CORRESP Filing
Solarius Capital Acquisition Corp.
Date: July 15, 2025 · CIK: 0002065948 · Accession: 0001185185-25-000773
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-288078
Referenced dates: July 14, 2025
Letter
July 14, 2025
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
Office of Life Sciences
F Street NE
Washington, D.C. 20549
Attn: Christine Torney
Angela Connell
Daniel Crawford
Tim Buchmiller
RE: Solarius Capital Acquisition Corp.
Amendment No. 1 to Registration Statement on Form S-1
Filed July 10, 2025
File No. 333-288078
On behalf of our client, Solarius Capital Acquisition Corp., a Cayman Islands exempted company (the " Company "), we are writing to submit the Company's responses to the comments of the staff of the Division of Corporation Finance of the United States Securities and Exchange Commission (the " Staff ") with respect to the above-referenced Amendment No. 1 to the Registration Statement on Form S-1 filed on July 10, 2025 (the " Registration Statement "), contained in the Staff's letter dated July 14, 2025 (the " Comment Letter ").
The Company has filed via EDGAR its Amendment No. 2 to the Registration Statement on Form S-1 (" Registration Statement "), which reflects the Company's responses to the comments received by the Staff and certain updated information. For ease of reference, each comment contained in the Comment Letter is printed below in bold and is followed by the Company's response. All page references in the responses set forth below refer to page numbers in the Registration Statement. Capitalized terms used but not defined herein have the meanings set forth in the Registration Statement.
Amendment No. 1 to Registration Statement on Form S-1
Notes to Financial Statements
Note 9 – Subsequent Events, page F-16
1. Please revise to update your evaluation of subsequent events through the date of your filing.
Response : The Company acknowledges the comment of the Staff and respectfully advises the Staff that there have been no subsequent events since May 8, 2025. Therefore, we believe no update or additional disclosure is required by FASB ASC 855-10-50. The Company further respectfully advises the Staff that it has filed a new consent of its independent registered public accounting firm as exhibit 23.1 to Amendment No. 2 dated the date of filing.
Please do not hesitate to contact Joel Rubinstein at (212) 819-7642 or Daniel Nussen at (213) 620-7796 of White & Case LLP with any questions or comments regarding this letter.
Best
regards,
/s/
White & Case LLP
Show Raw Text
CORRESP
1
filename1.htm
July
14, 2025
VIA
EDGAR
United
States Securities and Exchange Commission
Division
of Corporation Finance
Office
of Life Sciences
100
F Street NE
Washington,
D.C. 20549
Attn:
Christine
Torney
Angela
Connell
Daniel
Crawford
Tim
Buchmiller
RE:
Solarius
Capital Acquisition Corp.
Amendment
No. 1 to Registration Statement on Form S-1
Filed
July 10, 2025
File
No. 333-288078
On
behalf of our client, Solarius Capital Acquisition Corp., a Cayman Islands exempted company (the " Company "), we are
writing to submit the Company's responses to the comments of the staff of the Division of Corporation Finance of the United States
Securities and Exchange Commission (the " Staff ") with respect to the above-referenced Amendment No. 1 to the Registration
Statement on Form S-1 filed on July 10, 2025 (the " Registration Statement "), contained in the Staff's letter
dated July 14, 2025 (the " Comment Letter ").
The
Company has filed via EDGAR its Amendment No. 2 to the Registration Statement on Form S-1 (" Registration Statement "),
which reflects the Company's responses to the comments received by the Staff and certain updated information. For ease of reference,
each comment contained in the Comment Letter is printed below in bold and is followed by the Company's response. All page references
in the responses set forth below refer to page numbers in the Registration Statement. Capitalized terms used but not defined herein have
the meanings set forth in the Registration Statement.
Amendment
No. 1 to Registration Statement on Form S-1
Notes
to Financial Statements
Note
9 – Subsequent Events, page F-16
1.
Please
revise to update your evaluation of subsequent events through the date of your filing.
Response : The Company acknowledges
the comment of the Staff and respectfully advises the Staff that there have been no subsequent events since May 8, 2025. Therefore,
we believe no update or additional disclosure is required by FASB ASC 855-10-50. The Company further respectfully advises the Staff that
it has filed a new consent of its independent registered public accounting firm as exhibit 23.1 to Amendment No. 2 dated the date of filing.
Please
do not hesitate to contact Joel Rubinstein at (212) 819-7642 or Daniel Nussen at (213) 620-7796 of White & Case LLP with any questions
or comments regarding this letter.
Best
regards,
/s/
White & Case LLP
cc:
Richard H. Haywood, Jr., Solarius Capital Acquisition Corp.