SEC Company Response from HUTCHMED (China) Ltd (HCM, HMDCF) (CIK 0001648257) (HCM) — Dec 7, 2015
HUTCHMED (China) Ltd (HCM, HMDCF) (CIK 0001648257)
Date: Dec. 7, 2015 · CIK: 0001648257 · Accession: 0001104659-15-083136
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-207447
Referenced dates: December 1, 2015
Letter
ROPES & GRAY
ROPES & GRAY
41st FLOOR, ONE EXCHANGE SQUARE
香港中環康樂廣場八號
8 CONNAUGHT PLACE
交易廣場第一座四十一樓
CENTRAL, HONG KONG
電話 : +852 3664 6488
TEL: +852 3664 6488
傳真 : +852 3664 6588
FAX: +852 3664 6588
WWW.ROPESGRAY.COM
WWW.ROPESGRAY.COM
Solicitors and International Lawyers
Paul W. Boltz, Jr.
T + 852 3664 6519
F + 852 3664 6583
December 7, 2015
paul.boltz@ropesgray.com
VIA EDGAR AND OVERNIGHT DELIVERY
United States Securities and Exchange Commission
Division of Corporation Finance
100 F. Street, N.E.
Washington, D.C. 20549
Attention: Suzanne Hayes / Alexandra M. Ledbetter
Christine Torney / James Rosenberg
Re: Hutchison China MediTech Limited Amendment No. 1 to Registration Statement on Form F-1 Filed on November 13, 2015 File No. 333-207447 SEC Comment Letter dated December 1, 2015
Ladies and Gentlemen:
On behalf of Hutchison China MediTech Limited (the “Company”), set forth below is the Company’s response to the comment of the staff (the “Staff”) of the Securities and Exchange Commission (the “SEC”) received by letter, dated December 1, 2015, relating to the Company’s Amendment No. 1 to its Registration Statement on Form F-1 filed with the SEC on November 13, 2015 (the “Registration Statement”).
The text of the Staff’s comment is set forth in italics below, followed by the Company’s response in regular type.
Cover page
1. We note your statement that your ordinary shares are listed on the AIM market of the London Stock Exchange and that on , 2015, the closing sale price of your ordinary shares on the AIM market was per share, equivalent to a price of $ per ADS. Please revise to specifically state that you will price your offering of ADSs at the U.S. dollar equivalent of the closing sale price of your ordinary shares on the AIM market on the previous trading day or otherwise clarify how you will use the closing sale price per the AIM market to set your offering price.
Partners: Daniel M. Anderson, Paul W. Boltz, Jr., Geoffrey Chan, Andrew J. Dale, James S. DeGraw, Scott A. Jalowayski,
Jae Woo Lee, James T. Lidbury, Victoria S.T. Lloyd, Michael P. Nicklin, Brian A. Schwarzwalder, Eduard Sheremeta
Senior Foreign Legal Consultants: Cori A. Lable (Massachusetts), Kim B. Nemirow (New York), Patrick S. Sinclair (New York)
Response to Comment 1:
As discussed in a telephone conversation between our firm and Ms. Ledbetter on December 3, 2015, the Company confirms that, in the Registration Statement, it will either provide a price range of the ADSs being offered or describe the method by which the offering price is to be determined (which may take into account the most recent closing price of its ordinary shares on the AIM market and other factors).
We hope that the foregoing has been responsive to the Staff’s comment. If you have any questions or comments about this letter or need any further information, please call me at 011-852-3664-6519 or email me at paul.boltz@ropesgray.com.
Very truly yours,
/s/ Paul W. Boltz, Jr.
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CORRESP 1 filename1.htm ROPES & GRAY ROPES & GRAY 41st FLOOR, ONE EXCHANGE SQUARE 香港中環康樂廣場八號 8 CONNAUGHT PLACE 交易廣場第一座四十一樓 CENTRAL, HONG KONG 電話 : +852 3664 6488 TEL: +852 3664 6488 傳真 : +852 3664 6588 FAX: +852 3664 6588 WWW.ROPESGRAY.COM WWW.ROPESGRAY.COM Solicitors and International Lawyers Paul W. Boltz, Jr. T + 852 3664 6519 F + 852 3664 6583 December 7, 2015 paul.boltz@ropesgray.com VIA EDGAR AND OVERNIGHT DELIVERY United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Suzanne Hayes / Alexandra M. Ledbetter Christine Torney / James Rosenberg Re: Hutchison China MediTech Limited Amendment No. 1 to Registration Statement on Form F-1 Filed on November 13, 2015 File No. 333-207447 SEC Comment Letter dated December 1, 2015 Ladies and Gentlemen: On behalf of Hutchison China MediTech Limited (the “Company”), set forth below is the Company’s response to the comment of the staff (the “Staff”) of the Securities and Exchange Commission (the “SEC”) received by letter, dated December 1, 2015, relating to the Company’s Amendment No. 1 to its Registration Statement on Form F-1 filed with the SEC on November 13, 2015 (the “Registration Statement”). The text of the Staff’s comment is set forth in italics below, followed by the Company’s response in regular type. Cover page 1. We note your statement that your ordinary shares are listed on the AIM market of the London Stock Exchange and that on , 2015, the closing sale price of your ordinary shares on the AIM market was per share, equivalent to a price of $ per ADS. Please revise to specifically state that you will price your offering of ADSs at the U.S. dollar equivalent of the closing sale price of your ordinary shares on the AIM market on the previous trading day or otherwise clarify how you will use the closing sale price per the AIM market to set your offering price. Partners: Daniel M. Anderson, Paul W. Boltz, Jr., Geoffrey Chan, Andrew J. Dale, James S. DeGraw, Scott A. Jalowayski, Jae Woo Lee, James T. Lidbury, Victoria S.T. Lloyd, Michael P. Nicklin, Brian A. Schwarzwalder, Eduard Sheremeta Senior Foreign Legal Consultants: Cori A. Lable (Massachusetts), Kim B. Nemirow (New York), Patrick S. Sinclair (New York) Response to Comment 1: As discussed in a telephone conversation between our firm and Ms. Ledbetter on December 3, 2015, the Company confirms that, in the Registration Statement, it will either provide a price range of the ADSs being offered or describe the method by which the offering price is to be determined (which may take into account the most recent closing price of its ordinary shares on the AIM market and other factors). We hope that the foregoing has been responsive to the Staff’s comment. If you have any questions or comments about this letter or need any further information, please call me at 011-852-3664-6519 or email me at paul.boltz@ropesgray.com. Very truly yours, /s/ Paul W. Boltz, Jr. Paul W. Boltz, Jr. cc: Christian Hogg (Hutchison China MediTech Limited) Edith Shih (Hutchison China MediTech Limited) Charlie Nixon (Hutchison China MediTech Limited) Mary Kathryn Papaioannou (Ropes & Gray) Jimmy Gao (Ropes & Gray) Matthew Bersani (Sherman & Sterling LLP) Hae-Ran Song (Sherman & Sterling LLP) 2