Correspondence 0001213900-24-036029 from Versus Systems Inc. (VS, VSSYW) (CIK 0001701963) (VS)
Versus Systems Inc. (VS, VSSYW) (CIK 0001701963)
Date: April 25, 2024 · CIK: 0001701963 · Accession: 0001213900-24-036029
AI Filing Summary & Sentiment
File numbers found in text: 333-277161
Letter
VERSUS SYSTEMS INC.
West Hastings Street
Vancouver BC V6G 3J4 Canada
April 25, 2024
VIA EDGAR
Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: Versus Systems Inc.
File No. 333-277161
Registration Statement on Form S-4
Ladies and Gentlemen:
Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Versus Systems Inc. (the “Company”) hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 4:00 p.m., Eastern Time, on Friday, April 26, 2024, or as soon thereafter as may be practicable.
We acknowledge that a declaration by the Commission or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does not foreclose the Commission from taking any action with respect to the Registration Statement. We further acknowledge that such a declaration of effectiveness does not relieve the Company from our full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement. We understand that we may not assert staff comments to the Registration Statement or the declaration of effectiveness by the Commission as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Should you have any questions regarding this matter or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige of Pryor Cashman LLP, at (212) 326-0846.
Very truly yours,
/s/ Matthew Pierce
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VERSUS
SYSTEMS INC.
1558
West Hastings Street
Vancouver BC V6G 3J4 Canada
April 25, 2024
VIA EDGAR
Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, D.C. 20549
Re:
Versus Systems Inc.
File No. 333-277161
Registration Statement on Form S-4
Ladies and Gentlemen:
Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Versus Systems Inc. (the “Company”)
hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 4:00
p.m., Eastern Time, on Friday, April 26, 2024, or as soon thereafter as may be practicable.
We acknowledge that a declaration
by the Commission or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does not foreclose
the Commission from taking any action with respect to the Registration Statement. We further acknowledge that such a declaration of effectiveness
does not relieve the Company from our full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement.
We understand that we may not assert staff comments to the Registration Statement or the declaration of effectiveness by the Commission
as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Should you have any questions
regarding this matter or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige of Pryor Cashman
LLP, at (212) 326-0846.
Very truly yours,
/s/ Matthew Pierce
Matthew Pierce
Chief Executive Officer
cc: Eric M. Hellige, Esq.