SEC Comment Letter 0000000000-23-007357 to Coliseum Acquisition Corp. (MITA, MITAU, MITAW) (CIK 0001847440)
Coliseum Acquisition Corp. (MITA, MITAU, MITAW) (CIK 0001847440)
Date: July 11, 2023 · CIK: 0001847440 · Accession: 0000000000-23-007357
AI Filing Summary & Sentiment
File numbers found in text: 001-40514
Letter
United States securities and exchange commission logo July 11, 2023 Harry L. You Chief Financial Officer Coliseum Acquisition Corp. 1180 North Town Center Drive , Suite 100 Las Vegas , NV 89144 Re:Coliseum Acquisition Corp. Form 10-K for the Fiscal Year Ended December 31, 2022 Filed April 17, 2023 File No. 001-40514 Dear Harry L. You: We have limited our review of your filing to the financial statements and related disclosures 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 these comments 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 comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2022 General 1.We note disclosure in your Form 14A filed on May 22, 2023 indicating that your sponsor has significant ties to a non-U.S. person and the potential risks of your initial business combination being subject to a review by the Committee on Foreign Investment in the United States. Please include corresponding risk factor disclosure in future periodic reports and include an example of your intended disclosure in your response. In closing, 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 LastNameHarry L. You Comapany NameColiseum Acquisition Corp. July 11, 2023 Page 2 FirstName LastName Harry L. You Coliseum Acquisition Corp. July 11, 2023 Page 2 You may contact Steve Lo at 202-551-3394 or Shannon Buskirk at 202-551-3717 with any questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc: Melissa Curvino
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United States securities and exchange commission logo
July 11, 2023
Harry L. You
Chief Financial Officer
Coliseum Acquisition Corp.
1180 North Town Center Drive , Suite 100
Las Vegas , NV 89144
Re:Coliseum Acquisition Corp.
Form 10-K for the Fiscal Year Ended December 31, 2022
Filed April 17, 2023
File No. 001-40514
Dear Harry L. You:
We have limited our review of your filing to the financial statements and related
disclosures 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 these comments 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
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2022
General
1.We note disclosure in your Form 14A filed on May 22, 2023 indicating that your sponsor
has significant ties to a non-U.S. person and the potential risks of your initial business
combination being subject to a review by the Committee on Foreign Investment in the
United States. Please include corresponding risk factor disclosure in future periodic
reports and include an example of your intended disclosure in your response.
In closing, 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 LastNameHarry L. You
Comapany NameColiseum Acquisition Corp.
July 11, 2023 Page 2
FirstName LastName
Harry L. You
Coliseum Acquisition Corp.
July 11, 2023
Page 2
You may contact Steve Lo at 202-551-3394 or Shannon Buskirk at 202-551-3717 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc: Melissa Curvino