Correspondence 0001104659-24-115433 from zSpace, Inc. (ZSPC)
zSpace, Inc.
Date: Nov. 7, 2024 · CIK: 0001637147 · Accession: 0001104659-24-115433
AI Filing Summary & Sentiment
File numbers found in text: 333-280427
Show Raw Text
CORRESP
1
filename1.htm
November 7, 2024
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Technology
100 F Street NE
Washington, DC 20549
Re: zSpace, Inc.
Registration Statement on Form S-1 (File No. 333-280427)
Ladies and Gentlemen:
We hereby join in the request of zSpace, Inc.
(the “Registrant”) in the formal withdrawal of its request for acceleration of the effective date of the Registrant’s
Registration Statement on Form S-1 (File No. 333-280427) relating to the public offering of shares of common stock of the Registrant
(as amended, the “Registration Statement”) for November 7, 2024 at 5:00 P.M., Eastern Time, previously submitted on November 5,
2024.
Additionally, pursuant
to Rule 461 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), we hereby join in the request
of the Registrant for the acceleration of the effective date of the Registration Statement, so that the Registration Statement may be
declared effective on November 12, 2024 at 4:00 P.M. Eastern Time, or as soon thereafter
as practicable, or at such later time as the Registrant or its outside counsel, Pryor Cashman LLP, may orally request via telephone call
that such Registration Statement be declared effective.
The undersigned, as representative of the several
underwriters, confirms that we are aware of our obligations under the Securities Act.
Very truly yours,
Roth Capital Partners, LLC
By:
/s/ Aaron M. Gurewitz
Name: Aaron M. Gurewitz
Title: Head of Equity Capital Markets
cc: Jonathan J. Russo, Esq.
Alexandra F. Calcado, Esq.