NELSON MULLINS RILEY & SCARBOROUGH LLP ATTORNEYS AND COUNSELORS AT LAW | |
Andrew M. Tucker andy.tucker@nelsonmullins.com | 101 Constitution Ave, NW, Suite 900 Washington, DC 20001 T: 202.689.2800 F: 202.689.2860 nelsonmullins.com |
August 28, 2023
Via EDGAR
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Attention: | Ms. Taylor Beech Ms. Erin Jaskot |
RE: | Data Knights Acquisition Corp. Amendment No. 9 to Registration on Form S-4 Filed August 28, 2023 File No. 333-266274 |
On behalf of Data Knights Acquisition Corp. (the “Company”), we are hereby responding to the letter dated August 15, 2023 (the “Comment Letter”) from the staff (the “Staff”) of the Securities and Exchange Commission (“SEC” or the “Commission”), regarding the Company’s Amendment No. 7 to Registration Statement on Form S-4 filed August 2, 2023 and the Company’s Amendment No. 8 to Registration Statement on Form S-4 filed August 8, 2023 (collectively, the “Registration Statement”). In response to the Comment Letter and to update certain information in the Registration Statement, the Company is submitting its Amendment No. 9 to the Registration Statement (the “Amended Registration Statement”) with the Commission today.
Capitalized terms used but not defined in this letter have the meanings as defined in the Amended Registration Statement.
For ease of reference, the text of the Staff’s comment is included in bold-face type below, followed by the Company’s response.
Amendment No. 7 and Amendment No. 8 to Registration Statement on Form S-4
1. | What equity stake will current stockholders of Data Knights hold after the Closing on page 12 and 110 . |
Response: The Amended Registration Statement has been revised on page 12 and 110 to break apart the “Others” category and provide the requested information.
California | Colorado | District of Columbia | Florida | Georgia | Illinois | Maryland | Massachusetts | Minnesota
New York | North Carolina | Ohio | Pennsylvania | South Carolina | Tennessee | Texas | Virginia | West Virginia
Securities and Exchange Commission
August 28, 2023
Page 2
Given the Company’s time constraints to complete the Business Combination, we would be very appreciative of the Staff’s expeditious review of the Company’s responses and updates to the Amended Registration Statement. Please contact me with any questions or follow up requests. I can be reached at 202-689-2987 or andy.tucker@nelsonmullins.com. Thank you very much for your assistance.
Very truly yours, | |
Andrew M. Tucker |
AMT