S-1
Unaudited Pro Forma Condensed Consolidated and Combined Balance Sheet, page 89
1.Please disclose a quantitative reconciliation for the ($32,111) adjustment to
accumulated deficit and the ($289,002) adjustment to non-controlling interest.
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.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
September 26, 2025
Page 2
Please contact James Giugliano at 202-551-3319 or Joel Parker at 202-551-3651 if
you have questions regarding comments on the financial statements and related
matters. Please contact Rucha Pandit at 202-551-6022 or Dietrich King at 202-551-8071 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:Elena Vespoli