Correspondence 0001493152-23-007093 from Chijet Motor Company, Inc. (CJET) (CIK 0001957413) (DCX)
Chijet Motor Company, Inc. (CJET) (CIK 0001957413)
Date: March 9, 2023 · CIK: 0001957413 · Accession: 0001493152-23-007093
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Chijet
Motor Company, Inc.
Sertus
Chambers
Governors
Square, Suite #5-204
23
Lime Tree Bay Avenue, P.O. Box 2547
Grand
Cayman, KY1-1104, Cayman Islands
VIA
EDGAR
March
9, 2023
U.S.
Securities & Exchange Commission
Division
of Corporation Finance
Office
of Manufacturing
100
F Street, NE
Washington,
D.C. 20549
Attn:
Patrick Fullem
Re:
Chijet
Motor Company, Inc.
Amendment
No. 1 to Draft Registration Statement on Form F-4
Submitted
February 13, 2023
CIK
No. 0001957413
Dear
Mr. Fullem:
Chijet
Motor Company, Inc. (the “Company,” “we,” “our” or “us”)
hereby transmits the Company’s response to the comment letter received from the staff (the “Staff”) of the U.S.
Securities and Exchange Commission (the “Commission”), on February 28, 2023, regarding our Amendment No. 1 to the
Draft Registration Statement on Form F-4 (the “Registration Statement”) filed with the Commission on February 13,
2023.
For
the Staff’s convenience, we have repeated below the Staff’s comment in bold, and have followed the comment with the Company’s
response. Disclosure changes made in response to the Staff’s comment have been made in our revised Registration Statement on Form
F-4 (the “Revised Registration Statement”), which is being filed with the Commission via EDGAR contemporaneously with
the submission of this letter.
Amendment
No. 1 to Draft Registration Statement on Form F-4 submitted February 13, 2023 JWAC’s
Board of Directors’ Reasons for the
Approval of the Business Combination, page 174
1. We
note your revisions in response to comment 27 and reissue in part. Please expand your disclosure
to include the actual assumptions discussed and financial prospects that the JWAC board considered.
For example, please describe and quantify the assumptions regarding industry performance,
general business and economic conditions, and “numerous other matters.”
Response
to Comment No. 1: The Company acknowledges the Staff’s comment. In response the Company has provided requested information about
actual assumptions discussed and financial prospects that the JWAC board considered in the revised disclosure contained in the Revised
Registration Statement beginning on page 174.
We
thank the Staff for its review of the foregoing and Revised Registration Statement. If you have further comments, please feel free to
contact to our counsel, Nahal A. Nellis, Esq., at nnellis@egsllp.com or by telephone at (212) 370-1300, or JWAC’s counsel, Arthur
Marcus, Esq., at amarcus@srf.law or by telephone at (212) 930-9700.
Sincerely,
/s/ Mu
Hongwei
Mu Hongwei, Chief Executive Officer
cc:
Nahal
A. Nellis, Esq.
Ellenoff Grossman & Schole LLP
Arthur Marcus,
Esq.
Sichenzia Ross Ference LLP