SEC Comment Letter 0000000000-23-001732 to 1847 Holdings LLC (LBRA)
1847 Holdings LLC
Date: Feb. 21, 2023 · CIK: 0001599407 · Accession: 0000000000-23-001732
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File numbers found in text: 333-269510, 333-269512
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United States securities and exchange commission logo
February 21, 2023
Ellery W. Roberts
Chief Executive Officer
1847 Holdings LLC
590 Madison Avenue, 21st Floor
New York, NY 10022
Re:1847 Holdings LLC
Registration Statement on Form S-3
Filed February 1, 2023
File No. 333-269512
Dear Ellery W. Roberts:
We have limited our review of your registration statement to those issues we have
addressed in our comment. In our comment, 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 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 our comment, we may have additional comments.
Registration Statement on Form S-3 filed on February 1, 2023
General
1.We note that this is a resale offering that include common shares issuable upon the
exercise of warrants. Please tell us whether this registration statement is registering the
resale of the common shares you are attempting to register on a primary offering basis on
your registration statement on Form S-3 (333-269510).
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 LastNameEllery W. Roberts
Comapany Name1847 Holdings LLC
February 21, 2023 Page 2
FirstName LastName
Ellery W. Roberts
1847 Holdings LLC
February 21, 2023
Page 2
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.
You may contact Scott Anderegg at 202-551-3342 or Dieter King at 202-551-8071 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services