Correspondence 0001104659-24-084058 from ACTUATE THERAPEUTICS, INC. (ACTU)
ACTUATE THERAPEUTICS, INC.
Date: July 30, 2024 · CIK: 0001652935 · Accession: 0001104659-24-084058
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File numbers found in text: 333-279734
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CORRESP
1
filename1.htm
July 30, 2024
VIA EDGAR
U.S. Securities and Exchange Commission Division
of Corporation Finance
100 F Street, N.E. Washington, D.C. 20549
Re:
Actuate Therapeutics Inc.
Registration Statement on Form S-1, as amended (File No. 333-279734)
Request for Acceleration of Effective Date
Ladies and Gentlemen:
In accordance with Rule 461
under the Securities Act of 1933, as amended (the “Act”), Titan Partners Group LLC, a division of American Capital Partners,
LLC as representative of several underwriters, hereby join Actuate Therapeutics, Inc. (the “Company”) in requesting that
the Securities and Exchange Commission take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-279734)
(the “Registration Statement”) to become effective on Thursday, August 1, 2024, at 5:00 p.m., Eastern Time, or as soon
thereafter as practicable, or at such other time as the Company or its outside counsel, Baker & Hostetler LLP, request by telephone
that such Registration Statement be declared effective.
Pursuant to Rule 460
of the General Rules and Regulations of the Securities and Exchange Commission under the Act, we wish to advise you that copies of
the Company’s Preliminary Prospectus, dated July 23, 2024, were furnished to several prospective underwriters and distributed
by the underwriters approximately as follows through the date hereof: approximately 500 copies to institutional investors and approximately
1000 copies to others.
The undersigned advise that
they have complied and will continue to comply with, and that they have been informed by the participating underwriters and dealers that
they have complied with and will continue to comply with, the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934,
as amended.
Very truly yours,
Titan Partners Group LLC,
a division of American Capital Partners,
LLC
By:
/s/ Adam Sands
Name:
Adam Sands
Title:
Authorized Representative