Correspondence 0001213900-24-053586 from Li Bang International Corp Inc. (LBGJ) (CIK 0001896425) (LBGJ)
Li Bang International Corp Inc. (LBGJ) (CIK 0001896425)
Date: June 18, 2024 · CIK: 0001896425 · Accession: 0001213900-24-053586
AI Filing Summary & Sentiment
File numbers found in text: 333-262367
Referenced dates: June 10, 2024
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LI BANG INTERNATIONAL CORPORATION INC.
No. 190 Xizhang Road, Gushan Town
Jiangyin City, Jiangsu Province
People’s Republic of China
June 18, 2024
Via Edgar Correspondence
Jeff Kauten
Division of Corporation Finance
Office of Technology
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C., 20549
Re:
Li Bang International Corporation Inc.
Amendment No. 9 to Registration Statement on Form F-1
Filed May 31, 2024
File No. 333-262367
Dear Mr. Kauten:
This letter is in response to the letter dated
June 10, 2024 from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (“SEC”) addressed to
Li Bang International Corporation Inc. (the “Company”, “we”, and “our”). For ease of reference, we
have recited SEC’s comments in this response and numbered them accordingly. An amended registration statement on Form F-1 (the “Amendment
No. 10 to the Registration Statement”) is being submitted to accompany this letter.
Amendment No. 9 to Registration Statement on
Form F-1
Summary Consolidated Financial Data
Selected Consolidated Balance Sheets, page 19
1) Please revise to correct
the years labeled for the balance sheets ending June 30, which should be 2023 and 2022, consistent with the balance sheets presented
in the financial statements.
RESPONSE: We note the Staff’s comment,
and in response thereto, respectfully advise the Staff that we have revised the disclosure on page 19 in the Amendment No. 10 to the Registration
Statement.
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Liquidity and Capital Resources
Loan Facilities, page 68
2) You disclose the various
loan repayments made subsequent to December 31, 2023. Please revise to also disclose the new debt arrangements entered into during that
period, consistent with your disclosures on page F-27. Refer to Item 5.B.3 of Form 20-F.
RESPONSE: We note the Staff’s comment,
and in response thereto, respectfully advise the Staff that we have revised the disclosure on page 68 in the Amendment No. 10 to the Registration
Statement.
Consolidated Statements of Cash Flows, page
F-35
3) We note your response to
prior comment one. Since net cash used in operating activities for the year ended June 30, 2023 changed from $3,371,573 to $634,414 and
cash used in investing activities for the same period changed from $175,818 to $2,912,979, it is unclear how such revisions are "insignificant."
Revise to label the revised amounts “as restated” and include the disclosures in ASC 250-10-50-7. Further, the audit report
should be revised to include an explanatory paragraph regarding the correction of such error and dual date their opinion. Refer to paragraph
16 of PCAOB Auditing Standard (“AS”) 2820 and paragraph 18(e) of AS 3101.
RESPONSE: We note the Staff’s comment,
and in response thereto, respectfully advise the Staff that we have revised the disclosure on page F-57 (see Note 19) in the Amendment
No. 10 to the Registration Statement. The audit report was also revised on page F-31.
We hope this response has addressed all of the
Staff’s concerns relating to the comment letter. Should you have additional questions regarding the information contained herein,
please contact our securities counsel William S. Rosenstadt, Esq., or Mengyi “Jason” Ye, Esq. of Ortoli Rosenstadt LLP at
wsr@orllp.legal or jye@orllp.legal.
Li Bang International Corporation Inc.
/s/ Huang Feng
Name:
Huang Feng
Title:
Chief Executive Officer