Correspondence 0001213900-24-075689 from Cheer Holding, Inc. (CHR, GSMGW) (CIK 0001738758) (CHR)
Cheer Holding, Inc. (CHR, GSMGW) (CIK 0001738758)
Date: Sept. 4, 2024 · CIK: 0001738758 · Accession: 0001213900-24-075689
AI Filing Summary & Sentiment
File numbers found in text: 333-279221
Referenced dates: September 3, 2024
Letter
Via EDGAR Division of Corporation Finance Office of Technology Re: Cheer Holding, Inc. Amendment No. 3 to Registration Statement on Form F-3 Filed August 16, 2024 File No. 333-279221
Dear Sir/Madam:
On behalf of Cheer Holding, Inc. (the “Company”), we are responding to the Staff’s comment letter dated September 3, 2024, related to the above referenced Amendment No. 3 to Registration Statement on Form F-3. For ease of reference, we have copied the Staff’s comments in italics as indicated below with the Company’s responses.
Amendment No. 3 to Registration Statement on Form F-3
General
1. We note your response to prior comment 1, as well as your related responses. While we do not have any further comments at this time regarding your responses, please confirm your understanding that our decision not to issue additional comments should not be interpreted to mean that we either agree or disagree with your responses, including any conclusions you have made, positions you have taken and practices you have engaged in or may engage in with respect to this matter.
RESPONSE: The Company respectfully acknowledges the Staff’s comment and confirms that the Staff’s decision not to issue additional comments should not be interpreted to mean that Staff either agree or disagree with the Company’s responses, including any conclusions the Company has made, positions the Company has taken and practices the Company has engaged in or may engage in with respect to this matter.
ARIZONA ● CALIFORNIA ● COLORADO ● CONNECTICUT ● DELAWARE ● FLORIDA ● GEORGIA ● ILLINOIS ● INDIANA ● KANSAS ● KENTUCKY ● LOUISIANA
MARYLAND ● MASSACHUSETTS ● MINNESOTA ● MISSISSIPPI ● MISSOURI ● NEVADA ● NEW JERSEY ● NEW MEXICO ● NEW YORK ● NORTH CAROLINA
OHIO ● OREGON ● PENNSYLVANIA ● RHODE ISLAND ● TENNESSEE ● TEXAS ● UTAH ● VIRGINIA ● WASHINGTON ● WASHINGTON D.C. ● WEST VIRGINIA
U.S. Securities and Exchange Commission
September 4, 2024
Page 2
Please contact me at 916-646-8288, or my partner, Daniel B. Eng, at 415-262-8508, with any questions or further comments regarding the Company’s responses to the Staff’s comments.
Very truly yours,
/s/ John P. Yung
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John P. Yung
2020 West El Camino Avenue, Suite 700
Sacramento, California 95833
John.Yung@lewisbrisbois.com
Direct: 916.646.8288
September 4,
2024
Via EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Technology
100 F Street NE
Washington, DC 20549
Re: Cheer Holding, Inc.
Amendment No. 3 to Registration Statement
on Form F-3
Filed August 16, 2024
File No. 333-279221
Dear Sir/Madam:
On behalf of Cheer Holding,
Inc. (the “Company”), we are responding to the Staff’s comment letter dated September 3, 2024, related to the above
referenced Amendment No. 3 to Registration Statement on Form F-3. For ease of reference, we have copied the Staff’s comments in
italics as indicated below with the Company’s responses.
Amendment No. 3 to Registration Statement on Form F-3
General
1. We note your response to prior comment 1, as well as your related responses. While we do not have any
further comments at this time regarding your responses, please confirm your understanding that our decision not to issue additional comments
should not be interpreted to mean that we either agree or disagree with your responses, including any conclusions you have made, positions
you have taken and practices you have engaged in or may engage in with respect to this matter.
RESPONSE: The Company respectfully
acknowledges the Staff’s comment and confirms that the Staff’s decision not to issue additional comments should not be
interpreted to mean that Staff either agree or disagree with the Company’s responses, including any conclusions the Company
has made, positions the Company has taken and practices the Company has engaged in or may engage in with respect to this matter.
ARIZONA
● CALIFORNIA ● COLORADO ● CONNECTICUT ● DELAWARE ● FLORIDA ● GEORGIA ● ILLINOIS ●
INDIANA ● KANSAS ● KENTUCKY ● LOUISIANA
MARYLAND ● MASSACHUSETTS ● MINNESOTA ● MISSISSIPPI
● MISSOURI ● NEVADA ● NEW JERSEY ● NEW MEXICO ● NEW YORK ● NORTH CAROLINA
OHIO ●
OREGON ● PENNSYLVANIA ● RHODE ISLAND ● TENNESSEE ● TEXAS ● UTAH ● VIRGINIA ● WASHINGTON
● WASHINGTON D.C. ● WEST VIRGINIA
U.S. Securities and Exchange Commission
September 4, 2024
Page 2
Please
contact me at 916-646-8288, or my partner, Daniel B. Eng, at 415-262-8508, with any questions or further comments regarding the Company’s
responses to the Staff’s comments.
Very truly yours,
/s/ John P. Yung
John P. Yung of
LEWIS BRISBOIS BISGAARD & SMITH llp
LEWIS BRISBOIS BISGAARD & SMITH LLP
www.lewisbrisbois.com