Correspondence 0001493152-23-026913 from Sidus Space Inc. (SIDU) (CIK 0001879726) (SIDU)
Sidus Space Inc. (SIDU) (CIK 0001879726)
Date: Aug. 4, 2023 · CIK: 0001879726 · Accession: 0001493152-23-026913
AI Filing Summary & Sentiment
File numbers found in text: 333-273430, 333-373430
Letter
Re: Sidus Space, Inc.
August 4, 2023
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
F Street, NE
Washington, D.C. 20549
Registration Statement on Form S-3
Filed July 26, 2023
File No. 333-273430
Ladies and Gentlemen:
This letter sets forth the responses of Sidus Space, Inc., a Delaware corporation (the “Company”), to the comments received from the Staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) on August 3, 2023 concerning its Registration Statement on Form S-3 (File No. 333-373430) filed with the Commission on July 26, 2023 (the “Registration Statement”).
References in the text of the responses herein to captions and page numbers refer to Amendment No. 1 to the Company’s Registration Statement on Form S-3 (the “Amended Registration Statement”), which is being filed herewith.
Registration Statement on Form S-3 filed July 26, 2023
Cover Page
1. It appears that you are relying on General Instruction I.B.6. of Form S-3 to conduct this offering. Please include the calculation of the aggregate market value of the your outstanding voting and nonvoting common equity pursuant to General Instruction I.B.6. and highlight that sales under this prospectus will be limited to no more than one-third of the aggregate market value of the voting and non-voting common equity held by nonaffiliates. See Instruction 7 to General Instructions of Form S-3.
RESPONSE: The Company has revised the Amended Registration Statement to address this comment.
Risk Factors
We are currently listed on The Nasdaq Capital Market, page 37
2. We note your statement that you “may not be able to continue to meet the exchange’s minimum listing requirements or those of any other national exchange.” We also note that you received notice from Nasdaq on March 14, 2023, indicating that you are not in compliance with the $1.00 minimum bid price requirement for continued listing on the Nasdaq Capital Market. Please include a recent development section in your prospectus summary to disclose the Nasdaq notification letter and the impact on you if you are unable to regain compliance. Additionally, please amend your risk factor to discuss this notice and related material risks.
RESPONSE: We have revised the Amended Registration Statement to address this comment.
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If you have any questions relating to any of the foregoing, please contact Jeffrey Fessler of Sheppard, Mullin, Richter & Hampton LLP at (212) 634-3067.
Very
truly yours,
/s/
Jeffrey Fessler
Show Raw Text
CORRESP
1
filename1.htm
August
4, 2023
VIA
EDGAR
U.S.
Securities and Exchange Commission
Division
of Corporation Finance
100
F Street, NE
Washington,
D.C. 20549
Re:
Sidus
Space, Inc.
Registration
Statement on Form S-3
Filed
July 26, 2023
File
No. 333-273430
Ladies
and Gentlemen:
This
letter sets forth the responses of Sidus Space, Inc., a Delaware corporation (the “Company”), to the comments received
from the Staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”)
on August 3, 2023 concerning its Registration Statement on Form S-3 (File No. 333-373430) filed with the Commission on July 26, 2023
(the “Registration Statement”).
References
in the text of the responses herein to captions and page numbers refer to Amendment No. 1 to the Company’s Registration Statement
on Form S-3 (the “Amended Registration Statement”), which is being filed herewith.
Registration
Statement on Form S-3 filed July 26, 2023
Cover
Page
1.
It
appears that you are relying on General Instruction I.B.6. of Form S-3 to conduct this offering. Please include the calculation of
the aggregate market value of the your outstanding voting and nonvoting common equity pursuant to General Instruction I.B.6. and
highlight that sales under this prospectus will be limited to no more than one-third of the aggregate market value of the voting
and non-voting common equity held by nonaffiliates. See Instruction 7 to General Instructions of Form S-3.
RESPONSE:
The Company has revised the Amended Registration Statement to address this comment.
Risk
Factors
We
are currently listed on The Nasdaq Capital Market, page 37
2.
We
note your statement that you “may not be able to continue to meet the exchange’s minimum listing requirements or those
of any other national exchange.” We also note that you received notice from Nasdaq on March 14, 2023, indicating that you are
not in compliance with the $1.00 minimum bid price requirement for continued listing on the Nasdaq Capital Market. Please include
a recent development section in your prospectus summary to disclose the Nasdaq notification letter and the impact on you if you are
unable to regain compliance. Additionally, please amend your risk factor to discuss this notice and related material risks.
RESPONSE:
We have revised the Amended Registration Statement to address this comment.
-1-
If
you have any questions relating to any of the foregoing, please contact Jeffrey Fessler of Sheppard, Mullin, Richter & Hampton LLP
at (212) 634-3067.
Very
truly yours,
/s/
Jeffrey Fessler
Jeffrey
Fessler
Sheppard,
Mullin, Richter & Hampton LLP
cc:
Carol Craig, CEO
-2-