SEC Comment Letter for NIO Inc. (NIO, NIOIF) (CIK 0001736541) (NIO) — Aug 21, 2018
NIO Inc. (NIO, NIOIF) (CIK 0001736541)
Date: Aug. 21, 2018 · CIK: 0001736541 · Accession: 0000000000-18-025982
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File numbers found in text: 333-226822
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August 21, 2018
Bin Li
Chief Executive Officer
NIO Inc.
Building 20, No. 56 AnTuo Road, Jiading District
Shanghai, 201804
People's Republic of China
Re:NIO Inc.
Registration Statement on Form F-1
Filed August 13, 2018
File No. 333-226822
Dear Mr. Li:
We have reviewed your registration statement 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 this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form F-1
Management
Directors and Executive Officers, page 162
1.We note your disclosure that you have appointed James Gordon Mitchell to become a
member of your board of directors after your registration statement on Form F-1 has been
declared effective. Please file Mr. Mitchell's written consent to be named as a director
appointee in your registration statement as an exhibit to your registration
statement pursuant to Rule 438 of the Securities Act.
FirstName LastNameBin Li
Comapany NameNIO Inc.
August 21, 2018 Page 2
FirstName LastName
Bin Li
NIO Inc.
August 21, 2018
Page 2
Exhibit Index, page II-10
2.Please revise the exhibit index to indicate that portions of the "Manufacture Cooperation
Agreement between the registrant and Jianghuai Automobile Group Co., Ltd." have been
omitted pursuant to a request for confidential treatment, and renumber this agreement as
Exhibit 10.6 so that it is consistent with the request.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
You may contact Doug Jones at 202-551-3309 or Lyn Shenk, Accounting Branch
Chief, at 202-551-3380 if you have questions regarding comments on the financial statements
and related matters. Please contact Sonia Bednarowski at 202-551-3666 or Anne Nguyen
Parker, Assistant Director, at 202-551-3611 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Transportation and Leisure