Form RW - Registration Withdrawal Request
19 Agosto 2024 - 3:36PM
Edgar (US Regulatory)
Mega
Matrix Corp.
3000
El Camino Real, Bldg. 4, Suite 200
Palo
Alto, CA 94306
August
19, 2024
VIA
EDGAR
Securities
and Exchange Commission
Division
of Corporation Finance
100
F Street, N.E.
Washington,
D.C. 20549
| Attention: |
Austin Stanton |
|
| |
Lulu Cheng |
|
| |
Re: |
Mega Matrix Corp. |
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|
Withdrawal of Registration Statement on Form S-3 |
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File No.: 333-278877 |
Ladies
and Gentlemen:
Pursuant
to Rule 477 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), Mega Matrix, Corp. (the “Company”)
hereby respectfully requests that the U.S. Securities and Exchange Commission (the “Commission”) consent to the withdrawal
of the Company’s registration statement on Form S-3 (File No. 333-278877), together with the exhibits and amendments thereto, which
was initially filed with the Commission on April 23, 2024 (the “Registration Statement”), as of the date hereof or at the
earliest practicable date hereafter.
The
Company has determined not to pursue, at this time, the shelf public offering to which the Registration Statement relates. The Registration
Statement has not been declared effective by the Commission and no securities have been issued or sold under the Registration Statement.
Accordingly, withdrawal of the Registration Statement is consistent with the public interest and the protection of investors, as contemplated
by paragraph (a) of Rule 477.
The
Company acknowledges that no refund will be made for fees paid to the Commission in connection with the filing of the Registration Statement.
However, the Company respectfully requests, in accordance with Rule 457(p) under the Securities Act, that all fees paid to the Commission
in connection with the filing of the Registration Statement be credited to the Company’s account to be offset against the filing
fee for any future registration statement or registration statements.
If
you have questions regarding this request, please contact the Company’s legal counsel, John Yung of Lewis Brisbois Bisgaard &
Smith LLP at (916) 646-8288.
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Very Truly Yours, |
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Mega Matrix Corp.. |
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By: |
/s/ Yucheng Hu |
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Name: |
Yucheng Hu |
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Title: |
Chief Executive Officer |
Mega Matrix (AMEX:MTMT)
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De Jul 2024 a Ago 2024
Mega Matrix (AMEX:MTMT)
Gráfica de Acción Histórica
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