December 10, 2021
VIA EDGAR
Jeffrey Gabor
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Re: | Genenta Science S.p.A. |
| Registration Statement on Form F-1 | |
| Registration No. 333-260923 |
Acceleration Request
Requested Date: December 14, 2021
Requested Time: 5:00 PM, Eastern Daylight Time
Dear Mr. Gabor:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), Roth Capital Partners, LLC, as representative of the several underwriters, hereby joins Genenta Science S.p.A. in requesting that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form F-1 (File No. 333-260923) (the “Registration Statement”) to become effective on December 14, 2021, at 5:00 PM, Eastern Daylight Time, or as soon as practicable thereafter.
Pursuant to Rule 460 under the Act, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement.
We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable.
[Signature Page Follows]
| Very truly yours, | ||
| Roth Capital Partners, LLC | ||
| By: | /s/ Aaron Gurewitz | |
| Name: | Aaron Gurewitz | |
| Title: | Head of Capital Markets | |
| cc: | Pierluigi Paracchi, Genenta Science S.p.A. |
| Ettore Santucci, Goodwin Procter LLP | |
| Thomas Levato, Goodwin Procter LLP | |
| Norwood Beveridge, Loeb & Loeb LLP |
[Signature Page to Acceleration Request]