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SEC Comment Letter 0000000000-22-013705 to Ambipar Emergency Response (AMBI, AMBI-WT) (CIK 0001937441) (AMBI)

Ambipar Emergency Response (AMBI, AMBI-WT) (CIK 0001937441)
Date: Dec. 20, 2022 · CIK: 0001937441 · Accession: 0000000000-22-013705

AI Filing Summary & Sentiment

File numbers found in text: 333-268795

Date
December 15, 2022
Author
'LUHFWRU
Form
UPLOAD
Company
Ambipar Emergency Response (AMBI, AMBI-WT) (CIK 0001937441)

Letter

December 15, 2022 Securities and Exchange Commission 100 F Street, N.E.Washington, D.C. 20549 Re: Registration Statement on Form F-4 (Registration No. 333-268795) To whom it may concern: Reference is made to the above-referenced registration statement (the “Registration Statement”) of Ambipar Emergency Response (the “Issuer”) under the Se curities Act of 1933, as amended (the “Securities Act”) with respect to a proposed business combination involving a merger, consolidation, exchange of securities, acquisition of assets, or similar transacti on involving a special purpose acquisition company and one or more target companies (the “Transaction”). The Registration Statement has not yet been declared effective as of the date of this letter. This letter is to advise you that, effective as of July 5, 2022, our firm has resigned from, or ceased or refused to act in, every capacity and relationship in which we were described in the Registration Statement as acting or agreeing to act with respect to the Transaction. Therefore, we hereby advise you and the Issuer, pursuant to Section 11(b)(1) of the Securities Act, that none of our firm, any person who controls it (within the meaning of either Section 15 of the Securities Act or Section 20 of the Securities Exchange Act of 1934, as amended) or any of its affiliates (within the meaning of Rule 405 under the Securities Act) will be responsible for any part of the Registration Statement. This notice is not intended to constitute an acknowledgment or admission th at we have been or are an underwriter (within the meaning of Section 2(a)(11) of the Securities Act or the rules and regulations promulgated thereunder) with respect to the Transaction.

Sincerely,
CREDIT SUISSE SECURITIES (USA) LLC
By:
Name:
Title:
cc: Thiago da Costa Silva, Ambipar Emergency Response
Carlos Piani, HPX Corp.
Ilir Mujalovic, Shearman & Sterling LLP
Harald Halbhuber, Shearman & Sterling LLP
Roberta Berliner Cherman, Shearman & Sterling LLP Grenfel S. Calheiros, Simpson Thacher & Barlett LLP
J. Mathias von Bernuth, Skadden, Arps, Slate, Meagher & Flom LLPRyan KelleyDigitally signed by Ryan Kelley
Date: 2022.12.15 12:44:19 -05'00'
5\DQ .HOOH\
'LUHFWRU

Show Raw Text
December 15, 2022
Securities and Exchange Commission
100 F Street, N.E.Washington, D.C. 20549
Re:  Registration Statement on Form F-4 (Registration No. 333-268795)
To whom it may concern:
Reference is made to the above-referenced registration statement (the “Registration Statement”) of
Ambipar Emergency Response (the “Issuer”) under the Se curities Act of 1933, as amended (the “Securities
Act”) with respect to a proposed business combination involving a merger, consolidation, exchange of
securities, acquisition of assets, or similar transacti on involving a special purpose acquisition company and one
or more target companies (the “Transaction”). The Registration Statement has not yet been declared effective as of the date of this letter.
This letter is to advise you that, effective as of July 5, 2022, our firm has resigned from, or ceased or
refused to act in, every capacity and relationship in which we were described in the Registration Statement as acting or agreeing to act with respect to the Transaction.
Therefore, we hereby advise you and the Issuer, pursuant to Section 11(b)(1) of the Securities Act, that
none of our firm, any person who controls it (within the meaning of either Section 15 of the Securities Act or Section 20 of the Securities Exchange Act of 1934, as amended) or any of its affiliates (within the meaning of Rule 405 under the Securities Act) will be responsible for any part of the Registration Statement. This notice is not intended to constitute an acknowledgment or admission th at we have been or are an underwriter (within the
meaning of Section 2(a)(11) of the Securities Act or the rules and regulations promulgated thereunder) with
respect to the Transaction.

Sincerely,
CREDIT SUISSE SECURITIES (USA) LLC
By:
Name:
Title:
cc: Thiago da Costa Silva, Ambipar Emergency Response
Carlos Piani, HPX Corp.
Ilir Mujalovic, Shearman & Sterling LLP
Harald Halbhuber, Shearman & Sterling LLP
Roberta Berliner Cherman, Shearman & Sterling LLP Grenfel S. Calheiros, Simpson Thacher & Barlett LLP
J. Mathias von Bernuth, Skadden, Arps, Slate, Meagher & Flom LLPRyan KelleyDigitally signed by Ryan Kelley
Date: 2022.12.15 12:44:19 -05'00'
5\DQ .HOOH\
'LUHFWRU