Correspondence 0001493152-23-021295 from Dragonfly Energy Holdings Corp. (DFLI)
Dragonfly Energy Holdings Corp.
Date: June 14, 2023 · CIK: 0001847986 · Accession: 0001493152-23-021295
AI Filing Summary & Sentiment
File numbers found in text: 333-272401
Letter
Roth Capital Partners, LLC
San Clemente Drive
Suite
Newport Beach, CA 92660
June 14, 2023
Via EDGAR
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attention: Bradley Ecker
RE: Dragonfly Energy Holdings Corp.
Registration Statement on Form S-1 File No. 333-272401
Request for Acceleration
Ladies and Gentlemen:
Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), we hereby join in the request of Dragonfly Energy Holdings Corp. for acceleration of the effective date of the above-referenced Registration Statement so that it may become effective at 4:30 p.m., Eastern time, on June 15, 2023, or as soon thereafter as practicable.
Pursuant to Rule 460 of the Act, we wish to advise you that the underwriters have distributed as many copies of the Preliminary Prospectus, dated June 14, 2023 to underwriters, dealers, institutions and others as appears to be reasonable to secure adequate distribution of the Preliminary Prospectus.
The undersigned, as representative of the several underwriters, have and will, and each underwriter and dealer has advised the undersigned that it has and will, comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
If you have any questions regarding this request, please call James T. Seery of Duane Morris LLP at (973) 424-2088.
Very
truly yours,
ROTH
CAPITAL PARTNERS, LLC,
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filename1.htm
Roth
Capital Partners, LLC
888
San Clemente Drive
Suite
400
Newport
Beach, CA 92660
June
14, 2023
Via
EDGAR
Division
of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington,
D.C. 20549
Attention:
Bradley Ecker
RE:
Dragonfly Energy Holdings Corp.
Registration Statement on Form S-1 File No. 333-272401
Request for Acceleration
Ladies
and Gentlemen:
Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), we hereby
join in the request of Dragonfly Energy Holdings Corp. for acceleration of the effective date of the above-referenced Registration Statement
so that it may become effective at 4:30 p.m., Eastern time, on June 15, 2023, or as soon thereafter as practicable.
Pursuant
to Rule 460 of the Act, we wish to advise you that the underwriters have distributed as many copies of the Preliminary Prospectus, dated
June 14, 2023 to underwriters, dealers, institutions and others as appears to be reasonable to secure adequate distribution of the Preliminary
Prospectus.
The
undersigned, as representative of the several underwriters, have and will, and each underwriter and dealer has advised the undersigned
that it has and will, comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
If
you have any questions regarding this request, please call James T. Seery of Duane Morris LLP at (973) 424-2088.
Very
truly yours,
ROTH
CAPITAL PARTNERS, LLC,
as
representative of the several underwriters
By:
/s/
Aaron M. Gurewitz
Name:
Aaron
M. Gurewitz
Title:
Head
of Equity Capital Markets
cc:
James
T. Seery, Duane Morris LLP