SEC Comment Letter 0000000000-23-013622 to Israel Acquisitions Corp (ISRL, ISRLU, ISRLW) (CIK 0001915328) (ISLUF)
Israel Acquisitions Corp (ISRL, ISRLU, ISRLW) (CIK 0001915328)
Date: Dec. 14, 2023 · CIK: 0001915328 · Accession: 0000000000-23-013622
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-41593
Letter
United States securities and exchange commission logo December 14, 2023 Ziv Elul Chief Executive Officer Israel Acquisitions Corp 12600 Hill Country Blvd, Building R, Suite 275 Bee Cave, TX 78738 Re:Israel Acquisitions Corp Preliminary Proxy Statement on Schedule 14A Filed December 7, 2023 File No. 001-41593 Dear Ziv Elul: We have reviewed your filing and have the following comment. Please respond to this letter 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 a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Preliminary Proxy Statement on Schedule 14A filed December 7, 2023 General 1.With a view toward disclosure, please tell us whether your sponsor is, is controlled by, or has substantial ties with a non-U.S. person. If so, also include risk factor disclosure that addresses how this fact could impact your ability to complete your initial business combination. For instance, discuss the risk to investors that you may not be able to complete an initial business combination with a U.S. target company should the transaction be subject to review by a U.S. government entity, such as the Committee on Foreign Investment in the United States (CFIUS), or ultimately prohibited. Disclose that as a result, the pool of potential targets with which you could complete an initial business combination may be limited. Further, disclose that the time necessary for government review of the transaction or a decision to prohibit the transaction could prevent you from completing an initial business combination and require you to liquidate. Disclose the consequences of liquidation to investors, such as the losses of the investment opportunity in a target company, any price appreciation in the combined company, and the warrants, which would expire worthless.
FirstName LastNameZiv Elul Comapany NameIsrael Acquisitions Corp December 14, 2023 Page 2 FirstName LastName Ziv Elul Israel Acquisitions Corp December 14, 2023 Page 2 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. Please contact Benjamin Holt at 202-551-6614 or Brigitte Lippmann at 202-551-3713 with any questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Lynwood E. Reinhardt, Esq.
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United States securities and exchange commission logo
December 14, 2023
Ziv Elul
Chief Executive Officer
Israel Acquisitions Corp
12600 Hill Country Blvd, Building R, Suite 275
Bee Cave, TX 78738
Re:Israel Acquisitions Corp
Preliminary Proxy Statement on Schedule 14A
Filed December 7, 2023
File No. 001-41593
Dear Ziv Elul:
We have reviewed your filing and have the following comment.
Please respond to this letter 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 a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Preliminary Proxy Statement on Schedule 14A filed December 7, 2023
General
1.With a view toward disclosure, please tell us whether your sponsor is, is controlled by, or
has substantial ties with a non-U.S. person. If so, also include risk factor disclosure that
addresses how this fact could impact your ability to complete your initial business
combination. For instance, discuss the risk to investors that you may not be able to
complete an initial business combination with a U.S. target company should the
transaction be subject to review by a U.S. government entity, such as the Committee on
Foreign Investment in the United States (CFIUS), or ultimately prohibited. Disclose that
as a result, the pool of potential targets with which you could complete an initial business
combination may be limited. Further, disclose that the time necessary for government
review of the transaction or a decision to prohibit the transaction could prevent you from
completing an initial business combination and require you to liquidate. Disclose the
consequences of liquidation to investors, such as the losses of the investment opportunity
in a target company, any price appreciation in the combined company, and the warrants,
which would expire worthless.
FirstName LastNameZiv Elul
Comapany NameIsrael Acquisitions Corp
December 14, 2023 Page 2
FirstName LastName
Ziv Elul
Israel Acquisitions Corp
December 14, 2023
Page 2
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.
Please contact Benjamin Holt at 202-551-6614 or Brigitte Lippmann at 202-551-3713
with any questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc: Lynwood E. Reinhardt, Esq.