SEC Comment Letter 0000000000-23-004014 to Blue World Acquisition Corp (CIK 0001878074)
Blue World Acquisition Corp (CIK 0001878074)
Date: April 21, 2023 · CIK: 0001878074 · Accession: 0000000000-23-004014
AI Filing Summary & Sentiment
File numbers found in text: 001-41256
Letter
United States securities and exchange commission logo April 21, 2023 Liang Shi Chief Executive Officer Blue World Acquisition Corp 244 Fifth Avenue, Suite B-88 New York, NY 10001 Re:Blue World Acquisition Corp Form 10-K for the Fiscal Year Ended June 30, 2022 Filed September 16, 2022 File No. 001-41256 Dear Liang Shi: We have reviewed your April 7, 2023 response to our comment letter 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 these comments 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 comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our March 14, 2023 letter. Amended Form 10-K filed April 7, 2023 Business Overview, page 1 1.We partially reissue comment 1. Please provide prominent disclosure about the legal and operational risks associated with your sponsor being based in China. Your disclosure should make clear whether these risks could result in a material change in your search for a target business and/or the value of your securities or could significantly limit or completely hinder your ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or be worthless. Your disclosure should also address how recent statements and regulatory actions by China’s government, such as those related to data security or anti-monopoly concerns may impact the company’s ability to complete a business combination, accept foreign investments, or list on a U.S. or other foreign exchange.
FirstName LastNameLiang Shi Comapany NameBlue World Acquisition Corp April 21, 2023 Page 2 FirstName LastName Liang Shi Blue World Acquisition Corp April 21, 2023 Page 2 2.We note the disclosure beginning on page 8 regarding the Recent PCAOB Determinations. Please revise to disclose that the Holding Foreign Companies Accountable Act, as amended by the Consolidated Appropriations Act, 2023, and related regulations if the PCAOB determines that it cannot inspect or investigate completely your auditor for a period of two consecutive years, and that as a result an exchange may determine to delist your securities. Your current disclosure references three years. 3.We partially reissue comment 2. Please disclose the risks that your sponsor being based in China poses to investors. For example, specifically discuss risks arising from the legal system in China, including risks and uncertainties regarding the enforcement of laws and that rules and regulations in China can change quickly with little advance notice. You may contact Howard Efron at 202-551-3439 or Robert Telewicz at 202-551-3438 if you have questions regarding comments on the financial statements and related matters. Please contact Joseph Ambrogi at 202-551-4821 or Pam Howell at 202-551-3357 with any other questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Arila Zhou
Show Raw Text
United States securities and exchange commission logo
April 21, 2023
Liang Shi
Chief Executive Officer
Blue World Acquisition Corp
244 Fifth Avenue, Suite B-88
New York, NY 10001
Re:Blue World Acquisition Corp
Form 10-K for the Fiscal Year Ended June 30, 2022
Filed September 16, 2022
File No. 001-41256
Dear Liang Shi:
We have reviewed your April 7, 2023 response to our comment letter 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 these comments 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
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional
comments. Unless we note otherwise, our references to prior comments are to comments in our
March 14, 2023 letter.
Amended Form 10-K filed April 7, 2023
Business Overview, page 1
1.We partially reissue comment 1. Please provide prominent disclosure about the legal and
operational risks associated with your sponsor being based in China. Your disclosure
should make clear whether these risks could result in a material change in your search for
a target business and/or the value of your securities or could significantly limit or
completely hinder your ability to offer or continue to offer securities to investors and
cause the value of such securities to significantly decline or be worthless. Your disclosure
should also address how recent statements and regulatory actions by China’s government,
such as those related to data security or anti-monopoly concerns may impact the
company’s ability to complete a business combination, accept foreign investments, or list
on a U.S. or other foreign exchange.
FirstName LastNameLiang Shi
Comapany NameBlue World Acquisition Corp
April 21, 2023 Page 2
FirstName LastName
Liang Shi
Blue World Acquisition Corp
April 21, 2023
Page 2
2.We note the disclosure beginning on page 8 regarding the Recent PCAOB
Determinations. Please revise to disclose that the Holding Foreign Companies
Accountable Act, as amended by the Consolidated Appropriations Act, 2023, and related
regulations if the PCAOB determines that it cannot inspect or investigate completely your
auditor for a period of two consecutive years, and that as a result an exchange may
determine to delist your securities. Your current disclosure references three years.
3.We partially reissue comment 2. Please disclose the risks that your sponsor being based
in China poses to investors. For example, specifically discuss risks arising from the legal
system in China, including risks and uncertainties regarding the enforcement of laws and
that rules and regulations in China can change quickly with little advance notice.
You may contact Howard Efron at 202-551-3439 or Robert Telewicz at 202-551-3438 if
you have questions regarding comments on the financial statements and related matters. Please
contact Joseph Ambrogi at 202-551-4821 or Pam Howell at 202-551-3357 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc: Arila Zhou