VSEE HEALTH, INC. Files S-1/A Amendment

Ticker: VSEEW · Form: S-1/A · Filed: Nov 19, 2024 · CIK: 1864531

Vsee Health, Inc. S-1/A Filing Summary
FieldDetail
CompanyVsee Health, Inc. (VSEEW)
Form TypeS-1/A
Filed DateNov 19, 2024
Risk Levelmedium
Pages16
Reading Time19 min
Key Dollar Amounts$0.0001, $3,000,000, $2,222,222.22, $2.00, $10
Sentimentneutral

Sentiment: neutral

Topics: sec-filing, s-1/a, company-update

TL;DR

VSEE HEALTH, INC. (fka DIGITAL HEALTH ACQUISITION CORP.) filed an S-1/A. Check financials.

AI Summary

VSEE HEALTH, INC. filed an S-1/A amendment on November 19, 2024, detailing its business operations and financial status. The company, formerly known as DIGITAL HEALTH ACQUISITION CORP. until May 26, 2021, is based in Boca Raton, FL. This filing provides updated information relevant to its public offering.

Why It Matters

This S-1/A filing provides crucial updates for investors and the market regarding VSEE HEALTH, INC.'s financial health and strategic direction, impacting potential investment decisions.

Risk Assessment

Risk Level: medium — S-1/A filings often indicate a company is preparing for significant corporate actions like an IPO or offering, which inherently carry market and execution risks.

Key Numbers

  • 333-283115 — SEC File Number (Identifies the specific SEC registration)
  • 0001864531 — Central Index Key (CIK) (Unique identifier for the company in SEC filings)

Key Players & Entities

  • VSEE HEALTH, INC. (company) — Filer of the S-1/A
  • DIGITAL HEALTH ACQUISITION CORP. (company) — Former name of VSEE HEALTH, INC.
  • 20210526 (date) — Date of name change
  • 20241119 (date) — Filing date of the S-1/A
  • BOCA RATON, FL (location) — Company's business address

FAQ

What is the primary purpose of this S-1/A filing for VSEE HEALTH, INC.?

This S-1/A filing is an amendment to a previous registration statement, typically used to update information or provide new details relevant to a securities offering or ongoing reporting requirements.

When did VSEE HEALTH, INC. change its name from DIGITAL HEALTH ACQUISITION CORP.?

The company changed its name from DIGITAL HEALTH ACQUISITION CORP. on May 26, 2021 (20210526).

Where is VSEE HEALTH, INC. located?

VSEE HEALTH, INC. is located at 980 N FEDERAL HWY, #304, BOCA RATON, FL 33432.

What is the SEC file number associated with this filing?

The SEC file number for this filing is 333-283115.

What is the Central Index Key (CIK) for VSEE HEALTH, INC.?

The Central Index Key (CIK) for VSEE HEALTH, INC. is 0001864531.

Filing Stats: 4,682 words · 19 min read · ~16 pages · Grade level 14.4 · Accepted 2024-11-19 16:43:25

Key Financial Figures

  • $0.0001 — f the Company's common stock, par value $0.0001 (the "Common Stock") consisting of (i)
  • $3,000,000 — te with an aggregate principle value of $3,000,000 (the "Quantum Note") issued to Quantum
  • $2,222,222.22 — te with an aggregate principle value of $2,222,222.22 (the "Ascent Note") issued to Ascent Pa
  • $2.00 — t amount thereon) at the floor price of $2.00 and full conversion of the Ascent Note
  • $10 — pany at (1) a fixed conversion price of $10 per share, which was reset to $3.20 per
  • $3.20 — ce of $10 per share, which was reset to $3.20 per share pursuant to the terms thereof
  • $2 — Average Price but in no event less than $2 per share. In addition, the Company at
  • $1.34 — Stock on The Nasdaq Capital Market was $1.34 per share and the last reported sale pr
  • $0.040 — arrant on The Nasdaq Capital Market was $0.040 per Public Warrant. We are a "smaller
  • $111,111.33 — as amended, in the principal amount of $111,111.33 purchased at signing of the Bridge Lett
  • $55,555.67 — ich will mature on May 21, 2025 and (2) $55,555.67 purchased on January 25, 2024, which wi
  • $10.00 — at an initial fixed conversion price of $10.00 per share. "Amended Charter" refers to
  • $2,222,222 — te in the aggregate principal amount of $2,222,222.22, bearing interest at rate of 10% per
  • $11 — n Stock at an initial exercise price of $11.50, subject to certain adjustments, iss
  • $888,888.80 — ober 5, 2022 in the principal amount of $888,888.80 (the "DHAC Bridge Notes"), $666,666.60

Filing Documents

USE OF PROCEEDS

USE OF PROCEEDS 34 MARKET PRICE OF OUR COMMON STOCK 35 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION 36 DESCRIPTION OF BUSINESS 50

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF VSEE HEALTH

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF VSEE HEALTH 63

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF VSEE LAB

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF VSEE LAB 74

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF IDOC

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF IDOC 83 MANAGEMENT 94

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 97 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 99 BENEFICIAL OWNERSHIP OF SECURITIES 107 DESCRIPTION OF PRIVATE PLACEMENT TRANSACTIONS 109 THE SELLING STOCKHOLDERS 111 DESCRIPTION OF OUR SECURITIES 113 SECURITIES ACT RESTRICTIONS ON RESALE OF OUR SECURITIES 133 PLAN OF DISTRIBUTION 134 LEGAL MATTERS 136 EXPERTS 136 WHERE YOU CAN FIND MORE INFORMATION 136 INDEX TO FINANCIAL STATEMENTS F-1 i Table of Contents ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the U.S. Securities and Exchange Commission (the "SEC"). Under this registration process, the Selling Stockholders may, from time to time, sell the securities offered by them described in this prospectus. We will not receive any proceeds from the sale by the Selling Stockholders of the securities offered by them described in this prospectus, other than the amounts to be received by us upon exercise of the Ascent Warrants. We may also file a prospectus supplement or post-effective amendment to the registration statement of which this prospectus forms a part that may contain material information relating to this offering. The prospectus supplement or post-effective amendment may also add, update or change information contained in this prospectus. If there is any inconsistency between the information in this prospectus and the applicable prospectus supplement or post-effective amendment, you should rely on the prospectus supplement or post-effective amendment, as applicable. Before purchasing any securities, you should carefully read this prospectus, any post-effective amendment, and any applicable prospectus supplement, together with the additional information described under the headings " Where You Can Find More Information. " Neither we nor the Selling Stockholders have authorized anyone to provide you with any information or to make any representations other than those contained, or i

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