SEC Comment Letter 0000000000-24-001620 to CorpAcq Group Plc (CPGRA) (CIK 0001987867)
CorpAcq Group Plc (CPGRA) (CIK 0001987867)
Date: Feb. 9, 2024 · CIK: 0001987867 · Accession: 0000000000-24-001620
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File numbers found in text: 333-275613
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United States securities and exchange commission logo
February 9, 2024
Stephen Scott
Chief Operating Officer
CorpAcq Group Plc
CorpAcq House
1 Goose Green
Altrincham, Cheshire
WA14 1DW
United Kingdom
Re:CorpAcq Group Plc
Amendment No. 2 to Registration Statement on Form F-4
Filed January 29, 2024
File No. 333-275613
Dear Stephen Scott:
We have reviewed your amended registration statement and have the following comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a 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 letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our January 11, 2024 letter.
Amendment No. 2 to Registration Statement on Form F-4 filed January 29, 2024
Information Related to CorpAcq
CorpAcq's Business Strategy
Strong dividend capacity driven by improved capital structure and cash flow generation, page
270
1.We note your response to prior comment 3 and your revisions to your filing. Please tell us
and revise your filing to disclose your calculation of free cash flow for the six months
ended June 30, 2023. To the extent such amount is negative, we are unclear how you are
able to support your assertion that the post-combination company expects to pay a
dividend from its first year following the Business Combination and over the longer term.
Please advise or revise to remove such assertion.
FirstName LastNameStephen Scott
Comapany NameCorpAcq Group Plc
February 9, 2024 Page 2
FirstName LastName
Stephen Scott
CorpAcq Group Plc
February 9, 2024
Page 2
Please contact Frank Knapp at 202-551-3805 or Jennifer Monick at 202-551-3295 if you
have questions regarding comments on the financial statements and related matters. Please
contact Isabel Rivera at 202-551-3518 or Brigitte Lippmann at 202-551-3713 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc: Michael S. Lee, Esq.