Correspondence 0001213900-23-009341 from Forum Merger IV Corp (CIK 0001842916)
Forum Merger IV Corp (CIK 0001842916)
Date: Feb. 8, 2023 · CIK: 0001842916 · Accession: 0001213900-23-009341
AI Filing Summary & Sentiment
File numbers found in text: 001-40230
Referenced dates: February 8, 2023
Letter
February 8, 2023
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549
Attn: Ronald Alper
Maryse Mills-Apenteng
Re: Forum Merger IV Corporation
Preliminary Proxy Statement on Schedule 14A
Filed January 31, 2023
File No. 001-40230
Ladies and Gentlemen:
On behalf of our client, Forum Merger IV Corporation, a corporation organized under the laws of the State of Delaware (the “Company”), we respond to the comment of the staff of the Division of Corporation Finance of the Commission (the “Staff”) with respect to the Preliminary Proxy Statement on Schedule 14A, filed with the Commission on January 31, 2023 (the “Preliminary Proxy Statement”), contained in the Staff’s letter dated February 8, 2023 (the “Comment Letter”).
For ease of reference, the comment contained in the Comment Letter is printed below in bold and is followed by the Company’s response.
Preliminary Proxy Statement on Schedule 14A filed January 31, 2023
General
1. With a view toward disclosure, please tell us whether your sponsor is, is controlled by, or has substantial ties with a non-U.S. person. If so, also include risk factor disclosure that addresses how this fact could impact your ability to complete your initial business combination. For instance, discuss the risk to investors that you may not be able to complete an initial business combination with a U.S. target company should the transaction be subject to review by a U.S. government entity, such as the Committee on Foreign Investment in the United States (CFIUS), or ultimately prohibited. Disclose that as a result, the pool of potential targets with which you could complete an initial business combination may be limited. Further, disclose that the time necessary for government review of the transaction or a decision to prohibit the transaction could prevent you from completing an initial business combination and require you to liquidate. Disclose the consequences of liquidation to investors, such as the losses of the investment opportunity.
Response: The Company respectfully advises the Staff that the Company’s Sponsor, Forum Investors IV LLC, is not, is not controlled by, and does not have substantial ties with, a non-U.S. person. Accordingly, the Company does not intend to make any additional disclosures in future filings.
Please do not hesitate to contact Elliott Smith at (212) 819-7644 with any questions or comments regarding this letter.
Sincerely,
/s/ White & Case LLP
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CORRESP 1 filename1.htm February 8, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Ronald Alper Maryse Mills-Apenteng Re: Forum Merger IV Corporation Preliminary Proxy Statement on Schedule 14A Filed January 31, 2023 File No. 001-40230 Ladies and Gentlemen: On behalf of our client, Forum Merger IV Corporation, a corporation organized under the laws of the State of Delaware (the “Company”), we respond to the comment of the staff of the Division of Corporation Finance of the Commission (the “Staff”) with respect to the Preliminary Proxy Statement on Schedule 14A, filed with the Commission on January 31, 2023 (the “Preliminary Proxy Statement”), contained in the Staff’s letter dated February 8, 2023 (the “Comment Letter”). For ease of reference, the comment contained in the Comment Letter is printed below in bold and is followed by the Company’s response. Preliminary Proxy Statement on Schedule 14A filed January 31, 2023 General 1. With a view toward disclosure, please tell us whether your sponsor is, is controlled by, or has substantial ties with a non-U.S. person. If so, also include risk factor disclosure that addresses how this fact could impact your ability to complete your initial business combination. For instance, discuss the risk to investors that you may not be able to complete an initial business combination with a U.S. target company should the transaction be subject to review by a U.S. government entity, such as the Committee on Foreign Investment in the United States (CFIUS), or ultimately prohibited. Disclose that as a result, the pool of potential targets with which you could complete an initial business combination may be limited. Further, disclose that the time necessary for government review of the transaction or a decision to prohibit the transaction could prevent you from completing an initial business combination and require you to liquidate. Disclose the consequences of liquidation to investors, such as the losses of the investment opportunity. Response: The Company respectfully advises the Staff that the Company’s Sponsor, Forum Investors IV LLC, is not, is not controlled by, and does not have substantial ties with, a non-U.S. person. Accordingly, the Company does not intend to make any additional disclosures in future filings. Please do not hesitate to contact Elliott Smith at (212) 819-7644 with any questions or comments regarding this letter. Sincerely, /s/ White & Case LLP White & Case LLP cc: Marshall Kiev, Co-Chief Executive Officer, President and Director of Forum Merger IV Corporation David Boris, Co-Chief Executive Officer, Chief Financial Officer and Director of Forum Merger IV Corporation