Correspondence 0001493152-23-005857 from Multi Ways Holdings Ltd (MWG) (CIK 0001941500) (MWG)
Multi Ways Holdings Ltd (MWG) (CIK 0001941500)
Date: Feb. 23, 2023 · CIK: 0001941500 · Accession: 0001493152-23-005857
AI Filing Summary & Sentiment
File numbers found in text: 333-269641
Referenced dates: February 22, 2023
Letter
Via Edgar Correspondence Division of Corporation Finance Office of Manufacturing Re: Multi Ways Holdings Limited Registration Statement on Form F-1 Filed February 8, 2023 File No. 333-269641
Dear Mr. Fullem,
This letter is in response to the letter dated February 22, 2023, from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) addressed to Multi Ways Holdings Limited (the “Company”, “we”, and “our”). For ease of reference, we have recited the Commission’s comments in this response and numbered them accordingly. An amended registration statement on Form F-1 (the “Amendment No. 1 to the Registration Statement”) is being submitted to accompany this letter.
Registration Statement on Form F-1 filed February 8, 2023
Management
Compensation of Executive Directors and Executive Officers, page 100
1. Please update your compensation disclosure to reflect the fiscal year ended December 31, 2022.
RESPONSE: We note the Staff’s comment, and in response thereto, respectfully advise the Staff that we updated the compensation disclosure on page 100 of the Amendment No. 1 to the Registration Statement.
Resale Shareholders, page Alt-5
2. Disclosure provides MWE Investments will beneficially own 72.62% of the shares after the offering. Please reconcile this with your disclosure on page 102.
RESPONSE: We note the Staff’s comment, and in response thereto, respectfully clarify for the Staff that MWE Investments is registering (a) 1.2 million ordinary shares in the public offering prospectus (the “Public Resale Shares”) and (b) 1.8 million additional ordinary shares in the resale prospectus (the “Additional Resale Shares”). In the Principal and Selling Shareholder section on page 102, we assumed no sale of the Additional Resale Shares. Similarly, in the Resale Shareholders section on page Alt-5, we assumed no sale of the Public Resale Shares. As a result, the number and percentage of ordinary shares held by MWE Investments after the offering is different in the two prospectuses. We have kept the disclosure as is in the Amendment No. 1 to the Registration Statement.
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 outside securities counsel William S. Rosenstadt, Esq. or Mengyi “Jason” Ye, Esq. of Ortoli Rosenstadt LLP at wsr@orllp.legal or jye@orllp.legal.
Very
truly yours,
/s/
James Lim Eng Hock
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CORRESP
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filename1.htm
Multi
Ways Holdings Limited
3E
Gul Circle
Singapore
629633
February
23, 2023
Via
Edgar Correspondence
Mr.
Patrick Fullem
Division
of Corporation Finance
Office
of Manufacturing
U.S.
Securities and Exchange Commission
100
F Street, NE
Washington,
D.C., 20549
Re:
Multi
Ways Holdings Limited
Registration
Statement on Form F-1
Filed
February 8, 2023
File
No. 333-269641
Dear
Mr. Fullem,
This
letter is in response to the letter dated February 22, 2023, from the staff (the “Staff”) of the Securities and Exchange
Commission (the “Commission”) addressed to Multi Ways Holdings Limited (the “Company”, “we”, and
“our”). For ease of reference, we have recited the Commission’s comments in this response and numbered them accordingly.
An amended registration statement on Form F-1 (the “Amendment No. 1 to the Registration Statement”) is being submitted to
accompany this letter.
Registration
Statement on Form F-1 filed February 8, 2023
Management
Compensation
of Executive Directors and Executive Officers, page 100
1.
Please update your compensation disclosure to reflect the fiscal year ended December 31, 2022.
RESPONSE:
We note the Staff’s comment, and in response thereto, respectfully advise the Staff that we updated the compensation disclosure
on page 100 of the Amendment No. 1 to the Registration Statement.
Resale
Shareholders, page Alt-5
2.
Disclosure provides MWE Investments will beneficially own 72.62% of the shares after the offering. Please reconcile this with your disclosure
on page 102.
RESPONSE:
We note the Staff’s comment, and in response thereto, respectfully clarify for the Staff that MWE Investments is registering (a)
1.2 million ordinary shares in the public offering prospectus (the “Public Resale Shares”) and (b) 1.8 million additional
ordinary shares in the resale prospectus (the “Additional Resale Shares”). In the Principal and Selling Shareholder section
on page 102, we assumed no sale of the Additional Resale Shares. Similarly, in the Resale Shareholders section on page Alt-5, we assumed
no sale of the Public Resale Shares. As a result, the number and percentage of ordinary shares held by MWE Investments after the offering
is different in the two prospectuses. We have kept the disclosure as is in the Amendment No. 1 to the Registration Statement.
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 outside securities counsel William S. Rosenstadt, Esq. or Mengyi “Jason”
Ye, Esq. of Ortoli Rosenstadt LLP at wsr@orllp.legal or jye@orllp.legal.
Very
truly yours,
/s/
James Lim Eng Hock
Name:
James
Lim Eng Hock
Title:
Chief
Executive Officer