SEC Comment Letter 0000000000-23-012845 to Nakamoto Inc. (NAKA)
Nakamoto Inc.
Date: Nov. 27, 2023 · CIK: 0001946573 · Accession: 0000000000-23-012845
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File numbers found in text: 333-274606
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United States securities and exchange commission logo
November 27, 2023
Timothy Pickett
Chief Executive Officer
Kindly MD, Inc.
230 W 400 South
Suite 201
Salt Lake City, UT 84104
Re:Kindly MD, Inc.
Amendment No. 2 to Registration Statement on Form S-1
Filed November 20, 2023
File No. 333-274606
Dear Timothy Pickett:
We have reviewed your amended registration statement and have the following
comment(s).
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. Unless we note otherwise,
any references to prior comments are to comments in our October 23, 2023 letter.
Form S-1/A filed November 20, 2023
Revenue, page 38
1.You disclose here that you "expect net sales to increase as the opioid and prescription
medication management side of the business have a favorable impact on net sales through
the remainder of 2023 and into 2024" but other disclosures appear to indicate that revenue
from opioid and medication management treatments have been immaterial. Please clarify
your disclosure by quantifying the amount of revenue in each period recognized from each
of the revenue streams disclosed on pages 30-32.
Note 8, page F-23
2.Please disclose the maturity date, stated interest rate, collateral and/or security provisions,
and any other material terms of the loan payable to Wade Rivers.
FirstName LastNameTimothy Pickett
Comapany NameKindly MD, Inc.
November 27, 2023 Page 2
FirstName LastName
Timothy Pickett
Kindly MD, Inc.
November 27, 2023
Page 2
Please contact Julie Sherman at 202-551-3640 or Al Pavot at 202-551-3738 if you have
questions regarding comments on the financial statements and related matters. Please contact
Conlon Danberg at 202-551-4466 or Lauren Nguyen at 202-551-3642 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc: Callie Tempest Jones, Esq.