SEC Company Response from Mercurity Fintech Holding Inc. (MFH) (CIK 0001527762) (CD) — Mar 31, 2015
Mercurity Fintech Holding Inc. (MFH) (CIK 0001527762)
Date: March 31, 2015 · CIK: 0001527762 · Accession: 0001104659-15-024728
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-36896, 333-201413
Letter
Wowo Limited
Third Floor, Chuangxin Building
No. 18 Xinxi Road, Haidian District, Beijing
People’s Republic of China
March 31, 2015
VIA EDGAR
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
U.S.A.
Attention:
Ms. Barbara Jacobs, Assistant Director
Mr. Matthew Crispino, Staff Attorney
Re:
Wowo Limited
Registration Statement on Form F-1, as amended (File No. 333-201413)
Registration Statement on Form 8-A (Registration No. 001-36896)
Ladies and Gentlemen:
Pursuant to Rule 461 of Regulation C (“Rule 461”) promulgated under the Securities Act of 1933, as amended, Wowo Limited (the “Company”) hereby requests that the effectiveness of the above-referenced Registration Statement on Form F-1 (the “F-1 Registration Statement”) be accelerated to, and that the Registration Statement become effective at 4:30 p.m. (Eastern Time), on March 31, 2015, or as soon thereafter as practicable.
The Company also requests that the Registration Statement on Form 8-A under the Securities Exchange Act of 1934, as amended, covering the American depositary shares representing ordinary shares of the Company (the “Registration Statement on Form 8-A,” together with the F-1 Registration Statement, the “Registration Statements”), be declared effective immediately following the F-1 Registration Statement.
If there is any change in the acceleration request set forth above, the Company will promptly notify you of the change, in which case the Company may be making an oral request of acceleration of the effectiveness of the Registration Statements in accordance with Rule 461. Such request may be made by an executive officer of the Company or by any attorney from the Company’s U.S. counsel, Jones Day.
The Company understands that Axiom Capital Management, Inc., on behalf of the prospective underwriters of the offering, have joined in this request in a separate letter to be delivered to you later today.
The Company hereby acknowledges the following:
1. should the Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
2. the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
3. the Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
[Signature page follows]
Very truly yours,
WOWO LIMITED
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CORRESP 1 filename1.htm Wowo Limited Third Floor, Chuangxin Building No. 18 Xinxi Road, Haidian District, Beijing People’s Republic of China March 31, 2015 VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 U.S.A. Attention: Ms. Barbara Jacobs, Assistant Director Mr. Matthew Crispino, Staff Attorney Re: Wowo Limited Registration Statement on Form F-1, as amended (File No. 333-201413) Registration Statement on Form 8-A (Registration No. 001-36896) Ladies and Gentlemen: Pursuant to Rule 461 of Regulation C (“Rule 461”) promulgated under the Securities Act of 1933, as amended, Wowo Limited (the “Company”) hereby requests that the effectiveness of the above-referenced Registration Statement on Form F-1 (the “F-1 Registration Statement”) be accelerated to, and that the Registration Statement become effective at 4:30 p.m. (Eastern Time), on March 31, 2015, or as soon thereafter as practicable. The Company also requests that the Registration Statement on Form 8-A under the Securities Exchange Act of 1934, as amended, covering the American depositary shares representing ordinary shares of the Company (the “Registration Statement on Form 8-A,” together with the F-1 Registration Statement, the “Registration Statements”), be declared effective immediately following the F-1 Registration Statement. If there is any change in the acceleration request set forth above, the Company will promptly notify you of the change, in which case the Company may be making an oral request of acceleration of the effectiveness of the Registration Statements in accordance with Rule 461. Such request may be made by an executive officer of the Company or by any attorney from the Company’s U.S. counsel, Jones Day. The Company understands that Axiom Capital Management, Inc., on behalf of the prospective underwriters of the offering, have joined in this request in a separate letter to be delivered to you later today. The Company hereby acknowledges the following: 1. should the Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; 2. the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and 3. the Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. [Signature page follows] Very truly yours, WOWO LIMITED By: /s/ Maodong Xu Name: Maodong Xu Title: Chairman and CEO cc: Julian Lin Jones Day 2