CORRESP 1 filename1.htm

 

September 4, 2025

 

VIA EDGAR

 

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Real Estate & Construction

100 F Street, N.E.

Washington, D.C. 20549

 

  Re: Talon Capital Corp.
    Registration Statement on Form S-1
    File No. 333-289674

 

Ladies and Gentlemen:

 

Pursuant to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), Cohen and Company Capital Markets,  a division of Cohen & Company Securities, LLC, as representative of the underwriters of the offering, hereby join the request of the Company that the effective date of the above-captioned Registration Statement be accelerated so as to permit it to become effective on September 8, 2025 at 4:00 p.m., Eastern time, or as soon thereafter as practicable.

 

Pursuant to Rule 460 of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish to advise you that, through September 4, 2025, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited to participate in the distribution of the security, as many copies, as well as “E-red” copies of the Preliminary Prospectus dated August 27, 2025, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

 

We have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

 

[Signature Page Follows]

 

 

 

Very truly yours,  
     
COHEN AND COMPANY CAPITAL MARKETS,
A DIVISION OF COHEN & COMPANY SECURITIES, LLC
   
By: /s/ Jerry Serowik  
Name: Jerry Serowik  
Title: Senior Managing Director; Head of Capital Markets