SEC Comment Letter 0000000000-25-001885 to 1RT Acquisition Corp. (ONCH)

1RT Acquisition Corp.
Date: Feb. 18, 2025 · CIK: 0002054272 · Accession: 0000000000-25-001885

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AI Filing Summary & Sentiment

Sentiment

Urgency

Document Type

Confidence

SEC Posture

Company Posture

Summary

Reasoning

Date

February 18, 2025

Author

Anuja Majmudar

Form

UPLOAD

Company

1RT Acquisition Corp.

Letter

February 18, 2025 Dan Tapiero Chief Executive Officer 1RT Acquisition Corp. 205 West 28th Street 2nd Floor Suite C New York, New York 10001 Re:1RT Acquisition Corp. Draft Registration Statement on Form S-1 Submitted February 11, 2025 File No. 377-07722 Dear Dan Tapiero: Our initial review of your draft registration statement indicates that it fails in material respects to comply with the requirements of the Securities Act of 1933, the rules and regulations thereunder and the requirements of the form. More specifically, your draft registration statement does not include a signed audit report and does not identify your independent registered public accounting firm. Please ensure that the financial statements are audited in accordance with the standards of the PCAOB and that your auditor complies with the Commission’s standards for auditor independence. Refer to Rule 8-08 of Regulation S-X. We will provide more detailed comments relating to your draft registration statement following our review of a substantive amendment that addresses these deficiencies. Please contact Anuja Majmudar at 202-551-3844 with any questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation

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February 18, 2025
Dan Tapiero
Chief Executive Officer
1RT Acquisition Corp.
205 West 28th Street
2nd Floor Suite C
New York, New York 10001
Re:1RT Acquisition Corp.
Draft Registration Statement on Form S-1
Submitted February 11, 2025
File No. 377-07722
Dear Dan Tapiero:
            Our initial review of your draft registration statement indicates that it fails in material
respects to comply with the requirements of the Securities Act of 1933, the rules and
regulations thereunder and the requirements of the form. More specifically,  your draft
registration statement does not include a signed audit report and does not identify your
independent registered public accounting firm.  Please ensure that the financial statements are
audited in accordance with the standards of the PCAOB and that your auditor complies with
the Commission’s standards for auditor independence.  Refer to Rule 8-08 of Regulation S-X.
            We will provide more detailed comments relating to your draft registration statement
following our review of a substantive amendment that addresses these deficiencies.
            Please contact Anuja Majmudar at 202-551-3844 with any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation

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