SEC Comment Letter 0000000000-23-011942 to DarkPulse, Inc. (DPLS)
DarkPulse, Inc.
Date: Oct. 31, 2023 · CIK: 0000866439 · Accession: 0000000000-23-011942
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-265401
Letter
United States securities and exchange commission logo October 31, 2023 Dennis O’Leary Chief Executive Officer DarkPulse, Inc. 815 Walker Street Suite 1155 Houston, TX 77002 Re:DarkPulse, Inc. Post-Effective Amendment No. 1 to Form S-1 Filed October 20, 2023 File No. 333-265401 Dear Dennis O’Leary: We have reviewed your post-effective amendment and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Post-Effective Amendment No. 1 to Form S-1 filed October 20, 2023 Business Global System Dynamics, Inc. The Business Combination, page 48 1.Please update your disclosure regarding your business combination with Global System Dynamics. For example, you disclose that "the Business Combination is expected to close in the third calendar quarter of 2023 but in no event later than August 9, 2023." It appears, however, that you and Global System Dynamics, Inc. amended the business combination agreement in August 2023 to extend the termination date for the business combination to February 9, 2024. 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.
FirstName LastNameDennis O’Leary Comapany NameDarkPulse, Inc. October 31, 2023 Page 2 FirstName LastName Dennis O’Leary DarkPulse, Inc. October 31, 2023 Page 2 Please contact Aliya Ishmukhamedova at 202-551-7519 or Matthew Crispino at 202-551- 3456 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc: Brian Higley
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United States securities and exchange commission logo
October 31, 2023
Dennis O’Leary
Chief Executive Officer
DarkPulse, Inc.
815 Walker Street
Suite 1155
Houston, TX 77002
Re:DarkPulse, Inc.
Post-Effective Amendment No. 1 to Form S-1
Filed October 20, 2023
File No. 333-265401
Dear Dennis O’Leary:
We have reviewed your post-effective amendment and have the following comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments.
Post-Effective Amendment No. 1 to Form S-1 filed October 20, 2023
Business
Global System Dynamics, Inc.
The Business Combination, page 48
1.Please update your disclosure regarding your business combination with Global System
Dynamics. For example, you disclose that "the Business Combination is expected to close
in the third calendar quarter of 2023 but in no event later than August 9, 2023." It appears,
however, that you and Global System Dynamics, Inc. amended the business combination
agreement in August 2023 to extend the termination date for the business combination to
February 9, 2024.
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.
FirstName LastNameDennis O’Leary
Comapany NameDarkPulse, Inc.
October 31, 2023 Page 2
FirstName LastName
Dennis O’Leary
DarkPulse, Inc.
October 31, 2023
Page 2
Please contact Aliya Ishmukhamedova at 202-551-7519 or Matthew Crispino at 202-551-
3456 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Brian Higley