United States securities and exchange commission logo
December 18, 2023
Paolo Tiramani
Chief Executive Officer
Boxabl Inc.
5345 E. N. Belt Road
North Las Vegas, NV 89115
Re: Boxabl Inc.
Amendment No. 3 to
Registration Statement on Form 10-12G
Filed December 8,
2023
File No. 000-56579
Dear Paolo Tiramani:
We have reviewed your
filing and have the following comments.
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. 3 to Registration Statement on Form 10-12G/A filed
December 8, 2023
Item 2. Financial Information, page 25
1. We note your response
to prior comment 6; however, you have not provided a more
detailed discussion
regarding the company's quality and regulatory issues referenced
within your results of
operations discussion on page 26 or a discussion about whether the
permitting process
delay was a one-time event or may continue in the future and affect
future revenues. Please
revise.
2. We note your response
to prior comment 7. Please revise your disclosure to include the
expected sources of
funds for the costs estimated for the first three months and provide
estimates and sources
for the work contemplated for months three through 12 in your
planned timeline.
Paolo Tiramani
FirstName
Boxabl Inc.LastNamePaolo Tiramani
Comapany18,
December NameBoxabl
2023 Inc.
December
Page 2 18, 2023 Page 2
FirstName LastName
Item 15. Financial Statements and Exhibits
Note 2-Summary of Significant Accounting Policies
Marketable Securities, page F-41
3. We note the disclosure you added regarding your investments, on pages
F-7 and F-41. The
language used in the disclosure does not appear to agree with the
language used in your
financial statements. Please address the following:
Revise to clarify if your marketable securities include long-term
and short-term
investment in U.S. Treasury Notes, as noted in the Consolidated
Balance Sheets
presented.
Revise to state the name of the account in the Consolidated
Statements of Operations
for both the year ending December 31, 2022 and the period ending
September 30,
2023 where you report both realized and unrealized gains and
losses on all
investments. In your disclosures you state these gains and losses
are recognized in
"investment and other income (expense);" but these account names
are not presented
in your financial statements.
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 Babette Cooper at 202-551-3396 or Mark Rakip at
202-551-3573 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Isabel Rivera at 202-551-3518 or Brigitte Lippmann at 202-551-3713 with
any other
questions.
Sincerely,
Division of
Corporation Finance
Office of Real
Estate & Construction
cc: Andrew Stephenson