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July 24, 2023
Howard Lutnick
Chief Executive Officer
CF Acquisition Corp. VIII
110 East 59th Street
New York, NY 10022
Re: CF Acquisition
Corp. VIII
Amendment No. 2 to
Preliminary Proxy Statement on Schedule 14A
Filed July 17, 2023
File No. 001-40206
Dear Howard Lutnick:
We have reviewed your July 14, 2023 response to our comment
letter and have the
following comment. In some of our comments, we may ask you to provide us
with information
so we may better understand your disclosure.
Please respond to this comment 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
comment applies to your facts and circumstances, please tell us why in
your response.
After reviewing your response to this comment, we may have
additional
comments. Unless we note otherwise, our references to prior comments are
to comments in our
May 25, 2023 letter.
Amendment No. 2 to Preliminary Proxy Statement on Schedule 14A Filed
July 17, 2023
Management's Discussion and Analysis of Financial Condition and Results
of Operations of
XBP Europe
Results of Operations
Three Months Ended March 31, 2023 Compared to Three Months Ended March
31, 2022, page
205
1. Please address the
following:
Provide further
insight in regard to the reductions in revenues attributable to lower
volumes. Discuss
whether this is a known trend and your expectations of this
continuing or
improving. Refer to Item 303(b)(2)(ii) of Regulation S-K.
Given the
percentage decrease in revenue outpaced the percentage decrease in cost of
revenue for the
quarter ended March 31, 2023 and cost of revenue as a percentage of
Howard Lutnick
CF Acquisition Corp. VIII
July 24, 2023
Page 2
revenue for the same quarter increased 9.4% compared to the
comparative prior
period, revise to provide the underlying trends, factors, events, or
transactions that
caused the change in the relationship between costs and revenues, and
expand on how
the revenue mix affected the changes in cost of revenue.
You may contact Stephen Kim at 202-551-3291 or Rufus Decker at
202-551-3769 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Kate Beukenkamp at 202-551-3861 or Donald Field at 202-551-3680 with
any other
questions.
Sincerely,
FirstName LastNameHoward Lutnick
Division of
Corporation Finance
Comapany NameCF Acquisition Corp. VIII
Office of Trade &
Services
July 24, 2023 Page 2
cc: Gary Simon
FirstName LastName