Correspondence 0001731122-23-001485 from TG Venture Acquisition Corp. (CIK 0001865191)
TG Venture Acquisition Corp. (CIK 0001865191)
Date: Aug. 14, 2023 · CIK: 0001865191 · Accession: 0001731122-23-001485
AI Filing Summary & Sentiment
File numbers found in text: 001-41000
Referenced dates: July 11, 2023
Letter
VIA EDGAR Division of Corporation Finance Office of Real Estate & Construction Re: TG Venture Acquisition Corp. Form 10-K for the Fiscal Year Ended December 31, 2022 Filed March 29, 2023 File No. 001-41000
Dear Mr. Cline and Mr. Esquivel,
On behalf of TG Venture Acquisition Corp. (the “Company”), we have set forth below responses to the comments of the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) contained in its letter dated July 11, 2023 with respect to the Form 10-K for the Fiscal Year Ended December 31, 2022 submitted on March 29, 2023 by the Company. For your convenience, the text of the Staff’s comments is set forth below in bold, followed in each case by the Company’s responses. The Company is simultaneously filing an amendment to the 10-K to reflect the revisions made pursuant to your comment (the “10K/A”).
Form 10-K for Fiscal Year Ended December 31, 2022
Item 1. Description of Business, page 4
1. Please provide prominent disclosure in the introduction to your Business section about the legal and operational risks associated with your sponsor being based in China (including Hong Kong and Macau). Your disclosure should make clear whether these risks could result in a material change in your operations and/or the value of your securities or could significantly limit or completely hinder your ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or be worthless. Your disclosure should address how recent statements and regulatory actions by China’s government, such as those related to the use of variable interest
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TG Venture Acquisition Corp.
1390 Market Street, Suite 200
San Francisco, California 94102
VIA EDGAR
August 14,
2023
Mr. Paul Cline
Mr. Isaac Esquivel
Division of Corporation Finance
Office of Real Estate & Construction
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re:
TG Venture Acquisition Corp.
Form 10-K for the Fiscal Year Ended December 31, 2022
Filed March 29, 2023
File No. 001-41000
Dear Mr. Cline and Mr. Esquivel,
On behalf of TG Venture Acquisition Corp. (the
“Company”), we have set forth below responses to the comments of the staff (the “Staff”) of the U.S. Securities
and Exchange Commission (the “Commission”) contained in its letter dated July 11, 2023 with respect to the Form 10-K
for the Fiscal Year Ended December 31, 2022 submitted on March 29, 2023 by the Company. For your convenience, the text of the Staff’s
comments is set forth below in bold, followed in each case by the Company’s responses. The Company is simultaneously filing
an amendment to the 10-K to reflect the revisions made pursuant to your comment (the “10K/A”).
Form 10-K for Fiscal Year Ended December
31, 2022
Item 1. Description
of Business, page 4
1. Please
provide
prominent
disclosure
in
the
introduction
to
your
Business
section
about
the
legal
and
operational
risks
associated
with
your
sponsor
being
based
in
China
(including
Hong
Kong
and
Macau).
Your
disclosure
should
make
clear
whether
these
risks
could
result
in
a
material
change
in
your
operations
and/or
the
value
of
your
securities
or
could
significantly
limit
or
completely
hinder
your
ability
to
offer
or
continue
to
offer
securities
to
investors
and
cause
the
value
of
such
securities
to
significantly
decline
or
be
worthless.
Your
disclosure
should
address
how
recent
statements
and
regulatory
actions
by
China’s
government,
such
as
those
related
to
the
use
of
variable
interest