As filed with the U.S. Securities and Exchange Commission on April 21, 2026.
Registration No. 333-290086
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 6
TO
FORM F-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT
OF 1933
OPTIMI HEALTH CORP.
(Exact name of Registrant as specified in its charter)
Not Applicable
(Translation of Registrant’s Name into English)
|
|
|
|
|
| British Columbia |
|
2834 |
|
Not Applicable |
(State or other jurisdiction of
incorporation or organization) |
|
(Primary Standard Industrial
Classification Code Number) |
|
(I.R.S. Employer
Identification No.) |
269 David Brown Way
Princeton, B.C. V0X 1W0
Canada
(778)
761-4551
(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)
Cogency Global Inc.
122
East 42nd Street, 18th Floor New York, NY 10168
(800) 221-0102
(Names, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
|
|
|
|
|
| Kevin Friedmann, Esq.
Siyuan An, Esq. Norton Rose
Fulbright US LLP 1045 W. Fulton Market, Suite 1200
Chicago, IL 60607 (312)
964-7763 |
|
Kristopher Miks, Esq.
Norton Rose Fulbright Canada LLP
510 West Georgia Street, Suite 1800 Vancouver, B.C. V6B 0M3, Canada
(604) 687-6575 |
|
Kevin Roggow, Esq.
Cozen O’Connor 3
World Trade Center 175 Greenwich Street, 55th Floor
New York, NY 10007 (212)
908-1294 |
Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this registration statement.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933,
check the following box. ☒
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities
Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective
amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement the same offering. ☐
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933.
Emerging growth company ☒
If an emerging
growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards† provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
| † |
The term “new or revised financial accounting standard” refers to any update issued by the Financial
Accounting Standards Board to its Accounting Standards Codification after April 5, 2012. |
The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall
file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act or until the registration statement shall become effective on such date
as the U.S. Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.
