Paul, Weiss, Rifkind, Wharton & Garrison LLP
1285 Avenue of the Americas
New York, New York 10019-6064
March 22, 2021
VIA EDGAR AND FEDERAL EXPRESS
Jane Park
Division of Corporation Finance
Office of Life Sciences
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: | SOAR Technology Acquisition Corp. |
Registration Statement on Form S-1
Filed February 18, 2021
File No. 333-253273
Dear Ms. Park:
On behalf of SOAR Technology Acquisition Corp., a Cayman Islands exempted company (the Company), we hereby submit in electronic form the accompanying Amendment No. 1 (Amendment No. 1) to the Registration Statement on Form S-1 of the Company (the Registration Statement), together with exhibits, marked to indicate changes from the Registration Statement filed with the Securities and Exchange Commission (the Commission) on February 18, 2021.
Amendment No. 1 reflects changes made in response to a comment received in a letter from the Staff of the Commission (the Staff), dated March 18, 2021, and certain other updates. Set forth below is the Companys response to the Staffs comment.
For your convenience, we have set forth below the Staffs comment followed by the Companys response thereto. References in the response to page numbers are to Amendment No. 1.
Registration Statement on Form S-1
Risk Factors
Our warrant agreement will designate the courts of the State of New York or the United States District Court..., page 79
1. | Please revise this risk factor to disclose that there is also a risk that your exclusive forum provision may result in increased costs for investors to bring a claim. |
Response: The Company has revised the risk factor in response to the Staffs comment. Please see page 80 of Amendment No. 1.
Jane Park
Securities and Exchange Commission
Division of Corporation Finance
Office of Life Sciences
March 22, 2021
Page 2
* * *
If you have any questions regarding Amendment No. 1 or the response contained in this letter, please do not hesitate to contact the undersigned at (212) 373-3434.
Sincerely, |
/s/ Christopher J. Cummings |
cc: | Franklin Wyman |
Kate Tillan
Ada D. Sarmento
Securities and Exchange Commission.
Joe Poulin
Vicky Bathija
Mark J. Coleman
SOAR Technology Acquisition Corp.
Joel L. Rubinstein
Elliott M. Smith
White & Case LLP
Steve Centa
Paul, Weiss, Rifkind, Wharton & Garrison LLP