SEC Comment Letter 0000000000-25-002287 to X3 Holdings Co., Ltd. (XTKG)
X3 Holdings Co., Ltd.
Date: Feb. 28, 2025 · CIK: 0001754323 · Accession: 0000000000-25-002287
AI Filing Summary & Sentiment
File numbers found in text: 333-279954
Letter
February 28, 2025 Stewart Lor Chief Executive Officer X3 Holdings Co., Ltd. Suite 412, Tower A, Tai Seng Exchange One Tai Seng Avenue Singapore 536464 Re:X3 Holdings Co., Ltd. Amendment No. 3 to Registration Statement on Form F-3 Filed February 18, 2025 File No. 333-279954 Dear Stewart Lor: We have reviewed your amended registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies 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 this letter, we may have additional comments. Amendment No. 3 to Registration Statement on Form F-3 About this Prospectus, page ii We note the statement that “You should not assume that the information contained in this prospectus or any applicable prospectus supplement is accurate on any date subsequent to the date set forth on the front of the document or that any information we have incorporated by reference is correct on any date subsequent to the date of the document incorporated by reference (as our business, financial condition, results of operations and prospects may have changed since that date), even though this prospectus, any applicable prospectus supplement is delivered or securities are sold on a later date.” This statement does not appear to be consistent with your disclosure
1.
February 28, 2025 Page 2 obligations. Please revise to clarify that you will update this information to the extent required by law and acknowledge that you are responsible for updating the prospectus and prospectus supplement to contain all material information. Please contact Marion Graham at 202-551-6521 or Matthew Derby at 202-551-3334 with any questions. Sincerely, Division of Corporation Finance Office of Technology
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February 28, 2025
Stewart Lor
Chief Executive Officer
X3 Holdings Co., Ltd.
Suite 412, Tower A, Tai Seng Exchange
One Tai Seng Avenue
Singapore 536464
Re:X3 Holdings Co., Ltd.
Amendment No. 3 to Registration Statement on Form F-3
Filed February 18, 2025
File No. 333-279954
Dear Stewart Lor:
We have reviewed your amended registration statement and have the following
comment.
Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe a comment applies 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 this letter, we may have additional comments.
Amendment No. 3 to Registration Statement on Form F-3
About this Prospectus, page ii
We note the statement that “You should not assume that the information contained in
this prospectus or any applicable prospectus supplement is accurate on any date
subsequent to the date set forth on the front of the document or that any information
we have incorporated by reference is correct on any date subsequent to the date of the
document incorporated by reference (as our business, financial condition, results of
operations and prospects may have changed since that date), even though this
prospectus, any applicable prospectus supplement is delivered or securities are sold on
a later date.” This statement does not appear to be consistent with your disclosure
1.
February 28, 2025
Page 2
obligations. Please revise to clarify that you will update this information to the extent
required by law and acknowledge that you are responsible for updating the prospectus
and prospectus supplement to contain all material information.
Please contact Marion Graham at 202-551-6521 or Matthew Derby at 202-551-3334
with any questions.
Sincerely,
Division of Corporation Finance
Office of Technology