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Correspondence 0001493152-24-009046 from ORANGEKLOUD TECHNOLOGY INC. (ORKT) (CIK 0001979407) (ORKT)

ORANGEKLOUD TECHNOLOGY INC. (ORKT) (CIK 0001979407)
Date: March 6, 2024 · CIK: 0001979407 · Accession: 0001493152-24-009046

AI Filing Summary & Sentiment

Referenced dates: March 4, 2023

Date
November 3, 2023
Author
/s/
Form
CORRESP
Company
ORANGEKLOUD TECHNOLOGY INC. (ORKT) (CIK 0001979407)

Letter

Via Edgar Transmission Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Amendment No. 4 to Draft Registration Statement on Form F-1 Submitted November 3, 2023 CIK No. 0001979407

Re: Orangekloud Technology Inc. (the “Company”)

Dear Ms. Barone/ Mr. Derby:

As counsel for the Company and on its behalf, this letter is being submitted in response to the letter dated March 4, 2023 from the Securities and Exchange Commission (the “Commission”) in which the staff of the Commission (the “Staff”) commented on the above-referenced Draft Registration Statement on Form F-1 (the “Form F-1”).

For the Staff’s convenience, the Staff’s comment has been stated below in its entirety, with the Company’s response set out immediately underneath such comment.

Registration Statement on Form F-1

Dilution, page 31

1. Please explain to us how you arrived at the “Increase in net tangible book value per ordinary share to the existing shareholders” and “Dilution in net tangible book value per ordinary share to new investors in this offering.” In this regard, we are unable to recalculate these amounts.

Response: We respectfully advise the Staff that we have updated the disclosure on the above.

* * *

Please contact the undersigned at (852) 3923-1188 if you have any questions with respect to the responses contained in this letter.

Sincerely,
/s/
Lawrence S. Venick

Show Raw Text
CORRESP
1
filename1.htm

March
6, 2024

Via
Edgar Transmission

Ms.
Alexandra Barone/Mr. Matthew Derby

Securities
and Exchange Commission

Division
of Corporation Finance

Office
of Trade & Services

Washington,
D.C. 20549

    Re:
    Orangekloud
    Technology Inc. (the “Company”)

    Amendment
    No. 4 to

    Draft
    Registration Statement on Form F-1

    Submitted
    November 3, 2023

    CIK
    No. 0001979407

Dear
Ms. Barone/ Mr. Derby:

As
counsel for the Company and on its behalf, this letter is being submitted in response to the letter dated March 4, 2023 from the Securities
and Exchange Commission (the “Commission”) in which the staff of the Commission (the “Staff”) commented
on the above-referenced Draft Registration Statement on Form F-1 (the “Form F-1”).

For
the Staff’s convenience, the Staff’s comment has been stated below in its entirety, with the Company’s response set
out immediately underneath such comment.

Registration
Statement on Form F-1

Dilution,
page 31

1. Please
                                            explain to us how you arrived at the “Increase in net tangible book value per ordinary
                                            share to the existing shareholders” and “Dilution in net tangible book value
                                            per ordinary share to new investors in this offering.” In this regard, we are unable
                                            to recalculate these amounts.

Response:
We respectfully advise the Staff that we have updated the disclosure on the above.

*
* *

Please
contact the undersigned at (852) 3923-1188 if you have any questions with respect to the responses contained in this letter.

Sincerely,

    /s/
    Lawrence S. Venick

    Lawrence
    S. Venick

    Direct
    Dial: +852.3923.1188

    Email:
    lvenick@loeb.com