0001193125-21-237738.txt : 20210909 0001193125-21-237738.hdr.sgml : 20210909 20210805161858 ACCESSION NUMBER: 0001193125-21-237738 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Genesis Park Acquisition Corp. CENTRAL INDEX KEY: 0001819810 STANDARD INDUSTRIAL CLASSIFICATION: GUIDED MISSILES & SPACE VEHICLES & PARTS [3760] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 8226 PHILIPS HIGHWAY, SUITE 101 CITY: JACKSONVILLE STATE: FL ZIP: 32256 BUSINESS PHONE: 650 701-7722 MAIL ADDRESS: STREET 1: 8226 PHILIPS HIGHWAY, SUITE 101 CITY: JACKSONVILLE STATE: FL ZIP: 32256 FORMER COMPANY: FORMER CONFORMED NAME: Genesis Park Acquisition Corp. DATE OF NAME CHANGE: 20200731 CORRESP 1 filename1.htm CORRESP

Genesis Park Acquisition Corp.

2000 Edwards Street, Suite B

Houston, Texas 77007

August 5, 2021

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Manufacturing

100 F Street

Washington, D.C. 20549-7010

Attn: Melissa Gilmore, Andrew Blume, Sergio Chinos, Asia Timmons-Pierce

 

  Re:

Genesis Park Acquisition Corp.

      

Registration Statement on Form S-4

      

Filed July 6, 2021

      

File No. 333-257710

Ladies and Gentlemen:

This letter sets forth the responses of Genesis Park Acquisition Corp. (the “Company” or “GPAC”) to the comments of the staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission set forth in the Staff’s letter, dated August 3, 2021, with respect to the Company’s Registration Statement on Form S-4 filed on July 6, 2021 (the “Registration Statement”).

The full text of the Staff’s comments has been included in this letter for your convenience.

Concurrently with the submission of this letter, the Company is publicly filing Amendment No. 1 to its Registration Statement on Form S-4 (the “Amended Registration Statement”). The Amended Registration Statement addresses the Staff’s comments and updates or clarifies certain other information in the Registration Statement. The Company is also providing the Staff a marked proof of the Amended Registration Statement showing all changes made to the Registration Statement.

Registration Statement on Form S-4 filed July 6, 2021

Q: Do the Sponsor or any of GPAC’s directors or executive officers have interests that are different from..., page xv

 

1.

Please revise the fourth bullet point to include the number of private placement warrants held by the Sponsor.

Response: The Company has revised the fourth bullet point on page xv of the Amended Registration Statement to address the Staff’s comment, and has made conforming changes on pages 19, 66 and 135 of the Amended Registration Statement.


U.S. Securities and Exchange Commission

August 5, 2021

Page 2

 

Description of Greenhill’s Discussion Materials, page 131

 

2.

We note your response to prior comment 9 and the disclosure added on page 131. Please revise to include financial analysis results and underlying data.

Response: The Company has revised the disclosure on pages 131 through 136 of the Amended Registration Statement to address the Staff’s comment.

If you have any questions related to this letter, please do not hesitate to contact Bill Gump at (212) 728-8285, Angela Olivarez at (713) 510-1710 or Jesse Myers at (713) 510-1709 of Willkie Farr & Gallagher LLP.

 

Sincerely,
/s/ Paul W. Hobby

Paul W. Hobby

Chief Executive Officer

Via E-mail:

 

cc:

William H. Gump

    

Angela Olivarez

    

Jesse P. Myers

    

Willkie Farr & Gallagher LLP

 

    

Robert M. Hayward, P.C.

    

Alexander M. Schwartz

    

Kirkland & Ellis LLP