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601 Lexington Avenue New York, New York 10022
(212) 446-4800
www.kirkland.com | Facsimile: (212) 446-4900 | |
June 15, 2023
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F Street, NE
Washington, D.C. 20549
Attn: John Cannarella
Gus Rodriguez
| Re: | Iconic Sports Acquisition Corp. | |
| Form 10-K for the Year ended December 31, 2022 | ||
| Filed March 31, 2023 | ||
| File No. 001-40953 |
Ladies and Gentlemen:
This letter is sent on behalf of Iconic Sports Acquisition Corp. (the “Company”) in response to the comment that the staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) issued to the Company on June 12, 2023.
As discussed with the Staff on June 12, 2023, we respectfully advise the Staff that a risk factor entitled “We may not be able to complete an initial business combination with certain potential target companies if a proposed transaction with the target company may be subject to review or approval by regulatory authorities pursuant to certain U.S. or foreign laws or regulations.” is included in the Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Commission on March 31, 2023, and includes the disclosure we believe is responsive to the Staff’s comment.
If you have any questions related to this letter, please direct any such requests or questions to Christian O. Nagler of Kirkland & Ellis LLP at 212-446-4660 or christian.nagler@kirkland.com.
| Sincerely, | |
| /s/ Christian O. Nagler | |
| Kirkland & Ellis LLP |
cc: Via E-Mail
Fausto Zanetton, Chief Executive Officer and Chief Financial Officer
Tommy Aylmer, Executive Vice President
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