SEC Company Response from Sunlands Technology Group (STG) — Mar 14, 2018
Sunlands Technology Group
Date: March 14, 2018 · CIK: 0001723935 · Accession: 0001193125-18-082554
AI Filing Summary & Sentiment
File numbers found in text: 333-223190
Letter
Office of Telecommunications Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549
Dear Mr. Fischer, Ms. Murphy, Ms. Wong and Mr. French:
On behalf of our client, Sunlands Online Education Group, an exempted company incorporated under the laws of the Cayman Islands (the “Company”), we submit to the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) this letter in connection with the Company’s registration statement on Form F-1 initially filed on February 23, 2018, as amended on March 7, 2018 (the “Registration Statement”). Concurrently with the submission of this letter, the Company is filing its amendment No. 2 to the Registration Statement (the “Amended Registration Statement”) and certain exhibits via EDGAR with the Commission.
To facilitate your review, we have separately delivered to you today four courtesy copies of the Amended Registration Statement, marked to show changes to the Registration Statement, and two copies of the submitted exhibits.
On behalf of the Company, we wish to thank you and other members of the Staff for your prompt response to the Company’s request for comments.
* * * *
Securities and Exchange Commission
March 14, 2018
If you have any questions regarding this submission, please contact me at +86-10-8567-5005 (li.he@davispolk.com) and/or James C. Lin at +852-2533-3368 (james.lin@davispolk.com).
Thank you for your time and attention.
Yours sincerely,
/s/ Li He
Li He
cc: Mr. Tongbo Liu, Chief Executive Officer
Mr. Yipeng Li, Chief Financial Officer
Sunlands Online Education Group
Mr. David Zhang, Esq.
Kirkland & Ellis International LLP
Deloitte Touche Tohmastu Certified Public Accountants LLP
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CORRESP 1 filename1.htm CORRESP New York Northern California Washington DC São Paulo London Paris Madrid Tokyo Beijing Hong Kong Davis Polk & Wardwell LLP 2201 China World Office 2 1 Jian Guo Men Wai Avenue Chaoyang District Beijing 100004 美 国 达 维 律 师 事 务 所 北京市朝阳区建国门外大街 1 号 国贸写字楼 2 座 2201 室 86 10 8567 5000 tel 86 10 8567 5123 fax March 14, 2018 Re: Sunlands Online Education Group (CIK No. 0001723935) Registration Statement on Form F-1 (File no. 333-223190) Mr. Paul Fischer Ms. Celeste M. Murphy Ms. Christie Wong Mr. Terry French Office of Telecommunications Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Dear Mr. Fischer, Ms. Murphy, Ms. Wong and Mr. French: On behalf of our client, Sunlands Online Education Group, an exempted company incorporated under the laws of the Cayman Islands (the “Company”), we submit to the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) this letter in connection with the Company’s registration statement on Form F-1 initially filed on February 23, 2018, as amended on March 7, 2018 (the “Registration Statement”). Concurrently with the submission of this letter, the Company is filing its amendment No. 2 to the Registration Statement (the “Amended Registration Statement”) and certain exhibits via EDGAR with the Commission. To facilitate your review, we have separately delivered to you today four courtesy copies of the Amended Registration Statement, marked to show changes to the Registration Statement, and two copies of the submitted exhibits. On behalf of the Company, we wish to thank you and other members of the Staff for your prompt response to the Company’s request for comments. * * * * Securities and Exchange Commission 2 March 14, 2018 If you have any questions regarding this submission, please contact me at +86-10-8567-5005 (li.he@davispolk.com) and/or James C. Lin at +852-2533-3368 (james.lin@davispolk.com). Thank you for your time and attention. Yours sincerely, /s/ Li He Li He cc: Mr. Tongbo Liu, Chief Executive Officer Mr. Yipeng Li, Chief Financial Officer Sunlands Online Education Group Mr. David Zhang, Esq. Kirkland & Ellis International LLP Deloitte Touche Tohmastu Certified Public Accountants LLP