EMPOWER LTD.
c/o MidOcean Partners
245 Park Avenue, 38th Floor
New York, NY 10167
June 22, 2021
VIA EDGAR
Jay Mumford
Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F Street, NE
Washington, D.C. 20549-3561
Re: | Empower Ltd. |
Registration Statement on Form S-4, as amended |
File No. 333-255133 |
Dear Mr. Mumford:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Empower Ltd. (the “Company”), hereby requests acceleration of the effective date of the above referenced Registration Statement to 4:00 p.m., Eastern Time, on June 24, 2021, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Gibson, Dunn & Crutcher LLP, request by telephone that such Registration Statement be declared effective.
Please contact Evan D’Amico of Gibson, Dunn & Crutcher LLP by telephone at (202) 887-3613 or via email at edamico@gibsondunn.com as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter.
Sincerely, |
/s/ Matthew Rubel |
Name: Matthew Rubel |
Title Executive Chairman and Chief Executive Officer |
cc: | Evan D’Amico |
Gibson, Dunn & Crutcher LLP