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UPLOAD Filing

Longevity Health Holdings, Inc.
Date: June 26, 2025 · CIK: 0001842939 · Accession: 0000000000-25-006685

Financial Reporting Regulatory Compliance Internal Controls

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File numbers found in text: 001-40228

Date
June 26, 2025
Author
Division of
Form
UPLOAD
Company
Longevity Health Holdings, Inc.

Letter

Re: Longevity Health Holdings, Inc. Form 10-K for the Fiscal Year Ended December 31, 2024 Form 10-Q for the Fiscal Quarter Ended March 31, 2025 Response Dated June 17, 2025 File No. 001-40228 Dear Rajiv Shukla:

June 26, 2025

Rajiv Shukla Chief Executive Officer Longevity Health Holdings, Inc. 2403 Sidney Street, Suite 300 Pittsburg, Pennsylvania 15203

We have reviewed your response to our comment letter and have the following comment.

Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response.

After reviewing your response to this letter, we may have additional comments.

Form 10-Q for the Fiscal Quarter Ended March 31, 2025 Notes to Condensed Consolidated Financial Statements Note 4 - Elevai Acquisition, page 13

1. We have reviewed your response to comment 4 and have the following additional comments. Please:

Describe for us the facts and circumstances of whether you continued to utilize the referenced third party for production of the acquired products and whether there was a related acquired contract; Describe for us when and how production of the acquired products commenced; Tell us how you considered the applicability of ASC 805-10-55-5E (b) to your facts and circumstances and the referenced third party; and Provide us the calculation of your 89% determination and also tell us how you June 26, 2025 Page 2

considered ASC 805-10-55-5C (a) which sets forth that a tangible asset and an intangible asset should not be considered similar assets.

Please contact Christie Wong at 202-551-3684 or Michael Fay at 202-551-3812 if you have questions regarding comments on the financial statements and related matters.

Sincerely,
Division of
Corporation Finance
Office of Industrial
Applications and
Services

Show Raw Text
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<FILENAME>filename2.txt
<TEXT>
 June 26, 2025

Rajiv Shukla
Chief Executive Officer
Longevity Health Holdings, Inc.
2403 Sidney Street, Suite 300
Pittsburg, Pennsylvania 15203

 Re: Longevity Health Holdings, Inc.
 Form 10-K for the Fiscal Year Ended December 31, 2024
 Form 10-Q for the Fiscal Quarter Ended March 31, 2025
 Response Dated June 17, 2025
 File No. 001-40228
Dear Rajiv Shukla:

 We have reviewed your response to our comment letter and have the
following
comment.

 Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

 After reviewing your response to this letter, we may have additional
comments.

Form 10-Q for the Fiscal Quarter Ended March 31, 2025
Notes to Condensed Consolidated Financial Statements
Note 4 - Elevai Acquisition, page 13

1. We have reviewed your response to comment 4 and have the following
additional
 comments. Please:

 Describe for us the facts and circumstances of whether you
continued to utilize
 the referenced third party for production of the acquired products
and whether
 there was a related acquired contract;
 Describe for us when and how production of the acquired products
commenced;
 Tell us how you considered the applicability of ASC 805-10-55-5E
(b) to your
 facts and circumstances and the referenced third party; and
 Provide us the calculation of your 89% determination and also tell
us how you
 June 26, 2025
Page 2

 considered ASC 805-10-55-5C (a) which sets forth that a tangible
asset and an
 intangible asset should not be considered similar assets.

 Please contact Christie Wong at 202-551-3684 or Michael Fay at
202-551-3812 if you
have questions regarding comments on the financial statements and related
matters.

 Sincerely,

 Division of
Corporation Finance
 Office of Industrial
Applications and
 Services
</TEXT>
</DOCUMENT>