Subject: File No. S7-08-19
From: Richard H Kreger
Affiliation: Advisory Group Equity Services, Ltd. RHK Capital

September 18, 2019

In the United States of America, the 6 month hold under rule 144 is too long for issuer friendly transactions. In Canada it is a 4 month hold if the offering is no more than a 15% discount to market. To harmonize with Canada, I propose shortening our rule 144 hold period to mirror what the hold period is for Canadian Issuer if the offering is no more than a 15% fixed discount to market with no investor price protections. Shortening the required hold period from 6 months to 4 months also would likely result in issuers receiving better offers for funding, as less toxic financings become more of the norm. Today, toxic financings are the norm for OTC issuers.

Eliminate the 1/3rd of float limit for rights offerings under Form S-3 i(b)(6). And require that all S-3 shelf's allow for rights offerings. This would help the average investor prevent themselves from being diluted by being able to invest in the financings offered to an exclusive club of investors.

In addition, in Canada, rights offerings for up to 100% of the market cap of the company can be offered without filing with the Ontario Securities Commission. We should adopt similar rules since rights offerings historically speaking less dilutive to shareholders of a company and help prevent a unintended change of control and the loss of tax loss carryforwards.