SEC Company Response from Token Cat Ltd (TC) (CIK 0001743340) (TC) — Nov 15, 2018
Token Cat Ltd (TC) (CIK 0001743340)
Date: Nov. 15, 2018 · CIK: 0001743340 · Accession: 0001144204-18-060187
AI Filing Summary & Sentiment
File numbers found in text: 001-38737, 333-227940
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CORRESP
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filename1.htm
TuanChe Limited
9F, Ruihai Building, No. 21 Yangfangdian
Road
Haidian District, Beijing 100038
The People’s Republic of
China
November 15, 2018
VIA EDGAR
Ms. Barbara Jacobs
Mr. Michael Foland
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
U.S.A.
Re:
TuanChe Limited (CIK No. 0001743340)
Registration Statement on Form F-1 (Registration No.: 333-227940)
Registration Statement on Form 8-A (Registration No.: 001-38737)
Ladies and Gentlemen:
Pursuant to Rule 461
of Regulation C (“Rule 461”) promulgated under the Securities Act of 1933, as amended, TuanChe Limited (the
“Company”) hereby requests that the effectiveness of the above-referenced Registration Statement on Form F-1, as
amended (the “F-1 Registration Statement”), be accelerated to, and that the F-1 Registration Statement become
effective at, 4:00 P.M., Eastern Time on November 19, 2018, or as soon thereafter as practicable.
The Company also requests
that the Registration Statement on Form 8-A under the Securities Exchange Act of 1934, as amended, covering the American depositary
shares representing ordinary shares of the Company, be declared effective concurrently with the F-1 Registration Statement (the
F-1 Registration Statement, together with the Registration Statement on Form 8-A, the “Registration Statements”).
If there is any change
in the acceleration requests set forth above, the Company will promptly notify you of the change, in which case the Company may
be making an oral request of acceleration of the effectiveness of the Registration Statements in accordance with Rule 461. Such
request may be made by an executive officer of the Company or by any attorney from the Company’s U.S. counsel, Wilson Sonsini
Goodrich & Rosati, Professional Corporation.
The Company understands
that Maxim Group LLC and AMTD Global Markets Limited on behalf of the prospective underwriters of the offering, have joined in
this request in a separate letter delivered to you today.
[Signature page follows]
Very truly yours,
TuanChe Limited
By:
/s/ Wei Wen
Name:
Wei Wen
Title:
Chairman and Chief Executive Officer