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Correspondence 0001493152-24-034467 from HEALTHY CHOICE WELLNESS CORP. (HCWC)

HEALTHY CHOICE WELLNESS CORP.
Date: Aug. 29, 2024 · CIK: 0001948864 · Accession: 0001493152-24-034467

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File numbers found in text: 333-274435, 333-275209

Referenced dates: August 23, 2024

Date
July 25, 2024
Author
/s/ Martin
Form
CORRESP
Company
HEALTHY CHOICE WELLNESS CORP.

Letter

VIA EDGAR United States Securities and Exchange Commission Attention: Erin Jaskot Re: Healthy Choice Wellness Corp. Amendment No. 5 to Registration Statement on Form S-1 Filed July 25, 2024 File No. 333-275209

Dear Mr. Anderegg and Ms. Jaskot:

On behalf of our client, Healthy Choice Wellness Corp., a Delaware corporation (the “Company” or “HCWC”), we are hereby submitting to the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) this letter setting forth the Company’s response to the comment contained in the Staff’s letter dated August 23, 2024, regarding the Company’s Amendment No. 5 to registration statement on Form S-1 submitted to the Commission on July 25, 2024 (the “Registration Statement”).

This letter is being filed with the Commission with Amendment No. 6 to the Registration Statement (“Amendment No. 6”).

The Staff’s comments are repeated below and are followed by the Company’s response in bold. Capitalized terms used but not otherwise defined herein have the meanings set forth in Amendment No. 6.

Amendment No. 4 to Form S-1 filed July 25, 2024 General

1. Please revise to reflect the comments we issued on August 23, 2024 relating to your Form S-1 (file no. 333-274435), as appropriate.

RESPONSE: The Registration Statement has been revised through Amendment No. 6 to reflect the Company’s responses to the Commission’s comments issued on August 23, 2024 relating to its Form S-1 (file no. 333-274435).

Thank you for your prompt attention to the Company’s response to the Staff’s comments to the Registration Statement. If you have any questions or comments regarding these responses or if you require any additional information, please feel free to contact me at 305.401.4199.

Sincerely,
/s/ Martin
T. Schrier

Show Raw Text
CORRESP
1
filename1.htm

    August
    29, 2024

    VIA
    EDGAR

    Martin
    T. Schrier

    Direct
    Phone 305-704-5954

    Direct
    Fax      786-220-0209

    mschrier@cozen.com

United
States Securities and Exchange Commission

100
F. Street, N.E.

Washington,
D.C. 20549

    Attention:

    Scott
    Anderegg

    Erin
    Jaskot

    Re:
    Healthy Choice Wellness Corp.

    Amendment No. 5 to Registration Statement on Form
    S-1 Filed July 25, 2024

    File No. 333-275209

Dear
Mr. Anderegg and Ms. Jaskot:

On
behalf of our client, Healthy Choice Wellness Corp., a Delaware corporation (the “Company” or “HCWC”), we are
hereby submitting to the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) this
letter setting forth the Company’s response to the comment contained in the Staff’s letter dated August 23, 2024, regarding
the Company’s Amendment No. 5 to registration statement on Form S-1 submitted to the Commission on July 25, 2024 (the “Registration
Statement”).

This
letter is being filed with the Commission with Amendment No. 6 to the Registration Statement (“Amendment No. 6”).

The
Staff’s comments are repeated below and are followed by the Company’s response in bold. Capitalized terms used but not otherwise
defined herein have the meanings set forth in Amendment No. 6.

Amendment
No. 4 to Form S-1 filed July 25, 2024 General

1. Please
                                            revise to reflect the comments we issued on August 23, 2024 relating to your Form S-1 (file
                                            no. 333-274435), as appropriate.

RESPONSE:
The Registration Statement has been revised through Amendment No. 6 to reflect the Company’s responses to the Commission’s
comments issued on August 23, 2024 relating to its Form S-1 (file no. 333-274435).

Thank
you for your prompt attention to the Company’s response to the Staff’s comments to the Registration Statement. If you have
any questions or comments regarding these responses or if you require any additional information, please feel free to contact me at 305.401.4199.

  Sincerely,

  /s/ Martin
  T. Schrier

  Martin T. Schrier

  cc:
  John Ollet

200 South Biscayne Boulevard 30th Floor, Miami, FL 33131

305.704.5940             800.215.2137              305.704.5955 Fax              cozen.com