November 12, 2021
VIA EDGAR AND E-MAIL
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-6010
Attention: Andi Carpenter
Anne McConnell
Geoff Kruczek
Asia Timmons-Pierce
Re: Sono Group N.V.
Registration Statement on Form F-1 (File No. 333-260432)
Ladies and Gentlemen:
In connection with the above-captioned Registration Statement and offering, we, the representatives of the underwriters (the “Representatives”), wish to advise you that, pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended, the underwriters have distributed approximately 1,000 copies of the Preliminary Prospectus dated November 8, 2021 through the date hereof, to underwriters, dealers, institutions and others.
We confirm that we will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the proposed offering.
In accordance with Rule 461 of the Securities Act, we hereby join in the request of the registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:00 p.m. Eastern Time, on November 16, 2021 or as soon thereafter as practicable.
[signature page follows]
Very truly yours, | ||
BERENBERG CAPITAL MARKETS LLC | ||
For themselves and as representatives of the syndicate of underwriters for the offering | ||
By: BERENBERG CAPITAL MARKETS LLC | ||
By: | /s/ Zachary Brantly | |
Name: Zachary Brantly | ||
Title: Head of U.S. Investment Banking | ||
By: | /s/ Matthew Rosenblatt | |
Name: Matthew Rosenblatt | ||
Title: CCO & Ops Principal |
[SIGNATURE PAGE TO ACCELERATION REQUEST OF THE UNDERWRITERS]
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