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CORRESP
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 CORRESP

 DLA Piper LLP ( US )
 555 Mission St. #2400 San Francisco, California 94105
 www.dlapiper.com
 January 20, 2026
 United States Securities and Exchange Commission Division of
Corporation Finance Office of Energy & Transportation
 100 F Street, N.E. Washington, D.C. 20549-3561
 Attention: Steve Lo, Kimberly Calder, Timothy S. Levenberg and Laura Nicholson

 Re:
 GigCapital7, Corp.
 Registration Statement on Form S-4
 Filed November 12, 2026
 File No. 333-291477
 Dear Mr. Lo, Ms. Calder, Mr. Levenberg, and Ms. Nicholson:
 Set forth below are responses to the comments that were provided by the staff of the Division of Corporation Finance (the
“ Staff ”) of the United States Securities and Exchange Commission (the “ Commission ”) to our client, GigCapital7, Corp. (the “ Company ” or
“ GigCapital7 ”), by your letter dated January 15, 2026, regarding the above-referenced filing (the “ Registration Statement ”).
 For your convenience, each response is prefaced by the exact text of the Staff’s corresponding comment in bold, italicized text.
 In addition to the responses to the Staff’s comments, concurrently with the filing of this letter, GigCapital7 will file Amendment
No. 1 to the Registration Statement on Form S-4 (“ Amendment No. 1 ”) to reflect the Staff’s requested disclosure edits. Unless otherwise
specified, all references to page numbers and captions correspond to the Registration Statement if referring to the Staff’s comment, or to Amendment No. 1 if in the response.
 Form S-4 filed on November 12, 2026
 We rely heavily on our intellectual property portfolio..., page 91

 1.
 We note your disclosure that you either own or have significant license rights to certain intellectual
property applicable to your MMR design. Please disclose the material terms of any material licensing agreements.
 RESPONSE : The Company acknowledges the Staff’s comment and has revised its disclosure on page 90 of Amendment No. 1 to
clarify that Hadron Energy may in the future rely upon license agreements of intellectual property. The proposed Domesticated GigCapital7 Charter
will provide, subject to limited exceptions, that the courts of the State of Delaware..., page 109

 2.
 Please disclose in this section and in your disclosure regarding the exclusive forum provision on pages
181 all material terms of the exclusive forum provision set forth in the Form of Post-Closing Certificate of Incorporation of Hadron Energy, Inc. provided in Annex E of your filing and ensure that such disclosure is consistent with the provision set
forth in Annex E.

 U.S. Securities and Exchange Commission
 January 20, 2026 Page
 2

 RESPONSE : The Company acknowledges the Staff’s comment and has revised its
disclosure on pages 108-109 and 183-185 of Amendment No. 1. Background of the Business
Combination, page 146

 3.
 Please revise your disclosure throughout this section to discuss in greater detail the substance of
meetings and discussions among representatives of GigCapital7 and Hadron Energy. Identify the individuals that participated in each negotiation, the material terms that were discussed, how parties’ positions differed, and how issues were
resolved. Your disclosure should reflect how the terms of the business combination evolved during negotiations. For example, we note your disclosure that on September 27, 2025, counsel for GigCapital7 provided to
counsel for Hadron Energy a revised draft of the Business Combination Agreement that addressed “various structural issues” that had been identified during the legal due diligence process. Please revise to describe such structural issues
and how they were addressed in the Business Combination Agreement. RESPONSE : The Company acknowledges the
Staff’s comment and has revised its disclosure on pages 148-150 of Amendment No. 1.

 4.
 Please discuss in greater detail the role and level of involvement from the referenced third parties in
the due diligence process and in the GigCapital7 board’s deliberations and analysis of the business combination. For example, explain the role and involvement of the “technical nuclear consultants” you reference and the involvement
of GigCapital7’s financial advisor which supported GigCapital7 management’s view regarding valuation. With reference to your tabular presentation of the pro forma shares of the combined Company on pages 153 and 154, please address the
following: RESPONSE : The Company acknowledges the Staff’s comment and has revised its disclosure on
pages 149-150 and 152 of Amendment No. 1, including to correct the identification of the “financial advisor” as Hadron Energy’s financial advisor rather than as GigCapital7’s financial advisor.

 5.
 We note your disclosure that GigCapital7 presented an exclusive letter of intent to Hadron Energy,
valuing Hadron Energy at $1 billion “based on the information provided and discussed the prior day.” Please revise to clarify the information provided that was the basis for the
$1 billion valuation. RESPONSE : The Company acknowledges the
Staff’s comment and has revised its disclosure on page 148 of Amendment No. 1. The GigCapital7 Board’s Reasons for the
Approval of the Business Combination, page 151

 6.
 Please revise to clarify the source, nature, and substance of the “certain” unaudited
prospective Hadron Energy financial information that was provided to GigCapital7 and referenced on page 151 and reconcile such reference with your statement on page 162 that “[n]o financial projections with respect to Hadron Energy were
provided to the GigCapital7 Board for its consideration of the Business Combination.” Similarly, we note your disclosure on page 162 that GigCapital7 management assumed that the estimates and data that the management of GigCapital7 approved
for use in preparing the Materials were reasonably prepared on bases reflecting “the best currently available estimates and good faith judgments of management of Hadron Energy as to the future financial performance of,” and are a
reasonable basis upon which to assess, Hadron Energy, the Business Combination and the Merger and other matters covered thereby. Refer to Item 1606(b) of Regulation S-K. Please also clarify your reference on
page 63 to the inclusion in the filing of projections and forecasts prepared by Hadron Energy, as it does not appear that you have provided such projections and forecasts in the filing.

 U.S. Securities and Exchange Commission
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 RESPONSE : The Company acknowledges the Staff’s comment and has revised its
disclosure on page 152 of Amendment No. 1, including to clarify that the unaudited information provided was information pertaining to what it might cost for a data center to have a micronuclear reactor such as an MMR manufactured. As
stated on page 163, no financial projections with respect to Hadron Energy were provided to the GigCapital7 Board for its consideration of the Business Combination. In addition, the Company has revised its disclosure on page 163 of
Amendment No. 1 to clarify that the estimates and data used by GigCapital7 management in preparing the Materials reflected the best currently available estimates and good faith judgments of management of Hadron Energy pertaining to what it
might cost for a data center to have a micronuclear reactor such as an MMR manufactured. Furthermore, the risk factor on page 63 has been deleted as there are no projections and forecasts prepared by Hadron Energy.

 7.
 Please state whether or not an unaffiliated representative was retained for the purposes that Item
1606(d) of Regulation S-K specifies. RESPONSE : The Company
acknowledges the Staff’s comment and has revised its disclosure on page 151 of Amendment No. 1. Summary of GigCapital7 Financial
Analysis, page 161

 8.
 We note your disclosure that the GigCapital7 Board noted the fact that based on the financial and
valuation benchmarking materials, the combined company has the long-term potential to generate strong, sustainable free cash flow. Please revise to describe how the benchmarking materials provided the basis for such conclusion.
 RESPONSE : The Company acknowledges the Staff’s comment and has revised its disclosure on page 152 of
Amendment No. 1 to delete this reference under the subheading “GigCapital7 Financial Analysis” as the benchmarking materials did not provide a basis for such calculation.

 9.
 We note your disclosure that in assessing the merits of the Business Combination and the Merger from a
financial point of view, the GigCapital7 Board generally used the same valuation analysis as that reflected in the Materials and used valuation assumptions that were substantially the same as those reflected in the Materials. Please revise to
clarify the valuation analysis and valuation assumptions used by the GigCapital7 Board. RESPONSE : The
Company acknowledges the Staff’s comment and has revised its disclosure on page 162 of Amendment No. 1.

 10.
 To the extent material, please discuss the relative size and operations of the selected companies used in
the Materials and referenced on page 163 as compared to the size and operations of Hadron Energy.
 RESPONSE : The Company acknowledges the Staff’s comment and has revised its disclosure on page 162 of Amendment No. 1
with respect to those companies among the selected companies used in the Materials for which the Company has determined this information is material.

 11.
 Please revise to identify the “U.S. Executive Orders” referenced in this section.
 Vote Required for Approval, page 167 RESPONSE : The Company acknowledges the
Staff’s comment and has revised its disclosure on page 164 of Amendment No. 1.

 U.S. Securities and Exchange Commission
 January 20, 2026 Page
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 Vote Required for Approval, page 167

 12.
 Please revise to clarify the vote required for approval of the Business Combination. In that regard, it
appears that your disclosure on page 167 that the Business Combination Proposal requires an ordinary resolution under the Companies Act, being the affirmative vote of the holders of one-third of the
GigCapital7 Ordinary Shares who, being present in person or by proxy and entitled to vote at the extraordinary general meeting, vote in favor of the Business Combination Proposal at the extraordinary general meeting, does not appear to be consistent
with your disclosure on page xxxiii and elsewhere in your filing that references approval by the holders of a majority of the GigCapital7 Ordinary Shares, who, being present in person or by proxy and entitled to vote at the extraordinary general
meeting, vote at the extraordinary general meeting. RESPONSE : The Company acknowledges the Staff’s
comment and has revised its disclosure on page 168 of Amendment No. 1. The Stock Issuance Proposals, page 175

 13.
 With respect to each of the stock issuance proposals, please revise to state the title and amount of the
securities to be issued, the terms of such securities and the nature and amount of consideration to be received by the registrant. We also note your disclosure on page viii that a form of the PIPE Subscription Agreement is attached to the proxy
statement/prospectus as Annex K. However, it does not appear that such agreement has been provided as Annex K. Please revise. In addition, please revise to disclose why the BCA Stock Issuance Proposal seeks approval for the issuance of Series A
Preferred Stock. RESPONSE : The Company acknowledges the Staff’s comment and has revised its
disclosure on page 177 of Amendment No. 1. Furthermore, the Company informs the Staff that the parties do not contemplate a PIPE Financing and therefore have removed reference of one occurring from Amendment No. 1. As a result, the Company
is not attaching a form of PIPE Subscription Agreement to the proxy statement/prospectus as Annex K. Material U.S. Federal Income Tax
Considerations for Holders of GigCapital7 Securities and Domesticated GigCapital7 Securities Tax Treatment of the Domestication, page 199

 14.
 We note your disclosure that DLA Piper LLP will deliver an opinion that states, in part, that the
disclosure contained under the heading “Material U.S. Federal Income Tax Considerations for Holders of GigCapital7 Securities and Domesticated GigCapital7 Securities—Tax Treatment of the Domestication” and “—U.S.
Holders—Tax Effects of the Domestication to U.S. Holders” constitutes such firm’s opinion. However, it does not appear that such statement is included in the opinion filed as Exhibit 8.2. Please revise.
 RESPONSE : The Company acknowledges the Staff’s comment and has refiled the opinion of DLA Piper LLP (US) as
Exhibit 8.2 to provide such statement.

 15.
 We note your disclosure regarding tax consequences of the Domestication to U.S. holders of GigCapital7
Class A Ordinary Shares and Public Warrants under proposed Treasury regulations if GigCapital7 were classified as a PFIC at any time during such U.S. Holder’s holding period in GigCapital7
Class A Ordinary Shares or Public Warrants. Please re-vise to clarify any material tax consequences of the Domestication to such holders under current provisions of the Code
and Treasury regulations if GigCapital7 were classified as a PFIC at any time during such holding period.
 RESPONSE : The Company acknowledges the Staff’s comment and has revised its disclosure on pages 208-209 of Amendment
No. 1 to clarify material tax risks of the Domestication related to the current provisions of the Code and Treasury Regulations that concern the PFIC rules.

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 Tax Consequences of the Merger to GigCapital7 and U.S. Holders of GigCapital7 Securities, page 209

 16.
 We note your disclosure that neither GigCapital7 nor any U.S. Holder of GigCapital7 Securities that
received Domesticated GigCapital7 Securities in connection with the Domestication is expected to be subject to any material U.S. federal income tax consequences as a result of the Merger. Please revise to disclose why neither GigCapital7 nor any
U.S. Holder of GigCapital7 Securities that received Domesticated GigCapital7 Securities in connection with the Domestication is expected to be subject to any material U.S. federal income tax consequences as a result of the Merger and whether the tax
treatment depends on whether or not the Merger qualifies as a “reorganization” under Section 368(a).
 RESPONSE : The Company acknowledges the Staff’s comment and has revised its disclosure on pages 212-213 of Amendment No. 1
clarify that the Merger is not expected to trigger material tax consequences to either GigCapital7 or any U.S. Holder of GigCapital7 Securities that received Domesticated GigCapital7 Securities in connection with the Domestication because the Merger
is not expected to give rise to a realization event for such parties for U.S. federal income tax purposes. Additionally, the Company has clarified that this result does not depend on whether the Merger is treated as a “reorganization”
within the meaning of Section 368(a) of the Code. Material U.S. Federal Income Tax Considerations of the Merger to Holders of Hadron Common
Stock, page 218

 17.
 We note your disclosure that Duane Morris LLP will deliver an opinion that the Merger
“should” qualify as a “reorganization” within the meaning of Section 368(a) of the Code. If Duane Morris cannot give a “will” opinion, please disclose why not.
 RESPONSE : The Company acknowledges the Staff’s comment and has revised its disclosure on pages xxiv, 108
and 222 of Amendment No. 1 to state that Duane Morris LLP will deliver an opinion that the Merger “will” qualify as a “reorganization” within the meaning of Section 368(a) of the Code. The Company has also filed the
opinion of Duane Morris LLP (US) as Exhibit 8.1. Comparative Historical and Unaudited Pro Forma Combined and Per Share Financial Information,
page 224

 18.
 In the last paragraph on page 224, you indicate that Selected Historical Financial D