SEC Comment Letter 0000000000-24-006785 to Nano Labs Ltd (NA)
Nano Labs Ltd
Date: June 13, 2024 · CIK: 0001872302 · Accession: 0000000000-24-006785
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-278977
Letter
United States securities and exchange commission logo June 13, 2024 Jianping Kong Chief Executive Officer Nano Labs Ltd China Yuangu Hanggang Technology Building 509 Qianjiang Road, Shangcheng District Hangzhou, Zhejiang, 310000, PRC Re:Nano Labs Ltd Amendment No. 1 to Registration Statement on Form F-1 Filed June 3, 2024 File No. 333-278977 Dear Jianping Kong: We have reviewed your amended registration statement and have the following comment(s). Please respond to this letter by amending your registration statement and providing the requested information. 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 any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our May 14, 2024 letter. Amendment No. 1 to Form F-1 filed June 3, 2024 General 1.We note your disclosure on page 130 that your selling securityholders may offer and sell the securities through agreements between broker-dealers and the selling shareholders to sell a specified number of such Class A ordinary shares at a stipulated price per share. Please confirm your understanding that the retention by a selling stockholder of an underwriter would constitute a material change to your plan of distribution requiring a post-effective amendment. Refer to your undertaking provided pursuant to Item 512(a)(1)(iii) of Regulation S-K. Please contact Eranga Dias at 202-551-8107 or Bradley Ecker at 202-551-4985 with any other questions.
FirstName LastNameJianping Kong Comapany NameNano Labs Ltd June 13, 2024 Page 2 FirstName LastName Jianping Kong Nano Labs Ltd June 13, 2024 Page 2 Sincerely, Division of Corporation Finance Office of Manufacturing
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United States securities and exchange commission logo
June 13, 2024
Jianping Kong
Chief Executive Officer
Nano Labs Ltd
China Yuangu Hanggang Technology Building
509 Qianjiang Road, Shangcheng District
Hangzhou, Zhejiang, 310000, PRC
Re:Nano Labs Ltd
Amendment No. 1 to Registration Statement on Form F-1
Filed June 3, 2024
File No. 333-278977
Dear Jianping Kong:
We have reviewed your amended registration statement and have the following
comment(s).
Please respond to this letter by amending your registration statement and providing the
requested information. 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 any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our May 14, 2024 letter.
Amendment No. 1 to Form F-1 filed June 3, 2024
General
1.We note your disclosure on page 130 that your selling securityholders may offer and sell
the securities through agreements between broker-dealers and the selling shareholders to
sell a specified number of such Class A ordinary shares at a stipulated price per share.
Please confirm your understanding that the retention by a selling stockholder of an
underwriter would constitute a material change to your plan of distribution requiring a
post-effective amendment. Refer to your undertaking provided pursuant to Item
512(a)(1)(iii) of Regulation S-K.
Please contact Eranga Dias at 202-551-8107 or Bradley Ecker at 202-551-4985 with any
other questions.
FirstName LastNameJianping Kong
Comapany NameNano Labs Ltd
June 13, 2024 Page 2
FirstName LastName
Jianping Kong
Nano Labs Ltd
June 13, 2024
Page 2
Sincerely,
Division of Corporation Finance
Office of Manufacturing