Correspondence 0001213900-24-042929 from Universe Pharmaceuticals INC (UPC) (CIK 0001809616) (UPC)
Universe Pharmaceuticals INC (UPC) (CIK 0001809616)
Date: May 14, 2024 · CIK: 0001809616 · Accession: 0001213900-24-042929
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File numbers found in text: 333-278914
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CORRESP
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Universe Pharmaceuticals INC
May 14, 2024
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Life Sciences
100 F Street, N.E.
Washington, DC 20549
Re:
Universe Pharmaceuticals INC
Registration Statement on Form F-1
Filed April 24, 2024
File No. 333-278914
Ladies and Gentlemen:
Universe Pharmaceuticals INC
(the “Company”, “we”, “us” or “our”) hereby transmits its
response to the letter received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”),
dated May 8, 2024 regarding the Registration Statement on Form F-1 filed by the Company on April 24, 2024. For ease of reference, we have
repeated the Commission’s comments in this response letter and numbered them accordingly. An Amendment No. 1 to the Registration
Statement on Form F-1 (“Amendment No. 1 to the Registration Statement”) is being filed by the Company to accompany
this response letter.
Registration Statement on Form F-1 filed April
24, 2024
Cover Page
1. Please revise here, and elsewhere, to disclose
that the Accelerating Holding Foreign Companies Accountable Act was signed into law as part of the fiscal year 2023 omnibus spending legislation
on December 29, 2022.
Response: In response to the Staff’s
comment, we revised our disclosure on the cover page and page 3 of Amendment No. 1 to the Registration Statement to disclose that the
Accelerating Holding Foreign Companies Accountable Act was signed into law as part of the fiscal year 2023 omnibus spending legislation
on December 29, 2022.
2. Please revise the cover page to disclose
the termination date of the offering. See Item 501(b)(8)(iii) of Regulation S-K.
Response: In response to the Staff’s
comment, we revised our disclosure on the cover page and page 12 of Amendment No. 1 to the Registration Statement to disclose the termination
date of the offering.
We thank the Staff for its review of the foregoing.
If you have further comments, we ask that you forward them by electronic mail to our counsel, Ying Li at yli@htflawyers.com or
by telephone at 212-530-2206.
Very truly yours,
/s/ Jing Hu
Jing Hu
Chief Executive Officer and
Chairman of the Board of Directors
cc:
Ying Li, Esq.
Hunter Taubman Fischer & Li LLC