SecProbe.io

March 12, 2020
Dong Hu
Chief Executive Officer
Ebang International Holdings Inc.
26-27F, Building 3
Xinbei Qianjiang International Building
Qianjiang Economic and Technological Development Zone
Yuhang District, Hangzhou, Zhejiang
People's Republic of China
Re:Ebang International Holdings Inc.
Draft Registration Statement on Form F-1
Submitted February 14, 2020
CIK No. 0001799290
Dear Mr. Hu:
            We have reviewed your draft registration statement and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.
            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 our comments apply 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 these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form F-1 submitted February 14, 2020
Prospectus Summary, page 2
1.Please briefly describe the trends related to Bitcoin price drop, market demand of your
machines and retail prices of those machines that began in 2018, as mentioned on page
13 and the impact on your business. Please also disclose whether those trends have
continued to date.

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 Comapany NameEbang International Holdings Inc.
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 FirstName LastName
Dong Hu
Ebang International Holdings Inc.
March 12, 2020
Page 2
Implications of Being an Emerging Growth Company, page 4
2.Please supplementally provide us with copies of all written communications, as defined in
Rule 405 under the Securities Act, that you or anyone authorized to do so on your behalf,
present to potential investors in reliance on Section 5(d) of the Securities Act, whether or
not they retain copies of the communications.
Capitalization Table, page 62
3.We note from the notes to the financial statements that as of September 30, 2019 you had
$14.9 million of related party debt due during 2022.  In light of the fact that these are long
term debt arrangements, please revise your Capitalization table to include these
obligations.  You should also consider including subsequently issued debt in the “as
adjusted” column of your Capitalizaiton table.
Enforceability of Civil Liabilities, page 65
4.We note your disclosure on page 48 and in this section that you have been advised by your
counsel with respect to Peoples Republic of China law matters and your disclosure in this
section that you have been advised by your counsel with respect to Cayman Islands law
matters.  Please confirm that the consents you intend to file will include each counsel's
consent to these references.

Key Factors Affecting Our Results of Operations
Expansion and diversification of our product offerings, page 76
5.You disclose that you intend to commence a cryptocurrency mining business by the third
quarter of 2020.  Please describe any material costs incurred to date as part of your
preparation to enter this new line of business.
Revenues
Service - Management and Maintenance, page 80
6.You disclose that your mining machine hosting services are primarily provided to buyers
of your Bitcoin mining machines.  Please expand your disclosure to discuss the material
details of hosting services provided to other customers who have not purchased your
mining machines.  In your response also tell us whether those customers supply their own
mining machine or, if true, have the option to lease the Bitcoin mining machines from
you. Also, please tell us if the machine hosting services provided with the purchase of a
Bitcoin mining machine are done under separate contract or are part of the contract to
purchase a Bitcoin mining machine.

 FirstName LastNameDong Hu
 Comapany NameEbang International Holdings Inc.
 March 12, 2020 Page 3
 FirstName LastName
Dong Hu
Ebang International Holdings Inc.
March 12, 2020
Page 3
Results of Operations
Cost of revenues
General and Administrative Expenses, page 82
7.We note in your general and administrative expenses section the material decline in your
research and development expenses between the year ended December 31, 2018 and the
nine months ended September 30, 2019.  While we acknowledge your general disclosures
about the adverse effect downward Bitcoin pricing has on your business, it is not entirely
clear to us whether this would be a key driver in R&D activity.  Please expand your
disclosure to include a narrative accompaniment that offers further details regarding
material changes in the items presented.  Please refer to Item 303  of Regulation S-K  and
the Commission´s Guidance Regarding Management´s Discussion and Analysis of
Financial Condition and Results of Operations, SEC Release No. 33-8350.

Internal Control Over Financial Reporting, page 90
8.We note your remediation plan for the two identified material weaknesses in your internal
control over financial reporting.  Please disclose your estimated costs to complete the
related remediation plan, if material.
Contractual Obligations and Commitments, page 91
9.Please revise the table in this section to set forth your commitments as of the latest fiscal
year end balance sheet date.  For guidance, see Item 5.F.1 of Form 20-F.
Business
Our Strategies, page 107
10.We note your disclosure that you intend to provide cryptocurrency trading related
services.  Please elaborate on the types of trading services that you intend to provide.
Please disclose any governmental regulations, any material risks or challenges related to
such services.
Business
After-Sales Services and Warranties, page 115
11.You disclose that you provide warranties on your mining machines.  Please tell us your
current warranty liability and provide a tabular reconciliation of the changes in your
aggregate product warranty liability for the reporting periods, in the notes to your
financial statements, to comply with the disclosure requirements of ASC 460-10-50-8(c)
or explain why the amount of loss cannot be reasonably estimated.  Also, we note your
disclosure on page 115 that during the warranty period, maintenance and after-sale
services are provided by you, which includes technical support, equipment repair and
maintenance.  Please tell us if you account for the services provided under the warranty as

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Ebang International Holdings Inc.
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a separate performance obligation and if so, how you allocate the transaction price to the
product and service.  See guidance in ASC 606-10-55-34.
Intellectual Property, page 116
12.We note your reference to licensing agreements in the first paragraph on page 117.  Please
disclose the scope and term of any material license agreement and file any material license
agreements as exhibits to your registration statement. Please also disclose the duration and
scope of patents that are material to your business.
Leased Properties, page 118
13.Please disclose when your material leases expire and file any material lease agreements as
exhibits to your registration statement.

Related Party Transactions
Private Placements, page 142
14.We note the information provided on Note 11 – Shareholders’ equity.  Please revise to
disclose the consideration the company received in connection with these issuances.  With
respect to each entity discussed in this section, please expand to disclose the nature of
your relationship that would give rise to the entity being considered a related party.
Lock-Up Agreements, page 171
15.Please file the lock-up agreements as exhibits to the registration statement. Refer to Item
601(b)(10) of Regulation S-K.
Audited Financial Statements
Consolidated Statements of Operations and Comprehensive Loss, page F-4
16.We note from your disclosure in Note 14 that service revenue was greater than 10% of
total revenue for the nine months ended 9/30/19.  Please revise to separately disclose
product and service on face of your statements of operations in accordance with Rule 5-
03(b) of Regulation S-X.
17.We note your presentation of Value-added tax refund as an offset to operating expenses
on the face of your statements of income and comprehensive loss.  Please tell us why you
believe it is appropriate to present this amount within your loss from operations or
alternatively, please revise to disclose the refund below the subtotal for loss from
operations.
Revenue Recognition, page F-13
18.We note your disclosure on page 73 of MD&A that the Bitcoin price drop in 2018 also led
to your offering of credit sales to certain significant, long-standing customers in China,

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 Comapany NameEbang International Holdings Inc.
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Ebang International Holdings Inc.
March 12, 2020
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instead of full prepayment before delivery of products.  Please expand your revenue
recognition disclosure in Note 2 to the financial statements to disclose your payment terms
as well as the existence of any significant financing components in accordance with ASC
606-10-50-12.  Also, we note from page 13 that this price drop adversely impacted the
ability of your customers who purchased products on credit to make payments and you
consider such portion of payment as implicit price concession and retroactively adjusted
your revenue based on such subsequent information.  Please tell us how you estimate the
amount of implicit price concessions when determining variable consideration for these
contracts.  See guidance in ASC 606-10-32-7.  Additionally, please explain to us how you
distinguish between price concessions (i.e., reductions of revenue) and customer credit
risk relating to collectability (i.e., bad debt expense) that may be known at contract
inception when accounting for your credit sales contracts. Cite the accounting guidance on
which you base your conclusions.
Notes to consolidated financial statements
Contingencies, page F-26
19.We note your disclosure of a civil action, filed by your customer, in the Hangzhou
Intermediate People’s Court  in December 2017 regarding the performance of 500 units of
mining machines.  You also have disclosed the court's requirement that you were to
restrict cash in various amounts.  To help us better understand your disclosures tell us
what amounts of restricted cash are currently ordered by the courts.  In addition, please
explain why you are not able to estimate probable losses in light of the damages already
awarded by the court.
20.Please revise your disclosures in Note 17 to disclose all amounts in US dollars, your
reporting currency.  Your disclosure in the Legal Proceedings section on page 119 should
be similarly revised.
Exhibits and Financial Statement Schedules, page II-2
21.You disclose on page 92 that you operate primarily in China.  In addition, on page F-24,
you disclose significant restricted net assets.  Please provide Parent-only financial
statements pursuant to Rule 5-04 of Regulation S-X or tell us why you are not required to
do so.
Exhibits
22.Please update your exhibit index to include employment contracts required by Item
601(b)(10) of Regulation S-K, as contemplated by Item 8 of Form F-1, rather than a "form
of" employment agreement. In the alternative, please tell us if these agreements are not
required to be publicly filed in your home country, are not otherwise publicly disclosed,
and therefore are not filed based on Item 601(b)(10)(iii)(C)(5) of Regulation S-K.
            You may contact Charles Eastman, Staff Accountant, at 202-551-3794 or Claire Erlanger,
Senior Accountant, at 202-551-3301 if you have questions regarding comments on the financial

 FirstName LastNameDong Hu
 Comapany NameEbang International Holdings Inc.
 March 12, 2020 Page 6
 FirstName LastName
Dong Hu
Ebang International Holdings Inc.
March 12, 2020
Page 6
statements and related matters.  Please contact Thomas Jones, Staff Attorney, at 202-551-3602 or
Asia Timmons-Pierce, Special Counsel, at 202-551-3754 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Weiheng Chen, Esq.