SEC Company Response from Token Cat Ltd (TC) (CIK 0001743340) (TC) — Nov 16, 2018
Token Cat Ltd (TC) (CIK 0001743340)
Date: Nov. 16, 2018 · CIK: 0001743340 · Accession: 0001144204-18-060372
AI Filing Summary & Sentiment
File numbers found in text: 333-227940
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CORRESP
1
filename1.htm
November 16, 2018
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 this letter in connection with 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.5 to the Registration Statement (“Amendment
No.5”) to reflect a decrease of the proposed maximum base offering size from 4,000,000 American depositary shares to
3,000,000 American depositary shares.
To facilitate your review, we have separately
delivered to you today five courtesy copies of Amendment No.5, marked to show changes to the Amendment No.4 to the Registration
Statement filed on November 15, 2018.
The Company has commenced road show and
contemplates to 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 Amendment No.5 prior to the contemplated public offering.
If you have any questions regarding the
Amendment No.5, please contact the undersigned by telephone at 86-10-6529-8308 or via e-mail at douyang@wsgr.com.
Very truly
yours,
/s/ Dan Ouyang
Dan Ouyang
austin beijing boston brussels hong kong london los angeles new york palo alto
san diego san francisco seattle shanghai washington, dc wilmington, de
November 16, 2018
Page 2
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