VIA E-MAIL
H. Roger Schwall, Assistant Director
Office of Natural Resources
United States Securities and Exchange Commission
Washington, D.C. 20549
Re: Atlantic Acquisition II, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed December 13, 2017
File No. 333-221490
Dear Mr. Schwall:
Plan of Distribution, page 17
1. We are unable to locate your response to prior comment 7. In this regard, we note that Miguel Dotres is identified as a promoter on page 32 but not elsewhere. According to filings with the Commission, Mr. Dotres is the CEO of Whiskey Acquisition, a public company. Expand your disclosure to address Mr. Dotres’ affiliation with Whiskey Acquisition, a blank check company whose registration statement went effective on April 8, 2016, has not made any public flings since then and has not completed a business combination.
This typo listing Mr. Dotres as a promoter has been removed. As he is only a 4% shareholder he is not deemed a promoter of the corporation.
Financial Statement, page F-1
2. Update your financial statements to comply with Rule 8-08 of Regulation S-X and provide corresponding updated disclosures throughout your filing. In addition, provide a currently dated consent from your independent accountant with future amended filings.
Updated through October 31, 2017.
Sincerely,
Robert Bubeck, President and Principal
Executive Officer
Atlantic Acquisition II, Inc.
cc: Diane Fritz, Staff Accountant
Ethan Horowitz, Accounting Branch Chief
Anuja A. Majmudar, Attorney-Advisor