SEC Comment Letter for Future FinTech Group Inc. (FTFT) (CIK 0001066923) (FTFT) — Jan 21, 2020
Future FinTech Group Inc. (FTFT) (CIK 0001066923)
Date: Jan. 21, 2020 · CIK: 0001066923 · Accession: 0000000000-20-000501
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File numbers found in text: 001-34502
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January 21, 2020
Yongke Xue
Chief Executive Officer
Future FinTech Group Inc.
23F, China Development Bank Tower
No. 2 Gaoxin 1st Road
Xi’an, Shaanxi, China 710075
Re:Future FinTech Group Inc.
Amendment No. 3 to Preliminary Proxy Statement on Schedule 14A
Filed January 13, 2020
File No. 001-34502
Dear Mr. Xue:
We have limited our review of your filing to those issues we have addressed in our
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.
Unless we note otherwise, our references to prior comments are to comments in our January 8,
2020 letter.
Preliminary Proxy Statement on Schedule 14A filed January 13, 2020
Unaudited Pro Forma Condensed Consolidated Financial Information, page 32
1.We note that the changes made in response to comment 3 were not fully compliant.
Please further revise the unaudited pro forma statements of operations presented on pages
34 and 35 to remove the basic and diluted earnings per share information relating to
discontinued operations. Refer to Instruction 1 to Rule 11-02 of Regulation S-X.
Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements
Notes of Pro Forma Adjustments, page 38
2.We note that the revised notes to the pro forma adjustments included in response
to comment 2 are overly broad and do not describe the specific adjustments that are
FirstName LastNameYongke Xue
Comapany NameFuture FinTech Group Inc.
January 21, 2020 Page 2
FirstName LastName
Yongke Xue
Future FinTech Group Inc.
January 21, 2020
Page 2
referenced to them. For example, the $7,983,827 pro forma adjustment to Other
receivables is referenced to note (1), but the note does not explain what the adjustment
represents and why Other receivables would increase by that amount as a result of the
planned sale. The same is true for the $6,113,792 pro forma adjustment increasing
Accrued expenses. Please revise your notes to include clear and specific descriptions of
the pro forma adjustments referenced to them.
Notes to Consolidated Financial Statements of Hedetang HongKong, page 41
3.Please revise to include notes to the financial statements that disclose the material
components of Other Receivables and Accrued Expenses and to describe the transactions
that resulted in the amounts being recorded.
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 Charles Eastman at (202) 551-3794 or Martin James, Senior Advisor, at
(202) 551-3671 if you have questions regarding comments on the financial statements and
related matters. Please contact Tim Buchmiller at (202) 551-3635 or Russell Mancuso at (202)
551-3617 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc: Jeffrey Qiong Li, Esq.