SEC Comment Letter 0000000000-24-006666 to LifeMD, Inc. (LFMD)
LifeMD, Inc.
Date: June 10, 2024 · CIK: 0000948320 · Accession: 0000000000-24-006666
AI Filing Summary & Sentiment
File numbers found in text: 333-279860
Letter
United States securities and exchange commission logo June 10, 2024 Justin Schreiber Chief Executive Officer LifeMD, Inc. 236 Fifth Avenue, Suite 400 New York, NY 10001 Re:LifeMD, Inc. Registration Statement on Form S-3 Filed May 31, 2024 File No. 333-279860 Dear Justin Schreiber: We have conducted a limited review of your registration statement 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. Registration Statement on Form S-3 General 1.We note that your Form 8-K filed on July 7, 2023 does not appear to have been timely filed, given that it relates to a reportable event that occurred on June 16, 2023. Accordingly, it does not appear that you meet the eligibility requirement set forth in General Instruction I.A.3(b) of Form S-3. Please provide your analysis supporting the conclusion that you are eligible to use Form S-3 to register this offering, or amend your registration statement to file on an appropriate form.
FirstName LastNameJustin Schreiber Comapany NameLifeMD, Inc. June 10, 2024 Page 2 FirstName LastName Justin Schreiber LifeMD, Inc. June 10, 2024 Page 2 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. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact Juan Grana at 202-551-6034 or Jane Park at 202-551-7439 with any other questions. Sincerely, Division of Corporation Finance Office of Industrial Applications and Services cc: Cam Hoang, Esq.
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United States securities and exchange commission logo
June 10, 2024
Justin Schreiber
Chief Executive Officer
LifeMD, Inc.
236 Fifth Avenue, Suite 400
New York, NY 10001
Re:LifeMD, Inc.
Registration Statement on Form S-3
Filed May 31, 2024
File No. 333-279860
Dear Justin Schreiber:
We have conducted a limited review of your registration statement 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.
Registration Statement on Form S-3
General
1.We note that your Form 8-K filed on July 7, 2023 does not appear to have been timely
filed, given that it relates to a reportable event that occurred on June 16, 2023.
Accordingly, it does not appear that you meet the eligibility requirement set forth in
General Instruction I.A.3(b) of Form S-3. Please provide your analysis supporting the
conclusion that you are eligible to use Form S-3 to register this offering, or amend your
registration statement to file on an appropriate form.
FirstName LastNameJustin Schreiber
Comapany NameLifeMD, Inc.
June 10, 2024 Page 2
FirstName LastName
Justin Schreiber
LifeMD, Inc.
June 10, 2024
Page 2
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.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Juan Grana at 202-551-6034 or Jane Park at 202-551-7439 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc: Cam Hoang, Esq.