September 22, 2021

VIA EDGAR

Erin Purnell

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Manufacturing

100 F Street, NE

Washington, D.C. 20549

 

Re:

GigCapital5, Inc.

Registration Statement on Form S-1

Filed March 9, 2021, as amended

File No. 333- 254038

Dear Ms. Purnell:

Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), the undersigned, for themselves and the other underwriters, hereby join in the request of GigCapital5, Inc. that the effective date of the above-referenced registration statement be accelerated so as to permit it to become effective at 4:00 p.m. Eastern time on Thursday, September 23, 2021, or as soon thereafter as practicable.

Pursuant to Rule 460 under the Act, the undersigned wishes to advise you that there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

Each of the undersigned advises that it has complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature page follows]


Very truly yours,
Wells Fargo Securities, LLC
By:  

/s/ Elizabeth Alvarez

Name:   Elizabeth Alvarez
Title:   Managing Director
As Representatives of the underwriters


William Blair & Company, L.L.C.
By:  

/s/ Bryan P. Finkel

Name:   Bryan P. Finkel
Title:   Managing Director
As Representatives of the underwriters