CORRESP Filing
ProCap Acquisition Corp
Date: May 15, 2025 · CIK: 0002056634 · Accession: 0001213900-25-044567
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File numbers found in text: 333-286876
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CORRESP 1 filename1.htm May 15, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, DC 20549 Attention: Pearlyne Paulemon Jeffrey Gabor Re: ProCap Acquisition Corp Registration Statement on Form S-1 Filed April 30, 2025, as amended File No. 333-286876 Ladies and Gentlemen: Reference is made to our letter, filed as correspondence via EDGAR on May 13, 2025, in which we, as representative of the several underwriters of ProCap Acquisition Corp's proposed public offering, joined ProCap Acquisition Corp's request for acceleration of the effective date of the above-referenced registration statement on Form S-1 (the " Registration Statement ") for Thursday, May 15, 2025, at 4:30 p.m. Eastern Time (the " Effective Date "), in accordance with Rule 461 under the Securities Act of 1933, as amended. ProCap Acquisition Corp is no longer requesting that such Registration Statement be declared effective at this time, and we hereby formally withdraw our request for acceleration of the Effective Date. Please contact our counsel, Christian O. Nagler of Kirkland & Ellis at Christian.Nagler@kirkland.com or by telephone at (212) 446-4660 with any questions. [ signature page follows ] Sincerely yours, BTIG, LLC By: /s/ Paul Wood Name: Paul Wood Title: Managing Director, Co-Head of SPAC Investment Banking cc: Anne Peetz, Reed Smith LLP Christian O. Nagler, Kirkland & Ellis LLP [ signature page to withdrawal of acceleration request ]