0001493152-23-007873.txt : 20230316 0001493152-23-007873.hdr.sgml : 20230316 20230316144835 ACCESSION NUMBER: 0001493152-23-007873 CONFORMED SUBMISSION TYPE: RW PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230316 DATE AS OF CHANGE: 20230316 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SurgePays, Inc. CENTRAL INDEX KEY: 0001392694 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 980550352 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: RW SEC ACT: SEC FILE NUMBER: 333-264240 FILM NUMBER: 23738416 BUSINESS ADDRESS: STREET 1: 3124 BROTHER BLVD STREET 2: SUITE 104 CITY: BARTLETT STATE: TN ZIP: 38133 BUSINESS PHONE: 901-302-9587 MAIL ADDRESS: STREET 1: 3124 BROTHER BLVD STREET 2: SUITE 104 CITY: BARTLETT STATE: TN ZIP: 38133 FORMER COMPANY: FORMER CONFORMED NAME: Surge Holdings, Inc. DATE OF NAME CHANGE: 20180102 FORMER COMPANY: FORMER CONFORMED NAME: KSIX Media Holdings, Inc. DATE OF NAME CHANGE: 20150728 FORMER COMPANY: FORMER CONFORMED NAME: North American Energy Resources, Inc. DATE OF NAME CHANGE: 20150528 RW 1 formrw.htm

SURGEPAYS, INC.

3124 Brother Blvd, Suite 410

Bartlett, TN 38133

(901) 302-9587

March 16, 2023

VIA EDGAR

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re:

SurgePays, Inc.

Withdrawal of Registration Statement on Form S-3

File No. 333-264240

Ladies and Gentlemen:

Pursuant to Rule 477 of the Securities Act of 1933, as amended (“Securities Act”), SurgePays, Inc. (the “Company”), hereby requests the immediate withdrawal of its Registration Statement on Form S-3 (File No. 333-264240), initially filed with the Securities and Exchange Commission (“SEC”) on April 11, 2022, together with all exhibits thereto (“Registration Statement”), with such application to be approved effective as of the date hereof or at the earliest practical date thereafter. The Company is seeking withdrawal of the Registration Statement as it does not intend to pursue the contemplated offering of the securities covered by the Registration Statement at this time. The Registration Statement has not been declared effective and no securities of the Company were sold pursuant to the Registration Statement.

The Company requests that, in accordance with Rule 457(p) under the Securities Act, all fees paid to the SEC in connection with the filing of the Registration Statement be credited for future use.

If you have any further questions regarding this request for withdrawal, or if you require any additional information, please contact, Steven A. Lipstein, Esq. of Lucosky Brookman LLP at (732) 395-4416.

	Very truly yours,

	SurgePays, Inc.

	By:	/s/ Kevin Brian Cox
		Kevin Brian Cox
		Chief Executive Officer