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AEVA Aeva

Filed: 21 Jun 21, 8:00pm

Aeva Technologies, Inc.

555 Ellis Street

Mountain View, California 94043

VIA EDGAR

June 22, 2021

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, NE

Washington, D.C. 20549

Attention: Beverly Singleton

 

Re:

Aeva Technologies, Inc.

  

Acceleration Request for Registration Statement on Form S-1

  

File No. 333-256919

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), Aeva Technologies, Inc. (the “Company”) hereby requests that the effective date and time of the above-referenced registration statement (the “Registration Statement”) be accelerated to June 24, 2021, at 4:00 p.m., Eastern Time, or as soon thereafter as practicable. In making this acceleration request, the Company acknowledges that it is aware of its responsibilities under the Act. Once the Registration Statement is effective, please orally confirm the event with our counsel, Goodwin Procter LLP, by calling Heidi Mayon at (650) 752-3227. We also respectfully request that a copy of the written order from the Securities and Exchange Commission (the “Commission”) verifying the effective time and date of the Registration Statement be sent to our counsel, Goodwin Procter LLP, Attention: Heidi Mayon

In connection with the foregoing, the Company hereby acknowledges the following:

 

  

should the Commission or the staff of the Commission, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

 

  

the action of the Commission or the staff of the Commission, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

 

  

the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

If you have any questions regarding this request, please contact Heidi Mayon of Goodwin Procter LLP at (650) 752-3227.

 

Sincerely,

 

Aeva Technologies, Inc.

/s/ Saurabh Sinha
Saurabh Sinha
Chief Financial Officer

 

cc:

Heidi Mayon, Goodwin Procter LLP