SEC Comment Letter 0000000000-23-004882 to WEBUY GLOBAL LTD (WBUY)
WEBUY GLOBAL LTD
Date: May 9, 2023 · CIK: 0001946703 · Accession: 0000000000-23-004882
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-271604
Referenced dates: October 17, 2022
Letter
United States securities and exchange commission logo May 9, 2023 Bin Xue Chief Executive Officer WEBUY GLOBAL LTD 35 Tampines Street 92 Singapore 528880 Re:WEBUY GLOBAL LTD Registration Statement on Form F-1 Filed May 3, 2023 File No. 333-271604 Dear Bin Xue: We have reviewed your 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. Registration Statement on Form F-1 filed May 3, 2023 Capitalization, page 36 1.Please revise to include outstanding convertible notes payable in your capitalization table. Dilution, page 37 2.We are reissuing comment 7 from our letter dated October 17, 2022. Please include a comparison of the public contribution under the proposed public offering and the effective cash contribution of officers, directors, promoters and affiliated persons. Refer to Item 9.E of Form 20-F.
FirstName LastNameBin Xue Comapany NameWEBUY GLOBAL LTD May 9, 2023 Page 2 FirstName LastName Bin Xue WEBUY GLOBAL LTD May 9, 2023 Page 2 Principal Shareholders, page 99 3.We note your response to prior comment 2, including that voting and dispositive power over Wavemaker Pacific 3, L.P.'s investment decisions is determined by approval of a majority of the three board members of this entity. Similarly, Rocket Internet Capital Partners ii Scs's investment decisions are controlled by its five board members. Please revise your disclosure to identify the natural persons comprising the board members of each respective entity. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. You may contact Scott Stringer at 202-551-3272 or Rufus Decker at 202-551-3769 if you have questions regarding comments on the financial statements and related matters. Please contact Kate Beukenkamp at 202-551-3861 or Donald Field at 202-551-3680 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Mengyi Jason Ye
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United States securities and exchange commission logo
May 9, 2023
Bin Xue
Chief Executive Officer
WEBUY GLOBAL LTD
35 Tampines Street 92
Singapore 528880
Re:WEBUY GLOBAL LTD
Registration Statement on Form F-1
Filed May 3, 2023
File No. 333-271604
Dear Bin Xue:
We have reviewed your 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.
Registration Statement on Form F-1 filed May 3, 2023
Capitalization, page 36
1.Please revise to include outstanding convertible notes payable in your capitalization table.
Dilution, page 37
2.We are reissuing comment 7 from our letter dated October 17, 2022. Please include a
comparison of the public contribution under the proposed public offering and the effective
cash contribution of officers, directors, promoters and affiliated persons. Refer to Item
9.E of Form 20-F.
FirstName LastNameBin Xue
Comapany NameWEBUY GLOBAL LTD
May 9, 2023 Page 2
FirstName LastName
Bin Xue
WEBUY GLOBAL LTD
May 9, 2023
Page 2
Principal Shareholders, page 99
3.We note your response to prior comment 2, including that voting and dispositive power
over Wavemaker Pacific 3, L.P.'s investment decisions is determined by approval of a
majority of the three board members of this entity. Similarly, Rocket Internet Capital
Partners ii Scs's investment decisions are controlled by its five board members. Please
revise your disclosure to identify the natural persons comprising the board members of
each respective entity.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
You may contact Scott Stringer at 202-551-3272 or Rufus Decker at 202-551-3769 if you
have questions regarding comments on the financial statements and related matters. Please
contact Kate Beukenkamp at 202-551-3861 or Donald Field at 202-551-3680 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Mengyi Jason Ye