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United States securities and exchange commission logo
June 7, 2023
Arnaud Massenet
Chief Executive Officer
Aurora Acquisition Corp.
20 North Audley Street
London W1K 6LX, United Kingdom
Re:Aurora Acquisition Corp.
Amendment No. 7 to
Registration Statement on Form S-4
Filed May 11, 2023
File No. 333-258423
Dear Arnaud Massenet:
            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.  Unless we note
otherwise, our references to prior comments are to comments in our August 3, 2022 letter.
Form S-4 Amendment No. 7 filed May 11, 2023
General
1.Please briefly explain what you mean by "One-Day Mortgage" offering.
Risk Factors
We may not be able to grow our loan production business, page 89
2.We note your response to our prior comment 4 and reissue in part.  Please revise the risk
factor title to remove references to growth, because your loan volumes have recently
declined significantly.

 FirstName LastNameArnaud Massenet
 Comapany NameAurora Acquisition Corp.
 June 7, 2023 Page 2
 FirstName LastNameArnaud Massenet
Aurora Acquisition Corp.
June 7, 2023
Page 2
We identified three ongoing material weaknesses in our internal control over financial reporting,
page 106
3.We note your disclosure on page 107 relating to a third material weakness in your internal
control over financial reporting as of December 31, 2022.  Specifically, we note that you
identified a material error in your 409A valuation and certain corresponding complex
securities.  Please clarify the nature of the material error in your financial statements and
whether there was a similar error or any impact to the December 31, 2021 financial
statements.
Legal proceedings and governmental investigations in connection with the Business
Combination, page 165
4.This risk factor presents specific facts related to lawsuits and investigations, including by
the SEC’s Enforcement staff, alleging false of misleading statements in the registration
statement as originally filed.  While lawsuits against parties to merger transactions may be
common, that statement improperly mitigates and detracts from the specific risks
addressed in this risk factor.  Please remove the implication that the issues raised in the
disclosure here of this particular merger are “common” to other merger transactions.
Nasdaq may delist our securities from trading on its exchange, page 175
5.We note that one of the possible adverse consequences of Nasdaq delisting your security
from its exchange is that you Class A ordinary shares may become a "penny stock."
Please include a separate risk factor to discuss in greater detail the extent to which your
common stock may be characterized as a “penny stock” under Section 3(a)(51) of the
Exchange Act and any risks you may face as a result.  Please address the requirements for
broker-dealers to effect transactions in penny stocks under Section 15(h) of the Exchange
Act and the specific legal remedies available to investors in penny stocks if broker-dealers
do not meet their obligations under the penny stock rules or if a penny stock is sold in
violation of the investor’s rights or otherwise in a fraudulent manner.  In addition, discuss
how such requirements may adversely affect the market for your common stock and
increase transaction costs.
Resignation of Financial Advisors, page 227
6.We note your response to our prior comment 9 and reissue in part.  For context, please
disclose that there are similar circumstances in which the financial institutions are named
and that the resignations indicate those parties are not willing to have the liability
associated with such work in this transaction.
Better Overview, page 324
7.We note your disclosure on page 325 that "[e]xcluding the severance paid to terminated
production employees, for the full year 2022, Better’s mortgage production labor cost per
unit was approximately $4,900 on average, compared to an annual average

 FirstName LastNameArnaud Massenet
 Comapany NameAurora Acquisition Corp.
 June 7, 2023 Page 3
 FirstName LastNameArnaud Massenet
Aurora Acquisition Corp.
June 7, 2023
Page 3
of approximately $6,800 according to the MBA Quarterly Mortgage Bankers Performance
Reports."  It appears that the quoted annual average according to the MBA Quarterly
Mortgage Bankers Performance Reports is calculated differently from Better's mortgage
production labor cost of $4,900.  If so, please balance this disclosure by also including
your mortgage production labor cost per unit without excluding the severance paid to
terminated production employees or, in the alternative, consider removing this statement.
Information about Better, page 324
8.We note that in some sections of the prospectus you compare Better to "other mortgage
companies" and on page 121 to "other fintech companies."  Please refer consistently to
your primary business of a mortgage company or provide us with support that you are
a fintech company.
Our Customer Acquisition Channels, page 333
9.We note the disclosure here that your modular technology infrastructure allows you to
address your partners’ requirements by combining existing solutions and customizing
functionality, and your disclosure on page 334 that your platform is modular in nature and
new products and partners can be added seamlessly using the same core code and systems
architecture.  Please describe specific examples of when you added a new product or new
functionality for a client or partner in Tinman and provide support for your disclosure on
page 333 that Tinman's modular technology infrastructure "substantially outperform[s] the
traditionally long and operationally heavy enterprise integration processes" or remove
these statements.
Better's Management's Discussion and Analysis of Financial Condition and Results of
Operations, page 348
10.Please discuss and analyze your financial condition and changes in your financial
condition, including specifically discussing and analyzing material changes to
your balance sheet line items.  Refer to Item 303 of Regulation S-K.
Results of Operations, page 362
11.Please revise to include a discussion of changes in the components of your total interest
and other expense, net and their impact on your results of operations for each period
presented in the filing.
Cash Offer Program Revenue, page 364
12.We note your discussion of changes in your cash offer program revenue.  Please revise to
describe the extent to which such changes are attributable to changes in price or volume.
For example, consider quantifying the number of homes, average price per home or
information about the leasing of homes (for example, number of months).  Refer to Item
303(b)(2)(iii) of Regulation S-K.

 FirstName LastNameArnaud Massenet
 Comapany NameAurora Acquisition Corp.
 June 7, 2023 Page 4
 FirstName LastName
Arnaud Massenet
Aurora Acquisition Corp.
June 7, 2023
Page 4
13.We note your disclosure that you paused advertising on the Better Cash Offer program.
As it relates to your discussion of changes in marketing and advertising expenses on page
366, please revise to quantify marketing spend during each period presented by program
and/or product offering.
Retention Agreement with Kevin Ryan, page 392
14.We note your disclosure here that you extended a forgivable loan of $6,000,000, with an
annual compounding interest rate of 3.5% to Mr. Ryan.  It appears that the loan will not be
paid off until December 1, 2026.  Please explain how you plan to comply with Section
402 of the Sarbanes-Oxley Act of 2002.
            You may contact Michael Henderson at 202-551-3364 or Robert Klein at 202-551-3847
if you have questions regarding comments on the financial statements and related
matters.  Please contact John Stickel at 202-551-3324 or Tonya Aldave at 202-551-3601 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Finance
cc:       Carl Marcellino, Esq.