0001851734-22-000521.txt : 20220901 0001851734-22-000521.hdr.sgml : 20220901 20220901160535 ACCESSION NUMBER: 0001851734-22-000521 CONFORMED SUBMISSION TYPE: RW PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220901 DATE AS OF CHANGE: 20220901 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AutoWeb, Inc. CENTRAL INDEX KEY: 0001023364 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 330711569 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: RW SEC ACT: SEC FILE NUMBER: 333-249876 FILM NUMBER: 221221005 BUSINESS ADDRESS: STREET 1: 400 NORTH ASHLEY DRIVE STREET 2: SUITE 300 CITY: TAMPA STATE: FL ZIP: 33602 BUSINESS PHONE: 9492254500 MAIL ADDRESS: STREET 1: 6410 OAK CANYON STREET 2: SUITE 250 CITY: IRVINE STATE: CA ZIP: 92618 FORMER COMPANY: FORMER CONFORMED NAME: AUTOBYTEL INC DATE OF NAME CHANGE: 20100628 FORMER COMPANY: FORMER CONFORMED NAME: AUTOBYTEL INC DATE OF NAME CHANGE: 20010905 FORMER COMPANY: FORMER CONFORMED NAME: AUTOBYTEL COM INC DATE OF NAME CHANGE: 19981230 RW 1 auto20220830_rw.htm FORM RW auto20220830_rw.htm

AutoWeb, Inc.

400 North Ashley Drive, Suite 300

Tampa, Florida 33602-4314

 

August 31, 2022

 

Via EDGAR

U.S. Securities and Exchange Commission

100 F Street N.E.

Washington, DC 20549

 

Re:     AutoWeb, Inc.
Registration Statement on Form S-3
(Registration No. 333-249876)

 

Ladies and Gentlemen:

 

Pursuant to Rule 477 of the Rules and Regulations promulgated under the Securities Act of 1933, as amended (the “Securities Act”), AutoWeb, Inc. (the “Company”) hereby respectfully requests that the U.S. Securities and Exchange Commission (the “Commission”) consent to the withdrawal of the above-referenced registration statement on Form S-3 (the “Registration Statement”) together with all amendments and exhibits thereto, and that such withdrawal be effective as of the date hereof or at the earliest practicable date hereafter. The Registration Statement was initially filed by the Company with the Commission on November 5, 2020 and was declared effective on November 10, 2020.

 

On August 31, 2022, pursuant to the terms of the Agreement and Plan of Merger, dated as of July 24, 2022, by and among the Company, Unity AC 1, LLC, a Delaware limited liability company (“Parent”), and Unity AC 2, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), Purchaser merged with and into the Company with the Company surviving the merger as a wholly owned subsidiary of Parent (the “Merger”).

 

As a result of the Merger, the Company has elected not to pursue the sale of securities pursuant to the Registration Statement, and no securities have been offered or sold pursuant to the Registration Statement.

 

If you have any questions regarding this application, please contact Stewart McDowell of Gibson, Dunn & Crutcher LLP, the Company’s legal counsel, at (415) 393-8322.

 

 

[Signature page follows]

 

 

 

 

 

 

Very truly yours,

 

 

AUTOWEB, INC.

 

 

By: /s/ Glenn E. Fuller                                   

Name: Glenn E. Fuller

Title:  Executive Vice President, Chief Legal

           Officer and Secretary

 

 

 

cc: Stewart McDowell

  Gibson, Dunn & Crutcher LLP