SEC Comment Letter 0000000000-23-000030 to Global Lights Acquisition Corp (GLACF) (CIK 0001897971)
Global Lights Acquisition Corp (GLACF) (CIK 0001897971)
Date: Jan. 3, 2023 · CIK: 0001897971 · Accession: 0000000000-23-000030
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United States securities and exchange commission logo January 3, 2023 Zhizhuang Miao Chief Executive Officer Global Lights Acquisition Corp Room 902, Unit 1, 8th Floor, Building 5 No. 201, Tangli Road Chaoyang District, Beijing 100123 The People’s Republic of China Re:Global Lights Acquisition Corp Amendment No. 3 to Draft Registration Statement on Form S-1 Submitted December 5, 2022 CIK No. 0001897971 Dear Zhizhuang Miao: We have reviewed your amended draft 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 providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. 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 the information you provide in response to these comments and your amended draft registration statement or filed registration statement, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our August 23, 2022 letter. Amendment No. 3 to Draft Registration Statement on Form S-1 Submitted December 5, 2022 Capitalization, page 94 1.Please revise the line item caption for ordinary shares outstanding on an as adjusted basis from 2,500,000 to 3,060,000, to also include the 560,000 private placement shares to be issued as part of the sale of the private placement units.
FirstName LastNameZhizhuang Miao Comapany NameGlobal Lights Acquisition Corp January 3, 2023 Page 2 FirstName LastName Zhizhuang Miao Global Lights Acquisition Corp January 3, 2023 Page 2 Index to Financial Statements Notes to Financial Statements Note 9 Event (Unaudited) Subsequent to the Date of the Independent Auditor's Report, page F- 2.Please revise to disclose the specific date through which subsequent events were evaluated for the September 30, 2022 interim financial statements. We refer you to ASC 855-10-50- 1. You may contact Frank Knapp at 202-551-3805 or Shannon Menjivar at 202-551-3856 if you have questions regarding comments on the financial statements and related matters. Please contact Kibum Park at 202-551-6836 or Jeffrey Gabor at 202-551-2544 with any other questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Dan Ouyang
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United States securities and exchange commission logo
January 3, 2023
Zhizhuang Miao
Chief Executive Officer
Global Lights Acquisition Corp
Room 902, Unit 1, 8th Floor, Building 5
No. 201, Tangli Road
Chaoyang District, Beijing 100123
The People’s Republic of China
Re:Global Lights Acquisition Corp
Amendment No. 3 to Draft Registration Statement on Form S-1
Submitted December 5, 2022
CIK No. 0001897971
Dear Zhizhuang Miao:
We have reviewed your amended draft 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 providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments. Unless we note otherwise, our references to prior comments are to comments in our
August 23, 2022 letter.
Amendment No. 3 to Draft Registration Statement on Form S-1 Submitted December 5, 2022
Capitalization, page 94
1.Please revise the line item caption for ordinary shares outstanding on an as adjusted basis
from 2,500,000 to 3,060,000, to also include the 560,000 private placement shares to be
issued as part of the sale of the private placement units.
FirstName LastNameZhizhuang Miao
Comapany NameGlobal Lights Acquisition Corp
January 3, 2023 Page 2
FirstName LastName
Zhizhuang Miao
Global Lights Acquisition Corp
January 3, 2023
Page 2
Index to Financial Statements
Notes to Financial Statements
Note 9 Event (Unaudited) Subsequent to the Date of the Independent Auditor's Report, page F-
17
2.Please revise to disclose the specific date through which subsequent events were evaluated
for the September 30, 2022 interim financial statements. We refer you to ASC 855-10-50-
1.
You may contact Frank Knapp at 202-551-3805 or Shannon Menjivar at 202-551-3856 if
you have questions regarding comments on the financial statements and related matters. Please
contact Kibum Park at 202-551-6836 or Jeffrey Gabor at 202-551-2544 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc: Dan Ouyang