Correspondence 0001575872-23-000514 from Wetour Robotics Ltd (WETO)
Wetour Robotics Ltd
Date: April 4, 2023 · CIK: 0001941158 · Accession: 0001575872-23-000514
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-269684
Referenced dates: March 28, 2023
Letter
VIA EDGAR United States Securities and Exchange Commission Division of Corporate Finance Amendment No. 1 to Registration Statement on Form F-1 Filed March 17, 2023 File No. 333-269684
Re: Webus International Ltd.
Dear Ms. Barberena-Meissner,
On behalf of our client, Webus International Ltd. (the “Company”), we submit this letter in response to comments from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) contained in its letter dated March 28, 2023, relating to the above referenced Amendment No. 1 to Registration Statement on Form F-1 (“Amendment No. 1”). The Company is concurrently submitting the Amendment No. 2 to the Registration Statement on Form F-1 (the “Amendment No. 2”).
For the Staff’s convenience, the Staff’s comments have been stated below in their entirety in bold, followed by the corresponding responses from the Company. Except for any page references appearing in the headings or the Staff’s comments (which are references to the Amendment No. 1), all page references herein correspond to the page of the Amendment. Capitalized terms used but not defined in this letter have the meanings ascribed to such terms in the Amendment No. 2.
Amendment No. 1 to Registration Statement on Form F-1
Use of Proceeds, page 63
1. We note your disclosure that you plan to use approximately $3.0 million of the proceeds for general corporate purposes and approximately $8.0 million of the proceeds for working capital for your China operations, including but not limited to sale and marketing expenses, and research and development expenses for your Wetour digital platform related products and services. Please revise to more specifically identify the principal intended uses of the net proceeds and provide the estimated amount you intend to allocate to each identified purpose. For example, discuss if any of the proceeds will be used to advance the "Business Strategies" disclosed on page 4. If you do not have a current specific plan for the proceeds of this offering, please discuss the principal reasons for offering and how you determined the size of the offering. Refer to Item 4.A of Form F-1 and Item 3.C of Item 20-F.
Response: In response to the Staff’s comment, the Company has revised the “Use of Proceeds” section to disclose detailed plans and how those plans advance its business strategies.
Index to Consolidated Financial Statements
Note 13. Subsequent Event, page F-48
2. Please update the date through which subsequent events were evaluated. Refer to ASC 855-10-50-1 and ASC 855-10-S99-2.
Response: In response to the Staff’s comment, the Company has revised the disclosure on page F-48 of the Revised Registration Statement to update the date through which subsequent events were evaluated.
We thank the Staff for its review of the foregoing. If you have any questions regarding this matter, please do not hesitate to contact Fang Liu at VCL Law LLP at fliu@vcllegal.com or by telephone at (703) 919-7285.
Very truly yours,
/s/ Fang Liu
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CORRESP
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filename1.htm
April 4, 2023
VIA EDGAR
Irene Barberena-Meissner, Esq.
United States Securities and Exchange Commission
Division of Corporate Finance
100 F. Street, N.E.
Washington, D.C. 20549
Re: Webus International Ltd.
Amendment No. 1 to Registration Statement on Form F-1
Filed March 17, 2023
File No. 333-269684
Dear Ms. Barberena-Meissner,
On behalf of our client, Webus International Ltd.
(the “Company”), we submit this letter in response to comments from the staff (the “Staff”) of the
Securities and Exchange Commission (the “Commission”) contained in its letter dated March 28, 2023, relating to the
above referenced Amendment No. 1 to Registration Statement on Form F-1 (“Amendment No. 1”). The Company is concurrently
submitting the Amendment No. 2 to the Registration Statement on Form F-1 (the “Amendment No. 2”).
For the Staff’s convenience, the Staff’s
comments have been stated below in their entirety in bold, followed by the corresponding responses from the Company. Except for any page
references appearing in the headings or the Staff’s comments (which are references to the Amendment No. 1), all page references
herein correspond to the page of the Amendment. Capitalized terms used but not defined in this letter have the meanings ascribed to such
terms in the Amendment No. 2.
Amendment No. 1 to Registration Statement on Form F-1
Use of Proceeds, page 63
1.
We note your disclosure that you plan to use approximately $3.0 million of the proceeds for general corporate purposes and approximately $8.0 million of the proceeds for working capital for your China operations, including but not limited to sale and marketing expenses, and research and development expenses for your Wetour digital platform related products and services. Please revise to more specifically identify the principal intended uses of the net proceeds and provide the estimated amount you intend to allocate to each identified purpose. For example, discuss if any of the proceeds will be used to advance the "Business Strategies" disclosed on page 4. If you do not have a current specific plan for the proceeds of this offering, please discuss the principal reasons for offering and how you determined the size of the offering. Refer to Item 4.A of Form F-1 and Item 3.C of Item 20-F.
Response: In response to the Staff’s
comment, the Company has revised the “Use of Proceeds” section to disclose detailed plans and how those plans advance its
business strategies.
Index to Consolidated Financial Statements
Note 13. Subsequent Event, page F-48
2.
Please update the date through which subsequent events were evaluated. Refer to ASC 855-10-50-1 and ASC 855-10-S99-2.
Response: In response to the Staff’s
comment, the Company has revised the disclosure on page F-48 of the Revised Registration Statement to update the date through which subsequent
events were evaluated.
We thank the Staff for its review
of the foregoing. If you have any questions regarding this matter, please do not hesitate to contact Fang Liu at VCL Law LLP at fliu@vcllegal.com
or by telephone at (703) 919-7285.
Very truly yours,
/s/ Fang Liu
Fang Liu, Esq.
VCL Law LLP
cc:
Nan Zheng, Chief Executive Officer of Webus International Ltd.