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Correspondence 0001104659-24-123130 from Pony AI Inc. (PONY)

Pony AI Inc.
Date: Nov. 26, 2024 · CIK: 0001969302 · Accession: 0001104659-24-123130

AI Filing Summary & Sentiment

File numbers found in text: 001-42409, 333-282700

Date
Nov. 26, 2024
Author
Managing Director
Form
CORRESP
Company
Pony AI Inc.

Letter

United States VIA EDGAR Division of Corporation Finance Office of Technology Securities and Exchange Commission Washington, D.C. 20549 Re: Pony AI Inc. (the “Company”) Registration Statement on Form F-1, as amended (File No. 333-282700) Registration Statement on Form 8-A (File No. 001-42409)

Dear Ladies and Gentlemen:

We hereby join the Company’s request for acceleration of the above-referenced Registration Statements, requesting effectiveness at 5:00 p.m., Eastern Time on November 26, 2024, or as soon thereafter as is practicable.

Pursuant to Rule 460 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended, we wish to advise you that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, dated November 14, 2024, to underwriters, institutional investors, dealers and others prior to the requested effective time of the Registration Statements.

The undersigned advise that the underwriters have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature page follows]

Very truly yours,
Goldman Sachs (Asia) L.L.C.,

Show Raw Text
CORRESP
1
filename1.htm

Goldman Sachs (Asia) L.L.C.

68th Floor, Cheung Kong Center

2 Queen’s Road Central

Hong Kong

Merrill Lynch (Asia Pacific) Limited

55/F Cheung Kong Center

2 Queen’s Road Central

Hong Kong

Deutsche Bank AG, Hong Kong Branch

60/F, International Commerce Centre

1 Austin Road West, Kowloon

Hong Kong

Huatai Securities (USA), Inc.

21 Floor East, 280 Park Avenue

New York, NY 10017

United States

As
representatives of the underwriters

VIA EDGAR

November 26,
2024

Joseph Cascarano

Robert Littlepage

Mariam Mansaray

Matthew Crispino

Division of Corporation Finance

Office of Technology

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re: Pony AI Inc. (the “Company”)

  Registration Statement on Form F-1, as amended (File
                                        No. 333-282700)

  Registration Statement on Form 8-A (File No. 001-42409)

Dear Ladies and Gentlemen:

We
hereby join the Company’s request for acceleration of the above-referenced Registration Statements, requesting effectiveness at
5:00 p.m., Eastern Time on November 26, 2024, or as soon thereafter as is practicable.

Pursuant
to Rule 460 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended, we wish to advise you that
we will take reasonable steps to secure adequate distribution of the preliminary prospectus, dated November 14, 2024, to underwriters,
institutional investors, dealers and others prior to the requested effective time of the Registration Statements.

The undersigned advise that
the underwriters have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature page follows]

Very truly yours,

Goldman Sachs (Asia) L.L.C.,

Merrill Lynch (Asia Pacific) Limited,

Deutsche Bank AG, Hong Kong Branch

Huatai Securities (USA), Inc.

As
representatives of the underwriters

    Goldman Sachs
                    (Asia) L.L.C.

    (Incorporated in Delaware, U.S.A.
    with limited liability)

    By:
    /s/ Darius
    Naraghi

    Name:
    Darius Naraghi

    Title:
    Managing Director

    Merrill Lynch (Asia Pacific) Limited

    By:
    /s/ Lei
    Shao

    Name:
    Lei Shao

    Title:
    Managing Director

    Deutsche Bank AG, Hong Kong Branch

    By:
    /s/ Rui
    Wang

    Name:
    Rui Wang

    Title:
    Managing Director

    By:
    /s/ Albert Chang

    Name:
    Albert Chang

    Title:
    Managing Director

    Huatai Securities (USA), Inc.

    By:
    /s/ Bryan
    Lin

    Name:
    Bryan Lin

    Title:
    Managing Director