April 26, 2019
VIA EDGAR
U.S. Securities and Exchange Commission
100 F Street, N.E.
Division of Corporation Finance Office
of Transportation and Leisure
Washington, D.C. 20549
Attn: Jay Ingram
Re: | GX Acquisition Corp. |
Draft Registration Statement on Form S-1
Submitted November 5, 2018
CIK No. 1752828
Dear Mr. Ingram:
GX Acquisition Corp. (the “Corporation,” “we,” “our” or “us”) hereby transmits its response to the comment letter received from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”), dated April 10, 2019, regarding the revised Draft Registration Statement on Form S-1 submitted on March 28, 2019.
For the Staff’s convenience, we have repeated below the Staff’s comments in bold, and have followed each comment with the Company’s response.
Form DRS/A submitted 3/28/2019
General
1. | We note that your forum selection provision identifies the Court of Chancery of the State of Delaware and the federal district court for the District of Delaware as the exclusive forum for any action arising under the Securities Act. Please revise your disclosure to highlight the uncertainty relating to the enforceability of such a provision. |
We have revised the indicated disclosure per the Staff’s request.
We thank the Staff in advance for its consideration of these changes. Should you have any questions regarding the foregoing, please contact our outside counsel, Stuart Neuhauser, Esq. of Ellenoff Grossman & Schole LLP at (212) 370-1300.
Sincerely, | ||
By: | /s/ Jay R. Bloom | |
Name: | Jay R. Bloom |
cc: Stuart Neuhauser, Esq.