SEC Comment Letter for KNOREX LTD. (KNRX) (CIK 0001982960) (KNRX) — Aug 2, 2024
KNOREX LTD. (KNRX) (CIK 0001982960)
Date: Aug. 2, 2024 · CIK: 0001982960 · Accession: 0000000000-24-008877
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Letter
August 2, 2024 Khar Heng Choo Chief Executive Officer Knorex Ltd. 21 Merchant Road #04-01 Singapore 058267 Re:Knorex Ltd. Amendment No. 3 to Draft Registration Statement on Form F-1 Submitted July 26, 2024 CIK No. 0001982960 Dear Khar Heng Choo: 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. Unless we note otherwise, any references to prior comments are to comments in our July 25, 2024 letter. Amendment No. 3 to Draft Registration Statement on Form F-1 Risk Factors Our success depends on acquiring new customers..., page 13 1.We note your response to prior comment 1. As you indicate in your response, Customer A accounted for 17.4% of your revenues in fiscal 2022 and 40% in fiscal 2023. Due to the significance of revenues attributed to this Customer, it is not clear how the diversity of your customer base diminishes the importance of Customer A. Therefore, we continue to believe you should revise your disclosure to discuss the material terms of your agreements with Customer A and file the agreements as exhibits to your registration statement.
August 2, 2024 Page 2 Please contact Chen Chen at 202-551-7351 or Chris Dietz at 202-551-3408 if you have questions regarding comments on the financial statements and related matters. Please contact Matthew Crispino at 202-551-3456 or Larry Spirgel at 202-551-3815 with any other questions. Sincerely, Division of Corporation Finance Office of Technology
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August 2, 2024
Khar Heng Choo
Chief Executive Officer
Knorex Ltd.
21 Merchant Road
#04-01
Singapore 058267
Re:Knorex Ltd.
Amendment No. 3 to Draft Registration Statement on Form F-1
Submitted July 26, 2024
CIK No. 0001982960
Dear Khar Heng Choo:
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. Unless we note otherwise, any references to prior comments are to comments in our
July 25, 2024 letter.
Amendment No. 3 to Draft Registration Statement on Form F-1
Risk Factors
Our success depends on acquiring new customers..., page 13
1.We note your response to prior comment 1. As you indicate in your response, Customer
A accounted for 17.4% of your revenues in fiscal 2022 and 40% in fiscal 2023. Due to
the significance of revenues attributed to this Customer, it is not clear how the diversity of
your customer base diminishes the importance of Customer A. Therefore, we continue to
believe you should revise your disclosure to discuss the material terms of your agreements
with Customer A and file the agreements as exhibits to your registration statement.
August 2, 2024
Page 2
Please contact Chen Chen at 202-551-7351 or Chris Dietz at 202-551-3408 if you have
questions regarding comments on the financial statements and related matters. Please contact
Matthew Crispino at 202-551-3456 or Larry Spirgel at 202-551-3815 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology