United States securities and exchange commission logo
January 5, 2023
Michael Blitzer
Co-Chief Executive Officer
Inflection Point Acquisition Corp.
34 East 51st Street, 5th Floor
New York, NY 10022
Re: Inflection Point
Acquisition Corp.
Amendment No. 2 to
Registration Statement on Form S-4
Filed December 23,
2022
File No. 333-267846
Dear Michael Blitzer:
We have reviewed your amended registration statement and have the
following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by amending your registration
statement and providing the
requested information. If you do not believe our comments apply to your
facts and
circumstances or do not believe an amendment is appropriate, please tell
us why in your
response.
After reviewing any amendment to your registration statement and
the information you
provide in response to these comments, we may have additional comments.
Amendment No. 2 to Registration Statement on Form S-4 filed December 23,
2022
General
1. Refer to the top of
page 145. With a view toward clarified disclosure, please tell us what
role/services each
capital markets advisor will provide to the target and the reasons for
engaging three separate
entities as capital markets advisor.
You may contact Beverly Singleton at 202-551-3328 or Anne
McConnell at 202-551-
3709 if you have questions regarding comments on the financial
statements and related
matters. Please contact Alex King at 202-551-8631 or Geoffrey Kruczek at
202-551-3641 with
any other questions.
Michael Blitzer
Inflection Point Acquisition Corp.
January 5, 2023
Page 2
Sincerely,
FirstName LastNameMichael Blitzer
Division of Corporation
Finance
Comapany NameInflection Point Acquisition Corp.
Office of Manufacturing
January 5, 2023 Page 2
cc: Joel Rubinstein
FirstName LastName