Correspondence 0001104659-23-096788 from Atlantic Coastal Acquisition Corp. (CIK 0001836274)
Atlantic Coastal Acquisition Corp. (CIK 0001836274)
Date: Aug. 30, 2023 · CIK: 0001836274 · Accession: 0001104659-23-096788
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File numbers found in text: 001-40158
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CORRESP
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Pillsbury Winthrop Shaw Pittman LLP
31 West 52nd Street | New York, NY
10019-6131 | tel 212.858.1000 | fax 212.858.1500
August 30, 2023
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Manufacturing
100 F Street, NE
Washington, D.C. 20549
Re: Atlantic Coastal Acquisition Corp.
Annual Report on Form 10-K
Filed April 21, 2023
File No. 001-40158
Ladies and Gentlemen:
On behalf of Atlantic Coastal Acquisition Corp.
(the “Company”), we respectfully submit this letter in response to the oral comment received from the staff (the “Staff”)
of the Securities and Exchange Commission on August 2, 2023, with respect to the Company’s annual report on Form 10-K filed on April
21, 2023 (the “Annual Report”).
Unless the context indicates otherwise, references
in this letter to “we,” “us” and “our” refer to the Company.
The oral comment from the Staff pertained to certain
risk factor disclosure in the Annual Report regarding the Company’s intention to liquidate all securities held in the Company’s
trust account (the “Trust Account”) and instead hold the funds in the Trust Account in cash in a bank demand deposit
account. Specifically, the Staff noted that there was no update as to the status of this particular disclosure in the Company’s
quarterly report on Form 10-Q filed on May 25, 2023 (the “Q1 Quarterly Report”).
Following up on the disclosure
in the Annual Report, the Company hereby confirms (i) that the trustee of the Trust Account, at the instruction of the Company, has liquidated
the securities in the Trust Account, and (ii) that all funds in the Trust Account are currently held in cash in a bank demand deposit
account.
Additionally, the Company
expects to file via EDGAR its quarterly report on Form 10-Q for the quarter ended June 30, 2023 (the “Q2 Quarterly Report”),
which will include a note reflecting the action taken by the Company with respect to the Trust Account and the assets therein. Please
call me at (212) 858-1101 if you have any questions or require any additional information in connection with the foregoing. We appreciate
your assistance in this matter.
August 30, 2023
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Sincerely,
/s/ Stephen C. Ashley
Stephen C. Ashley
cc: Shahraab Ahmad, Atlantic Coastal Acquisition Corp.