0001193125-23-017582.txt : 20230127 0001193125-23-017582.hdr.sgml : 20230127 20230127162200 ACCESSION NUMBER: 0001193125-23-017582 CONFORMED SUBMISSION TYPE: RW PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230127 DATE AS OF CHANGE: 20230127 FILER: COMPANY DATA: COMPANY CONFORMED NAME: C&W Acquisition Corp. CENTRAL INDEX KEY: 0001847530 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: RW SEC ACT: SEC FILE NUMBER: 333-254188 FILM NUMBER: 23563211 BUSINESS ADDRESS: STREET 1: 225 WEST WACKER DRIVE, SUITE 3000 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312-424-8285 MAIL ADDRESS: STREET 1: 225 WEST WACKER DRIVE, SUITE 3000 CITY: CHICAGO STATE: IL ZIP: 60606 RW 1 d434717drw.htm RW RW

C&W ACQUISITION CORP.

January 27, 2023

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Real Estate & Construction

100 F Street, N.E.

Washington, D.C. 20549

 

Attention:    Kristina Marrone
   Frank Knapp
   Patrick Costello
   James Lopez

Re: C&W Acquisition Corp.

Request for Withdrawal of Registration Statement on Form S-1

File No. 333-254188

CIK No. 0001847530

Ladies and Gentlemen:

Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), C&W Acquisition Corp. (the “Company”) hereby requests that the Registration Statement on Form S-1 (File No. 333-254188), initially filed with the Securities and Exchange Commission (the “Commission”) on March 12, 2021 (the “Registration Statement”) and all exhibits thereto, be withdrawn effective as of the date hereof or at the earliest practicable date hereafter.

The Company is seeking withdrawal of the Registration Statement because it is no longer pursuing an initial public offering of its units at this time. The Registration Statement has not been declared effective, and none of the Company’s securities have been sold pursuant to the Registration Statement. Based on the foregoing, the Company submits that the withdrawal of the Registration Statement is consistent with the public interest and the protection of investors, as contemplated by Rule 477(a).

The Company further requests that, in accordance with Rule 457(p) under the Securities Act, all fees paid to the Commission in connection with the filing of the Registration Statement be credited for future use.

Should you have any questions regarding these matters, please contact our counsel at Kirkland & Ellis LLP, Kevin M. Frank, at (312) 862-3373.

Thank you for your assistance in this matter.

 

Very truly yours,
C&W Acquisition Corp.

/s/ Nathaniel Robinson

Name:   Nathaniel Robinson
Title:   Chief Executive Officer and Chairman