SEC Comment Letter for BTC Digital Ltd. (BTCT, BTCTW) (CIK 0001796514) (BTCT) — May 4, 2020
BTC Digital Ltd. (BTCT, BTCTW) (CIK 0001796514)
Date: May 4, 2020 · CIK: 0001796514 · Accession: 0000000000-20-003830
AI Filing Summary & Sentiment
File numbers found in text: 333-235859
Letter
March 12, 2020 Siguang Peng Chief Executive Officer Meten EdtechX Education Group Ltd. 3rd Floor, Tower A, Tagen Knowledge & Innovation Center 2nd Shenyun West Road, Nanshan District Shenzhen, Guangdong Province 518045, People's Republic of China Re:Meten EdtechX Education Group Ltd. Amendment No. 2 to Registration Statement on Form F-4 Filed March 6, 2020 File No. 333-235859 Dear Mr. Peng: We have reviewed your amended registration statement and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our 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 our comment, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our February 28, 2020 letter. Form S-1 Amendment No. 2 filed March 6, 2020 Item 21. Exhibits and Financial Statement Schedules Exhibit 5.1, page II-1 1.Please have counsel revise their legal opinion to state an opinion as to the warrants and units to be issued by you.
FirstName LastNameSiguang Peng Comapany NameMeten EdtechX Education Group Ltd. March 12, 2020 Page 2 FirstName LastName Siguang Peng Meten EdtechX Education Group Ltd. March 12, 2020 Page 2 You may contact Scott Anderegg, Staff Attorney at 202-551-3342 or Mara Ransom, Office Chief at 202-551-3264 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services
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March 12, 2020
Siguang Peng
Chief Executive Officer
Meten EdtechX Education Group Ltd.
3rd Floor, Tower A, Tagen Knowledge & Innovation Center
2nd Shenyun West Road, Nanshan District
Shenzhen, Guangdong Province 518045, People's Republic of China
Re:Meten EdtechX Education Group Ltd.
Amendment No. 2 to Registration Statement on Form F-4
Filed March 6, 2020
File No. 333-235859
Dear Mr. Peng:
We have reviewed your amended registration statement and have the following
comment. In our comment, we may ask you to provide us with information so we may better
understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our 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 our comment, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our February 28, 2020 letter.
Form S-1 Amendment No. 2 filed March 6, 2020
Item 21. Exhibits and Financial Statement Schedules
Exhibit 5.1, page II-1
1.Please have counsel revise their legal opinion to state an opinion as to the warrants and
units to be issued by you.
FirstName LastNameSiguang Peng
Comapany NameMeten EdtechX Education Group Ltd.
March 12, 2020 Page 2
FirstName LastName
Siguang Peng
Meten EdtechX Education Group Ltd.
March 12, 2020
Page 2
You may contact Scott Anderegg, Staff Attorney at 202-551-3342 or Mara Ransom,
Office Chief at 202-551-3264 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services