Correspondence 0001213900-23-076732 from 26 Capital Acquisition Corp. (CIK 0001822912)
26 Capital Acquisition Corp. (CIK 0001822912)
Date: Sept. 14, 2023 · CIK: 0001822912 · Accession: 0001213900-23-076732
AI Filing Summary & Sentiment
File numbers found in text: 001-39900
Letter
VIA EDGAR Division of Corporation Finance Office of Real Estate & Construction Attn: William Demarest Re: 26 Capital Acquisition Corp. Form 8-K filed August 11, 2023 File No. 001-39900
Dear Mr. Demarest,
26 Capital Acquisition Corp. (the “Company,” “we,” “our” or “us”) hereby transmits the Company’s responses to the comment letter received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”), dated August 14, 2023, regarding the Current Report on Form 8-K (the “Form 8-K”) submitted to the Commission on August 11, 2023.
For the Staff’s convenience, we have repeated below the Staff’s comment in bold, and have followed the comment with the Company’s response. In response to the Staff’s comment, the Company is submitting via Edgar an amendment to the Form 8-K (the “Amendment”) with this response letter.
Item 4.02 Non-Reliance on Previously Issued Financial Statements, page 1
1.
Please revise your disclosure to a brief description of the facts underlying the conclusion
regarding the non-reliance in accordance with Item 4.02(a)(2). Your revised disclosure
should describe the accounting error that you identified and its effects on your financial
statements.
Response: In response to the Staff’s comment, we have revised our disclosures under Item 4.02 of the Amendment.
We thank the Staff for its review of the foregoing. If you have any further comments or questions, please feel free to contact our counsel, Jonathan Deblinger, jdeblinger@egsllp.com or by telephone at (212) 370-1300.
Sincerely,
/s/ Jason Ader
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26 Capital Acquisition Corp.
701 Brickell Avenue, Suite 1550
Miami, Florida 33131
VIA EDGAR
September 14, 2023
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Real Estate & Construction
100 F Street, NE
Washington, D.C. 20549
Attn:
William Demarest
Re: 26 Capital Acquisition
Corp.
Form 8-K filed August 11, 2023
File No. 001-39900
Dear Mr. Demarest,
26 Capital Acquisition Corp. (the
“Company,” “we,” “our” or “us”) hereby transmits the Company’s responses
to the comment letter received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”),
dated August 14, 2023, regarding the Current Report on Form 8-K (the “Form 8-K”) submitted to the Commission on August
11, 2023.
For the Staff’s convenience,
we have repeated below the Staff’s comment in bold, and have followed the comment with the Company’s response. In response
to the Staff’s comment, the Company is submitting via Edgar an amendment to the Form 8-K (the “Amendment”) with
this response letter.
Item 4.02 Non-Reliance on Previously Issued
Financial Statements, page 1
1.
Please revise your disclosure to a brief description
of the facts underlying the conclusion
regarding the non-reliance in accordance with Item
4.02(a)(2). Your revised disclosure
should describe the accounting error that you identified
and its effects on your financial
statements.
Response: In response to the Staff’s
comment, we have revised our disclosures under Item 4.02 of the Amendment.
We thank the Staff for its review
of the foregoing. If you have any further comments or questions, please feel free to contact our counsel, Jonathan Deblinger, jdeblinger@egsllp.com
or by telephone at (212) 370-1300.
Sincerely,
/s/ Jason Ader
Jason Ader, Chief Executive Officer
26 Capital Acquisition Corp.
cc:
Jonathan Deblinger, Esq.
Ellenoff Grossman & Schole LLP