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Correspondence 0001213900-24-037223 from New Horizon Aircraft Ltd. (HOVR)

New Horizon Aircraft Ltd.
Date: April 29, 2024 · CIK: 0001930021 · Accession: 0001213900-24-037223

AI Filing Summary & Sentiment

File numbers found in text: 333-277063

Referenced dates: April 16, 2024

Date
April 29, 2024
Author
/s/ E. Peter Strand
Form
CORRESP
Company
New Horizon Aircraft Ltd.

Letter

NELSON MULLINS RILEY & SCARBOROUGH LLP

ATTORNEYS AND COUNSELORS AT LAW

Peter Strand

T: 202.689.2983

Peter.strand@nelsonmullins.com

101 Constitution Avenue, NW

Suite 900

Washington D.C., 20001

T: 202.689.2800 F: 202.689.2860

nelsonmullins.com

April 29, 2024

Division of Corporation Finance

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

Attention: Bradley Ecker

Evan Ewing

RE: New Horizon Aircraft Ltd.

Amendment No. 1 to Registration Statement on Form S-1

Filed April 8, 2024

File No. 333-277063

Ladies and Gentlemen:

On behalf of New Horizon Aircraft Ltd. (the “Company”), we are hereby responding to the letter dated April 16, 2024 (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 Registration Statement on Form S-1 filed on April 8, 2024 (the “Registration Statement”). In response to the Comment Letter and to update certain information in the Registration Statement, the Company is submitting its Amendment No. 2 to the Registration Statement (the “Amended Registration Statement”) with the Commission today. The numbered paragraphs below correspond to the numbered comments in the Comment Letter, and the Staff’s comments are presented in bold italics.

Amendment No. 1 to Registration Statement on Form S-1

MD&A, page 49

1. Please revise the MD&A section to cover the periods covered by the financial statements

Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has updated the MD&A section in the Amended Registration Statement to cover the periods covered by the financial statements.

*****

If you have any additional questions regarding any of our responses or the Amended Registration Statement, please do not hesitate to contact Peter Strand at (202) 689-2983.

Very truly yours,
/s/ E. Peter Strand

Show Raw Text
CORRESP
1
filename1.htm

    NELSON MULLINS RILEY & SCARBOROUGH LLP

    ATTORNEYS AND COUNSELORS AT LAW

    Peter Strand

    T: 202.689.2983

    Peter.strand@nelsonmullins.com

    101 Constitution Avenue, NW

    Suite 900

    Washington D.C., 20001

    T: 202.689.2800 F: 202.689.2860

    nelsonmullins.com

April 29, 2024

Division of Corporation Finance

U.S. Securities and Exchange
Commission

100 F Street, N.E.

Washington, DC 20549

    Attention:
    Bradley Ecker

    Evan Ewing

    RE:
    New Horizon Aircraft Ltd.

    Amendment No. 1 to Registration Statement on Form S-1

    Filed April 8, 2024

    File No. 333-277063

Ladies and Gentlemen:

On behalf of New Horizon Aircraft Ltd. (the “Company”),
we are hereby responding to the letter dated April 16, 2024 (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 Registration Statement on Form S-1 filed on April 8, 2024 (the “Registration Statement”). In response
to the Comment Letter and to update certain information in the Registration Statement, the Company is submitting its Amendment No. 2 to
the Registration Statement (the “Amended Registration Statement”) with the Commission today. The numbered paragraphs
below correspond to the numbered comments in the Comment Letter, and the Staff’s comments are presented in bold italics.

Amendment No. 1 to Registration Statement on Form S-1

MD&A, page 49

 1. Please revise the MD&A section to cover the periods covered by the financial
statements

Response: The Company respectfully acknowledges the Staff’s
comment and advises the Staff that it has updated the MD&A section in the Amended Registration Statement to cover the periods covered
by the financial statements.

*****

If you have any additional questions regarding
any of our responses or the Amended Registration Statement, please do not hesitate to contact Peter Strand at (202) 689-2983.

    Very truly yours,

    /s/ E. Peter Strand

    E. Peter Strand

cc: Brandon Robinson, Chief Executive Officer,
New Horizon Aircraft Ltd.