SEC Comment Letter 0000000000-23-007584 to Cannabis Bioscience International Holdings, Inc. (CBIH)
Cannabis Bioscience International Holdings, Inc.
Date: July 17, 2023 · CIK: 0001411057 · Accession: 0000000000-23-007584
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File numbers found in text: 333-267039
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United States securities and exchange commission logo
July 17, 2023
Dante Picazo
Chief Executive Officer
Cannabis Bioscience International Holdings, Inc.
6201 Bonhomme Road
Suite 466S
Houston, TX 77036
Re:Cannabis Bioscience International Holdings, Inc.
Amendment No. 4 to Registration Statement on Form S-1
Filed July 10, 2023
File No. 333-267039
Dear Dante Picazo:
We have reviewed your amended registration statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply 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 these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our July 6, 2023 letter.
Amendment No. 4 to Form S-1 Filed July 10, 2023
Amendment No. 3 to Form S-1 Filed June 8, 2023
Exhibit 23.1, page 1
1.Please provide an updated consent letter from your independent auditor.
Audited Consolidated Financial Statements, page 73
2.Please provide updated financial statements for the year ended May 31, 2023 pursuant to
Rule 8-08(a) and (b) of Regulation S-X.
FirstName LastNameDante Picazo
Comapany NameCannabis Bioscience International Holdings, Inc.
July 17, 2023 Page 2
FirstName LastName
Dante Picazo
Cannabis Bioscience International Holdings, Inc.
July 17, 2023
Page 2
General
3.The opinion does not cover the same number of shares to be sold by selling stockholders
as the prospectus. Please revise.
You may contact Ta Tanisha Meadows at 202-551-3322 or Theresa Brillant at 202-551-
3307 if you have questions regarding comments on the financial statements and related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Lilyanna Peyser at 202-551-
3222 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Barry J. Miller