SEC Comment Letter 0000000000-24-010520 to WEBUY GLOBAL LTD (WBUY)
WEBUY GLOBAL LTD
Date: Sept. 17, 2024 · CIK: 0001946703 · Accession: 0000000000-24-010520
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-281605
Letter
September 17, 2024 Bin Xue Chief Executive Officer WEBUY GLOBAL LTD 35 Trampines Street 92 Singapore 528880 Re:WEBUY GLOBAL LTD Amendment No. 1 to Registration Statement on Form F-1 Filed September 12, 2024 File No. 333-281605 Dear Bin Xue: We have reviewed your amended registration statement and have the following comment(s). 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 9, 2024 letter. Amendment No. 1 to Form F-1 filed September 12, 2024 General 1.We note your response to prior comment 1 and reissue in part. Your revisions reflect a conversion price of the shares issuable upon conversion of the Convertible Note to be "ninety percent (90%) of the average of the three (3) lowest daily VWAPs during the twenty (20) Trading Days prior to the payment date per share selected by the Investor, provided that the conversion price may not be less than $0.029 (the “Floor Price”)." However, as reflected in the Convertible Note, now filed as Exhibit 10.9, the Conversion Price is defined as meaning $0.213 subject to certain adjustments and is not dependent on the market price of your outstanding shares. Please revise your disclosure throughout this registration statement accordingly.
September 17, 2024 Page 2 Please contact Kate Beukenkamp at 202-551-3861 or Erin Jaskot at 202-551-3442 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc:Mengyi "Jason" Ye
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September 17, 2024
Bin Xue
Chief Executive Officer
WEBUY GLOBAL LTD
35 Trampines Street
92 Singapore 528880
Re:WEBUY GLOBAL LTD
Amendment No. 1 to Registration Statement on Form F-1
Filed September 12, 2024
File No. 333-281605
Dear Bin Xue:
We have reviewed your amended registration statement and have the following
comment(s).
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 9, 2024 letter.
Amendment No. 1 to Form F-1 filed September 12, 2024
General
1.We note your response to prior comment 1 and reissue in part. Your revisions reflect a
conversion price of the shares issuable upon conversion of the Convertible Note to be
"ninety percent (90%) of the average of the three (3) lowest daily VWAPs during the
twenty (20) Trading Days prior to the payment date per share selected by the Investor,
provided that the conversion price may not be less than $0.029 (the “Floor Price”)."
However, as reflected in the Convertible Note, now filed as Exhibit 10.9, the Conversion
Price is defined as meaning $0.213 subject to certain adjustments and is not dependent on
the market price of your outstanding shares. Please revise your disclosure throughout this
registration statement accordingly.
September 17, 2024
Page 2
Please contact Kate Beukenkamp at 202-551-3861 or Erin Jaskot at 202-551-3442 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:Mengyi "Jason" Ye