IPO - Smart Logistics Global Ltd
Form Type: CORRESP
Filing Date: 2024-12-12
Corporate Action: Ipo
Type: Update
Accession Number: 000198718924000015
Filing Summary: Smart Logistics Global Limited filed an Amendment No. 2 to its Registration Statement on Form F-1 regarding its initial public offering (IPO). The company responded to comments from the Securities and Exchange Commission (SEC) issued in a letter dated December 10, 2024. The amendments included more detailed disclosures, specifically dollar equivalent translations for dividends declared and paid after June 30, 2024, and revisions to the Exhibit 5.1 legal opinion issued by counsel. The company is concurrently filing Amendment No. 3 to the Registration Statement to facilitate further review by the SEC staff.
Additional details:
Company Name: Smart Logistics Global Limited
Comment Response Date: 2024-12-10
Registration Statement Form: F-1
Amendment Number: 3
Updated Cover Page: yes
Dividend Information Included: yes
Legal Opinion Revised: yes
Form Type: CORRESP
Filing Date: 2024-12-06
Corporate Action: Ipo
Type: Update
Accession Number: 000198718924000013
Filing Summary: The document pertains to Smart Logistics Global Limited's responses to the SEC regarding their Amendment No. 1 to Registration Statement on Form F-1 filed on November 20, 2024. The responses aim to address comments from the SEC staff dated December 2, 2024. Key changes include updated disclosures relating to dividends declared after June 30, 2024, and revisions made to the legality opinion presented as Exhibit 5.1. Additionally, the Company acknowledged the need to clarify the nature of the short-form tax opinion presented in Exhibit 8.1. These actions are part of the ongoing process to facilitate the SEC's review of the proposed IPO, showcasing the Company's commitment to compliance and transparency in their registration process.
Additional details:
Cover Page Updates: Updated to include disclosures relating to dividends declared and paid subsequent to June 30, 2024.
Legality Opinion Revision: Filed a revised opinion as Exhibit 5.1 in response to SEC comments.
Tax Opinion Clarity: Revised disclosure to clearly state that the Material Income Tax Considerations is the opinion of counsel.
Form Type: CORRESP
Filing Date: 2024-10-04
Corporate Action: Ipo
Type: New
Accession Number: 000198718924000007
Filing Summary: Smart Logistics Global Limited submitted a response to the United States Securities and Exchange Commission (SEC) regarding comments on their Amendment No. 3 to Draft Registration Statement on Form F-1, originally submitted on August 20, 2024. This response addresses the SEC's letter dated February 28, 2024, and aims to clarify and expand upon the risk factors associated with government intervention in the company’s operations. The company has amended the disclosure to provide a more detailed discussion of the potential risks posed by the PRC government. Furthermore, a new Registration Statement on Form F-1 is being filed to facilitate ongoing review by the SEC staff.
Additional details:
Risk Factor Description: The PRC government may intervene or influence our operations at any time, which could result in a material change in our operations.
Response To Sec Comment: The Company has revised the disclosure on page 17 of the F-1 to expand on the risk of government intervention.
Contact Person: Jane Tam
Contact Person Title: Senior Counsel
Contact Phone: 202-524-8470
Form Type: DRSLTR
Filing Date: 2023-12-15
Corporate Action: Ipo
Type: Update
Accession Number: 000198718923000003
Filing Summary: Smart Logistics Global Limited has responded to comments from the SEC regarding its Draft Registration Statement on Form F-1. The company has addressed concerns about risk disclosures related to its corporate structure, operations in China, and regulatory environment. Key revisions include clearer descriptions of financial flows within the company, updates on compliance with Chinese regulations, enhanced risk factors concerning potential government intervention, and the ownership structure of their subsidiaries. The company confirmed it does not utilize a VIE structure and provided detailed explanations of its revenue recognition practices and measures taken to comply with U.S. regulations. This filing signifies progress in the company's efforts to go public, aiming to collect necessary approvals and regulatory compliance prior to the IPO.
Additional details:
Page Reference: Cover Page
Auditor Headquarters: Los Angeles
Page Reference: Risk Factors
Emerging Growth Company Revenue Threshold: $1.235 billion
Page Reference: Corporate Structure
Vies Structure: No
Page Reference: Use of Proceeds
Net Proceeds Usage: Working capital
Page Reference: Financial Statements
Consolidation Policy: Voting interest model based on direct equity interest
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