SEC Company Response from Token Cat Ltd (TC) (CIK 0001743340) (TC) — Nov 7, 2018
Token Cat Ltd (TC) (CIK 0001743340)
Date: Nov. 7, 2018 · CIK: 0001743340 · Accession: 0001144204-18-058016
AI Filing Summary & Sentiment
File numbers found in text: 333-227940
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CORRESP
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filename1.htm
Confidential
Ms. Melissa Walsh
Mr. Stephen Krikorian
Mr. Michael Foland
Ms. Barbara Jacobs
Division of Corporation Finance
Office of Information Technologies and Services
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Re: TuanChe Limited (CIK No. 0001743340)
Registration Statement on Form F-1 (File
No. 333-227940)
Dear Ms. Walsh, Mr. Krikorian, Mr. Foland, and Ms. Jacobs,
On behalf of our client, TuanChe Limited,
a foreign private issuer organized under the laws of the Cayman Islands (the “Company”), we hereby 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 October 23, 2018 (the “Registration
Statement”). Concurrent with the submission of this letter, the Company is filing its Amendment No. 2 to the Registration
Statement (the “Amended Registration Statement”).
To facilitate your review, we have separately
delivered to you today five courtesy copies of the Amended Registration Statement, marked to show changes to the Amended Registration
Statement, and two copies of the submitted exhibits.
The Company currently contemplates to commence
the road show on or about November 8, 2018 and price the deal on or about November 19, 2018. As such, we would be grateful if the
Staff could respond promptly with additional comments, if any, on the Amended Registration Statement prior to the contemplated
public offering.
If you have any questions regarding the
Amended Registration Statement, please contact the undersigned by telephone at 86-10-6529-8308 or via e-mail at douyang@wsgr.com.
Questions pertaining to accounting and auditing matters may be directed to the audit engagement partner at PricewaterhouseCoopers
Zhong Tian LLP, Der Hua You, by telephone at 86-10-6533-2221, or by email at der.hua.you@cn.pwc.com. PricewaterhouseCoopers
Zhong Tian LLP is the independent registered public accounting firm of the Company.
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san diego san francisco seattle shanghai washington, dc wilmington, de
November 7, 2018
Page 2
Very truly
yours,
/s/ Dan Ouyang
Dan Ouyang
Enclosures
cc: Wei Wen, Chief Executive Officer, TuanChe Limited
Zhihai Mao, Chief Financial Officer, TuanChe
Limited
Der Hua You, Partner, PricewaterhouseCoopers
Zhong Tian LLP
Benjamin W. James, Partner, Kirkland &
Ellis International LLP
David T. Zhang, Partner, Kirkland &
Ellis International LLP