DAVID A. SAKOWITZ
Partner
(212) 294-2639
DSakowitz@winston.com
December 1, 2020
VIA EDGAR
Todd K. Schiffman
Pam Long
Division of Corporation Finance
Office of Real Estate & Construction
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: | Seven Oaks Acquisition Corp. |
Draft Registration Statement on Form S-1 | |
Submitted October 20, 2020 | |
CIK No. 0001828672 |
Dear Mr. Schiffman and Ms. Long:
On behalf of our client, Seven Oaks Acquisition Corp. (the “Company”), we are writing to submit the Company’s responses to the comments of the staff (the “Staff”) of the Division of Corporation Finance of the United States Securities and Exchange Commission (the “Commission”) set forth in its letter, dated November 16, 2020, relating to the Company’s Draft Registration Statement on Form S-1 confidentially submitted to the Commission on October 20, 2020 (the “Draft Registration Statement”).
The Company has filed via EDGAR its Registration Statement on Form S-1 (the “Form S-1”), which reflects the Company’s responses to the comments received by the Staff and certain updated information.
We have set forth below the comments in the Staff’s letter, in bold, and the Company’s responses thereto.
Draft Registration Statement on Form S-1 submitted October 20, 2020
General
1. | As it appears that JonesTrading may be affiliated with the company through Jones & Associates, please tell us whether it intends to make a market in any of your securities. If so, please amend the filing to register the market-making activities of JonesTrading, including the footnote to the fee table and alternate pages for the market-making prospectus. |
December 1, 2020 Page 2 |
Response: The Company notes the Staff’s comment and supplementally advises the Staff that neither JonesTrading Institutional Services LLC nor Jones & Associates, Inc. makes markets and, as such, neither will engage in any market-making activities in the Company’s securities.
Please contact me at (212) 294-2639 if you have any questions or require any additional information in connection with this letter or the Form S-1.
Very truly yours, | ||
/s/ David A. Sakowitz | ||
David A. Sakowitz |
cc: | Gary S. Matthews |
Seven Oaks Acquisition Corp. |
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