SEC Comment Letter 0000000000-23-009803 to Nocturne Acquisition Corp (CIK 0001837344)
Nocturne Acquisition Corp (CIK 0001837344)
Date: Sept. 5, 2023 · CIK: 0001837344 · Accession: 0000000000-23-009803
AI Filing Summary & Sentiment
File numbers found in text: 001-40259
Letter
United States securities and exchange commission logo September 5, 2023 Thomas Ao Chief Financial Officer Nocturne Acquisition Corp P.O. Box 25739 Santa Ana, CA 92799 Re:Nocturne Acquisition Corp Form 10-K for the fiscal year ended December 31, 2022 Filed May 26, 2023 Form 10-Q for the quarterly period ended June 30, 2023 Filed August 21, 2023 File No. 001-40259 Dear Thomas Ao: We have reviewed the revisions made in response to our comment letter 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 comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment, we may have additional comments. Unless we note otherwise, the reference to our prior comment is in our August 7, 2023 letter. Form 10-Q for the quarterly period ended June 30, 2023 Exhibits 31.1 and 31.2, page 23 1.As previously noted, the language in the certifications filed in Forms 10-Q for the periods ended March 31 and June 30, 2023 does not conform to the language set forth in Item 601(b)(31)(i) of Regulation S-K. Specifically, the internal control over financial reporting language within the introductory sentence of paragraph 4 and paragraph 4(b) has been excluded. Please amend your quarterly reports to revise the certifications to conform exactly to the language set forth in Item 601(b)(31)(i) of Regulation S-K. Also refer to Regulation S-K C&DI 246.13.
FirstName LastNameThomas Ao Comapany NameNocturne Acquisition Corp September 5, 2023 Page 2 FirstName LastName Thomas Ao Nocturne Acquisition Corp September 5, 2023 Page 2 You may contact Jeffrey Lewis at (202) 551-6216 or Kristi Marrone at (202) 551-3429 with any questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction
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United States securities and exchange commission logo
September 5, 2023
Thomas Ao
Chief Financial Officer
Nocturne Acquisition Corp
P.O. Box 25739
Santa Ana, CA 92799
Re:Nocturne Acquisition Corp
Form 10-K for the fiscal year ended December 31, 2022
Filed May 26, 2023
Form 10-Q for the quarterly period ended June 30, 2023
Filed August 21, 2023
File No. 001-40259
Dear Thomas Ao:
We have reviewed the revisions made in response to our comment letter 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 comment within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this comment, we may have additional comments.
Unless we note otherwise, the reference to our prior comment is in our August 7, 2023 letter.
Form 10-Q for the quarterly period ended June 30, 2023
Exhibits 31.1 and 31.2, page 23
1.As previously noted, the language in the certifications filed in Forms 10-Q for the periods
ended March 31 and June 30, 2023 does not conform to the language set forth in Item
601(b)(31)(i) of Regulation S-K. Specifically, the internal control over financial reporting
language within the introductory sentence of paragraph 4 and paragraph 4(b) has been
excluded. Please amend your quarterly reports to revise the certifications to conform
exactly to the language set forth in Item 601(b)(31)(i) of Regulation S-K. Also refer to
Regulation S-K C&DI 246.13.
FirstName LastNameThomas Ao
Comapany NameNocturne Acquisition Corp
September 5, 2023 Page 2
FirstName LastName
Thomas Ao
Nocturne Acquisition Corp
September 5, 2023
Page 2
You may contact Jeffrey Lewis at (202) 551-6216 or Kristi Marrone at (202) 551-3429
with any questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction