Correspondence 0001104659-23-127121 from MultiSensor AI Holdings, Inc. (MSAI)
MultiSensor AI Holdings, Inc.
Date: Dec. 19, 2023 · CIK: 0001863990 · Accession: 0001104659-23-127121
AI Filing Summary & Sentiment
File numbers found in text: 333-275521
Referenced dates: December 18, 2023
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CORRESP
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filename1.htm
ArentFox Schiff LLP
1717 K Street NW
Washington, DC 20006
202.857.6000 MAIN
202.857.6395 FAX
afslaw.com
Ralph De Martino
Partner
(202) 724-6848 DIRECT
ralph.demartino@afslaw.com
December 19, 2023
Division of Corporation Finance
Office of Industrial Applications and Services
United States Securities and Exchange Commission
100 F St NE
Washington, DC 20549
Attention:
Juan Grana
Lauren Nguyen
Re:
SportsMap Tech Acquisition Corp.
Amendment No. 1 to Registration Statement on Form S-1
Filed December 13, 2023
File No. 333-275521
To Whom It May Concern:
The undersigned serves as counsel to SportsMap Tech Acquisition Corporation
(“SportsMap” or the “Company”). On behalf SportsMap, we are hereby responding to the letter dated
December 18, 2023 (the “Comment Letter”) from the staff (the “Staff”) of the Securities and
Exchange Commission (“SEC” or the “Commission”), regarding the Company’s Amendment No. 1
to the Registration Statement on Form S-1, filed on December 13, 2023 (the “Registration Statement”). For
the convenience of the Staff, the comments included in the Comment Letter are posted below (in bold) and SportsMap’s response follows
each comment.
December 19, 2023
Page 2
Amendment No. 1 to Registration Statement on Form S-1
filed December 13, 2023
Risk Factors
Sales of a substantial number of our securities in the public
market by the registered holders or by our other existing securityholders…, page 38
1. We note your revised disclosure in response to prior comment 6 and reissue the comment in part. Please expand your disclosure to
highlight the current approximate percentage of securities being registered for resale out of the total number of securities outstanding.
RESPONSE:
We acknowledge the Staff’s comment and have revised the disclosure on page 42 accordingly.
* * * * *
If you have any comments or questions please feel free to address them
to the undersigned. You can reach me at my office at 202-724-6848, on my mobile telephone number at 202-415-8300, and via email at ralph.demartino@afslaw.com.
Thank you in advance for your prompt attention to this Correspondence
and to the Company’s Registration Statement.
Respectfully submitted,
Ralph V. De Martino
RVD/mc
cc: David Gow