When On4 amended it's Form 1-A on 11/15/19 per the
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Posted On: 04/14/2020 3:04:02 PM
When On4 amended it's Form 1-A on 11/15/19 per the SEC request to update the filing to answer questions it appears Berman left out one material paragraph. The bold section below is what was submitted to the SEC.
https://www.sec.gov/Archives/edgar/data/13008...ename1.htm
Comment 3. You provide a historical overview of the company since its inception. However, you did not clearly describe the business of the company.
• Revise to more clearly provide the information required by Item 7 of Part II to Form 1- A, including the principal products and services of the company and the principal market for and method of distribution of such products and services.
• Tell us the status of the CogoSense and Sifthouse BC acquisitions and revise your disclosure to discuss how your investments in each of the company have impacted your business operations, if applicable. To the extent material, please file related material agreements as exhibits to the offering circular or tell us why this information is not material.
Response 3. The following language has been added to page 20:
“ONCI is a holding company that seeks to acquire companies in emerging industries with the goal of creating value and growth for our shareholders. The majority of our revenue comes from sales of bSafeMobile. bSafeMobile is an app which our subsidiary, FMS Marketing, has the exclusive rights to sell in the USA, Europe and South America. We purchase bSafeMobile directly from its owner, CogoSense Technology,Inc., a Canadian company, and then sell bSafeMobile via dealer groups and various auto dealers throughout the USA, Canada, and Europe. We also sell and distribute on Amazon, Facebook and other Social Media outlets. This relationship between FMS Marketing and Cogosense has been in existence since March of 2015, and is a verbal agreement.”
We currently have letters of intent/term sheets to purchase 100 percent of Cogosense and 75 percent of Sifthouse, we are about 40 percent of the way there on each company. Cogosense developed Bsafe mobile and we currently sell that product in the USA Europe and South America. Sift house is currently waiting on its license from the Canadian government to start growing. We are working on a lease for Sifthouse in BC and just waiting on our license. Sifthouse currently has no impact on the company and has no revenue. Because we only have letters of intent/term sheets with Cogosense and Sifthouse, rather than definitive and final agreements, we have not attached the LOIs as exhibits.
However what was filed and submitted to shareholders omitted that bold paragraph. Go to page 20 and tell me if you find that paragraph.
https://www.otcmarkets.com/filing/html?id=137...H__r4aL13h
https://www.sec.gov/Archives/edgar/data/13008...ename1.htm
Comment 3. You provide a historical overview of the company since its inception. However, you did not clearly describe the business of the company.
• Revise to more clearly provide the information required by Item 7 of Part II to Form 1- A, including the principal products and services of the company and the principal market for and method of distribution of such products and services.
• Tell us the status of the CogoSense and Sifthouse BC acquisitions and revise your disclosure to discuss how your investments in each of the company have impacted your business operations, if applicable. To the extent material, please file related material agreements as exhibits to the offering circular or tell us why this information is not material.
Response 3. The following language has been added to page 20:
“ONCI is a holding company that seeks to acquire companies in emerging industries with the goal of creating value and growth for our shareholders. The majority of our revenue comes from sales of bSafeMobile. bSafeMobile is an app which our subsidiary, FMS Marketing, has the exclusive rights to sell in the USA, Europe and South America. We purchase bSafeMobile directly from its owner, CogoSense Technology,Inc., a Canadian company, and then sell bSafeMobile via dealer groups and various auto dealers throughout the USA, Canada, and Europe. We also sell and distribute on Amazon, Facebook and other Social Media outlets. This relationship between FMS Marketing and Cogosense has been in existence since March of 2015, and is a verbal agreement.”
We currently have letters of intent/term sheets to purchase 100 percent of Cogosense and 75 percent of Sifthouse, we are about 40 percent of the way there on each company. Cogosense developed Bsafe mobile and we currently sell that product in the USA Europe and South America. Sift house is currently waiting on its license from the Canadian government to start growing. We are working on a lease for Sifthouse in BC and just waiting on our license. Sifthouse currently has no impact on the company and has no revenue. Because we only have letters of intent/term sheets with Cogosense and Sifthouse, rather than definitive and final agreements, we have not attached the LOIs as exhibits.
However what was filed and submitted to shareholders omitted that bold paragraph. Go to page 20 and tell me if you find that paragraph.
https://www.otcmarkets.com/filing/html?id=137...H__r4aL13h
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