SEC Comment Letter for Origin Agritech LTD (SEED) (CIK 0001321851) (SEED) — Apr 27, 2020
Origin Agritech LTD (SEED) (CIK 0001321851)
Date: April 27, 2020 · CIK: 0001321851 · Accession: 0000000000-20-003560
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File numbers found in text: 333-237712
Letter
United States securities and exchange commission logo April 27, 2020 Gengchen Han Chairman of the Board and Chief Executive Officer Origin Agritech Limited No. 21 Sheng Ming Yuan Road Changping District, Beijing China 102206 011-86-10-5890-7566 Re:Origin Agritech Limited Registration Statement on Form F-1 Filed April 16, 2020 File No. 333-237712 Dear Dr. Han: We have limited our review of your registration statement 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 this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Registration Statement on Form F-1 filed April 16, 2020 General 1.We note your Form 6-K filed March 10, 2020 indicating that you received notice from the NASDAQ Stock Market that you had a capital deficiency under the continued listing rules of NASDAQ and your press release dated April 15, 2020 indicating that you received RMB137.66 million from Beijing Changping Technology Innodevelop Group (BC-TID) and entered into a definitive framework agreement with BC-TID. Please revise your prospectus to disclose these events.
FirstName LastNameGengchen Han Comapany NameOrigin Agritech Limited April 27, 2020 Page 2 FirstName LastName Gengchen Han Origin Agritech Limited April 27, 2020 Page 2 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. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact Irene Paik at 202-551-6553 or Joseph McCann at 202-551-6262 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Andrew D. Hudders, Esq.
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United States securities and exchange commission logo
April 27, 2020
Gengchen Han
Chairman of the Board and Chief Executive Officer
Origin Agritech Limited
No. 21 Sheng Ming Yuan Road
Changping District, Beijing
China 102206
011-86-10-5890-7566
Re:Origin Agritech Limited
Registration Statement on Form F-1
Filed April 16, 2020
File No. 333-237712
Dear Dr. Han:
We have limited our review of your registration statement 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 this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form F-1 filed April 16, 2020
General
1.We note your Form 6-K filed March 10, 2020 indicating that you received notice from the
NASDAQ Stock Market that you had a capital deficiency under the continued listing rules
of NASDAQ and your press release dated April 15, 2020 indicating that you
received RMB137.66 million from Beijing Changping Technology Innodevelop Group
(BC-TID) and entered into a definitive framework agreement with BC-TID. Please revise
your prospectus to disclose these events.
FirstName LastNameGengchen Han
Comapany NameOrigin Agritech Limited
April 27, 2020 Page 2
FirstName LastName
Gengchen Han
Origin Agritech Limited
April 27, 2020
Page 2
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.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Irene Paik at 202-551-6553 or Joseph McCann at 202-551-6262 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc: Andrew D. Hudders, Esq.