Correspondence 0001731122-23-001874 from Innovation Beverage Group Ltd (IBG) (CIK 0001924482) (IBG)
Innovation Beverage Group Ltd (IBG) (CIK 0001924482)
Date: Oct. 11, 2023 · CIK: 0001924482 · Accession: 0001731122-23-001874
AI Filing Summary & Sentiment
File numbers found in text: 333-266965
Letter
Division of Corporation Finance Office of Manufacturing Securities and Exchange Commission Re: Innovation Beverage Group Ltd Amendment No. 19 to the Registration Statement on Form F-1 File No. 333-266965 Filed September 29, 2023
Dear Messrs. Ingram and Ewing:
On behalf of Innovation Beverage Group Ltd. (the “Company”), this letter responds to comments provided by the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) to the Company on October 6, 2023 regarding the Company’s Registration Statement on Form F-1 (the “Registration Statement”). Changes made in response to the Staff’s comments have been made in our amendment to the Registration Statement (the “Amended Registration Statement”), which is being filed with the Commission contemporaneously with the submission of this letter.
For convenience, the Staff’s comments have been restated below and the Company’s response is set out immediately under the restated comments. Unless otherwise indicated, defined terms used herein have the meanings set forth in the Amended Registration Statement.
Amendment No. 19 to Registration Statement on Form F-1
Unaudited Interim Consolidated Financial Statements
Consolidated Balance Sheets, page F-23
1. Refer to the December 31, 2022 balance sheet column and reconcile with the amounts disclosed on the December 31, 2022 balance sheet shown on page F-3, as we note certain amounts do not agree. Also, please label all of the columns on the unaudited interim statements of operations and comprehensive loss, stockholders’ equity and cash flows as unaudited, as we note you have only designated the June 30, 2023 columns as unaudited. Further, on page F-36 (Note 10 - Income Taxes), provide a reconciliation of the effective tax rate to statutory rate for the comparative six months ended June 30, 2022, as your current disclosure provides the reconciliation for the year ended December 31, 2022.
Response: The Company acknowledges the Staff’s comment and has made the requested revisions. With respect to column labels of the unaudited interim statements of operations and comprehensive loss, stockholders’ equity and cash flows as unaudited, the Company respectfully clarifies that for the six months ended June 30, 2022 the interim consolidated financial statements were audited whereas for the six months ended June 30, 2023 the interim consolidated financial statements were unaudited.
Should you have any questions regarding the foregoing, please do not hesitate to contact the Company’s counsel, Darrin Ocasio, of Sichenzia Ross Ference Carmel LLP at (212) 930-9700.
Sincerely,
Dean Huge
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INNOVATION BEVERAGE GROUP LTD.
29 Anvil Road
Seven Hills, NSW 2147 Australia
October 11, 2023
Division of Corporation Finance
Office of Manufacturing
Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Attn: Jay Ingram and Evan Ewing
Re:
Innovation Beverage Group Ltd
Amendment No. 19 to the Registration Statement on
Form F-1
File No. 333-266965
Filed September 29, 2023
Dear Messrs. Ingram and Ewing:
On behalf of Innovation
Beverage Group Ltd. (the “Company”), this letter responds to comments provided by the staff of the Division of Corporation
Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) to the Company
on October 6, 2023 regarding the Company’s Registration Statement on Form F-1 (the “Registration Statement”).
Changes made in response to the Staff’s comments have been made in our amendment to the Registration Statement (the “Amended
Registration Statement”), which is being filed with the Commission contemporaneously with the submission of this letter.
For convenience, the Staff’s
comments have been restated below and the Company’s response is set out immediately under the restated comments. Unless otherwise
indicated, defined terms used herein have the meanings set forth in the Amended Registration Statement.
Amendment No. 19 to Registration Statement on Form F-1
Unaudited Interim Consolidated Financial Statements
Consolidated Balance Sheets, page F-23
1. Refer to the December 31, 2022 balance sheet column and reconcile with the amounts disclosed on the December
31, 2022 balance sheet shown on page F-3, as we note certain amounts do not agree. Also, please label all of the columns on the unaudited
interim statements of operations and comprehensive loss, stockholders’ equity and cash flows as unaudited, as we note you have only
designated the June 30, 2023 columns as unaudited. Further, on page F-36 (Note 10 - Income Taxes), provide a reconciliation of the effective
tax rate to statutory rate for the comparative six months ended June 30, 2022, as your current disclosure provides the reconciliation
for the year ended December 31, 2022.
Response: The Company acknowledges the Staff’s
comment and has made the requested revisions. With respect to column labels of the unaudited interim statements of operations and comprehensive
loss, stockholders’ equity and cash flows as unaudited, the Company respectfully clarifies that for the six months ended June 30,
2022 the interim consolidated financial statements were audited whereas for the six months ended June 30, 2023 the interim consolidated
financial statements were unaudited.
Should you have any questions
regarding the foregoing, please do not hesitate to contact the Company’s counsel, Darrin Ocasio, of Sichenzia Ross Ference Carmel
LLP at (212) 930-9700.
Sincerely,
Dean Huge
Chief Executive Officer
cc:
Darrin Ocasio, Esq.