SEC Comment Letter 0000000000-23-000149 to Aptorum Group Ltd (APM) (CIK 0001734005) (APM)
Aptorum Group Ltd (APM) (CIK 0001734005)
Date: Jan. 5, 2023 · CIK: 0001734005 · Accession: 0000000000-23-000149
AI Filing Summary & Sentiment
File numbers found in text: 001-38764
Letter
United States securities and exchange commission logo January 5, 2023 Ian Huen Chief Executive Officer Aptorum Group Ltd 17 Hanover Square London W1S 1BN , United Kingdom Re:Aptorum Group Ltd Form 20-F for Fiscal Year Ended December 31, 2021 Response Dated December 28, 2022 File No. 001-38764 Dear Ian Huen: We have reviewed your December 28, 2022 response to our comment letter and have the following 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 these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our December 15, 2022 letter. Response Dated December 28, 2022 Item 3.D. Risk Factors, page 1 1.We note your response to comment 2 and reissue in part. Please revise your risk factors section to state the VIEs conduct operations in Hong Kong consistent with your narrative disclosure in response to comment 2 where you state, "[a]ll three VIEs are incorporated under the laws of Cayman Islands and conduct operations in Hong Kong." General 2.Please revise throughout where you discuss the Holding Foreign Companies Accountable Act (the "HFCA Act") to reflect the HFCA Act timeline for a potential trading prohibition was shortened from three years to two years, as part of the "Consolidated Appropriations Act, 2023," signed into law on December 29, 2022.
FirstName LastNameIan Huen Comapany NameAptorum Group Ltd January 5, 2023 Page 2 FirstName LastName Ian Huen Aptorum Group Ltd January 5, 2023 Page 2 You may contact Tracie Mariner at 202-551-3744 or Kevin Vaughn at 202-551-3494 if you have questions regarding comments on the financial statements and related matters. Please contact Daniel Crawford at 202-551-7767 or Jason Drory at 202-551-8342 with any other questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Louis Taubman, Esq.
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United States securities and exchange commission logo
January 5, 2023
Ian Huen
Chief Executive Officer
Aptorum Group Ltd
17 Hanover Square
London W1S 1BN , United Kingdom
Re:Aptorum Group Ltd
Form 20-F for Fiscal Year Ended December 31, 2021
Response Dated December 28, 2022
File No. 001-38764
Dear Ian Huen:
We have reviewed your December 28, 2022 response to our comment letter and have the
following 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 these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional
comments. Unless we note otherwise, our references to prior comments are to comments in our
December 15, 2022 letter.
Response Dated December 28, 2022
Item 3.D. Risk Factors, page 1
1.We note your response to comment 2 and reissue in part. Please revise your risk factors
section to state the VIEs conduct operations in Hong Kong consistent with your narrative
disclosure in response to comment 2 where you state, "[a]ll three VIEs are incorporated
under the laws of Cayman Islands and conduct operations in Hong Kong."
General
2.Please revise throughout where you discuss the Holding Foreign Companies Accountable
Act (the "HFCA Act") to reflect the HFCA Act timeline for a potential trading prohibition
was shortened from three years to two years, as part of the "Consolidated Appropriations
Act, 2023," signed into law on December 29, 2022.
FirstName LastNameIan Huen
Comapany NameAptorum Group Ltd
January 5, 2023 Page 2
FirstName LastName
Ian Huen
Aptorum Group Ltd
January 5, 2023
Page 2
You may contact Tracie Mariner at 202-551-3744 or Kevin Vaughn at 202-551-3494 if
you have questions regarding comments on the financial statements and related matters. Please
contact Daniel Crawford at 202-551-7767 or Jason Drory at 202-551-8342 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc: Louis Taubman, Esq.