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SEC Company Response from Hennessy Capital Investment Corp. VIII (HCIC) — Feb 2, 2026

Hennessy Capital Investment Corp. VIII
Date: Feb. 2, 2026 · CIK: 0002099093 · Accession: 0001493152-26-004791

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File numbers found in text: 333-291924

Date
Feb. 2, 2026
Author
Managing Director
Form
CORRESP
Company
Hennessy Capital Investment Corp. VIII

Letter

Re: Hennessy Capital Investment Corp. VIII

February 2, 2026

VIA EDGAR

Division of Corporation Finance

United States Securities and Exchange Commission

F Street, N.E.

Washington, D.C. 20549

Attn: Benjamin Holt

Registration Statement on Form S-1

File No. 333-291924

Mr. Holt:

Pursuant to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"), Barclays Capital, Inc. and Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC, as representatives of the underwriters of the offering, hereby request that the effective date of the above-captioned Registration Statement be accelerated so as to permit it to become effective on February 4, 2026 at 4:00 p.m., Eastern time, or as soon thereafter as practicable.

Pursuant to Rule 460 of the General Rules and Regulations under the Act, the undersigned advises you that there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[ Signature Page Follows ]

Very
truly yours,
BARCLAYS
CAPITAL INC.

Show Raw Text
CORRESP
 1
 filename1.htm

 February
2, 2026

 VIA
EDGAR

 Division
of Corporation Finance

 United
States Securities and Exchange Commission

 100
F Street, N.E.

 Washington,
D.C. 20549

 Attn:
Benjamin Holt

 Re:
 Hennessy
 Capital Investment Corp. VIII

 Registration
 Statement on Form S-1

 File
 No. 333-291924

 Mr.
Holt:

 Pursuant
to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as
amended (the "Securities Act"), Barclays Capital, Inc. and Cohen & Company Capital Markets, a division of Cohen &
Company Securities, LLC, as representatives of the underwriters of the offering, hereby request that the effective date of the above-captioned
Registration Statement be accelerated so as to permit it to become effective on February 4, 2026 at 4:00 p.m., Eastern time, or as soon
thereafter as practicable.

 Pursuant
to Rule 460 of the General Rules and Regulations under the Act, the undersigned advises you that there will be distributed to each underwriter
or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary
prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

 We
have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

 [ Signature
Page Follows ]

 Very
truly yours,

 BARCLAYS
CAPITAL INC.

 By:
 /s/
 Amit Chandra

 Name:
 Amit
 Chandra

 Title:
 Authorized
 Representative

 COHEN
& COMPANY CAPITAL MARKETS,

 A
DIVISION OF COHEN & COMPANY SECURITIES, LLC

 By:
 /s/
 Jerry Serowik

 Name:
 Jerry
 Serowik

 Title:
 Senior
 Managing Director