Withdrawal of Registration Statement (rw)
28 February 2020 - 8:53AM
Edgar (US Regulatory)
February 27, 2020
VIA EDGAR
United States Securities and Exchange
Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-0406
Attention: Jacqueline Kaufman, Staff
Attorney
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Re:
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Allied Esports Entertainment, Inc.
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Request to Withdraw Registration Statement on Form S-1, as amended
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Registration No. 333-235602
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Ladies and Gentlemen:
Pursuant
to Rule 477 of Regulation C under the Securities Act of 1933, as amended, Allied Esports Entertainment, Inc. (the “Registrant”)
hereby respectfully requests that the Securities and Exchange Commission (the “Commission”) consent to the withdrawal
of the Registration Statement on Form S-1 (File No. 333-235602), together with all exhibits and amendments thereto (collectively,
the “Registration Statement”) effective as of the date hereof or as soon as practicable thereafter.
The
Registration Statement has not been declared effective and no securities covered by the Registration Statement have been issued
or sold. The Registrant has decided not to pursue the offering due to market conditions. Based on the foregoing, the Registrant
submits that the withdrawal of the Registration Statement is consistent with the public interest and protection of investors.
Pursuant
to Rule 477(b), the Registrant understands that this request for withdrawal of the Registration Statement will be deemed granted
as of the date hereof unless the Registrant receives notice from the Commission within 15 days of the date hereof that such request
will not be granted.
In
accordance with Rule 457(p) of Regulation C, the Registrant requests that all fees paid to the Commission in connection with the
filing of the Registration Statement be credited for future use.
Please
do not hesitate to contact Bradley Pederson, Esq. of Maslon LLP, counsel to the Registrant, at (612) 672-8341 with any questions
with regard to this matter.
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Sincerely,
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Allied Esports Entertainment, Inc.
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By:
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/s/ Frank Ng
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Chief Executive Officer
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cc: Bradley Pederson, Esq. (Maslon LLP)
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