SEC Comment Letter 0000000000-22-013890 to Global Engine Group Holding Ltd (GLE) (CIK 0001908705) (GLE)
Global Engine Group Holding Ltd (GLE) (CIK 0001908705)
Date: Dec. 23, 2022 · CIK: 0001908705 · Accession: 0000000000-22-013890
AI Filing Summary & Sentiment
File numbers found in text: 333-266919
Letter
United States securities and exchange commission logo December 23, 2022 Andrew Lee Chief Executive Officer Global Engine Group Holding Ltd Room C, 19/F, World Tech Centre 95 How Ming Street, Kwun Tong Kowloon, Hong Kong Re:Global Engine Group Holding Ltd Amendment No. 1 to Registration Statement on Form F-1 Filed December 7, 2022 File No. 333-266919 Dear Andrew Lee: We have reviewed your amended registration statement and have the following comment. In our comment, 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 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 comment, we may have additional comments. Form F-1 filed December 7, 2022 Risk Factors We have a substantial customer concentration..., page 19 1.Please clarify your disclosure regarding your significant customers for the fiscal year ended June 30, 2022. For example, you state that had two major third-party customers but then list four companies; you also identify VNET Group, Inc. and Diyixian.com Limited as a single third-party customer. Additionally, you disclose that you have entered into two separate agreements with Diyixian.com Limited but have filed only one of these agreements as an exhibit. Please tell us what consideration you gave to filing the other agreement as an exhibit. Similarly, please file the agreements with your related party customers, Macro Systems Limited and DataCube Research Center Limited, or explain
FirstName LastNameAndrew Lee Comapany NameGlobal Engine Group Holding Ltd December 23, 2022 Page 2 FirstName LastName Andrew Lee Global Engine Group Holding Ltd December 23, 2022 Page 2 why they are not required to be filed. Refer to Item 601(b)(10) of Regulation S-K. Finally, it appears that several agreements with your significant customers have expired or will terminate in 2022. Please address the risks to the company and how the company will be impacted when and if the agreements terminate. You may contact Amanda Kim, Staff Accountant, at (202) 551-3241 or Stephen Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions regarding comments on the financial statements and related matters. Please contact Lauren Pierce, Staff Attorney, at (202) 551-3887 or Jan Woo, Legal Branch Chief, at (202) 551-3453 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc: Arila Zhou
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United States securities and exchange commission logo
December 23, 2022
Andrew Lee
Chief Executive Officer
Global Engine Group Holding Ltd
Room C, 19/F, World Tech Centre
95 How Ming Street, Kwun Tong
Kowloon, Hong Kong
Re:Global Engine Group Holding Ltd
Amendment No. 1 to Registration Statement on Form F-1
Filed December 7, 2022
File No. 333-266919
Dear Andrew Lee:
We have reviewed your amended registration statement and have the following
comment. In our comment, 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 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 comment, we may have additional comments.
Form F-1 filed December 7, 2022
Risk Factors
We have a substantial customer concentration..., page 19
1.Please clarify your disclosure regarding your significant customers for the fiscal year
ended June 30, 2022. For example, you state that had two major third-party customers but
then list four companies; you also identify VNET Group, Inc. and Diyixian.com Limited
as a single third-party customer. Additionally, you disclose that you have entered into two
separate agreements with Diyixian.com Limited but have filed only one of these
agreements as an exhibit. Please tell us what consideration you gave to filing the other
agreement as an exhibit. Similarly, please file the agreements with your related party
customers, Macro Systems Limited and DataCube Research Center Limited, or explain
FirstName LastNameAndrew Lee
Comapany NameGlobal Engine Group Holding Ltd
December 23, 2022 Page 2
FirstName LastName
Andrew Lee
Global Engine Group Holding Ltd
December 23, 2022
Page 2
why they are not required to be filed. Refer to Item 601(b)(10) of Regulation S-K. Finally,
it appears that several agreements with your significant customers have expired or will
terminate in 2022. Please address the risks to the company and how the company will be
impacted when and if the agreements terminate.
You may contact Amanda Kim, Staff Accountant, at (202) 551-3241 or Stephen
Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions regarding
comments on the financial statements and related matters. Please contact Lauren Pierce, Staff
Attorney, at (202) 551-3887 or Jan Woo, Legal Branch Chief, at (202) 551-3453 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Arila Zhou