SEC Comment Letter 0000000000-22-012254 to Monument Circle Acquisition Corp. (CIK 0001828325)
Monument Circle Acquisition Corp. (CIK 0001828325)
Date: Nov. 10, 2022 · CIK: 0001828325 · Accession: 0000000000-22-012254
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File numbers found in text: 001-39876
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United States securities and exchange commission logo
November 10, 2022
Jeffrey H. Smulyan
Chief Executive Officer
Monument Circle Acquisition Corp.
One EMMIS Plaza
40 Monument Circle, Suite 700
Indianapolis, IN 46204
Re:Monument Circle Acquisition Corp.
Preliminary Proxy Statement on Schedule 14A
Filed November 1, 2022
File No. 001-39876
Dear Jeffrey H. Smulyan:
We have reviewed your filing and have the following comment. In our comment, we
may ask you to provide us with information so we may better understand your disclosure.
Please respond to this comment within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this comment, we may have additional comments.
Preliminary Proxy Statement on Schedule 14A filed November 1, 2022
General
1.We note proposal number one contains two proposals. One proposal is asking
shareholders to vote to extend the time to complete the transaction and the other requests
shareholders to vote to permit the board to terminate early. Please unbundle these
proposals to allow shareholders to vote separately on material matters. Alternatively,
provide us with your analysis as to why you are not required to unbundle these proposals.
Please refer to Rule 14a-4(a)(3) of Regulation 14A.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
FirstName LastNameJeffrey H. Smulyan
Comapany NameMonument Circle Acquisition Corp.
November 10, 2022 Page 2
FirstName LastName
Jeffrey H. Smulyan
Monument Circle Acquisition Corp.
November 10, 2022
Page 2
Please contact Benjamin Holt at 202-551-6614 or Jeffrey Gabor at 202-551-2544 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc: Stuart Neuhauser