SEC Comment Letter 0000000000-23-002539 to U Power Ltd (UCAR)
U Power Ltd
Date: March 15, 2023 · CIK: 0001939780 · Accession: 0000000000-23-002539
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-268949
Letter
United States securities and exchange commission logo March 15, 2023 Jai Li Chief Executive Officer U Power Limited 2F, Zuoan 88 A, Lujiazui Shanghai, People’s Republic of China Re:U Power Limited Amendment No. 3 to Registration Statement on Form F-1 March 13, 2023 File No. 333-268949 Dear Jai Li: We have reviewed your amended 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 amending your registration statement and providing the requested information. 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 any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Amendment No. 3 to Registration Statement on Form F-1 Cover Page 1.Please revise the cover page of the resale prospectus to disclose the price of the initial public offering. Refer to Instruction 2 to Item 501(b)(3) of Regulation S-K. 2.Revise the cover page of the resale prospectus to include the information from the cover page of the public offering prospectus, including the disclosure related to your organizational structure, risks related to operations in China or Hong Kong, how you will refer to the holding company and subsidiaries and how cash is transferred in your organization.
FirstName LastNameJai Li Comapany NameU Power Limited March 15, 2023 Page 2 FirstName LastName Jai Li U Power Limited March 15, 2023 Page 2 Exhibits Index, page II-3 3.Please have counsel file a revised legal opinion that includes the ordinary shares that are being registered on behalf of the selling shareholder. You may contact Charles Eastman at 202-551-3794 or Kevin Stertzel at 202-551-3723 if you have questions regarding comments on the financial statements and related matters. Please contact Erin Purnell at 202-551-3454 with any other questions. Sincerely, Division of Corporation Finance Office of Manufacturing
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United States securities and exchange commission logo
March 15, 2023
Jai Li
Chief Executive Officer
U Power Limited
2F, Zuoan 88 A, Lujiazui
Shanghai, People’s Republic of China
Re:U Power Limited
Amendment No. 3 to Registration Statement on Form F-1
March 13, 2023
File No. 333-268949
Dear Jai Li:
We have reviewed your amended 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 amending your registration statement and providing the
requested information. 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 any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Amendment No. 3 to Registration Statement on Form F-1
Cover Page
1.Please revise the cover page of the resale prospectus to disclose the price of the initial
public offering. Refer to Instruction 2 to Item 501(b)(3) of Regulation S-K.
2.Revise the cover page of the resale prospectus to include the information from the cover
page of the public offering prospectus, including the disclosure related to your
organizational structure, risks related to operations in China or Hong Kong, how you will
refer to the holding company and subsidiaries and how cash is transferred in your
organization.
FirstName LastNameJai Li
Comapany NameU Power Limited
March 15, 2023 Page 2
FirstName LastName
Jai Li
U Power Limited
March 15, 2023
Page 2
Exhibits Index, page II-3
3.Please have counsel file a revised legal opinion that includes the ordinary shares that are
being registered on behalf of the selling shareholder.
You may contact Charles Eastman at 202-551-3794 or Kevin Stertzel at 202-551-3723 if
you have questions regarding comments on the financial statements and related matters. Please
contact Erin Purnell at 202-551-3454 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing