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SEC Company Response from I-Mab (IMAB) (CIK 0001778016) (NBP) — Dec 1, 2020

I-Mab (IMAB) (CIK 0001778016)
Date: Dec. 1, 2020 · CIK: 0001778016 · Accession: 0001193125-20-307075

AI Filing Summary & Sentiment

Date
Dec. 1, 2020
Author
/s/ Z. Julie Gao
Form
CORRESP
Company
I-Mab (IMAB) (CIK 0001778016)

Letter

VIA EDGAR Division of Corporation Finance Office of Life Sciences Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. Re: I-Mab (CIK No. 0001778016) Registration Statement on Form F-1

Dear Sir/Madam:

On behalf of our client, I-Mab, a foreign private issuer organized under the laws of the Cayman Islands (the “Company”), we are filing herewith the Company’s registration statement on Form F-1 (the “Registration Statement”) and certain exhibits via EDGAR to the Securities and Exchange Commission (the “Commission”). The Registration Statement is filed using a “shelf” registration process to register the resale by certain shareholders identified therein of certain number of ordinary shares of the Company, par value US$0.0001 per share, to be represented by American depositary shares (the “ADSs”). Under this shelf Registration Statement, the selling shareholders may, from time to time, offer and sell, in one or more offerings, the ordinary shares. A registration statement on Form F-6 relating to the ADSs had been separately filed with the Commission and declared effective by the Commission on January 16, 2020.

The Company’s registration statement under the Securities Act of 1933, as amended (“Securities Act”) in connection with its initial public offering of ADSs became effective on January 16, 2020. Since then, the Company has not experienced material adverse changes in its business, liquidity and financial condition.

Securities and Exchange Commission

December 1, 2020

Page 2

Financial Statements

The Company has included in this submission its audited consolidated financial statements for the years ended and as of December 31, 2017, 2018 and 2019, as well as its unaudited interim condensed consolidated financial statements for the six months ended June 30, 2019 and 2020 and as of June 30, 2020.

* * *

Securities and Exchange Commission

December 1, 2020

Page 3

If you have any questions regarding the Registration Statement, please contact the undersigned by phone at +852 3740 4863 or via e-mail at julie.gao@skadden.com. PricewaterhouseCoopers Zhong Tian LLP is the independent registered public accounting firm of the Company.

Very truly yours,
/s/ Z. Julie Gao

Show Raw Text
CORRESP
1
filename1.htm

CORRESP

SKADDEN, ARPS, SLATE, MEAGHER & FLOM

 PARTNERS

CHRISTOPHER W. BETTS

GEOFFREY CHAN *

 SHU
DU *

 ANDREW L. FOSTER *

CHI T. STEVE KWOK *

EDWARD H.P. LAM ◆*

HAIPING LI *

 RORY
MCALPINE ◆

 JONATHAN B. STONE *

PALOMA P. WANG

 ◆
(ALSO ADMITTED IN ENGLAND & WALES)

 * (ALSO
ADMITTED IN NEW YORK)

REGISTERED FOREIGN LAWYER

Z. JULIE GAO (CALIFORNIA)

世達國際律師事務所

42/F, EDINBURGH TOWER, THE LANDMARK

15 QUEEN’S ROAD CENTRAL, HONG KONG

––––

 TEL:
(852) 3740-4700

 FAX: (852) 3740-4727

www.skadden.com

 AFFILIATE OFFICES

––––

BOSTON

 CHICAGO

HOUSTON

 LOS ANGELES

NEW YORK

 PALO ALTO

WASHINGTON, D.C.

 WILMINGTON

––––

BEIJING

 BRUSSELS

FRANKFURT

 LONDON

MOSCOW

 MUNICH

PARIS

 SÃO PAULO

SEOUL

 SHANGHAI

SINGAPORE

 TOKYO

TORONTO

 December 1, 2020

VIA EDGAR

 Division of
Corporation Finance

 Office of Life Sciences

 Securities and
Exchange Commission

 100 F Street, N.E.

 Washington, D.C.
20549

Re:
 I-Mab (CIK No. 0001778016)

 Registration Statement on Form F-1

Dear Sir/Madam:

 On behalf of our client, I-Mab, a foreign private issuer organized under the laws of the Cayman Islands (the “Company”), we are filing herewith the Company’s registration statement on Form F-1 (the “Registration Statement”) and certain exhibits via EDGAR to the Securities and Exchange Commission (the “Commission”). The Registration Statement is filed using a
“shelf” registration process to register the resale by certain shareholders identified therein of certain number of ordinary shares of the Company, par value US$0.0001 per share, to be represented by American depositary shares (the
“ADSs”). Under this shelf Registration Statement, the selling shareholders may, from time to time, offer and sell, in one or more offerings, the ordinary shares. A registration statement on Form F-6
relating to the ADSs had been separately filed with the Commission and declared effective by the Commission on January 16, 2020.

 The
Company’s registration statement under the Securities Act of 1933, as amended (“Securities Act”) in connection with its initial public offering of ADSs became effective on January 16, 2020. Since then, the Company has not
experienced material adverse changes in its business, liquidity and financial condition.

 Securities and Exchange Commission

December 1, 2020

 Page 2

 Financial Statements

The Company has included in this submission its audited consolidated financial statements for the years ended and as of December 31, 2017,
2018 and 2019, as well as its unaudited interim condensed consolidated financial statements for the six months ended June 30, 2019 and 2020 and as of June 30, 2020.

*            *
 *

 Securities and Exchange Commission

December 1, 2020

 Page 3

 If you have any questions regarding the Registration Statement, please
contact the undersigned by phone at +852 3740 4863 or via e-mail at julie.gao@skadden.com. PricewaterhouseCoopers Zhong Tian LLP is the independent registered public accounting firm of the Company.

 Very truly yours,

 /s/ Z. Julie Gao

 Z. Julie Gao

cc:

Jingwu Zhang Zang, Director and Honorary Chairman, I-Mab

Jielun Zhu, Director and Chief Financial Officer, I-Mab

Haiping Li, Esq., Partner, Skadden, Arps, Slate, Meagher & Flom LLP

Jane Kong, Partner, PricewaterhouseCoopers Zhong Tian LLP