United States securities and exchange commission logo
October 14, 2020
Edward Scheetz
Chief Executive Officer
Ventoux CCM Acquisition Corp.
1 East Putnam Avenue, Floor 4
Greenwich, CT 06830
Re: Ventoux CCM
Acquisition Corp.
Amendment No. 1 to
Draft Registration
Statement on Form S-1
Submitted September
29, 2020
CIK 0001822145
Dear Mr. Scheetz:
We have reviewed your amended draft registration statement 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 the
comment and your
amended draft registration statement or filed registration statement, we
may have additional
comments.
Draft Registration Statement on Form S-1 submitted on September 29, 2020
General
1. We note your response
to comment 1. Please revise your cover page to provide prominent
disclosure of the fact
you may require stockholders to vote for or against the business
combination to be able
to redeem their shares and that stockholders who do not vote, or
who abstain from
voting, on the business combination will not be able to redeem their
shares. Also address
this fact in the relevant discussions regarding redemption rights
throughout the
prospectus.
You may contact Eric
Mcphee at 202-551-3693 or Isaac Esquivel at 202-551-3395 if you
Edward Scheetz
Ventoux CCM Acquisition Corp.
October 14, 2020
Page 2
have questions regarding comments on the financial statements and related
matters. Please
contact David Link at 202-551-3356 or Pam Long at 202-551-3765 with any other
questions.
Sincerely,
FirstName LastNameEdward Scheetz
Division of
Corporation Finance
Comapany NameVentoux CCM Acquisition Corp.
Office of Real Estate
& Construction
October 14, 2020 Page 2
cc: Giovanni Caruso
FirstName LastName