Correspondence 0001493152-24-026762 from BeLive Holdings (BLIV)
BeLive Holdings
Date: July 10, 2024 · CIK: 0001982448 · Accession: 0001493152-24-026762
AI Filing Summary & Sentiment
Reasoning
Letter
SCHLUETER & ASSOCIATES, P.C.
South Yosemite Street, Suite 350
Greenwood Village, Colorado 80111
Telephone: 1-303 292-3883
Facsimile: 1-303 296-8880
hfs@schlueterintl.com
July 10, 2024
VIA EDGAR
Registration Statement
U.S. Securities and Exchange Commission
F. Street, N.E.
Washington, DC 20549
Re: BeLive Holdings
Registration Statement on Form F-1
Ladies and Gentlemen:
On behalf of our client, BeLive Holdings (the “Company”), a foreign private issuer organized under the laws of the Cayman Islands, we are hereby filing a registration statement on Form F-1 (the “Registration Statement”), which is being filed via EDGAR simultaneously with this transmittal letter. The Registration Statement relates to the planned initial public offering of the Company’s ordinary shares, $0.0005 par value. Certain additional exhibits to the Registration Statement will be submitted in subsequent filings.
The Company previously submitted a draft registration statement on a confidential basis in accordance with Section 6(e) of the Securities Act of 1933, as amended (the “Securities Act”) and has been advised by the Staff that they have no further comments to the draft registration statement. Attached is a red lined or marked copy of the Registration Statement to show certain revisions that have been made since the last confidential submission including a reverse stock split, updated financial information, and the inclusion of a Resale Prospectus to be used by certain selling shareholders. The Company confirms that the date on which the Company first conducts a road show for its proposed initial public offering will occur no sooner than 15 days after this filing.
On behalf of the Company, we appreciate your attention to this matter. If you have any questions or wish to discuss any matters with respect to this filing, please do not hesitate to contact me at (303) 868-3382 (email: hfs@schlueterintl.com) or my colleague Celia Velletri at (303) 907-4842 (email: cv@schlueterintl.com). Regarding accounting matters, you may contact Chia Lei Kuan of Onestop Assurance PAC at +65 9499 3768 (email: leikuanchia@one-stop-ca.com) in respect of any accounting issues.
Thanks in advance for your cooperation in connection with this matter.
Sincerely,
/s/
Henry F. Schlueter
Show Raw Text
CORRESP
1
filename1.htm
SCHLUETER
& ASSOCIATES, P.C.
5655
South Yosemite Street, Suite 350
Greenwood
Village, Colorado 80111
Telephone:
1-303 292-3883
Facsimile:
1-303 296-8880
hfs@schlueterintl.com
July
10, 2024
VIA
EDGAR
Registration
Statement
U.S.
Securities and Exchange Commission
100
F. Street, N.E.
Washington,
DC 20549
Re:
BeLive
Holdings
Registration
Statement on Form F-1
Ladies
and Gentlemen:
On
behalf of our client, BeLive Holdings (the “Company”), a foreign private issuer organized under the laws of the Cayman Islands,
we are hereby filing a registration statement on Form F-1 (the “Registration Statement”), which is being filed via EDGAR
simultaneously with this transmittal letter. The Registration Statement relates to the planned initial public offering of the Company’s
ordinary shares, $0.0005 par value. Certain additional exhibits to the Registration Statement will be submitted in subsequent filings.
The
Company previously submitted a draft registration statement on a confidential basis in accordance with Section 6(e) of the Securities
Act of 1933, as amended (the “Securities Act”) and has been advised by the Staff that they have no further comments to the
draft registration statement. Attached is a red lined or marked copy of the Registration Statement to show certain revisions that have
been made since the last confidential submission including a reverse stock split, updated financial information, and the inclusion
of a Resale Prospectus to be used by certain selling shareholders. The Company confirms that the date on which the Company first conducts
a road show for its proposed initial public offering will occur no sooner than 15 days after this filing.
On
behalf of the Company, we appreciate your attention to this matter. If you have any questions or wish to discuss any matters with respect
to this filing, please do not hesitate to contact me at (303) 868-3382 (email: hfs@schlueterintl.com) or my colleague Celia Velletri
at (303) 907-4842 (email: cv@schlueterintl.com). Regarding accounting matters, you may contact Chia Lei Kuan of Onestop
Assurance PAC at +65 9499 3768 (email: leikuanchia@one-stop-ca.com) in respect of any accounting issues.
Thanks
in advance for your cooperation in connection with this matter.
Sincerely,
/s/
Henry F. Schlueter
cc:
BeLive
Holdings
R.F.
Lafferty & Co., Inc.
Lucosky
Brookman LLP
Onestop
Assurance PAC