Form RW - Registration Withdrawal Request
18 Dezembro 2023 - 3:11PM
Edgar (US Regulatory)
December 18, 2023
VIA EDGAR
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: | Appreciate Holdings, Inc.
Withdrawal of Registration Statement on Form S-1
File No. 333-269085 |
Ladies and Gentlemen:
Pursuant to Rule 477 of the
Securities Act of 1933, as amended (“Securities Act”), Appreciate Holdings, Inc. (the “Company”), hereby requests
the immediate withdrawal of its Registration Statement on Form S-1 (File No. 333-269085), initially filed with the Securities and Exchange
Commission (the “SEC”) on December 30, 2022, together with all amendments and exhibits thereto (the “Registration Statement”),
with such application to be approved effective as of the date hereof or at the earliest practical date thereafter.
The Company is seeking withdrawal
of the Registration Statement as it does not intend to pursue the contemplated offering of the securities covered by the Registration
Statement at this time. The Registration Statement has not been declared effective and no securities of the Company were sold pursuant
to the Registration Statement.
The Company requests that,
in accordance with Rule 457(p) under the Securities Act, all fees paid to the SEC in connection with the filing of the Registration Statement
be credited for future use.
If you have any further questions
regarding this request for withdrawal, or if you require any additional information, please contact Philip T. Colton, Esq. of Winthrop
& Weinstine, P.A. at (612) 604-6729.
Very truly yours,
APPRECIATE HOLDINGS, INC. |
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By: |
/s/ Christopher Laurence |
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Name: |
Christopher Laurence |
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Title: |
Chief Executive Officer |
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