July 9, 2019
Craig Ellins
Chief Executive Officer
One World Pharma, Inc.
3471 West Oquendo Road, Suite 301
Las Vegas, NV 89118
Re: One World Pharma, Inc.
Amendment No. 2 to Current Report on Form 8-K
Filed June 13, 2019
File No. 333-200529
Dear Mr. Ellins:
We have reviewed your filing and have the following comments. In some of
our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.
Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.
After reviewing your response to these comments, we may have additional
comments.
Amendment No. 2 to Current Report on Form 8-K
Description of Business, page 2
1. We note your response to prior comment 13. To balance your disclosure and
provide
further context, please revise this section to explain that the four
licenses you hold are
insufficient to execute your current business plan and provide an
indication of the type
of substantial additional permissions and authorizations that are
required as well as the
cost and timing of such authorizations. Please also tell us whether you
continue to believe
that you will be able to commence commercial sales in the fourth quarter
of 2019, as
disclosed on page 2.
Regulation, page 4
2. We note your response to prior comment 6. Please clearly state whether
you believe your
current activities conducted at your Las Vegas headquarters will be
subject to the U.S.
Controlled Substances Act or any other applicable state or federal law as
they pertain to
Craig Ellins
One World Pharma, Inc.
July 9, 2019
Page 2
your business plans. Please also include risk factor disclosure
explaining the potential
impact if your business is found to be in violation of the U.S.
Controlled Substances Act
or any other applicable state or federal law. Refer to Item 101(h)(4)(ix)
of Regulation S-
K.
Exhibit 99.2
OWP Ventures, Inc. Audited Financial Statements
Notes to Consolidated Financial Statements
Note 3 - Acquisition, page F-10
3. Refer to your response to our prior comment 13.
Please amend your filings, as appropriate, to make the proposed
revisions you suggest
in your June 28, 2019 response that relates to the second and fourth
bullets of prior
comment 13. In that regard, it appears that the $161,889 disclosed in
the first
paragraph under "Adjustments to additional paid in capital" in Note 14
of Exhibit 99.2
may require revision as well.
Regarding your response to the third bullet of our prior comment 13 and
considering
the nature of the licenses acquired in OWP Ventures, Inc.'s
acquisition of One World
Pharma SAS, please clearly disclose herein, in your amended filings,
the value
assigned to the licenses in the acquisition of One World Pharma SAS,
how the value
was determined and why you believe that the licenses do not have any
value beyond
the value assigned.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
You may contact Rolf Sundwall at 202-551-3105 or Jim Rosenberg at
202-551-3679 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Jeffrey Gabor at 202-551-2544 or Erin Jaskot at 202-551-3442 with any
other questions.
Sincerely,
FirstName LastNameCraig Ellins
Division of
Corporation Finance
Comapany NameOne World Pharma, Inc.
Office of Healthcare
& Insurance
July 9, 2019 Page 2
cc: Alison Newman, Esq.
FirstName LastName