
| Sidley Austin LLP One South Dearborn Street Chicago, IL 60603 +1 312 853 7000 +1 312 853 7036 AMERICA ● ASIA PACIFIC ● EUROPE | mheinz@sidley.com +1 312 853 2071 |
March 9, 2021
VIA EDGAR SUBMISSION
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Jay Ingram
Heather Clark
Martin James
Re: | Hennessy Capital Investment Corp. VI Draft Registration Statement on Form S-1 Submitted February 5, 2021 CIK No. 0001842937 |
Ladies and Gentlemen:
On behalf of Hennessy Capital Investment Corp. VI (the “Company”), we transmit herewith the above-referenced Registration Statement on Form S-1 (the “Registration Statement”) via the Commission’s EDGAR system. In this letter, we respond to the comments of the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) contained in the Staff’s letter dated March 1, 2021 (the “Letter”). For ease of reference, the numbered paragraphs below correspond to the numbered comments in the Letter, with the Staff’s comments presented in bold font type.
The responses below follow the sequentially numbered comments from the Letter. All page references in the responses set forth below refer to page numbers in the Registration Statement. Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in the Registration Statement.

U.S. Securities and Exchange Commission
March 9, 2021
Page 2
Draft Registration Statement on Form S-1 submitted February 5, 2021
General
| 1. | Please identify the underwriter in your next filing. |
Response: In response to the Staff’s comment, the Company has identified the underwriters throughout the Registration Statement.
Summary Financial Data, page 28
| 2. | Please revise to disclose the nature of the "As Adjusted" column or cross reference to where such information is disclosed in the S-1. |
Response: In response to the Staff’s comment, the Company has revised the disclosure on page 29 of the Registration Statement accordingly.
If you have any questions regarding the foregoing or the Registration Statement, please contact the undersigned at (312) 853-2071.
| | Very truly yours, |
| | |
| | /s/Michael P. Heinz |
| | Michael P. Heinz |
| cc: | Daniel J. Hennessy, Hennessy Capital Investment Corp. VI |