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SEC Comment Letter 0000000000-23-005796 to AI Transportation Acquisition Corp (AITR, AITRR, AITRU) (CIK 0001966734)

AI Transportation Acquisition Corp (AITR, AITRR, AITRU) (CIK 0001966734)
Date: June 1, 2023 · CIK: 0001966734 · Accession: 0000000000-23-005796

AI Filing Summary & Sentiment

File numbers found in text: 333-270558

Date
June 1, 2023
Author
Not clearly detected
Form
UPLOAD
Company
AI Transportation Acquisition Corp (AITR, AITRR, AITRU) (CIK 0001966734)

Letter

United States securities and exchange commission logo June 1, 2023 Yongjin Chen Chief Executive Officer AI Transportation Acquisition Corp 10 East 53rd Street, Suite 3001 New York, NY 10022 Re:AI Transportation Acquisition Corp Amended Registration Statement on Form S-1 Filed May 15, 2023 File No. 333-270558 Dear Yongjin Chen: We have reviewed your amended registration statement and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this comment, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our May 4, 2023 letter. Amended Registration Statement on Form S-1 Cover Page 1.Your revised disclosure in response to prior comment 1 does not appear to address several elements of that comment; therefore, we reissue the comment. Please provide prominent disclosure about the legal and operational risks associated with the Sponsor being located in and a majority of your executive officers and/or directors being located in or having significant ties to China. Your disclosure should make clear whether these risks could result in a material change in your search for a target company and/or the value of the securities you are registering for sale or could significantly limit or completely hinder your ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or be worthless. Your prospectus summary should

FirstName LastNameYongjin Chen Comapany NameAI Transportation Acquisition Corp June 1, 2023 Page 2 FirstName LastName Yongjin Chen AI Transportation Acquisition Corp June 1, 2023 Page 2 address, but not necessarily be limited to, the risks highlighted on the prospectus cover page. You may contact Ameen Hamady at 202-551-3891 or Shannon Menjivar at 202-551- 3856 if you have questions regarding comments on the financial statements and related matters. Please contact Ruairi Regan at 202-551-3269 or Pam Howell at 202-551-3357 with any other questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Deborrah Klis, Esq.

Show Raw Text
United States securities and exchange commission logo
June 1, 2023
Yongjin Chen
Chief Executive Officer
AI Transportation Acquisition Corp
10 East 53rd Street, Suite 3001
New York, NY 10022
Re:AI Transportation Acquisition Corp
Amended Registration Statement on Form S-1
Filed May 15, 2023
File No. 333-270558
Dear Yongjin Chen:
            We have reviewed your amended registration statement and have the following
comment.  In our comment, we may ask you to provide us with information so we may better
understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to this comment, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our May 4, 2023 letter.
Amended Registration Statement on Form S-1
Cover Page
1.Your revised disclosure in response to prior comment 1 does not appear to address several
elements of that comment; therefore, we reissue the comment.  Please provide prominent
disclosure about the legal and operational risks associated with the Sponsor being located
in and a majority of your executive officers and/or directors being located in or
having significant ties to China.  Your disclosure should make clear whether these risks
could result in a material change in your search for a target company and/or the value of
the securities you are registering for sale or could significantly limit or completely hinder
your ability to offer or continue to offer securities to investors and cause the value of such
securities to significantly decline or be worthless.  Your prospectus summary should

 FirstName LastNameYongjin Chen
 Comapany NameAI Transportation Acquisition Corp
 June 1, 2023 Page 2
 FirstName LastName
Yongjin Chen
AI Transportation Acquisition Corp
June 1, 2023
Page 2
address, but not necessarily be limited to, the risks highlighted on the prospectus cover
page.
            You may contact Ameen Hamady at 202-551-3891 or Shannon Menjivar at 202-551-
3856 if you have questions regarding comments on the financial statements and related matters.
Please contact Ruairi Regan at 202-551-3269 or Pam Howell at 202-551-3357 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Deborrah Klis, Esq.