CORRESP 1 filename1.htm

 

 

ThinkEquity LLC
17 State Street, 41st Floor
New York, NY 10004

 

August 2, 2022

 

VIA EDGAR

 

U.S. Securities and Exchange Commission
100 F St., NE
Washington, D.C. 20549

 

  Re: Forza X1, Inc.
    Registration Statement on Form S-1, as amended
File No: 333-261884
Request for Acceleration

 

Ladies and Gentlemen:

 

Pursuant to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, ThinkEquity LLC, as representative of the underwriters, hereby requests acceleration of the effective date of the above-referenced Registration Statement so that it will become effective at 5:00 p.m. Eastern Time on Wednesday, August 10, 2022, or as soon thereafter as practicable.

 

Pursuant to Rule 460 under the Securities Act, please be advised that there will be distributed to each underwriter, who is reasonably anticipated to be invited to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

 

The undersigned confirms that it has complied with and will continue to comply with, and it has been informed or will be informed by participating dealers that they have complied with or will comply with, Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended, in connection with the above-referenced issue.

 

  Very truly yours,
  ThinkEquity LLC
     
  By: /s/ Eric Lord
  Name: Eric Lord
  Title: Head of Investment Banking