Correspondence 0001013762-25-000654 from Haoxin Holdings Ltd (HXHX)
Haoxin Holdings Ltd
Date: March 18, 2025 · CIK: 0001936817 · Accession: 0001013762-25-000654
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-269681
Letter
Division of Corporation Finance Office of Energy & Transportation Washington, D.C. 20549-4720 Attn: Liz Packebusch Re: Haoxin Holdings Limited Amendment No. 13 to Registration Statement on Form F-1 Filed March 5, 2025 File No. 333-269681
Dear Ms. Packebusch,
This letter is in response to your letter on March 14, 2025 in which you provided comments to Amendment No. 13 to Registration Statement on Form F-1 (the "F-1") of Haoxin Holdings Ltd (the "Company") filed with the U.S. Securities and Exchange Commission on March 5, 2025. On the date hereof, the Company has submitted Amendment No. 14 to Registration Statement on Form F-1 ("Amendment No. 14"). We set forth below in bold the comment in your letter relating to the Registration Statement followed by our response to each comment.
Amendment No. 8 to Registration Statement on Form F-1 filed March 5, 2025
Risk Factors, Page 23
1. We note that your $3.30 per share and $1.70 per share cited in the risk factor titled "You will experience immediate and substantial dilution" on page 59 do not match the $3.35 per share and $1.65 per share amounts in your Dilution table on page 64. Please explain the differences or revise as appropriate.
RESPONSE: We note the Staff's comment, and in response thereto, respectfully clarify to the Staff we have updated the correct dilution figures to the risk factor on page 59 to reflect the calculation in Dilution table on page 64.
We hope this response has addressed all of the Staff's concerns relating to the comment letter. Should you have additional questions regarding the information contained herein, please contact our securities counsel William S. Rosenstadt, Esq., Jason Ye, Esq. or Yarona Yieh, Esq. of Ortoli Rosenstadt LLP at wsr@orllp.legal, jye@orllp.legal or yly@orllp.legal.
Sincerely,
/s/ Zhengjun Tao
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Haoxin Holdings Limited
Room 329-1, 329-2, No.1 Xingye Yi Road
Ningbo Free Trade Zone
Ningbo, Zhejiang Province 315807
People's Republic of China
March 18, 2025
Division of Corporation Finance
Office of Energy & Transportation
U.S. Securities and Exchange
Commission
Washington, D.C. 20549-4720
Attn: Liz Packebusch
Re:
Haoxin Holdings Limited
Amendment No. 13 to Registration Statement on Form F-1
Filed March 5, 2025
File No. 333-269681
Dear Ms. Packebusch,
This letter is in response to your letter on March
14, 2025 in which you provided comments to Amendment No. 13 to Registration Statement on Form F-1 (the "F-1") of Haoxin Holdings
Ltd (the "Company") filed with the U.S. Securities and Exchange Commission on March 5, 2025. On the date hereof, the Company
has submitted Amendment No. 14 to Registration Statement on Form F-1 ("Amendment No. 14"). We set forth below in bold
the comment in your letter relating to the Registration Statement followed by our response to each comment.
Amendment No. 8 to Registration Statement
on Form F-1 filed March 5, 2025
Risk Factors, Page 23
1. We note that your $3.30 per share and $1.70 per share cited
in the risk factor titled "You will experience immediate and substantial dilution" on page 59 do not match the $3.35 per
share and $1.65 per share amounts in your Dilution table on page 64. Please explain the differences or revise as appropriate.
RESPONSE: We note the Staff's comment, and
in response thereto, respectfully clarify to the Staff we have updated the correct dilution figures to the risk factor on page 59 to reflect
the calculation in Dilution table on page 64.
We hope this response has addressed all of the
Staff's concerns relating to the comment letter. Should you have additional questions regarding the information contained herein,
please contact our securities counsel William S. Rosenstadt, Esq., Jason Ye, Esq. or Yarona Yieh, Esq. of Ortoli Rosenstadt LLP at wsr@orllp.legal,
jye@orllp.legal or yly@orllp.legal.
Sincerely,
/s/ Zhengjun Tao
Zhengjun Tao
Chief Executive Officer