SEC Comment Letter 0000000000-23-000788 to Near Intelligence, Inc. (CIK 0001826671)
Near Intelligence, Inc. (CIK 0001826671)
Date: Jan. 24, 2023 · CIK: 0001826671 · Accession: 0000000000-23-000788
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File numbers found in text: 333-265952
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United States securities and exchange commission logo
January 24, 2023
Mini Krishnamoorthy
Chief Financial Officer
KludeIn I Acquisition Corp.
1096 Keeler Avenue
Berkeley, CA 94708
Re:KludeIn I Acquisition Corp.
Amendment No. 6 to Registration Statement on Form S-4
Filed January 17, 2023
File No. 333-265952
Dear Mini Krishnamoorthy:
We have reviewed your amended registration statement 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 this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Amendment No. 6 to Form S-4
Basis of Presentation and Glossary, page 2
1.Please revise your definition of minimum cash condition here to disclose the revised terms
as amended pursuant to the January 17, 2023 amendment to the Merger Agreement.
Summary of the Proxy Statement/Prospectus
Waiver of Certain Lock-Up Restrictions, page 18
2.Please revise to explain how releasing the Near securities from the lock-up restrictions
assists KludeIn with satisfying Nasdaq listing requirements.
FirstName LastNameMini Krishnamoorthy
Comapany NameKludeIn I Acquisition Corp.
January 24, 2023 Page 2
FirstName LastName
Mini Krishnamoorthy
KludeIn I Acquisition Corp.
January 24, 2023
Page 2
Executive Compensation of Near, page 266
3.Please update this section to disclose compensation paid to Near's executives for the year
ended December 31, 2022.
You may contact Brittany Ebbertt, Senior Staff Accountant, at (202) 551-3572
or Kathleen Collins, Accounting Branch Chief, at (202) 551-3499 if you have questions
regarding comments on the financial statements and related matters. Please contact Matthew
Crispino, Staff Attorney, at (202) 551-3456 or Joshua Shainess, Legal Branch Chief, at (202)
551-7951 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Benjamin S. Reichel