SEC Comment Letter 0000000000-24-007772 to Optimus Healthcare Services, Inc. (OHCS) (CIK 0001892025)
Optimus Healthcare Services, Inc. (OHCS) (CIK 0001892025)
Date: July 9, 2024 · CIK: 0001892025 · Accession: 0000000000-24-007772
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File numbers found in text: 333-280575
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July 9, 2024
Cliff Saffron
Interim Chief Executive Officer
Optimus Healthcare Services, Inc.
1400 Old Country Road - Suite 306
Westbury, NY 11590
Re:Optimus Healthcare Services, Inc.
Registration Statement on Form S-1
Filed June 28, 2024
File No. 333-280575
Dear Cliff Saffron:
We have conducted a limited review of your registration statement and have the following
comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a 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 this letter, we may have additional comments.
Registration Statement on Form S-1
General
1.Please confirm your understanding that we will not be in a position to declare your Form
S-1 effective until all outstanding comments regarding your Form 10-K for the fiscal year
ended December 31, 2023 have been resolved. In addition, to the extent that any
comments related to our review of your Form 10-K apply to disclosure in the Form S-1,
please make corresponding revisions to all affected disclosure.
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.
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
July 9, 2024
Page 2
statement.
Please contact Benjamin Richie at 202-551-7857 or Lauren Nguyen at 202-551-3642 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc:Stephen Cohen