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Eyeonix AIQ, Inc.
Awaiting Response
0 company response(s)
High
Eyeonix AIQ, Inc.
Awaiting Response
0 company response(s)
High
Eyeonix AIQ, Inc.
Awaiting Response
0 company response(s)
High
Eyeonix AIQ, Inc.
Response Received
5 company response(s)
High - file number match
SEC wrote to company
2020-05-05
Eyeonix AIQ, Inc.
Filing - SEC Comment Letter to Eyeonix AIQ, Inc.
UPLOAD · 2020-05-05
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Company responded
2020-09-04
Eyeonix AIQ, Inc.
Filing - Correspondence from Eyeonix AIQ, Inc.
CORRESP · 2020-09-04
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Company responded
2020-09-29
Eyeonix AIQ, Inc.
Filing - Correspondence from Eyeonix AIQ, Inc.
CORRESP · 2020-09-29
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Company responded
2021-10-08
Eyeonix AIQ, Inc.
Filing - Correspondence from Eyeonix AIQ, Inc.
CORRESP · 2021-10-08
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Company responded
2021-10-14
Eyeonix AIQ, Inc.
Filing - Correspondence from Eyeonix AIQ, Inc.
CORRESP · 2021-10-14
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Company responded
2022-07-08
Eyeonix AIQ, Inc.
Filing - Correspondence from Eyeonix AIQ, Inc.
CORRESP · 2022-07-08
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Eyeonix AIQ, Inc.
Awaiting Response
0 company response(s)
High
SEC wrote to company
2022-07-06
Eyeonix AIQ, Inc.
Filing - SEC Comment Letter to Eyeonix AIQ, Inc.
UPLOAD · 2022-07-06
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Eyeonix AIQ, Inc.
Awaiting Response
0 company response(s)
High
SEC wrote to company
2021-10-08
Eyeonix AIQ, Inc.
Filing - SEC Comment Letter to Eyeonix AIQ, Inc.
UPLOAD · 2021-10-08
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Eyeonix AIQ, Inc.
Awaiting Response
0 company response(s)
High
SEC wrote to company
2020-08-28
Eyeonix AIQ, Inc.
Filing - SEC Comment Letter to Eyeonix AIQ, Inc.
UPLOAD · 2020-08-28
Generating summary...
Eyeonix AIQ, Inc.
Awaiting Response
0 company response(s)
High
SEC wrote to company
2020-06-09
Eyeonix AIQ, Inc.
Filing - SEC Comment Letter to Eyeonix AIQ, Inc.
UPLOAD · 2020-06-09
Generating summary...
Summary
| Date | Type | Company | Location | File No | Link |
|---|---|---|---|---|---|
| 2025-12-16 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | 000-56780 | Read Filing View |
| 2025-12-08 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | 000-56780 | Read Filing View |
| 2025-11-26 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | 000-56780 | Read Filing View |
| 2022-07-08 | Company Response | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2022-07-06 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2021-10-14 | Company Response | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2021-10-08 | Company Response | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2021-10-08 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2020-09-29 | Company Response | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2020-09-04 | Company Response | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2020-08-28 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2020-06-09 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2020-05-05 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| Date | Type | Company | Location | File No | Link |
|---|---|---|---|---|---|
| 2025-12-16 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | 000-56780 | Read Filing View |
| 2025-12-08 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | 000-56780 | Read Filing View |
| 2025-11-26 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | 000-56780 | Read Filing View |
| 2022-07-06 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2021-10-08 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2020-08-28 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2020-06-09 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2020-05-05 | SEC Comment Letter | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| Date | Type | Company | Location | File No | Link |
|---|---|---|---|---|---|
| 2022-07-08 | Company Response | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2021-10-14 | Company Response | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2021-10-08 | Company Response | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2020-09-29 | Company Response | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
| 2020-09-04 | Company Response | Eyeonix AIQ, Inc. | WY | N/A | Read Filing View |
2025-12-16 - UPLOAD - Eyeonix AIQ, Inc. File: 000-56780
<DOCUMENT> <TYPE>TEXT-EXTRACT <SEQUENCE>2 <FILENAME>filename2.txt <TEXT> December 16, 2025 George Athanasiadis Chief Executive Officer FAST CASUAL CONCEPTS, INC. 141 Amsterdam Rd. Grove City, PA 16127 Re: FAST CASUAL CONCEPTS, INC. Registration Statement on Form 10-12G Filed September 16, 2025 File No. 000-56780 Dear George Athanasiadis: We have completed our review of your filing. 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. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Betmar Lopez </TEXT> </DOCUMENT>
2025-12-08 - UPLOAD - Eyeonix AIQ, Inc. File: 000-56780
December 8, 2025
George Athanasiadis
Chief Executive Officer
FAST CASUAL CONCEPTS, INC.
141 Amsterdam Rd.
Grove City, PA 16127
Re:FAST CASUAL CONCEPTS, INC.
Amendment No. 1 to Registration Statement on Form 10-12G
Filed November 26, 2025
File No. 000-56780
Dear George Athanasiadis:
We have reviewed your filing and have the following comment(s).
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response and any amendment you may file in response to this
letter, we may have additional comments.
Amendment No. 1 to Form 10-12G filed November 26, 2025
Item 1A. Risk Factors, page 6
1.We note your response to prior comment 2 and reissue. Please supplement your
relevant risk factor, discussing the percentage of outstanding shares that the CEO
must keep to continue to control the outcome of matters submitted to shareholders for
approval, including the election of directors, amendment of organizational documents,
and approval of major corporate transactions, such as a change in control, merger,
consolidation, or sale of assets. Please also disclose that the capital structure and
disparate voting rights may have anti-takeover effects preventing a change in control
transaction that shareholders might consider in their best interest, and that future
issuance of high-vote shares may be dilutive to low-vote shareholders.
December 8, 2025
Page 2
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.
Please contact Blaise Rhodes at 202-551-3774 or Joel Parker at 202-551-3651 if you
have questions regarding comments on the financial statements and related matters. Please
contact Eddie Kim at 202-551-8713 or Taylor Beech at 202-551-4515 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:Betmar Lopez
2025-11-26 - UPLOAD - Eyeonix AIQ, Inc. File: 000-56780
November 26, 2025
George Athanasiadis
Chief Executive Officer
FAST CASUAL CONCEPTS, INC.
141 Amsterdam Rd.
Grove City, PA 16127
Re:FAST CASUAL CONCEPTS, INC.
Registration Statement on Form 10-12G
Filed September 16, 2025
File No. 000-56780
Dear George Athanasiadis:
We have reviewed your filing and have the following comment(s).
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response and any amendment you may file in response to this
letter, we may have additional comments.
Registration Statement on Form 10-12G filed September 16, 2025
Item 1. Business, page 2
1.We note your disclosure, stating, among other things, that you are "working on
implementing several integrated products" and "also exploring relationships with
distributors of products that assist specific industries in their marketing efforts."
Please provide the status of such products, including, if available, development
timeline thereof. Refer to Item 101(h)(4)(iii) of Regulation S-K.
Item 1A. Risk Factors, page 6
2.We note your disclosure that your CEO owns all of the outstanding shares of Series A
Preferred Stock, representing 79% of the voting power, along with 11.8% of the
voting power of your common stock. Please include a risk factor that addresses the
concentration of voting power held by your CEO, the high vote preferred stock, and
the related risks.
November 26, 2025
Page 2
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.
Please contact Blaise Rhodes at 202-551-3774 or Joel Parker at 202-551-3651 if you
have questions regarding comments on the financial statements and related matters. Please
contact Eddie Kim at 202-551-8713 or Taylor Beech at 202-551-4515 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
2022-07-08 - CORRESP - Eyeonix AIQ, Inc.
CORRESP 1 filename1.htm Fast Casual Concepts, Inc. 141 Amsterdam Rd. Grove City, PA 16127 July 7, 2022 VIA EDGAR UPLOAD Division of Corporation Finance Office of Trade & Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Fast Casual Concepts, Inc. Form 1-A POS File Number: 024-11190 To The Division: On behalf Fast Casual Concepts, Inc. (the “Company”), I respectfully request the qualification of the above-referenced 1-A POS and that such qualification be effective July 12, 2022 at 4:00pm ET. In making this request, the Company acknowledges that: • Should the Commission or the staff, acting pursuant to delegated authority, qualify the filing, it does not foreclose the Commission from taking any action with respect to the filing; • The action of the Commission or the staff, acting pursuant to delegated authority, in qualifying the filing, does not relieve the Company from its full responsibility from the adequacy and accuracy of the disclosure in the filing; and • The Company may not assert staff comments and/or qualification as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Sincerely, /s/ George Athanasiadis CEO
2022-07-06 - UPLOAD - Eyeonix AIQ, Inc.
United States securities and exchange commission logo
July 6, 2022
George Athanasiadis
Chief Executive Officer
Fast Casual Concepts, Inc.
141 Amsterdam Rd.
Grove City, PA 16127
Re:Fast Casual Concepts, Inc.
Post-Qualification Amendment No. 2 to Offering Statement on Form 1-A
Filed June 27, 2022
File No. 024-11190
Dear Mr. Athanasiadis:
This is to advise you that we do not intend to review your amendment.
We will consider qualifying your offering statement at your request. If a participant in
your offering is required to clear its compensation arrangements with FINRA, please have
FINRA advise us that it has no objections to the compensation arrangements prior to
qualification.
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.
Please contact Alyssa Wall at 202-551-8106 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Jack Brannelly
2021-10-14 - CORRESP - Eyeonix AIQ, Inc.
CORRESP 1 filename1.htm Fast Casual Concepts, Inc. 141 Amsterdam Rd. Grove City, PA 16127 October 14, 2021 VIA EDGAR UPLOAD Division of Corporation Finance Office of Trade & Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Fast Casual Concepts, Inc. Offering Statement on Form 1-A File Number: 024-11190 To The Division: Inasmuch as Fast Casual Concepts, Inc. (the “Company”), has amended and uploaded its 1-A POS to include both its annual and interim financial reports as well as the contemporaneously dated Consent of the Auditor, I respectfully request the qualification of the above-referenced offering statement and that such qualification be effective Friday October 15, 2021 at 4 p.m. Eastern Time. In making this request, the Company acknowledges that: • Should the Commission or the staff, acting pursuant to delegated authority, qualify the filing, it does not foreclose the Commission from taking any action with respect to the filing; • The action of the Commission or the staff, acting pursuant to delegated authority, in qualifying the filing, does not relieve the Company from its full responsibility from the adequacy and accuracy of the disclosure in the filing; and • The Company may not assert staff comments and/or qualification as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Sincerely, /s/ George Athanasiadis CEO
2021-10-08 - CORRESP - Eyeonix AIQ, Inc.
CORRESP 1 filename1.htm Fast Casual Concepts, Inc. 141 Amsterdam Rd. Grove City, PA 16127 October 8, 2021 VIA EDGAR UPLOAD Division of Corporation Finance Office of Trade & Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Fast Casual Concepts, Inc. Offering Statement on Form 1-A File Number: 024-11190 To The Division: Inasmuch as Fast Casual Concepts, Inc. (the “Company”), has amended and uploaded its 1-A POS to include its financial reports as well as the Consent of the Auditor, I respectfully request the qualification of the above-referenced offering statement and that such qualification be effective as soon as possible. In making this request, the Company acknowledges that: • Should the Commission or the staff, acting pursuant to delegated authority, qualify the filing, it does not foreclose the Commission from taking any action with respect to the filing; • The action of the Commission or the staff, acting pursuant to delegated authority, in qualifying the filing, does not relieve the Company from its full responsibility from the adequacy and accuracy of the disclosure in the filing; and • The Company may not assert staff comments and/or qualification as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Sincerely, /s/ George Athanasiadis CEO
2021-10-08 - UPLOAD - Eyeonix AIQ, Inc.
United States securities and exchange commission logo
October 7, 2021
George Athanasiadis
Chief Executive Officer
Fast Casual Concepts, Inc.
141 Amsterdam Rd.
Grove City, PA 16127
Re:Fast Casual Concepts, Inc.
Post-qualification Amendment No. 1 to
Offering Statement on Form 1-A
Filed on October 5, 2021
File No. 024-11190
Dear Mr. Athanasiadis:
This is to advise you that we do not intend to review your amendment.
We will consider qualifying your offering statement at your request. If a participant in
your offering is required to clear its compensation arrangements with FINRA, please have
FINRA advise us that it has no objections to the compensation arrangements prior to
qualification.
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.
Please contact Janice Adeloye at 202-551-3034 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Jack Brannelly
2020-09-29 - CORRESP - Eyeonix AIQ, Inc.
CORRESP
1
filename1.htm
Fast Casual
Concepts, Inc.
141 Amsterdam
Rd.
Grove City,
PA 16127
September 29, 2020
VIA EDGAR UPLOAD
Division of Corporation Finance
Office of Trade & Services
U.S. Securities & Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Re:
Fast Casual Concepts, Inc.
Offering Statement on Form 1-A
File Number: 024-11190
To The Division:
On behalf Fast Casual Concepts,
Inc. (the “Company”), I respectfully request the qualification of the above-referenced offering statement and
that such qualification be effective September 30, 2020 at 4:00pm ET.
In making this request, the Company
acknowledges that:
Should
the Commission or the staff, acting pursuant to delegated authority, qualify the filing, it does not foreclose the Commission from
taking any action with respect to the filing;
The
action of the Commission or the staff, acting pursuant to delegated authority, in qualifying the filing, does not relieve the Company
from its full responsibility from the adequacy and accuracy of the disclosure in the filing; and
The
Company may not assert staff comments and/or qualification as a defense in any proceeding initiated by the Commission or any person
under the federal securities laws of the United States.
Sincerely,
/s/ George Athanasiadis
CEO
2020-09-04 - CORRESP - Eyeonix AIQ, Inc.
CORRESP 1 filename1.htm Fast Casual Concepts, Inc. 141 Amsterdam Rd. Grove City, PA 16127 September 3, 2020 VIA EMAIL and EDGAR UPLOAD CFTradeandServices@sec.gov Division of Corporation Finance Office of Trade & Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Fast Casual Concepts, Inc. Offering Statement on Form 1-A Filed April 7, 2020 File No. 024-11190 To The Division: Assuming the most recent amended 1-A filing meets with Division approval and pursuant to Rule 252(d)(3), Fast Casual Concepts, Inc. (the “Company”) formally requests qualification of its above-referenced offering statement. Sincerely, /s/ George Athanasiadis CEO
2020-08-28 - UPLOAD - Eyeonix AIQ, Inc.
United States securities and exchange commission logo
August 28, 2020
George Athanasiadis
Chief Executive Officer
Fast Casual Concepts, Inc.
141 Amsterdam Rd.
Grove City, PA 16127
Re:Fast Casual Concepts, Inc.
Amendment No. 3 to
Offering Statement on Form 1-A
Filed August 18, 2020
File No. 024-11190
Dear Mr. Athanasiadis:
We have reviewed your amended offering statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe our comments apply 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 these comments, we may have additional comments.
Amendment No. 3 to Offering Statement on Form 1-A filed August 18, 2020
Current risks in the industry include the Coronavirus Pandemic, page 5
1.Please update your disclosure related to COVID-19 to disclose the current status of your
re-opening, including current occupancy and any changes to relevant Pennsylvania
guidance. If your plans to open new restaurants in 2020 or 2021 have been affected,
please revise your disclosure accordingly.
Part F/S, page 20
2.Please provide the audit report for your financial statements for the year ended December
31, 2019 as required by Part F/S, paragraph (c)(1), of Form 1-A.
FirstName LastNameGeorge Athanasiadis
Comapany NameFast Casual Concepts, Inc.
August 28, 2020 Page 2
FirstName LastName
George Athanasiadis
Fast Casual Concepts, Inc.
August 28, 2020
Page 2
Signatures, page 31
3.We note that the company has signed the offering statement as of July 13, 2020, and your
officers have signed as of August 13, 2020. In your next amendment, please properly
update your signature pages.
You may contact Suying Li at (202) 551-3335 or Rufus Decker at (202) 551-3769 if you
have questions regarding comments on the financial statements and related matters. Please
contact Daniel Morris at (202) 551-3314 or Erin Jaskot at (202) 551-3442 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Jack Brannelly, Esq.
2020-06-09 - UPLOAD - Eyeonix AIQ, Inc.
United States securities and exchange commission logo
June 9, 2020
George Athanasiadis
Chief Executive Officer
Fast Casual Concepts, Inc.
141 Amsterdam Rd.
Grove City, PA 16127
Re:Fast Casual Concepts, Inc.
Amendment No. 1 to
Offering Statement on Form 1-A
Filed May 21, 2020
File No. 024-11190
Dear Mr. Athanasiadis:
We have reviewed your amended offering statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe our comments apply 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 these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our [month, day, year] letter.
Amendment No. 1 to Form 1-A Filed May 21, 2020
Current risks in the industry include the Coronavirus Pandemic, page 5
1.We note your revised disclosure states that your dine-in options could be affected for a
longer period of time than is now expected and could have a negative effect on your
business. Please revise your disclosure to discuss how your dine-in options have changed
due to COVID-19, how long you currently expect the change in dine-in options to remain
in place, and the key considerations and milestones that will inform your decision to
resume normal operations. In addition, please revise, where appropriate, to discuss how
you expect the pandemic to affect your plans to open several restaurants in 2020 and to
begin franchising in 2021 as disclosed on page 14.
FirstName LastNameGeorge Athanasiadis
Comapany NameFast Casual Concepts, Inc.
June 9, 2020 Page 2
FirstName LastName
George Athanasiadis
Fast Casual Concepts, Inc.
June 9, 2020
Page 2
Exhibits, page 34
2.Please advise your auditor to further revise their consent filed as Exhibit 11.1 to address
them being named as an "expert" on page 22. Please refer to Item 17.11(a)(iii) in Part III
of Form 1-A.
3.Please include the audit report alongside your financial statements in Part F/S of Form 1-
A and make arrangements with your auditor to revise their audit report to:
•include the related notes in the identification of the financial statements in the opinion
on the financial statements section, as required by PCAOB Auditing Standard 3101,
paragraph 8(d); and
•refer to the correct note to the financial statements in the going concern section.
Index to Exhibits, page 34
4.We note your response to prior comment 9; however, we are unable to locate your revised
subscription agreement. Please file the revised subscription agreement with your next
amendment.
Signature Page, page 34
5.We note your response to prior comment 10 and re-issue the comment. Please revise to
add a signature block for the issuer and ensure that the signature block is signed by a duly
authorized representative on behalf of the issuer. It appears that your intention is to have
Mr. Athanasiadis sign for the company. If so, please ensure that he signs beneath the
signature block for the company and separately in his individual capacity as a board
member.
You may contact Suying Li at (202) 551-3335 or Rufus Decker at (202) 551-3769 if you
have questions regarding comments on the financial statements and related matters. Please
contact Daniel Morris at (202) 551-3314 or Erin Jaskot at (202) 551-3442 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Jack Brannelly, Esq.
2020-05-05 - UPLOAD - Eyeonix AIQ, Inc.
United States securities and exchange commission logo
May 4, 2020
George Athanasiadis
Chief Executive Officer
Fast Casual Concepts, Inc.
141 Amsterdam Rd.
Grove City, PA 16127
Re:Fast Casual Concepts, Inc.
Offering Statement on Form 1-A
Filed April 7, 2020
File No. 024-11190
Dear Mr. Athanasiadis:
We have reviewed your offering statement and have the following comments. In some of
our comments, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe our comments apply 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 these comments, we may have additional comments.
Offering Statement on Form 1-A filed April 7, 2020
Cover Page
1.Please disclose the percentage of your issued and outstanding shares owned, as a group,
by your officers and directors. Also disclose what their voting power will be if all or
some of the shares are sold in the offering.
Risk Factors, page 4
2.Please revise your risk factor disclosure to discuss risks related to your officers and
directors' ability to independently control the operations of the company, including the
election of directors and approval of significant corporate transactions.
3.Consider whether risk factor disclosure is necessary to address the challenges you may
experience in your business operations or implementation of your business plan as a result
of the coronavirus pandemic. For example, consider whether changes to your dine-in
FirstName LastNameGeorge Athanasiadis
Comapany NameFast Casual Concepts, Inc.
May 4, 2020 Page 2
FirstName LastNameGeorge Athanasiadis
Fast Casual Concepts, Inc.
May 4, 2020
Page 2
restaurant model and your supply chain have been, or may in the future be, necessitated by
the coronavirus pandemic. Refer to Corporation Finance Disclosure Topic No. 9.
We will continue to incur certain costs, page 6
4.Please revise this risk factor to clarify your statement that you will not be a "public"
company after qualification and explain how your reporting obligations will differ as a
result.
Business, page 13
5.We note that one restaurant was opened in 2019 and two were opened in January 2020.
However, your disclosure in the first sentence of this section indicates that you "will
open" three restaurants in 2019. Please update your disclosure to describe acurately the
current state of your operations, including the status of the fourth restaurant which was
scheduled to open in April 2020. Refer to Item 7 of Part II to Form 1- A. In addition,
please disclose the current progress made toward the objectives listed on page 14.
Security Ownership of Management and Certain Security Holders, page 19
6.Please provide the last name of the 10% shareholder listed in this section. If this
individual is an officer or director, please update your disclosure in the relevant sections
of the offering statement to describe his or her experience, compensation, and
relationships with the company, as required.
Part F/S, page 23
7.Please provide the audit report for your financial statements for the year ended December
31, 2019 as required by Part F/S, paragraph (c)(1), of Form 1-A.
Exhibits, page 34
8.We note that you currently operate at least three restaurants. With your next amendment,
please file all material agreements related to your business. See Item 17(6) of Form 1-A.
9.In the first paragraph of your subscription agreement, you state that the purchase price for
shares will be $0.50, when your offering statement includes a purchase price of $0.10.
Please advise. Further, in the second paragraph of Section 1, you state that the company
agrees to sell and issue to each investor an additional share for every two shares purchased
under the subscription agreement from the date of the subscription until the expiration of
the "registration statement." You also state that pursuant to the terms of the "registration
statement" the additional shares will be sold at $0.50 per share regardless of the trading
price in the open market and "shall also be free trading shares." Revise the offering
statement to more fully describe the terms of the subscription agreement, including terms
related to the sale of the additional shares. In addition, please tell us in what respect the
shares will be "free trading shares" and how you reached this determination.
FirstName LastNameGeorge Athanasiadis
Comapany NameFast Casual Concepts, Inc.
May 4, 2020 Page 3
FirstName LastName
George Athanasiadis
Fast Casual Concepts, Inc.
May 4, 2020
Page 3
10.Please advise your independent registered public accounting firm to revise their consent
filed as Exhibit 11.1 to make a reference to the correct financial statements.
Signature Page, page 34
11.Please note that the offering statement must be signed by the issuer in addition to its
principal executive officer, principal financial officer, principal accounting officer, and a
majority of the members of the board of directors. Please revise accordingly.
We will consider qualifying your offering statement at your request. If a participant in
your offering is required to clear its compensation arrangements with FINRA, please have
FINRA advise us that it has no objections to the compensation arrangements prior to
qualification.
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. We also remind you that, following qualification of your Form 1-A, Rule 257
of Regulation A requires you to file periodic and current reports, including a Form 1-K which
will be due within 120 calendar days after the end of the fiscal year covered by the report.
You may contact Suying Li at (202) 551-3335 or Rufus Decker at (202) 551-3769 if you
have questions regarding comments on the financial statements and related matters. Please
contact Daniel Morris at (202) 551-3314 or Erin Jaskot at (202) 551-3442 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Jack Brannelly, Esq.
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