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SEC Company Response from 1847 Goedeker Inc. (POLCQ) (CIK 0001810140) — May 27, 2021

1847 Goedeker Inc. (POLCQ) (CIK 0001810140)
Date: May 27, 2021 · CIK: 0001810140 · Accession: 0001213900-21-029519

AI Filing Summary & Sentiment

File numbers found in text: 333-255709

Date
May 27, 2021
Author
Managing Director
Form
CORRESP
Company
1847 Goedeker Inc. (POLCQ) (CIK 0001810140)

Letter

RE: 1847 Goedeker Inc. (“Company”)

May 27, 2021

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Registration Statement on Form S-1

(File No. 333-255709) (the “Registration Statement”)

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended (the “Securities Act”), ThinkEquity, a division of Fordham Financial Management Inc., as representative of the underwriters of the offering, hereby joins the request of the Company that the effective date of the above-captioned Registration Statement be accelerated so as to permit it to become effective on Thursday, May 27, 2021, at 5:30 p.m., ET, or as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish to advise you that, through May 27, 2021, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited to participate in the distribution of the security, as many copies, as well as “E-red” copies of the Preliminary Prospectus dated May 24, 2021, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

Very truly yours,
THINKEQUITY

Show Raw Text
CORRESP
1
filename1.htm

May 27, 2021

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 RE: 1847 Goedeker Inc. (“Company”)

Registration Statement on Form S-1

(File No. 333-255709) (the “Registration Statement”)

Ladies and Gentlemen:

Pursuant to Rule 461 of the
General Rules and Regulations promulgated under the Securities Act of 1933, as amended (the “Securities Act”), ThinkEquity,
a division of Fordham Financial Management Inc., as representative of the underwriters of the offering, hereby joins the request of the
Company that the effective date of the above-captioned Registration Statement be accelerated so as to permit it to become effective on
Thursday, May 27, 2021, at 5:30 p.m., ET, or as soon thereafter as practicable.

Pursuant to Rule 460 of the
General Rules and Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several
underwriters, wish to advise you that, through May 27, 2021, we distributed to each underwriter or dealer, who is reasonably anticipated
to be invited to participate in the distribution of the security, as many copies, as well as “E-red” copies of the Preliminary
Prospectus dated May 24, 2021, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We have complied and will continue
to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

    Very truly yours,

    THINKEQUITY

    A Division of Fordham Financial Management, Inc.

    By:
    /s/ Kevin Mangan

    Name:
    Kevin Mangan

    Title:
    Managing Director,
    Head of Equity Syndicate