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United States securities and exchange commission logo
December 29, 2023
Gisele Remy
Chief Financial Officer
Auna S.A.
46 A, Avenue JF Kennedy
1855 Luxembourg
Grand Duchy of Luxembourg
Re:Auna S.A.
Amendment No. 1 to
Draft Registration Statement on Form F-1
Submitted December 8, 2023
CIK No. 0001799207
Dear Gisele Remy:
            We have reviewed your amended draft registration statement and have the following
comments.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to this letter and your amended
draft registration statement or filed registration statement, we may have additional comments.
Amendment No. 1 to Draft Registration Statement on Form F-1
Cover Page
1.We note your response to comment 2 that the company intends to amend its existing
articles of association in connection with the initial public offering, and in connection
therewith, it expects class A shares to be low-vote shares and class B shares to be high-
vote shares. We also note your revised disclosure that class A and class B shareholders
will vote together as a single class. Please revise the disclosure on your cover page to
disclose, as you do elsewhere, that given the voting control of the class B shares, investors
in this offering will have little to no influence on corporate matters for the foreseeable
future, including, for example, decision making with respect to your business
direction, the election and removal of directors and fixing of directors' compensation

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and amendments to your articles of association.
Summary
The Auna Way, page 1
2.We note your response to comment 5 and we reissue the comment. The disclosure in the
summary should be a balanced presentation of your business. Please balance the
description of “The Auna Way,” your competitive strengths and key strategies with
equally prominent disclosure of the challenges you face and the risks and limitations that
could harm your business or inhibit your strategic plans. For example, but without
limitation, revise your disclosure to also discuss challenges related to integrating
businesses you have recently acquired or will acquire, such as increased costs, building
and maintaining your brand’s reputation and your substantial indebtedness.
3.We note your response to comment 7 and we reissue the comment in part. Please address
the following issues related to the description of your business throughout your prospectus
summary:

•You state here and throughout the registration statement that you provide "affordable
healthcare plans" and that your plans in Peru are "moderately priced and innovative
plans." We also note your revised disclosure that monthly costs of your mono-risk
oncology plans start "as low as S/33.0 per month, which is generally within reach of
the vast majority of Peruvians based on average income." Please revise your
disclosure to clarify the basis of your statement that the price of your plans is
"generally within reach of the vast majority of Peruvians." Please also revise to
include a detailed discussion of the pricing of your plans and to explain why they are
considered innovative and unique.

•We note your disclosure on page 3 that you offer a vertically integrated portfolio of
"mono-risk" plans and selected general healthcare plans. Please revise to explain the
principal differences between a mono-risk plan and a general healthcare plan,
including whether the plans target different pools of customers and to discuss the
principal reasons why customers choose one or both plans. Additionally, we note that
a significant focus of your business is on prevention. Please clarify whether
customers who enroll in a mono-risk plan such as an oncology plan are individuals
with a family or personal history of cancer and whether an individual with a cancer
diagnosis may enroll in an oncology plan. Please also discuss what types of care are
covered by mono-risk plans, including whether there is a focus on prevention versus
treatment.
4.We note your revised disclosure in response to comment 8 and throughout your filing,
including references to "high-quality" care, services, and "patient outcomes." Please revise
your filing to discuss how you measure "quality," including with respect to care, services,
and patient outcomes. As a related matter, where you note that you achieve "excellent"
and "effective" patient outcomes, please clarify how you define these terms.

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December 29, 2023
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Our History, page 3
5.We note your response to comment 9 and your revised disclosure on page 6 discussing
your indebtedness. Please revise to briefly highlight the risks to your business and
operations related to your significant indebtedness, and include a cross-reference to your
risk factor on page 40 discussing risks related to your indebtedness.
Our Future, page 12
6.We note your response to comment 11, including your revised disclosure on pages 3 and
116 and we reissue the comment. Please revise your disclosure here and in your Business
section to address specific challenges you may face growing this small platform focused
on providing dental and vision plans to a larger platform providing both general healthcare
and specialized plans in Mexico.
Increase, improve and enhance access to our healthcare services, page 12
7.We note your revised disclosure in response to comment 27, including that your
calculations of addressable market are based upon an estimated percentage of three groups
of individuals. Please revise your disclosure to discuss the data and estimates underlying
your calculation of a total addressable market for your oncology plans in Mexico,
including relevant percentage estimates, and how you used these estimates to determine
the number of potential memberships in your total addressable market. As a related
matter, we note your reference on page 1 to "immense market potential." Please provide
support for this statement.
Risk Factors
We are a holding company and all of our operations are conducted through our subsidiaries, page
39
8.We note your response to comment 14, including your revised disclosure on pages 39-40
and we reissue the comment in part. Please briefly describe or provide a cross reference to
the restrictions related to your existing indebtedness that limit or prohibit your subsidiaries
from paying dividends, making other distributions, and making loans to you. In addition,
please clarify whether Dentegra's financial statement have been approved by the CNSF,
and if not, the impact on Dentegra's ability to pay dividends to you and any related risks to
your business.
Following the completion of the offering, Enfoca . . ., page 50
9.We note your revised disclosure in response to comment 15, including that President,
Jesús Zamora León, and a majority of your directors, including Jesús Zamora León, Jorge
Basadre Brazzini, Leonardo Bacherer Fastoni, Andrew Soussloff and John Wilton, may be
employed by or otherwise affiliated with Enfoca as directors on their board of directors.
Please revise your filing to more prominently disclose, on your cover page and/or in your

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prospectus summary, the potential conflicts of interest related to your officers and
directors being employed or affiliated with Enfoca.
Use of Proceeds, page 55
10.We note your response to comment 17 and reissue the comment, in part. We note your
revised disclosure that net proceeds from this offering will be used “to pay Heredia
Investments for its 21.2% interest in Auna Salud (and subsequent merger of Heredia
Investments into Auna Salud), and the remainder to repay US$ million of indebtedness
under [y]our Term Loans and for other general corporate purposes.” Please revise to
provide an estimate of the amount of the proceeds that will be used to pay Heredia
Investments for its interest in Auna Salud. Please indicate whether you anticipate you will
need additional amounts from other funding sources for either of these two purposes and
indicate the amounts as well as identify the other sources. Additionally, with respect to the
proceeds to be used to repay your indebtedness, please provide the information required
by Item 3.C.4. of Form 20-F.
Management's Discussion and Analysis of Financial Condition and Results of Operations
Contractual Obligations and Commitments
Senior Secured Notes Due 2029, page 79
11.We note your revised disclosure in response to comment 22, but your revisions do not
appear to be completely responsive to our comment. Please revise your risk factors to
include a discussion of risks related to your notes due 2029, including the financial
covenants, negative covenants and events of default.
Research and Development, page 81
12.We note your revised disclosure in response to comment 18, including that you "are
increasingly able to rely on Auna Ideas, which is our non-profit biomedical and
innovation engine." Please enhance your disclosure to describe the reasons underlying this
increasing reliance, and provide a detailed description of the role of Auna Ideas in your
product development process. In this regard, we note your disclosure on page 37 that you
have made significant investments in product development. Please also clarify whether
you increasing reliance on Auna Ideas has resulted in increased investment, and if so,
whether you expect this trend to continue in future financial periods.
Trends, page 81
13.We note your response to comment 24 that you do not believe there are any current or
potential trends related to COVID-19 that are material to your business. Please include the
substance of your response as disclosure in the filing.
Oncosalud Peru, page 123
14.We note your disclosure in response to comment 28, but your disclosure is not completely

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December 29, 2023
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responsive to our comment.  Please provide us with your explanation of why it is
appropriate to compare the survival statistics of your cohort of individuals diagnosed
between 2005 and 2016, with statistics disclosed for the U.S. and U.K., given that these
statistics appear to relate to a different time period and are in different geographic
locations, or remove these comparisons from your disclosure.  As a related matter, we
note your disclosure throughout the filing that "our approach results in a 74% 5-year
survival rate for our oncology plans, which is above the national average in both the U.S.
and England." Please clarify how you calculated this survival rate, as it appears to be a
different percentage than that disclosed in this section. Please also explain why the
comparison to U.S. and England is appropriate, given that the survival rate is based on
different populations in different geographic locations, or remove this disclosure from the
filing.  Alternatively, please revise to make it clear that your disclosure does not compare
Oncosalud's 5-year cancer survival rate with comparable oncological facilities, and place
these selected disclosures in appropriate context by discussing factors such as the
prevalence of certain cancers, and different access to healthcare in different jurisdictions
that would be expected to impact this percentage.
Condensed Consolidated Interim Financial Statements
4. Trade Accounts Receivable, page F-13
15.We have reviewed your response to prior comment 35 and note that 37% of your June 30
accounts receivable remained uncollected approximately 161 days after the balance sheet
date, and that a significant amount of accounts receivable are past due for an amount of
time much greater than 161 days. We also note your disclosure on pages 29 and 76 that
your accounts receivable for payments from corporate and individual customers are
typically collected in a combined average of 42 days in Mexico, 73 days in Peru and 144
days in Colombia. Please expand your disclosure to provide much greater detail regarding
the time it takes to collect your accounts receivable since it is not clear how your
disclosure is representative of the collection days depicted in your response. Please also
provide us an updated June 30 rollforward.
Audited Consolidated Financial Statements of Auna S.A.A., page F-59
16.If your audited financial statements become older than 12 months, please update your
financial statements pursuant to Item 8.A.4 of Form 20-F or provide the appropriate
representations in an exhibit. Refer to Instruction 2 to Item 8.A.4.

 FirstName LastNameGisele Remy
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 FirstName LastName
Gisele Remy
Auna S.A.
December 29, 2023
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            Please contact Michael Fay at 202-551-3812 or Brian Cascio at 202-551-3676 if you
have questions regarding comments on the financial statements and related matters. Please
contact Jessica Ansart at 202-551-4511 or Katherine Bagley at 202-551-2545 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc:       Maurice Blanco