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                             January 21, 2021

       Joseph S. Sambuco
       Chairman of the Board of Directors
       Colonnade Acquisition Corp.
       1400 Centrepark Blvd, Ste 810
       West Palm Beach, FL 33401

                                                        Re: Colonnade
Acquisition Corp.
                                                            Registration
Statement on Form S-4
                                                            Filed December 22,
2020
                                                            File No. 333-251611

       Dear Mr. Sambuco:

              We have reviewed your filing and have the following comments. In
some of our
       comments, we may ask you to provide us with information so we may better
understand your
       disclosure.

              Please respond to these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Registration Statement on Form S-4 Submitted on December 22, 2020

       Comparative Share Information, page 49

   1.                                                   Disclose pro forma book
value per share for Colonnade and Ouster. We refer you to our
                                                        pro forma balance sheet
comments below.
       Projected Financial Information, page 135

   2.                                                   We note that the
disclosed prospective financial information for Ouster, Inc. is a summary
                                                        of projections provided
by Ouster to CLA. Tell us whether any other information was
                                                        provided to CLA to
support the projections. If so, disclose the material estimates and
                                                        hypothetical
assumptions upon which they are based.
 Joseph S. Sambuco
FirstName
Colonnade LastNameJoseph
           Acquisition Corp.S. Sambuco
Comapany
January 21,NameColonnade
            2021            Acquisition Corp.
January
Page 2 21, 2021 Page 2
FirstName LastName
Unaudited Pro Forma Condensed Combined Financial Information, page 177

3.       We note that the table on page 180 reflects post-merger ownership
interests under two
         conditions: no redemption and full redemption by former CLA Class A
shareholders.
         Please expand your disclosures to clarify how the ownership interests
of the various
         parties will change depending upon an actual redemption of CLA Class A
between these
         two polar extremes.
4.       We note for accounting purposes, the Business Combination will be
treated as a reverse
         recapitalization of Ouster, the equivalent of Ouster issuing stock for
the net assets
         (primarily cash) of CLA, accompanied by a recapitalization. In light
of this conclusion, it
         is unclear why you refer to the merger as a business combination or
disclose why Ouster
         has been determined to be an accounting acquirer. Please revise your
disclosures on page
         177 and elsewhere throughout your filing so that they are consistent
with your accounting
         conclusion.
Unaudited Pro Forma Condensed Combined Balance Sheet, page 181

5.       Please revise the pro forma balance sheet to present first a Colonnade
pro forma balance
         sheet assuming no redemptions and a Colonnade pro forma balance sheet
assuming
         maximum redemptions, before presenting the pro forma combined balance
sheets. In
         separate adjustment columns following the Colonnade historical balance
sheet, present pro
         forma adjustments to give effect to:
             the liquidation and reclassification of $200.0 million of
investments held in the trust
             account to cash;
             the payment of $7.0 million of deferred underwriters    fees; and
             the reclassification of CLA common stock subject to possible
redemption to
             permanent equity, assuming no redemptions.
6.       Please present an Ouster, Inc. pro forma balance sheet before
presenting the pro forma
         combined balance sheets. Present in a separate column following the
Ouster, Inc.
         historical balance sheet, pro forma adjustments to give effect to:
             the conversion of all outstanding shares of Ouster   s redeemable
convertible preferred
              stock into shares of Ouster common stock;
             the net share settlement of all outstanding Ouster warrants and
the elimination of the
              warrant liability; and
             an accrual for the estimated direct and incremental transaction
costs incurred by
              Ouster related to the Business Combination.
7.       Please disclose in footnote 2(J) the ratio of the exchange of Ouster
common stock for
         Ouster PubCo common stock.
 Joseph S. Sambuco
FirstName
Colonnade LastNameJoseph
           Acquisition Corp.S. Sambuco
Comapany
January 21,NameColonnade
            2021            Acquisition Corp.
January
Page 3 21, 2021 Page 3
FirstName LastName
Information about Ouster
Market Opportunity, page 203

8.       Please disclose the material facts and underlying assumptions that
support your internal
         estimate that your global total addressable market will be more than
$8 billion by 2025.
Facilities, page 219

9.       Please file your material leases as exhibits to the registration
statement. See Item
         601(b)(10) of Regulation S-K.
Ouster   s Management   s Discussion and Analysis of Financial Condition and
Results of
Operations, page 220

10.      Tell us whether there are any financial metrics used by Ouster's
management to evaluate
         financial performance.
Executive Compensation, page 246

11.      Please provide 2019 and 2020 compensation information for Ouster   s
named executive
         officers. See Item Instruction 1 to 402(c) of Regulation S-K.
Exclusive Forum, page 265

12.      We note that the exclusive forum provision under Ouster PubCo   s
Proposed Certificate of
         Incorporation designates the federal district courts of the United
States as the exclusive
         forum for Securities Act claims. Please state that investors cannot
waive compliance with
         the federal securities laws and the rules and regulations thereunder.
Additionally, please
         highlight potential enforceability concerns in light of the fact that
Section 22 of the
         Securities Act creates concurrent jurisdiction for federal and state
courts over all suits
         brought to enforce any duty or liability created by the Securities Act
or the rules and
         regulations thereunder.
Ouster, Inc. Financial Statements
Consolidated Statements of Operations and Comprehensive Loss, page F-63

13.      Please revise the income statement line-item description "Gross
Profit" to indicate there
         was a gross loss. Similarly revise the interim period income statement
and the pro forma
         income statements.
General

14.      Please provide us with copies of all written communications, as
defined in Securities Act
         Rule 405, that you, or anyone authorized to do so on your behalf,
present to potential
         investors in reliance on Securities Act Section 5(d), whether or not
they retain copies of
         the communications.
 Joseph S. Sambuco
Colonnade Acquisition Corp.
January 21, 2021
Page 4

        We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

        You may contact Joseph Kempf, Staff Accountant, at (202) 551-3352 or
Robert
Littlepage, Accounting Branch Chief, at (202) 551-3361 if you have questions
regarding
comments on the financial statements and related matters. Please contact
Alexandra Barone,
Staff Attorney, at (202) 551-8816 or Larry Spirgel, Office Chief, at (202)
551-3815 with any
other questions.



                                                           Sincerely,
FirstName LastNameJoseph S. Sambuco
                                                           Division of
Corporation Finance
Comapany NameColonnade Acquisition Corp.
                                                           Office of Technology
January 21, 2021 Page 4
cc:       Daniel Nussen, Esq.
FirstName LastName