Correspondence 0001193125-24-036619 from Trump Media & Technology Group Corp. (DJT)
Trump Media & Technology Group Corp.
Date: Feb. 14, 2024 · CIK: 0001849635 · Accession: 0001193125-24-036619
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File numbers found in text: 333-264965
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CORRESP 1 filename1.htm CORRESP MEMORANDUM date: February 14, 2024 to: Austin Pattan Jeffrey Kauten from: Brandon J. Bortner Telephone Number: 1(202) 551-1840 brandonbortner@paulhastings.com subject: Digital World Acquisition Corp. Amendment No. 6 to Registration Statement on Form S-4 Office of Technology Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Digital World Acquisition Corp. Amendment No. 6 to Registration Statement on Form S-4 Filed February 14, 2024 File No. 333-264965 Gentlemen: Pursuant to my discussion with Austin Pattan and Jeffrey Kauten of the Division of Corporation Finance on February 14, 2024, Digital World Acquisition Corp., a Delaware corporation (the “Company”), is hereby submitting to the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) as correspondence the marked pages set forth on Exhibit A hereto showing changes included in Amendment No. 6 to the Company’s Registration Statement on Form S-4, as filed with the Commission on February 14, 2024 (the “Amended Registration Statement”). These changes are intended to be responsive to the questions posed and requests made by the Staff during our call on February 14, 2024. The Company respectfully requests that the Staff review the filed correspondence in advance of the Company filing its request for acceleration of effectiveness of the Amended Registration Statement on or prior to 5:30 pm EST today. The Company appreciates the Staff’s willingness to accommodate the Company’s desire to have the Amended Registration Statement declared effective at or prior to such time. If you have any questions regarding this submission, please contact Brandon Bortner at 202-551-1840 or Gil Savir at 770-878-2696 Paul Hastings LLP | 2050 M Street, N.W. | Washington, DC 20036 t: +1.202.551.1700 | www.paulhastings.com TO: Austin Pattan; Jeff Kauten February 14, 2024 Page 2 Thank you for your time and attention. Sincerely, /s/ Brandon J. Bortner Brandon J. Bortner of PAUL HASTINGS LLP EXHIBIT A RIDER A TO CORRESPONDENCE LETTER PASTED BELOW EXHIBIT A Changes within Proxy Statement/Prospectus of Amended Registration Statement Correcting Inadvertent Error in Shares under Proposal, Pages 14, 47 and 224 Clarifications Regarding Independent Advisor Page 5 Page 18 Page 43 Page 44 Page 67 Page 201 Page 202 Changes within Exhibit Index of Amended Registration Statement Exhibit 99.10 Exhibit 99.10 TO: Joseph Cascarano; Robert Littlepage; Austin Pattan; Jeff Kauten February 14, 2024 Page 3 EXHIBIT A Background of the Business Combination The Board’s Reasons for Approval of the Business Combination