SEC Company Response from XChange TEC.INC (XHG) (CIK 0001769256) (XHG) — Nov 4, 2019
XChange TEC.INC (XHG) (CIK 0001769256)
Date: Nov. 4, 2019 · CIK: 0001769256 · Accession: 0001193125-19-282506
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-39111, 333-234112
Letter
VIA EDGAR Division of Corporation Finance Washington, D.C. 20549-7561 Re: Q&K International Group Limited (CIK No. 0001769256) Registration Statement on Form F-1, as amended (File No: 333-234112) Registration Statement on Form 8-A (File No. 001-39111)
Dear Ladies and Gentlemen:
Pursuant to Rule 461 of Regulation C (“Rule 461”) promulgated under the Securities Act of 1933, as amended, Q&K International Group Limited (the “Company”) hereby requests that the effectiveness of the above-referenced Registration Statement on Form F-1 (the “F-1 Registration Statement”) be accelerated to, and that the Registration Statement become effective at, 4:30 p.m., Eastern Time on November 4, 2019, or as soon as practicable thereafter.
The Company also requests that the above-referenced Registration Statement on Form 8-A under the Securities Exchange Act of 1934, as amended, covering the American depositary shares representing Class A ordinary shares of the Company (the “8-A Registration Statement,” together with the F-1 Registration Statement, the “Registration Statements”), be declared effective concurrently with the F-1 Registration Statement.
If there is any change in the acceleration request 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, Cleary Gottlieb Steen & Hamilton LLP.
The Company understands that the representatives of the underwriters, on behalf of the prospective underwriters of the offering, have joined in this request in a separate letter filed today with the U.S. Securities and Exchange Commission.
[Signature page follows]
Very truly yours,
Q&K International Group Limited
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CORRESP 1 filename1.htm Issuer Acceleration letter Q&K International Group Limited Suite 1607, Building A No.596 Middle Longhua Road Xuhui District, Shanghai, 200032 People’s Republic of China November 4, 2019 VIA EDGAR Eric Mcphee Jennifer Monick Maryse Mills-Apenteng Jennifer Gowetski Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Re: Q&K International Group Limited (CIK No. 0001769256) Registration Statement on Form F-1, as amended (File No: 333-234112) Registration Statement on Form 8-A (File No. 001-39111) Dear Ladies and Gentlemen: Pursuant to Rule 461 of Regulation C (“Rule 461”) promulgated under the Securities Act of 1933, as amended, Q&K International Group Limited (the “Company”) hereby requests that the effectiveness of the above-referenced Registration Statement on Form F-1 (the “F-1 Registration Statement”) be accelerated to, and that the Registration Statement become effective at, 4:30 p.m., Eastern Time on November 4, 2019, or as soon as practicable thereafter. The Company also requests that the above-referenced Registration Statement on Form 8-A under the Securities Exchange Act of 1934, as amended, covering the American depositary shares representing Class A ordinary shares of the Company (the “8-A Registration Statement,” together with the F-1 Registration Statement, the “Registration Statements”), be declared effective concurrently with the F-1 Registration Statement. If there is any change in the acceleration request 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, Cleary Gottlieb Steen & Hamilton LLP. The Company understands that the representatives of the underwriters, on behalf of the prospective underwriters of the offering, have joined in this request in a separate letter filed today with the U.S. Securities and Exchange Commission. [Signature page follows] Very truly yours, Q&K International Group Limited By: /s/ Guangjie Jin Name: Guangjie Jin Title: Chairman of the Board of Directors and Chief Executive Officer [Signature page to acceleration request]