Correspondence 0001493152-23-003844 from New Horizon Aircraft Ltd. (HOVR)
New Horizon Aircraft Ltd.
Date: Feb. 7, 2023 · CIK: 0001930021 · Accession: 0001493152-23-003844
AI Filing Summary & Sentiment
File numbers found in text: 333-268283
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CORRESP
1
filename1.htm
EF
Hutton,
Division
of Benchmark Investments, LLC
590
Madison Avenue, 39th Floor
New
York, NY 10022
February
7, 2023
VIA
EDGAR
U.S.
Securities and Exchange Commission
Division
of Corporation Finance
100
F Street, N.E.
Washington,
D.C. 20549
Re:
Pono
Capital Three, Inc.
Registration
Statement on Form S-1, as amended
Initially
Filed November 10, 2022
File
No. 333-268283
Ladies
and Gentlemen:
In
accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), EF Hutton, division of Benchmark Investments,
LLC, as representative of the several underwriters, hereby joins Pono Capital Three, Inc. (the “Company”) in requesting that
the Securities and Exchange Commission take appropriate action to cause the Registration Statement on Form S-1, as amended (File No.
333-268283) (the “Registration Statement”), to become effective on Thursday, February 9, 2023, at 4:00 p.m., Eastern Time,
or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Nelson Mullins Riley & Scarborough
LLC, request by telephone that such Registration Statement be declared effective.
Pursuant
to Rule 460 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as
amended, we, acting on behalf of the several underwriters, wish to advise you that, through February 7, 2023, we distributed to
each underwriter or dealer, who is reasonably anticipated to be invited to participate in the distribution of the security, as many copies,
as well as “E-red” copies of the Preliminary Prospectus dated January 10, 2023, as appears to be reasonable to secure adequate
distribution of the preliminary prospectus.
The
undersigned advises that it has complied and will continue to comply, and that it has been informed by the participating underwriters
and dealers that they have complied with and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange
Act of 1934, as amended.
Very
truly yours,
EF
HUTTON,
division
of Benchmark Investments, LLC
By:
/s/
Sam Fleischman
Name:
Sam
Fleischman
Title:
Supervisory
Principal