Correspondence 0001104659-23-096047 from OneMedNet Corp (ONMD)
OneMedNet Corp
Date: Aug. 28, 2023 · CIK: 0001849380 · Accession: 0001104659-23-096047
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-266274
Referenced dates: August 15, 2023
Letter
NELSON MULLINS RILEY & SCARBOROUGH LLP
ATTORNEYS AND COUNSELORS AT LAW
Andrew M. Tucker
T: 202.689.2987
andy.tucker@nelsonmullins.com
101 Constitution Ave, NW, Suite 900
Washington, DC 20001
T: 202.689.2800 F: 202.689.2860
nelsonmullins.com
August 28, 2023
Via EDGAR
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Attention: Ms. Taylor Beech
Ms. Erin Jaskot
RE: Data Knights Acquisition Corp.
Amendment No. 9 to Registration on Form S-4
Filed August 28, 2023
File No. 333-266274
On behalf of Data Knights Acquisition Corp. (the “Company”), we are hereby responding to the letter dated August 15, 2023 (the “Comment Letter”) from the staff (the “Staff”) of the Securities and Exchange Commission (“SEC” or the “Commission”), regarding the Company’s Amendment No. 7 to Registration Statement on Form S-4 filed August 2, 2023 and the Company’s Amendment No. 8 to Registration Statement on Form S-4 filed August 8, 2023 (collectively, the “Registration Statement”). In response to the Comment Letter and to update certain information in the Registration Statement, the Company is submitting its Amendment No. 9 to the Registration Statement (the “Amended Registration Statement”) with the Commission today.
Capitalized terms used but not defined in this letter have the meanings as defined in the Amended Registration Statement.
For ease of reference, the text of the Staff’s comment is included in bold-face type below, followed by the Company’s response.
Amendment No. 7 and Amendment No. 8 to Registration Statement on Form S-4
1. What equity stake will current stockholders of Data Knights hold after the Closing on page 12 and 110 .
Response: The Amended Registration Statement has been revised on page 12 and 110 to break apart the “Others” category and provide the requested information.
California | Colorado | District of Columbia | Florida | Georgia | Illinois | Maryland | Massachusetts | Minnesota
New York | North Carolina | Ohio | Pennsylvania | South Carolina | Tennessee | Texas | Virginia | West Virginia
Securities and Exchange Commission
August 28, 2023
Page 2
Given the Company’s time constraints to complete the Business Combination, we would be very appreciative of the Staff’s expeditious review of the Company’s responses and updates to the Amended Registration Statement. Please contact me with any questions or follow up requests. I can be reached at 202-689-2987 or andy.tucker@nelsonmullins.com. Thank you very much for your assistance.
Very truly yours,
Andrew M. Tucker
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NELSON MULLINS RILEY & SCARBOROUGH LLP
ATTORNEYS AND COUNSELORS AT LAW
Andrew M. Tucker
T: 202.689.2987
andy.tucker@nelsonmullins.com
101 Constitution Ave, NW, Suite 900
Washington, DC 20001
T: 202.689.2800 F: 202.689.2860
nelsonmullins.com
August 28, 2023
Via EDGAR
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Attention:
Ms. Taylor Beech
Ms. Erin Jaskot
RE:
Data Knights Acquisition Corp.
Amendment No. 9 to Registration on Form S-4
Filed August 28, 2023
File No. 333-266274
On behalf of Data Knights Acquisition Corp. (the
“Company”), we are hereby responding to the letter dated August 15, 2023 (the “Comment Letter”) from the staff
(the “Staff”) of the Securities and Exchange Commission (“SEC” or the “Commission”), regarding the
Company’s Amendment No. 7 to Registration Statement on Form S-4 filed August 2, 2023 and the Company’s Amendment
No. 8 to Registration Statement on Form S-4 filed August 8, 2023 (collectively, the “Registration Statement”).
In response to the Comment Letter and to update certain information in the Registration Statement, the Company is submitting its Amendment
No. 9 to the Registration Statement (the “Amended Registration Statement”) with the Commission today.
Capitalized terms used but not defined in this
letter have the meanings as defined in the Amended Registration Statement.
For ease of reference, the text of the Staff’s
comment is included in bold-face type below, followed by the Company’s response.
Amendment
No. 7 and Amendment No. 8 to Registration Statement on Form S-4
1.
What equity stake will current stockholders of Data Knights hold after the Closing on page 12 and 110 .
Response:
The Amended Registration Statement has been revised on page 12 and 110 to break apart the “Others” category and provide the
requested information.
California
| Colorado | District of Columbia | Florida | Georgia | Illinois | Maryland | Massachusetts | Minnesota
New York
| North Carolina | Ohio | Pennsylvania | South Carolina | Tennessee | Texas | Virginia | West Virginia
Securities and Exchange Commission
August 28, 2023
Page 2
Given the Company’s time constraints to
complete the Business Combination, we would be very appreciative of the Staff’s expeditious review of the Company’s responses
and updates to the Amended Registration Statement. Please contact me with any questions or follow up requests. I can be reached at 202-689-2987
or andy.tucker@nelsonmullins.com. Thank you very much for your assistance.
Very truly yours,
Andrew M. Tucker
AMT