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SEC Comment Letter 0000000000-23-010795 to T1 Energy Inc. (TE)

T1 Energy Inc.
Date: Sept. 29, 2023 · CIK: 0001992243 · Accession: 0000000000-23-010795

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File numbers found in text: 333-274434

Date
September 29, 2023
Author
Jenny O'Shanick
Form
UPLOAD
Company
T1 Energy Inc.

Letter

United States securities and exchange commission logo September 29, 2023 Oscar K. Brown Principal Financial Officer FREYR Battery, Inc. 1209 Orange Street Wilmington, Delaware 19801 Re:FREYR Battery, Inc. Registration Statement on Form S-4 Filed on September 8, 2023 File No. 333-274434 Dear Oscar K. Brown: We have limited our review of your registration statement to those issues we have addressed in our comments. In some of our comments, 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 comments apply 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 these comments, we may have additional comments. Registration Statement on Form S-4 Signatures, page 91 1.We note that Mr. Brautaset has signed your registration statement in the capacity of chief executive officer. However, your disclosure states that Mr. Steen is your chief executive officer. Please advise or revise. General 2.Please revise the Legal Matters section to refer to your tax counsel’s opinion. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.

FirstName LastNameOscar K. Brown Comapany NameFREYR Battery, Inc. September 29, 2023 Page 2 FirstName LastName Oscar K. Brown FREYR Battery, Inc. September 29, 2023 Page 2 Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. You may contact Jenny O'Shanick at 202-551-8005 or Asia Timmons-Pierce at 202-551- 3754 with any questions Sincerely, Division of Corporation Finance Office of Manufacturing cc: Denis Klimentchenko

Show Raw Text
United States securities and exchange commission logo
September 29, 2023
Oscar K. Brown
Principal Financial Officer
FREYR Battery, Inc.
1209 Orange Street
Wilmington, Delaware 19801
Re:FREYR Battery, Inc.
Registration Statement on Form S-4
Filed on September 8, 2023
File No. 333-274434
Dear Oscar K. Brown:
            We have limited our review of your registration statement to those issues we have
addressed in our comments.  In some of our comments, 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 comments apply 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 these comments, we may have additional comments.
Registration Statement on Form S-4
Signatures, page 91
1.We note that Mr. Brautaset has signed your registration statement in the capacity of chief
executive officer.  However, your disclosure states that Mr. Steen is your chief executive
officer.  Please advise or revise.
General
2.Please revise the Legal Matters section to refer to your tax counsel’s opinion.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.

 FirstName LastNameOscar K. Brown
 Comapany NameFREYR Battery, Inc.
 September 29, 2023 Page 2
 FirstName LastName
Oscar K. Brown
FREYR Battery, Inc.
September 29, 2023
Page 2
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            You may contact Jenny O'Shanick at 202-551-8005 or Asia Timmons-Pierce at 202-551-
3754 with any questions
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Denis Klimentchenko