CORRESP Filing
STARRY SEA ACQUISITION CORP
Date: Aug. 5, 2025 · CIK: 0002059165 · Accession: 0001829126-25-005810
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-287976
Letter
VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C. 20549 Attn: Isabel Rivera Pam Howell Ameen Hamady Kristina Marrone STARRY SEA ACQUISITION CORP Registration Statement on Form S-1, as amended (Registration No. 333-287976) Request for Acceleration of Effectiveness
Re:
Dear Ms. Rivera, Ms. Howell, Mr. Hamady and Ms. Marrone,
Pursuant to Rule 461 of Regulation C ("Rule 461") promulgated under the Securities Act of 1933, as amended, STARRY SEA ACQUISITION CORP (the "Company") hereby requests that the effectiveness of the above-referenced registration statement on Form S-1, as amended (the "S-1 Registration Statement"), be accelerated to, and that the S-1 Registration Statement become effective at, 5:00 p.m., Eastern Time on August 7, 2025 or as soon thereafter as practicable.
If there is any change in the acceleration request set forth above, the Company will promptly notify you of the change, in which case the Company may be making an oral request of acceleration of the effectiveness of the S-1 Registration Statement in accordance with Rule 461. Such request may be made by an executive officer of the Company or by any attorney from the Company's U.S. counsel, Pillsbury Winthrop Shaw Pittman LLP.
The Company understands that the representative of the underwriters, on behalf of the prospective underwriters of the offering, has joined in this request in a separate letter filed with the Commission today.
[Signature page follows]
Very truly yours,
STARRY SEA ACQUISITION CORP
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CORRESP
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STARRY SEA ACQUISITION CORP
August 5, 2025
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
Office of Real Estate & Construction
100 F Street, N.E.
Washington, D.C. 20549
Attn:
Isabel Rivera
Pam Howell
Ameen Hamady
Kristina Marrone
Re:
STARRY SEA ACQUISITION CORP
Registration Statement on Form S-1, as amended
(Registration No. 333-287976)
Request for Acceleration of Effectiveness
Dear Ms. Rivera, Ms. Howell, Mr. Hamady and Ms. Marrone,
Pursuant to Rule 461 of Regulation
C ("Rule 461") promulgated under the Securities Act of 1933, as amended, STARRY SEA ACQUISITION CORP (the "Company")
hereby requests that the effectiveness of the above-referenced registration statement on Form S-1, as amended (the "S-1 Registration
Statement"), be accelerated to, and that the S-1 Registration Statement become effective at, 5:00 p.m., Eastern Time on August 7,
2025 or as soon thereafter as practicable.
If there is any change in
the acceleration request set forth above, the Company will promptly notify you of the change, in which case the Company may be making
an oral request of acceleration of the effectiveness of the S-1 Registration Statement in accordance with Rule 461. Such request may be
made by an executive officer of the Company or by any attorney from the Company's U.S. counsel, Pillsbury Winthrop Shaw Pittman
LLP.
The Company understands that
the representative of the underwriters, on behalf of the prospective underwriters of the offering, has joined in this request in a separate
letter filed with the Commission today.
[Signature page follows]
Very truly yours,
STARRY SEA ACQUISITION CORP
By:
/s/
Yan Liang
Name:
Yan Liang
Title:
Chief Executive Officer and Chairperson of Board