Correspondence 0001493152-24-011642 from IMMRSIV Inc. (CIK 0001936574)
IMMRSIV Inc. (CIK 0001936574)
Date: March 28, 2024 · CIK: 0001936574 · Accession: 0001493152-24-011642
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File numbers found in text: 333-269055
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CORRESP
1
filename1.htm
IMMRSIV
INC.
March
28, 2024
Via
EDGAR
U.S.
Securities and Exchange Commission
Division
of Corporation Finance
Office
of Technology
100
F Street, N.E.
Washington,
DC 20549
Attn:
Matthew
Crispino
Larry
Spirgel
Joseph
Kempf
Robert
Littlepage
Re:
IMMRSIV
Inc.
Registration
Statement on Form F-1, as amended
Initially
Filed on December 29, 2022
File
No. 333-269055
Ladies
and Gentlemen:
Pursuant
to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as
amended, Prime Number Capital, LLC, as the underwriter, hereby requests acceleration of the effective date of the above-referenced Registration
Statement so that it will become effective at 4:00 p.m., Eastern Time, on Friday, March 29, 2024, or as soon thereafter as practicable.
Pursuant
to Rule 460 under the Act, we wish to advise you that we have distributed as many copies of the Preliminary Prospectus dated March 27, 2024, to selected dealers, institutions and others as appears to be reasonable to secure adequate distribution of the preliminary
prospectus.
The
undersigned confirms that it has complied and will continue to comply with, and it has been informed or will be informed by participating
dealers that they have complied or will comply with, Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended, in
connection with the above-referenced issue.
Very
truly yours,
Prime
Number Capital, LLC
By:
/s/
Xiaoyan Jiang
Name:
Xiaoyan
Jiang
Title:
Chief
Executive Officer