SecProbe.io

CORRESP
 1
 filename1.htm

 D. Boral Capital LLC

 590 Madison Avenue 39th Floor

 New York, New York 10022

 January 26, 2026

 VIA EMAIL & EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Re: K2 Capital Acquisition Corporation (the "Company")

 Registration Statement on Form S-1 (Registration No. 333-290350)

 Ladies and Gentlemen:

 In accordance with Rule 461 of the General Rules and Regulations under
the Securities Act of 1933, as amended (the "Securities Act"), the undersigned hereby joins the request of the Company that
the effectiveness for the above-captioned Registration Statement on Form S-1 (the "Registration Statement") filed under the
Securities Act be accelerated by the Securities and Exchange Commission to 4:30 p.m. Eastern Time, on January 28, 2026, or as soon thereafter
as practicable, or at such other time as the Company or its outside counsel, Loeb & Loeb LLP, request by telephone that such Registration
Statement be declared effective.

 Pursuant to Rule 460 under the Securities Act, please be advised that
we will distribute to each underwriter, dealer or institution who is reasonably anticipated to participate in the offering as many copies
of the preliminary prospectus dated January 22, 2026 (the "Preliminary Prospectus") as appears to be reasonable to secure
adequate distribution of the Preliminary Prospectus.

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

 [Signature Page Follows]

 Very truly yours,

 D. Boral Capital LLC

 By :
 /s/ Philip Wiederlight

 Name:
 Philip Wiederlight

 Title:
 Chief Operating Officer

 [Signature Page – Acceleration Request]

CORRESP
 1
 filename1.htm

 K2 Capital Acquisition Corporation

 Suite 716, 10 Market Street

 Camana Bay, Grand Cayman KY1 9006

 Cayman Islands

 January 26, 2026

 VIA EDGAR

 U.S. Securities and Exchange Commission

 100 F Street, N.E.

 Washington, D.C. 20549

 RE:
 K2 Capital Acquisition Corp. (the "Company")

 Registration Statement on Form S-1, as amended

 (File No. 333-290350) (the "Registration Statement")

 Ladies and Gentlemen:

 The Company hereby requests,
pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, acceleration of effectiveness of the Registration Statement
so that such Registration Statement will become effective as of 4:30 p.m., Eastern Time, on January 28, 2026, or as soon thereafter as
practicable.

 The Company hereby acknowledges
that:

 ● Should the
Securities and Exchange Commission (the "Commission") or the Staff, acting pursuant to delegated authority, declare the Registration
Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

 ● The action
of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve
the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

 ● The Company
may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person
under the federal securities laws of the United States.

 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 Registration Statements in accordance with Rule 461 of Regulation C. Such
request may be made by an executive officer of the Company or by any attorney from the Company's U.S. counsel, Loeb & Loeb LLP.

 Very truly yours,

 K2 Capital Acquisition Corp.

 By:
 /s/ Karan Thakur

 Name:
 Karan Thakur

 Title:
 Chief Executive Officer

CORRESP
 1
 filename1.htm

 K2 Capital Acquisition Corporation

 Suite 716, 10 Market Street

 Camana Bay, Grand Cayman KY1 9006

 Cayman Islands

 December 30, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Manufacturing

 100 F. Street, N.E.

 Washington, D.C. 20549

 RE :
 K2 Capital Acquisition Corporation (the "Company")

 Registration Statement on Form S-1 (File No. 333-290350) (the "Registration
 Statement")
 Request for Acceleration of Effective Date

 Ladies and Gentlemen:

 Reference is made to the Company's
letter, filed as correspondence via EDGAR on December 29, 2025, in which we requested the acceleration of the effective date of the above-captioned
registration statement on Form S-1 (the " Registration Statement ") for Tuesday, December 30, 2025, at 4:30 p.m. Eastern
Time (the " Effective Date "), in accordance with Rule 461 under the Securities Act of 1933, as amended. We are 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.

 Very truly yours,

 K2 Capital Acquisition Corporation

 By:
 /s/ Karan Thakur

 Name:
 Karan Thakur

 Title:
 Chief Executive Officer

CORRESP
 1
 filename1.htm

 December 30, 2025

 VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549-3561

 Re: K2 Capital Acquisition Corporation (the "Company")

 Withdrawal of Acceleration Request - Registration Statement on Form S-1 (File No. 333-290350)

 Ladies and Gentlemen:

 Reference is made to our letter, filed
as correspondence via EDGAR on December 29, 2025, in which we, as representative of the several underwriters of K2 Capital Acquisition
Corporation's proposed public offering of units, joined the Company's request for acceleration of the effective date of the above-referenced
Registration Statement for Tuesday, December 30, 2025, at 4:30 p.m. Eastern Time. The Company 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.

 Very truly yours,

 D. Boral Capital LLC

 As representative of the several underwriters

 By:
 /s/ Philip Wiederlight

 Name:
 Philip Wiederlight

 Title:
 Chief Operating Officer

CORRESP
 1
 filename1.htm

 December 29, 2025

 VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549-3561

 Re: K2 Capital Acquisition Corporation (the
"Company") Withdrawal of Acceleration Request - Registration Statement on Form S-1 (File No. 333-290350)

 Ladies and Gentlemen:

 Reference is made to our letter, filed
as correspondence via EDGAR on December 23, 2025, in which we, as representative of the several underwriters of K2 Capital Acquisition
Corporation's proposed public offering of units, joined the Company's request for acceleration of the effective date of the above-referenced
Registration Statement for Monday, December 29, 2025, at 4:30 p.m. Eastern Time. The Company 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.

 Very truly yours,

 D. Boral Capital LLC

 As representative of the several underwriters

 By:
 /s/ Philip Wiederlight

 Name:
 Philip Wiederlight

 Title:
 Chief Operating Officer

CORRESP
 1
 filename1.htm

 K2 Capital Acquisition Corporation

 Suite 716, 10 Market Street

 Camana Bay, Grand Cayman KY1 9006

 Cayman Islands

 December 29, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Manufacturing

 100 F. Street, N.E.

 Washington, D.C. 20549

 RE :
 K2 Capital Acquisition Corporation (the "Company")

 Registration Statement on Form S-1 (File No. 333-290350) (the "Registration
 Statement")
 Request for Acceleration of Effective Date

 Ladies and Gentlemen:

 Reference is made to the Company's
letter, filed as correspondence via EDGAR on December 23, 2025, in which we requested the acceleration of the effective date of the above-captioned
registration statement on Form S-1 (the " Registration Statement ") for Monday, December 29, 2025, at 4:30 p.m. Eastern
Time (the " Effective Date "), in accordance with Rule 461 under the Securities Act of 1933, as amended. We are 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.

 Very truly yours,

 K2 Capital Acquisition Corporation

 By:
 /s/ Karan Thakur

 Name:
 Karan Thakur

 Title:
 Chief Executive Officer

CORRESP
 1
 filename1.htm

 K2 Capital Acquisition Corporation

 Suite 716, 10 Market Street

 Camana Bay, Grand Cayman KY1 9006

 Cayman Islands

 December 29, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 100 F Street, N.E.

 Washington, D.C. 20549

 RE:
 K2 Capital Acquisition Corp. (the "Company")

 Registration Statement on Form S-1, as amended

 (File No. 333-290350) (the "Registration Statement")

 Ladies and Gentlemen:

 The Company hereby requests,
pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, acceleration of effectiveness of the Registration Statement
so that such Registration Statement will become effective as of 4:30 p.m., Eastern Time, on December 30, 2025, or as soon thereafter as
practicable.

 The Company hereby acknowledges
that:

 ● Should the Securities and Exchange Commission (the "Commission")
or the Staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission
from taking any action with respect to the Registration Statement;

 ● The action of the Commission or the Staff, acting pursuant
to delegated authority, in declaring the Registration Statement effective, does not relieve the Company from its full responsibility
for the adequacy and accuracy of the disclosure in the Registration Statement; and

 ● The Company may not assert Staff comments and the declaration
of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United
States.

 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 Registration Statements in accordance with Rule 461 of Regulation C. Such
request may be made by an executive officer of the Company or by any attorney from the Company's U.S. counsel, Loeb & Loeb LLP.

 Very truly yours,

 K2 Capital Acquisition Corp.

 By:
 /s/ Karan Thakur

 Name:
 Karan Thakur

 Title:
 Chief Executive Officer

CORRESP
1
filename1.htm

D. Boral Capital LLC

590 Madison Avenue 39th Floor

New York, New York 10022

December 29, 2025

VIA EMAIL & EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 Re: K2 Capital Acquisition Corporation (the “Company”)

Registration Statement on Form S-1 (Registration No. 333-290350)

Ladies and Gentlemen:

In accordance with Rule 461 of the General Rules and Regulations under
the Securities Act of 1933, as amended (the “Securities Act”), the undersigned hereby joins the request of the Company that
the effectiveness for the above-captioned Registration Statement on Form S-1 (the “Registration Statement”) filed under the
Securities Act be accelerated by the Securities and Exchange Commission to 4:30 p.m. Eastern Time, on December 30, 2025, or as soon thereafter
as practicable, or at such other time as the Company or its outside counsel, Loeb & Loeb LLP, request by telephone that such Registration
Statement be declared effective.

Pursuant to Rule 460 under the Securities Act, please be advised that
we will distribute to each underwriter, dealer or institution who is reasonably anticipated to participate in the offering as many copies
of the preliminary prospectus dated December 10, 2025 (the “Preliminary Prospectus”) as appears to be reasonable to secure
adequate distribution of the Preliminary Prospectus.

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

[Signature Page Follows]

    Very truly yours,

    D. Boral Capital LLC

    By:
    /s/ Philip Wiederlight

    Name:
     Philip Wiederlight

    Title:
    Chief Operating Officer

 [Signature Page – Acceleration Request]

CORRESP
 1
 filename1.htm

 K2 Capital Acquisition Corporation

 Suite 716, 10 Market Street

 Camana Bay, Grand Cayman KY1 9006

 Cayman Islands

 December 23, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 100 F Street, N.E.

 Washington, D.C. 20549

 RE:
 K2 Capital Acquisition Corp. (the "Company")

 Registration Statement on Form S-1, as amended

 (File No. 333-290350) (the "Registration Statement")

 Ladies and Gentlemen:

 The Company hereby requests,
pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, acceleration of effectiveness of the Registration Statement
so that such Registration Statement will become effective as of 4:30 p.m., Eastern Time, on December 29, 2025, or as soon thereafter as
practicable.

 The Company hereby acknowledges
that:

 ● Should the Securities and Exchange Commission (the "Commission") or the Staff,
acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking
any action with respect to the Registration Statement;

 ● The action of the Commission or the Staff, acting pursuant to delegated authority, in declaring
the Registration Statement effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the
disclosure in the Registration Statement; and

 ● The Company may not assert Staff comments and the declaration of effectiveness as a defense
in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 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 Registration Statements in accordance with Rule 461 of Regulation C. Such
request may be made by an executive officer of the Company or by any attorney from the Company's U.S. counsel, Loeb & Loeb LLP.

 Very truly yours,

 K2 Capital Acquisition Corp.

 By:
 /s/ Karan Thakur

 Name:
 Karan Thakur

 Title:
 Chief Executive Officer

CORRESP
 1
 filename1.htm

 D. Boral Capital LLC

 590 Madison Avenue 39th Floor

 New York, New York 10022

 December 23, 2025

 VIA EMAIL & EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Re: K2 Capital Acquisition Corporation (the "Company")

 Registration Statement on Form S-1 (Registration No. 333-290350)

 Ladies and Gentlemen:

 In accordance with Rule 461 of the General Rules and Regulations under
the Securities Act of 1933, as amended (the "Securities Act"), the undersigned hereby joins the request of the Company that
the effectiveness for the above-captioned Registration Statement on Form S-1 (the "Registration Statement") filed under the
Securities Act be accelerated by the Securities and Exchange Commission to 4:30 p.m. Eastern Time, on December 29, 2025, or as soon thereafter
as practicable, or at such other time as the Company or its outside counsel, Loeb & Loeb LLP, request by telephone that such Registration
Statement be declared effective.

 Pursuant to Rule 460 under the Securities Act, please be advised that
we will distribute to each underwriter, dealer or institution who is reasonably anticipated to participate in the offering as many copies
of the preliminary prospectus dated December 10, 2025 (the "Preliminary Prospectus") as appears to be reasonable to secure
adequate distribution of the Preliminary Prospectus.

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

 [Signature Page Follows]

 Very truly yours,

 D. Boral Capital LLC

 By:
 /s/ Philip Wiederlight

 Name:
 Philip Wiederlight

 Title:
 Chief Operating Officer

 [Signature Page – Acceleration Request]

CORRESP
 1
 filename1.htm

 K2 Capital Acquisition Corporation

 Suite 716, 10 Market Street

 Camana Bay, Grand Cayman KY1 9006

 Cayman Islands

 December 22, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Manufacturing

 100 F. Street, N.E.

 Washington, D.C. 20549

 RE :
 K2 Capital Acquisition Corporation (the "Company")

 Registration Statement on Form S-1 (File No. 333-290350) (the "Registration
 Statement")
 Request for Acceleration of Effective Date

 Ladies and Gentlemen:

 Reference is made to the
Company's letter, filed as correspondence via EDGAR on December 18, 2025, in which we requested the acceleration of the effective
date of the above-captioned registration statement on Form S-1 (the " Registration Statement ") for Monday, December
22, 2025, at 4:30 p.m. Eastern Time (the " Effective Date "), in accordance with Rule 461 under the Securities Act of
1933, as amended. We are 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.

 Very truly yours,

 K2 Capital Acquisition Corporation

 By:
 /s/ Karan Thakur

 Name:
 Karan Thakur

 Title:
 Chief Executive Officer

CORRESP
 1
 filename1.htm

 December 22, 2025

 VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549-3561

 Re:K2 Capital Acquisition Corporation (the "Company")
Withdrawal of Acceleration Request - Registration Statement on Form S-1 (File No. 333-290350)

 Ladies and Gentlemen:

 Reference is made to our letter, filed
as correspondence via EDGAR on December 18, 2025, in which we, as representative of the several underwriters of K2 Capital Acquisition
Corporation's proposed public offering of units, joined the Company's request for acceleration of the effective date of the above-referenced
Registration Statement for Tuesday, December 22, 2025, at 4:30 p.m. Eastern Time. The Company 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.

 Very truly yours,

 D. Boral Capital LLC

 As representative of the
 several underwriters

 By:
 /s/ Philip Wiederlight

 Name:
 Philip Wiederlight

 Title:
 Chief Operating Officer

December 18, 2025
Karan Thakur
Chief Executive Officer
K2 Capital Acquisition Corp
Suite 716, 10 Market Street
Camana Bay, Grand Cayman KY1 9006
Cayman Islands
Re:K2 Capital Acquisition Corp
Amendment No. 2 and No. 1 to Registration Statement on Form S-1
Filed December 10, 2025 and December 9, 2025, respectively
File No. 333-290350
Dear Karan Thakur:
            We have conducted a limited review of your registration statement and have the
following comment.
            Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information
you provide in response to this letter, we may have additional comments.
Amendment No. 1 to Registration Statement on Form S-1 filed December 9, 2025
Exhibits
The trust account termination letter attached as Exhibit A to the
Investment Management Trust Agreement filed as Exhibit 10.2 states that "counsel
for the Company shall deliver to you written notification that the Business
Combination has been consummated, or will be consummated substantially,
concurrently with your transfer of funds to the accounts as directed by the Company .
. . ." Nasdaq Listing Rule IM-5101-2(a) states that “[a]t least 90% of the gross
proceeds . . . must be deposited in a trust account maintained by an independent
trustee.” It is unclear how the release of funds earlier than the consummation of the
initial business combination would comport with this listing standard. We also note
that the exhibit is inconsistent with the disclosure in the prospectus, which states that 1.

December 18, 2025
Page 2
the proceeds will not be released from the trust account until the completion of your
initial business combination. Please reconcile the disclosure and advise how this
is consistent with the Nasdaq Listing Rule.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence
of action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            Please contact Jeffrey Lewis at 202-551-6216 or Wilson Lee at 202-551-3468 if you
have questions regarding comments on the financial statements and related matters. Please
contact Benjamin Holt at 202-551-6614 or David Link at 202-551-3356 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:Alex Weniger-Araujo, Esq.

CORRESP
 1
 filename1.htm

 D. Boral Capital LLC

 590 Madison Avenue 39th Floor

 New York, New York 10022

 December 18, 2025

 VIA EMAIL & EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Re: K2 Capital Acquisition Corporation (the "Company")

 Registration Statement on Form S-1 (Registration No. 333-290350)

 Ladies and Gentlemen:

 In accordance with Rule 461 of the General Rules and Regulations under
the Securities Act of 1933, as amended (the "Securities Act"), the undersigned hereby joins the request of the Company that
the effectiveness for the above-captioned Registration Statement on Form S-1 (the "Registration Statement") filed under the
Securities Act be accelerated by the Securities and Exchange Commission to 4:30 p.m. Eastern Time, on December 22, 2025, or as soon thereafter
as practicable, or at such other time as the Company or its outside counsel, Loeb & Loeb LLP, request by telephone that such Registration
Statement be declared effective.

 Pursuant to Rule 460 under the Securities Act, please be advised that
we will distribute to each underwriter, dealer or institution who is reasonably anticipated to participate in the offering as many copies
of the preliminary prospectus dated December 10, 2025 (the "Preliminary Prospectus") as appears to be reasonable to secure
adequate distribution of the Preliminary Prospectus.

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

 [Signature Page Follows]

 Very truly yours,

 D. Boral Capital LLC

 By:
 /s/ Philip Wiederlight

 Name:
 Philip Wiederlight

 Title:
 Chief Operating Officer

 [Signature Page – Acceleration Request]

CORRESP
 1
 filename1.htm

 K2 Capital Acquisition Corporation

 Suite 716, 10 Market Street

 Camana Bay, Grand Cayman KY1 9006

 Cayman Islands

 December 18, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 100 F Street, N.E.

 Washington, D.C. 20549

 RE:
 K2 Capital Acquisition Corp. (the "Company")

 Registration Statement on Form S-1, as amended

 (File No. 333-290350) (the "Registration Statement")

 Ladies and Gentlemen:

 The Company hereby requests,
pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, acceleration of effectiveness of the Registration Statement
so that such Registration Statement will become effective as of 4:30 p.m., Eastern Time, on December 22, 2025, or as soon thereafter as
practicable.

 The Company hereby acknowledges
that:

 ● Should the
Securities and Exchange Commission (the "Commission") or the Staff, acting pursuant to delegated authority, declare the Registration
Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

 ● The action
of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve
the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

 ● The Company
may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person
under the federal securities laws of the United States.

 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 Registration Statements in accordance with Rule 461 of Regulation C. Such
request may be made by an executive officer of the Company or by any attorney from the Company's U.S. counsel, Loeb & Loeb LLP.

 Very truly yours,

 K2 Capital Acquisition Corp.

 By:
 /s/ Karan Thakur

 Name:
 Karan Thakur

 Title:
 Chief Executive Officer

CORRESP
 1
 filename1.htm

 Alex Weniger-Araujo
Partner

345 Park Avenue
New York, NY 10154
 Direct 212.407.4063
 Main 212.407.4000
Fax 212.937.3943

 Via Edgar

 December 18, 2025

 Benjamin Holt

 David Link

 Jeffrey Lewis

 Wilson Lee

 Division of Corporation Finance

 U.S. Securities & Exchange Commission

 100 F Street, NE

 Washington, D.C. 20549

 Re:
 K2 Capital Acquisition Corp
Amendment No. 2 and No. 1 to Registration Statement on Form S-1
Filed December 10, 2025 and December 9, 2025, respectively
 File No. 333-290350

 Dear Mr. Holt, Mr. Link,
Mr. Lewis and Mr. Lee :

 On behalf of our client,
K2 Capital Acquisition Corp. (the "Company"), we hereby provide a response to the comments issued in a letter dated December
18, 2025 (the "Staff's Letter") regarding the Company's Registration Statement on Form S-1 (the "Registration
Statement"). Contemporaneously, we are publicly filing an Amended Registration Statement via Edgar (the "Amended Registration
Statement").

 In order to facilitate the
review by the Commission's staff (the "Staff") of the Amended Registration Statement, we have responded, on behalf of
the Company, to the comments set forth in the Staff's Letter on a point-by-point basis. The numbered paragraphs set forth below
respond to the Staff's comments and correspond to the numbered paragraph in the Staff's Letter.

 Los Angeles New York Chicago Nashville Washington,
DC Beijing Hong Kong www.loeb.com

 A limited liability partnership including professional corporations

 December 18, 2025
Page 2

 Amendment No. 1 to Registration Statement
on Form S-1 filed December 9, 2025

 Exhibits

 1.
 The trust account termination letter attached as Exhibit A to the Investment Management Trust Agreement filed as Exhibit 10.2 states that "counsel for the Company shall deliver to you written notification that the Business Combination has been consummated, or will be consummated substantially, concurrently with your transfer of funds to the accounts as directed by the Company . . . ." Nasdaq Listing Rule IM-5101-2(a) states that "[a]t least 90% of the gross proceeds . . . must be deposited in a trust account maintained by an independent trustee." It is unclear how the release of funds earlier than the consummation of the initial business combination would comport with this listing standard. We also note that the exhibit is inconsistent with the disclosure in the prospectus, which states that the proceeds will not be released from the trust account until the completion of your initial business combination. Please reconcile the disclosure and advise how this is consistent with the Nasdaq Listing Rule.

 Response: The Company has resubmitted a revised Exhibit 10.2 with the Amended Registration Statement.

 Please call me at 212-407-4063
if you would like additional information with respect to any of the foregoing. Thank you.

 /s/ Alex Weniger-Araujo

 Alex Weniger-Araujo

 Partner