SEC Comment Letter 0000000000-23-012082 to Mobile-health Network Solutions (MNDR)
Mobile-health Network Solutions
Date: Nov. 3, 2023 · CIK: 0001976695 · Accession: 0000000000-23-012082
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United States securities and exchange commission logo
November 3, 2023
Siaw Tung Yeng
Chief Executive Officer
Mobile-health Network Solutions
2 Venture Drive, #07-06/07 Vision Exchange
Singapore 608526
Re:Mobile-health Network Solutions
Amendment No. 3 to Draft Registration Statement on Form F-1
Submitted August 17, 2023
File No. 377-06781
Dear Siaw Tung Yeng:
We have reviewed your amended draft registration statement and have the following
comment.
Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to this letter and your amended
draft registration statement or filed registration statement, we may have additional comments.
Amendment No. 3 to Draft Registration Statement on Form F-1 submitted October 27, 2023
Financial Statements
Note 15 Subsequent Events, page F-26
1.We note on pages 100, 111 and F-26 that you have granted options for 3,738 Class A
Ordinary Shares at an exercise price of US$1.00 per share on August 1, 2023. We also
note that you had recent stock issuances and buybacks of Class A Ordinary Shares for on
average US$425 per share. Please expand the disclosure to include your accounting policy
for determining the fair value of the Class A Ordinary Shares on the grant date, the
aggregate fair value of the options on the grant date, and the accounting treatment to be
afforded to the vesting of the options upon the IPO. Please expand MD&A accordingly.
FirstName LastNameSiaw Tung Yeng
Comapany NameMobile-health Network Solutions
November 3, 2023 Page 2
FirstName LastName
Siaw Tung Yeng
Mobile-health Network Solutions
November 3, 2023
Page 2
Please contact Claire DeLabar at 202-551-3349 or Robert Littlepage at 202-551-3361 if
you have questions regarding comments on the financial statements and related matters. Please
contact Austin Pattan at 202-551-6756 or Larry Spirgel at 202-551-3815 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Meng Ding