0001193125-23-160243.txt : 20230605 0001193125-23-160243.hdr.sgml : 20230605 20230605061156 ACCESSION NUMBER: 0001193125-23-160243 CONFORMED SUBMISSION TYPE: RW PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230605 DATE AS OF CHANGE: 20230605 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Atlas Growth Acquisition Ltd CENTRAL INDEX KEY: 0001869089 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: RW SEC ACT: SEC FILE NUMBER: 333-257751 FILM NUMBER: 23991159 BUSINESS ADDRESS: STREET 1: TWO PACIFIC PLACE, 88, QUEENSWAY STREET 2: SUITE 3522, LEVEL 35 CITY: ADMIRALTY STATE: K3 ZIP: 00000 BUSINESS PHONE: 852 2218 7558 MAIL ADDRESS: STREET 1: TWO PACIFIC PLACE, 88, QUEENSWAY STREET 2: SUITE 3522, LEVEL 35 CITY: ADMIRALTY STATE: K3 ZIP: 00000 RW 1 d452001drw.htm RW RW

June 5, 2023

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-3561

Attention: Stacie Gorman / James Lopez

 

Re:

Atlas Growth Acquisition Limited

Application for Withdrawal of Registration Statement on Form S-1

(File No. 333- 257751)

Ladies and Gentlemen:

Reference is made to the Registration Statement on Form S-1 initially filed with the Securities and Exchange Commission (the “Commission”) by Atlas Growth Acquisition Limited (the “Registrant”) on July 7, 2021 (File No. 333-257751) (the “Registration Statement”). Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), the Registrant hereby applies for the withdrawal of the Registration Statement, together with all exhibits thereto, effective as of the date of this application or as soon as practicable thereafter. The Registrant has determined not to proceed with the proposed initial public offering of the securities contemplated by the Registration Statement at this time. Because the proposed offering will not occur, the Registrant believes that the withdrawal of the Registration Statement is consistent with the public interest and the protection of investors, as contemplated by Rule 477(a) of the Securities Act. The Registration Statement has not been declared effective by the Commission and the Registrant confirms that it has not sold any securities pursuant to the Registration Statement. The Registrant acknowledges that no refund will be made for fees paid to the Commission in connection with filing of the Registration Statement. The Registrant, however, requests that, in accordance with Rule 457(p) promulgated under the Securities Act, all fees paid to the Commission in connection with the filing of the Registration Statement be credited for future use. It is the Registrant’s understanding that this application for withdrawal of the Registration Statement will be deemed granted as of the date that it is filed with the Commission unless, within fifteen calendar days after such date, the Registrant receives notice from the Commission that this application will not be granted.

Should you have any questions regarding the foregoing application for withdrawal of the Registration Statement or if withdrawal will not be granted, please contact Giovanni Caruso of Loeb & Loeb LLP at (212) 407-4866.

 

Sincerely,
Atlas Growth Acquisition Limited

/s/ Sung June Hwang

Name: Sung June Hwang

Title: Chief Executive Officer