SEC Comment Letter 0000000000-23-012123 to Advanced Biomed Inc. (ADVB)
Advanced Biomed Inc.
Date: Nov. 6, 2023 · CIK: 0001941029 · Accession: 0000000000-23-012123
AI Filing Summary & Sentiment
File numbers found in text: 333-272110
Letter
United States securities and exchange commission logo November 6, 2023 Hung To Pau, Ph.D. Chief Executive Officer Advanced Biomed Inc. 689-87 Xiaodong Road Yongkang District Tainan, Taiwan Re:Advanced Biomed Inc. Amendment No. 5 to Registration Statement on Form S-1 Filed October 27, 2023 File No. 333-272110 Dear Hung To Pau: We have reviewed your amended registration statement and have the following comments. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a 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 letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our September 8, 2023 letter. Amendment No. 5 to Form S-1 Management's Discussion and Analysis of Financial Conditions and Results of Operations, page 1.Other expense, net represents approximately 18% of your net loss for the year ended June 30, 2023 and also increased from $36k to $683k during the year ended June 30, 2023. In this regard, please include a discussion of other expense as part of your results of operations discussion. Also, please disclose on page 64 the countries in which your cash deposits are primarily located and whether there are any material restrictions on your ability to transfer cash between countries or between the consolidated entities. Refer to Item 303 of Regulation S-K, including Item 303(a)(2)(i).
FirstName LastNameHung To Pau, Ph.D. Comapany NameAdvanced Biomed Inc. November 6, 2023 Page 2 FirstName LastName Hung To Pau, Ph.D. Advanced Biomed Inc. November 6, 2023 Page 2 Liquidity and Capital Resources, page 62 2.We note your statement that management has commenced a strategy to raise debt and equity and that this strategy includes financial supports from the Company’s related party and shareholders as well as third parties. Please revise to state the terms and amounts of any known or expected debt or equity financings. Our Business Industry-Academia Cooperation, page 83 3.We note that you have entered into two industry-academia cooperation agreements with the National Taiwan University. Please revise to state who will own any intellectual property that is developed pursuant to this partnership. Please contact Nudrat Salik at 202-551-3692 or Al Pavot at 202-551-3738 if you have questions regarding comments on the financial statements and related matters. Please contact Benjamin Richie at 202-551-7857 or Margaret Schwartz at 202-551-7153 with any other questions. Sincerely, Division of Corporation Finance Office of Industrial Applications and Services cc: Fang Liu, Esq.
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United States securities and exchange commission logo
November 6, 2023
Hung To Pau, Ph.D.
Chief Executive Officer
Advanced Biomed Inc.
689-87 Xiaodong Road
Yongkang District
Tainan, Taiwan
Re:Advanced Biomed Inc.
Amendment No. 5 to Registration Statement on Form S-1
Filed October 27, 2023
File No. 333-272110
Dear Hung To Pau:
We have reviewed your amended registration statement and have the following
comments.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a 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 letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our September 8, 2023 letter.
Amendment No. 5 to Form S-1
Management's Discussion and Analysis of Financial Conditions and Results of Operations, page
59
1.Other expense, net represents approximately 18% of your net loss for the year ended June
30, 2023 and also increased from $36k to $683k during the year ended June 30, 2023. In
this regard, please include a discussion of other expense as part of your results of
operations discussion. Also, please disclose on page 64 the countries in which your cash
deposits are primarily located and whether there are any material restrictions on your
ability to transfer cash between countries or between the consolidated entities. Refer to
Item 303 of Regulation S-K, including Item 303(a)(2)(i).
FirstName LastNameHung To Pau, Ph.D.
Comapany NameAdvanced Biomed Inc.
November 6, 2023 Page 2
FirstName LastName
Hung To Pau, Ph.D.
Advanced Biomed Inc.
November 6, 2023
Page 2
Liquidity and Capital Resources, page 62
2.We note your statement that management has commenced a strategy to raise debt and
equity and that this strategy includes financial supports from the Company’s related party
and shareholders as well as third parties. Please revise to state the terms and amounts of
any known or expected debt or equity financings.
Our Business
Industry-Academia Cooperation, page 83
3.We note that you have entered into two industry-academia cooperation agreements with
the National Taiwan University. Please revise to state who will own any intellectual
property that is developed pursuant to this partnership.
Please contact Nudrat Salik at 202-551-3692 or Al Pavot at 202-551-3738 if you have
questions regarding comments on the financial statements and related matters. Please contact
Benjamin Richie at 202-551-7857 or Margaret Schwartz at 202-551-7153 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc: Fang Liu, Esq.