SEC Comment Letter 0000000000-24-003991 to Churchill Capital Corp IX/Cayman (CCIX, CCIXU, CCIXW) (CIK 0002006291) (CCIX)
Churchill Capital Corp IX/Cayman (CCIX, CCIXU, CCIXW) (CIK 0002006291)
Date: April 12, 2024 · CIK: 0002006291 · Accession: 0000000000-24-003991
AI Filing Summary & Sentiment
File numbers found in text: 333-278192
Letter
United States securities and exchange commission logo April 12, 2024 Michael Klein Chief Executive Officer Churchill Capital Corp IX/Cayman 640 Fifth Avenue, 14th Floor New York, NY 10019 Re:Churchill Capital Corp IX/Cayman Registration Statement on Form S-1 Filed March 22, 2024 File No. 333-278192 Dear Michael Klein: We have reviewed your 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 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 letter, we may have additional comments. Form S-1 filed March 22, 2024 Cover page 1.We note the disclosure in the Description of Securities section, on page 160, that the Class B shares have the right to appoint and remove all directors prior to an initial business combination and the Class A shareholders will not be entitled to vote on the election or removal of directors during such time. Please revise your cover page to address the disparate voting rights between the Class B shares and Class A shares. 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. 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.
FirstName LastNameMichael Klein Comapany NameChurchill Capital Corp IX/Cayman April 12, 2024 Page 2 FirstName LastName Michael Klein Churchill Capital Corp IX/Cayman April 12, 2024 Page 2 Please contact Babette Cooper at 202-551-3396 or Wilson Lee at 202-551-3468 if you have questions regarding comments on the financial statements and related matters. Please contact Pearlyne Paulemon at 202-551-8714 or David Link at 202-551-3356 with any other questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Stuart Neuhauser
Show Raw Text
United States securities and exchange commission logo
April 12, 2024
Michael Klein
Chief Executive Officer
Churchill Capital Corp IX/Cayman
640 Fifth Avenue, 14th Floor
New York, NY 10019
Re:Churchill Capital Corp IX/Cayman
Registration Statement on Form S-1
Filed March 22, 2024
File No. 333-278192
Dear Michael Klein:
We have reviewed your 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 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 letter, we may have additional comments.
Form S-1 filed March 22, 2024
Cover page
1.We note the disclosure in the Description of Securities section, on page 160, that the Class
B shares have the right to appoint and remove all directors prior to an initial business
combination and the Class A shareholders will not be entitled to vote on the election or
removal of directors during such time. Please revise your cover page to address the
disparate voting rights between the Class B shares and Class A shares.
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.
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.
FirstName LastNameMichael Klein
Comapany NameChurchill Capital Corp IX/Cayman
April 12, 2024 Page 2
FirstName LastName
Michael Klein
Churchill Capital Corp IX/Cayman
April 12, 2024
Page 2
Please contact Babette Cooper at 202-551-3396 or Wilson Lee at 202-551-3468 if you
have questions regarding comments on the financial statements and related matters. Please
contact Pearlyne Paulemon at 202-551-8714 or David Link at 202-551-3356 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc: Stuart Neuhauser