Roth Capital Partners, LLC
888 San Clemente Drive
Suite 400
Newport Beach, CA 92660
June 16, 2023
Via EDGAR
Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E.
Washington, D.C. 20549
Attention: Bradley Ecker
| RE: | Dragonfly Energy Holdings Corp. | |
| Withdrawal of Request for Acceleration of Effectiveness of Registration Statement | ||
| Registration Statement on Form S-1 (SEC File No. 333-272401) |
Ladies and Gentlemen:
Reference is made to our letter, filed as correspondence via EDGAR on June 14, 2023, in which we requested the acceleration of the effective date of the above-referenced Registration Statement for June 15, 2023, at 4:30 p.m. Eastern Time. We are no longer requesting that such Registration Statement be declared effective at this time, and we hereby formally withdraw our request for acceleration of the effective date.
| Very truly yours, | ||||
| ROTH CAPITAL PARTNERS, LLC, | ||||
| as representative of the several underwriters | ||||
| By: | /s/ Aaron M. Gurewitz | |||
| Name: | Aaron M. Gurewitz | |||
| Title: | President, Head of Investment Banking | |||
| cc: | James T. Seery, Duane Morris LLP | |||
