United States securities and exchange commission logo
July 6, 2020
Ernesto W. Letiziano
President and Director
Signet International Holdings, Inc.
205 Worth Avenue, Suite 316
Palm Beach, FL 33480
Re: Signet
International Holdings, Inc.
Amendment No. 1 to
Registration Statement on Form 10
Filed June 23, 2020
File No. 000-51185
Dear Mr. Letiziano:
We have reviewed your filing 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 these comments 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 our
comments apply 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 these
comments, we may have additional comments. References to our prior
comments refer to our
letter dated June 10, 2020.
Amendment No. 1 to Registration Statement on Form 10
Business, page 1
1. Please clarify the
expiration status of your option agreements. Your response to prior
comment 2 claims that
no options have expired, but the financial statement footnotes refer
to two expired options
involving graphene and battery technologies. Please also clarify
how your options may be
extended or renewed without further consideration, including
expired options.
2. It does not appear that
you filed any exhibits in response to prior comment 12. Please be
aware that we are
unable to adequately review your responses to prior comments 3
through 6 until your
option agreements and material consulting agreements are filed.
Further, your response
to prior comment 3 indicates that your option agreements prohibit
publishing the names of
the Florida universities that provided you an option for their
Ernesto W. Letiziano
Signet International Holdings, Inc.
July 6, 2020
Page 2
respective technology. We note, however, that you identify the
University of Florida and
Florida International University as the parties to option agreements in
various press
releases and on your website.
Certain Relationships and Related Transactions, and Director Independence, page
13
3. Please include your response to prior comment 9 regarding your
affiliation with Mr. Tom
Donaldson in your registration statement. Please clarify what you mean
by officer
designate, and disclose any material agreements written or
unwritten between Mr.
Donaldson and your company, including any compensation arrangements.
Given the
references to Mr. Donaldson in your voluntarily filed current reports as
your president, his
status as a current member of management should be clarified. Please
also clarify whether
he is a promoter under Rule 405 of Regulation C.
Recent Sale of Unregistered Securities, page 15
4. We reissue prior comment 11 as you did not respond to the comment.
Please provide the
disclosure required by Item 701 of Regulation S-K regarding the sales of
unregistered
securities for the past three years. If you provided the information
elsewhere, you may
cross-reference to that disclosure if it contains all the disclosure
required by Item 701 of
Regulation S-K.
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.
You may contact Laura Veator, Senior Staff Accountant, at (202) 551-3716
or Stephen
Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions
regarding
comments on the financial statements and related matters. Please contact Edwin
Kim, Staff
Attorney at (202) 551-3297 or Kathleen Krebs, Special Counsel, at (202)
551-3350 with any
other questions.
Sincerely,
FirstName LastNameErnesto W. Letiziano
Division of
Corporation Finance
Comapany NameSignet International Holdings, Inc.
Office of
Technology
July 6, 2020 Page 2
cc: William Robinson Eilers, Esq.
FirstName LastName