SEC Comment Letter 0000000000-23-010554 to Junee Ltd (JUNE) (CIK 0001897087) (SUPX)
Junee Ltd (JUNE) (CIK 0001897087)
Date: Sept. 25, 2023 · CIK: 0001897087 · Accession: 0000000000-23-010554
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File numbers found in text: 333-266116
Letter
United States securities and exchange commission logo September 25, 2023 Yee Man Thomas Law Chief Executive Officer Junee Limited Studio 20, 11 F, International Plaza 20 Sheung Yuet Road Kowloon Bay, Kowloon, Hong Kong Re:Junee Limited Amendment No. 8 to Registration Statement on Form F-1 Filed September 5, 2023 File No. 333-266116 Dear Yee Man Thomas Law: We have reviewed your amended registration statement 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 this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply 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 these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our August 22, 2023 letter. Amendment No. 8 to Registration Statement on Form F-1 General 1.We note your response to comment 4 and reissue. On the resale prospectus cover page, please include placeholders for the date of effectiveness of this registration statement, the initial public offering price of your ordinary shares, and the most recent trading price of your ordinary shares on Nasdaq. In this regard, we note that the resale prospectus is contingent on the listing of your ordinary shares on a national securities exchange. Also confirm that you will include such information in the Rule 424(b) prospectus filed in connection with the resale offering. Refer to Instruction 2 to Item 501(b)(3) of Regulation S-K. We note such information will not be available at the time of effectiveness of the
FirstName LastNameYee Man Thomas Law Comapany NameJunee Limited September 25, 2023 Page 2 FirstName LastName Yee Man Thomas Law Junee Limited September 25, 2023 Page 2 public offering prospectus. 2.As a related matter, please revise your statement that the "Resale Shares may be sold pursuant to this prospectus from time to time after the effectiveness of the Registration Statement" to clarify that shares sold by the selling shareholders covered by the resale prospectus will only occur after your ordinary shares are trading on Nasdaq. You may contact Suying Li at 202-551-3335 or Angela Lumley at 202-551-3398 if you have questions regarding comments on the financial statements and related matters. Please contact Alyssa Wall at 202-551-8106 or Jennifer López Molina at 202-551-3792 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Lisa Forcht
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United States securities and exchange commission logo
September 25, 2023
Yee Man Thomas Law
Chief Executive Officer
Junee Limited
Studio 20, 11 F, International Plaza
20 Sheung Yuet Road
Kowloon Bay, Kowloon, Hong Kong
Re:Junee Limited
Amendment No. 8 to Registration Statement on Form F-1
Filed September 5, 2023
File No. 333-266116
Dear Yee Man Thomas Law:
We have reviewed your amended registration statement 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 this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply 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 these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our August 22, 2023 letter.
Amendment No. 8 to Registration Statement on Form F-1
General
1.We note your response to comment 4 and reissue. On the resale prospectus cover page,
please include placeholders for the date of effectiveness of this registration statement, the
initial public offering price of your ordinary shares, and the most recent trading price of
your ordinary shares on Nasdaq. In this regard, we note that the resale prospectus is
contingent on the listing of your ordinary shares on a national securities exchange. Also
confirm that you will include such information in the Rule 424(b) prospectus filed in
connection with the resale offering. Refer to Instruction 2 to Item 501(b)(3) of Regulation
S-K. We note such information will not be available at the time of effectiveness of the
FirstName LastNameYee Man Thomas Law
Comapany NameJunee Limited
September 25, 2023 Page 2
FirstName LastName
Yee Man Thomas Law
Junee Limited
September 25, 2023
Page 2
public offering prospectus.
2.As a related matter, please revise your statement that the "Resale Shares may be sold
pursuant to this prospectus from time to time after the effectiveness of the Registration
Statement" to clarify that shares sold by the selling shareholders covered by the resale
prospectus will only occur after your ordinary shares are trading on Nasdaq.
You may contact Suying Li at 202-551-3335 or Angela Lumley at 202-551-3398 if you
have questions regarding comments on the financial statements and related matters. Please
contact Alyssa Wall at 202-551-8106 or Jennifer López Molina at 202-551-3792 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Lisa Forcht