Correspondence 0001013762-23-003287 from EON Resources Inc. (EONR)
EON Resources Inc.
Date: Oct. 11, 2023 · CIK: 0001842556 · Accession: 0001013762-23-003287
AI Filing Summary & Sentiment
File numbers found in text: 001-41278
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CORRESP
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HNR Acquisition Corp.
3730 Kirby Drive, Suite 1200
Houston, TX 77098
October 11, 2023
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F. Street, N.W.
Mail Stop 6010/3561
Washington, DC 20549
Attention:
Jenifer Gallagher, Staff Accountant
John Cannarella, Staff Accountant
Sandra Wall, Petroleum Engineer
John Hodgin, Petroleum Engineer
Liz Packebusch, Staff Attorney
Karina Dorin, Staff Attorney
Re:
HNR Acquisition Corp.
Amendment No. 6 to Preliminary Proxy Statement on Schedule 14A
Filed October 10, 2023
File No. 001-41278
Dear Ms. Packebusch:
Reference is hereby made to that certain telephone conference by and
among Pryor Cashman LLP, counsel to HNR Acquisition Corp. (the “Company”), John Cannarella, Staff Accountant and Jenifer
Gallagher, Staff Accountant, on October 11, 2023 with respect to the above-referenced filing. Please find enclosed a complete copy of
Amendment No. 7 (“Amendment No. 7”) to the above-referenced filing (as amended by Amendment No. 7, the “Proxy
Statement”) to address the Staff’s comment regarding Note 4 to the Unaudited Pro Forma Combined Financial Information.
The Company has addressed the comment by amending
Note 4 to the to the Unaudited Pro Forma Combined Financial Information by including the following sentence: “The OpCo Class B Units
have no economic rights in OpCo, including, without limitation, no rights to distributions, profits or losses of OpCo, or any rights upon
the occurrence of any liquidation of OpCo.”
We greatly appreciate the Staff’s patience
with this file. Should you require further information, please contact our legal counsel Matthew Ogurick of the law firm Pryor Cashman
LLP at (212) 326-0243.
Very truly yours,
/s/ Donald H. Goree
Name:
Donald H. Goree
Title:
Chief Executive Officer
cc:
Matthew Ogurick, Esq.