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SEC Company Response from Yiren Digital (YRD) — Dec 17, 2015

Yiren Digital Ltd.
Date: Dec. 17, 2015 · CIK: 0001631761 · Accession: 0001193125-15-406291

AI Filing Summary & Sentiment

File numbers found in text: 001-37657, 333-208056

Date
December 17, 2015
Author
Not clearly detected
Form
CORRESP
Company
Yiren Digital Ltd.

Letter

VIA EDGAR Division of Corporation Finance Securities and Exchange Commission Washington, D.C. 20549 Re: Yirendai Ltd. Registration Statement on Form F-1 (Registration No. 333-208056) Registration Statement on Form 8-A (Registration No. 001-37657)

Dear Ladies and Gentlemen:

Pursuant to Rule 461 of Regulation C (“Rule 461”) promulgated under the Securities Act of 1933, as amended, Yirendai Ltd. (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, 5:00 p.m., Eastern Standard Time on December 17, 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, covering the American depositary shares representing ordinary shares of the Company, be declared effective concurrently with the F-1 Registration Statement (the F-1 Registration Statement, together with the Registration Statement on Form 8-A, the “Registration Statements”).

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 of Regulation C. Such request may be made by an executive officer of the Company or by any attorney from the Company’s U.S. counsel, Skadden, Arps, Slate, Meagher & Flom LLP.

The Company understands that the representatives of the underwriters, on behalf of the prospective underwriters of the offering, have joined in this request in a separate letter filed with the Securities and Exchange Commission (the “Commission”) today.

The Company hereby acknowledges the following:

•

should 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;

•

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

•

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,
Yirendai Ltd.

Show Raw Text
CORRESP
1
filename1.htm

Company Acceleration Letter

 YIRENDAI LTD.

 December 17, 2015

VIA EDGAR

 Dietrich King, Assistant Director

David Lin, Staff Attorney

 Amit Pande, Accounting Branch Chief

 Benjamin Phippen, Staff Accountant

 Division of Corporation
Finance

 Securities and Exchange Commission

 100 F Street,
N.E.

 Washington, D.C. 20549

Re:
Yirendai Ltd.

 Registration Statement on Form F-1 (Registration No. 333-208056)

Registration Statement on Form 8-A (Registration No. 001-37657)

Dear Ladies and Gentlemen:

 Pursuant to Rule
461 of Regulation C (“Rule 461”) promulgated under the Securities Act of 1933, as amended, Yirendai Ltd. (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, 5:00 p.m., Eastern Standard Time on December 17, 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, covering the American
depositary shares representing ordinary shares of the Company, be declared effective concurrently with the F-1 Registration Statement (the F-1 Registration Statement, together with the Registration Statement on Form 8-A, the “Registration
Statements”).

 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 of Regulation C. Such request may be made by an executive officer of the Company or by
any attorney from the Company’s U.S. counsel, Skadden, Arps, Slate, Meagher & Flom LLP.

 The Company understands that the
representatives of the underwriters, on behalf of the prospective underwriters of the offering, have joined in this request in a separate letter filed with the Securities and Exchange Commission (the “Commission”) today.

 The Company hereby acknowledges the following:

•

should 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;

•

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

•

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,

Yirendai Ltd.

By:

 /s/ Ning Tang

Name:

Ning Tang

Title:

Executive Chairman of the Board of Directors

 [Signature Page to Issuer Acceleration Request]