SEC Comment Letter 0000000000-22-013932 to AgiiPlus Inc. (AGII) (CIK 0001932470)
AgiiPlus Inc. (AGII) (CIK 0001932470)
Date: Dec. 27, 2022 · CIK: 0001932470 · Accession: 0000000000-22-013932
AI Filing Summary & Sentiment
File numbers found in text: 333-267461
Letter
United States securities and exchange commission logo December 27, 2022 Jing Hu Chief Executive Officer AgiiPlus Inc. 5th Floor, Distrii Center, Silver Court No. 218 Xizang South Road, Huangpu District, Shanghai 200021 People’s Republic of China Re:AgiiPlus Inc. Amendment No. 2 to Registration Statement on Form F-1 Filed December 8, 2022 File No. 333-267461 Dear Jing Hu: 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. Unless we note otherwise, our references to prior comments are to comments in our November 29, 2022 letter. Amendment No. 2 to Registration Statement on Form F-1 filed December 8, 2022 Management's Discussion and Analysis, page 76 1.We note your revised disclosure and response to comment 1 and reissue the comment in part. It is unclear from your response and revised disclosure whether management believes the COVID pandemic presents a known event or uncertainty. In this regard, for example only, we note that neither the response nor the revised disclosure addresses the decrease in headcount, the page 23 discussion of significant expenses and delays associated with lockdowns, or the extent to which management believes the negative trends will continue. Please revise to provide a broader discussion of the
FirstName LastNameJing Hu Comapany NameAgiiPlus Inc. December 27, 2022 Page 2 FirstName LastName Jing Hu AgiiPlus Inc. December 27, 2022 Page 2 pandemic-related risks that addresses current and prospective operations or advise us why you believe the pandemic-related risks do not constitute a known event or uncertainty. You may contact Ameen Hamady at 202-551-3891 or Wilson Lee at 202-551-3468 if you have questions regarding comments on the financial statements and related matters. Please contact Benjamin Holt at 202-551-6614 or James Lopez at 202-551-3536 with any other questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Guillaume de Sampigny
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United States securities and exchange commission logo
December 27, 2022
Jing Hu
Chief Executive Officer
AgiiPlus Inc.
5th Floor, Distrii Center, Silver Court
No. 218 Xizang South Road, Huangpu District, Shanghai 200021
People’s Republic of China
Re:AgiiPlus Inc.
Amendment No. 2 to Registration Statement on Form F-1
Filed December 8, 2022
File No. 333-267461
Dear Jing Hu:
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. Unless we note
otherwise, our references to prior comments are to comments in our November 29, 2022 letter.
Amendment No. 2 to Registration Statement on Form F-1 filed December 8, 2022
Management's Discussion and Analysis, page 76
1.We note your revised disclosure and response to comment 1 and reissue the comment in
part. It is unclear from your response and revised disclosure whether management
believes the COVID pandemic presents a known event or uncertainty. In this regard, for
example only, we note that neither the response nor the revised disclosure addresses the
decrease in headcount, the page 23 discussion of significant expenses and delays
associated with lockdowns, or the extent to which management believes the negative
trends will continue. Please revise to provide a broader discussion of the
FirstName LastNameJing Hu
Comapany NameAgiiPlus Inc.
December 27, 2022 Page 2
FirstName LastName
Jing Hu
AgiiPlus Inc.
December 27, 2022
Page 2
pandemic-related risks that addresses current and prospective operations or advise us why
you believe the pandemic-related risks do not constitute a known event or uncertainty.
You may contact Ameen Hamady at 202-551-3891 or Wilson Lee at 202-551-3468 if you
have questions regarding comments on the financial statements and related matters. Please
contact Benjamin Holt at 202-551-6614 or James Lopez at 202-551-3536 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc: Guillaume de Sampigny