United States securities and exchange commission logo
September 15, 2020
Andrei Scrivens
Chief Financial Officer
Gaming & Hospitality Acquisition Corp.
3755 Breakthrough Way #300
Las Vegas, Nevada 89135
Re: Gaming &
Hospitality Acquisition Corp.
Draft Registration
Statement on Form S-1
Submitted July 31,
2020
CIK No. 0001806156
Dear Mr. Scrivens:
We have reviewed your response letter filed on September 11,
2020 and have the
following comment. In our comment, we may ask you to provide us with
information so we may
better understand your disclosure.
Please respond to this letter by providing the requested
information and either submitting
an amended draft registration statement or publicly filing your
registration statement on
EDGAR. If you do not believe our comment applies to your facts and
circumstances or do not
believe an amendment is appropriate, please tell us why in your
response.
After reviewing the information you provide in response to our
comment and your
amended draft registration statement or filed registration statement, we
may have additional
comments.
Draft Registration Statement on Form S-1 Submitted July 31, 2020
Affinity Gaming Business, page 133
1. We note your response
to our comment. We remain unclear how your disclosure of
Affinity Gaming's
operations provides proper balance and context without also disclosing
expenses and/or net
earnings. Please revise your disclosure or explain why no revision is
necessary.
Andrei Scrivens
FirstName
Gaming & LastNameAndrei Scrivens
Hospitality Acquisition Corp.
Comapany 15,
September NameGaming
2020 & Hospitality Acquisition Corp.
September
Page 2 15, 2020 Page 2
FirstName LastName
You may contact Howard Efron at (202) 551-3439 or Robert Telewicz at
(202) 551-3438
if you have questions regarding comments on the financial statements and
related matters. Please
contact Pamela Long at (202) 551-3765 or Joel Parker at (202) 551-3651 with any
other
questions.
Sincerely,
Division of
Corporation Finance
Office of Real
Estate & Construction