CORRESP Filing
Yimutian Inc. (YMT) (CIK 0001991605)
Date: Aug. 5, 2025 · CIK: 0001991605 · Accession: 0001213900-25-071756
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-287877
Referenced dates: August 4, 2025
Letter
VIA EDGAR Division of Corporation Finance Office of Technology U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Yimutian Inc. (CIK No. 0001991605) Registration Statement on Form F-1 (File No. 333-287877)
Dear Ms. Woo, Mr. Austin, Mr. Littlepage, and Ms. Kaluzienski:
On behalf of our client, Yimutian Inc., a foreign private issuer organized under the laws of the Cayman Islands (the " Company "), we submit to the staff (the " Staff ") of the Securities and Exchange Commission (the " Commission ") this letter setting forth the Company's response to the comments contained in the Staff's letter dated August 4, 2025, on the Company's Amendment No. 2 to registration statement on Form F-1 filed on July 31, 2025. The Staff's comments are repeated below in bold and are followed by the Company's response. We have included page references in the Revised Registration Statement (as defined below) where the language addressing a particular comment appears. Capitalized terms used but not otherwise defined herein have the meanings set forth in the Revised Registration Statement.
U.S. Securities and Exchange Commission
August 5, 2025
Page 2
Concurrently with the submission of this letter, the Company is filing herewith an Amendment No. 3 to the Company's registration statement on Form F-1 (the " Revised Registration Statement "), including the revised Exhibit 5.1.
The Company plans to request that the Commission declare the effectiveness of the Revised Registration Statement on or about August 7, 2025. The Company, together with the underwriter, plan to file joint acceleration requests in time before the requested effective time. The Company would greatly appreciate the Staff's continuing assistance and support to the Company in meeting the proposed timetable for the offering.
Amendment No. 2 to Registration Statement on Form F-1
Exhibit Index, page II-3
1. Please file a revised legal opinion that includes the specific number of securities being registered, consistent with the prospectus cover page and filing fee table.
The Staff's comment is duly noted. The Company has filed a revised legal opinion that includes the specific number of securities being registered as Exhibit 5.1 of the Revised Registration Statement.
* * *
If you have any questions regarding the Revised Registration Statement, please contact the undersigned by phone at +852 3740-4858 or via e-mail at shu.du@skadden.com.
Very truly yours,
/s/ Shu Du
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CORRESP 1 filename1.htm Skadden, Arps, Slate, Meagher & Flom Partners 世達國際律師事務所 AFFILIATE OFFICES Geoffrey Chan * 42/F, EDINBURGH TOWER, THE LANDMARK ---------- Shu Du * 15 QUEEN'S ROAD CENTRAL, HONG KONG BOSTON Andrew L. Foster * __________ CHICAGO Chi T. Steve Kwok * HOUSTON Haiping Li * TEL: (852) 3740-4700 LOS ANGELES Rory McAlpine ¨ FAX: (852) 3740-4727 NEW YORK Jonathan B. Stone * www.skadden.com PALO ALTO Paloma P. Wang ¨ WASHINGTON, D.C. Friven Yeoh ¨ WILMINGTON ¨ (Also Admitted in England & Wales) ---------- * (Also Admitted in New York) ABU DHABI BEIJING BRUSSELS FRANKFURT LONDON MUNICH PARIS SÃO PAULO SEOUL SINGAPORE TOKYO TORONTO August 5, 2025 VIA EDGAR Ms. Jan Woo Mr. Mitchell Austin Mr. Robert Littlepage Ms. Anastasia Kaluzienski Division of Corporation Finance Office of Technology U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Yimutian Inc. (CIK No. 0001991605) Registration Statement on Form F-1 (File No. 333-287877) Dear Ms. Woo, Mr. Austin, Mr. Littlepage, and Ms. Kaluzienski: On behalf of our client, Yimutian Inc., a foreign private issuer organized under the laws of the Cayman Islands (the " Company "), we submit to the staff (the " Staff ") of the Securities and Exchange Commission (the " Commission ") this letter setting forth the Company's response to the comments contained in the Staff's letter dated August 4, 2025, on the Company's Amendment No. 2 to registration statement on Form F-1 filed on July 31, 2025. The Staff's comments are repeated below in bold and are followed by the Company's response. We have included page references in the Revised Registration Statement (as defined below) where the language addressing a particular comment appears. Capitalized terms used but not otherwise defined herein have the meanings set forth in the Revised Registration Statement. U.S. Securities and Exchange Commission August 5, 2025 Page 2 Concurrently with the submission of this letter, the Company is filing herewith an Amendment No. 3 to the Company's registration statement on Form F-1 (the " Revised Registration Statement "), including the revised Exhibit 5.1. The Company plans to request that the Commission declare the effectiveness of the Revised Registration Statement on or about August 7, 2025. The Company, together with the underwriter, plan to file joint acceleration requests in time before the requested effective time. The Company would greatly appreciate the Staff's continuing assistance and support to the Company in meeting the proposed timetable for the offering. Amendment No. 2 to Registration Statement on Form F-1 Exhibit Index, page II-3 1. Please file a revised legal opinion that includes the specific number of securities being registered, consistent with the prospectus cover page and filing fee table. The Staff's comment is duly noted. The Company has filed a revised legal opinion that includes the specific number of securities being registered as Exhibit 5.1 of the Revised Registration Statement. * * * If you have any questions regarding the Revised Registration Statement, please contact the undersigned by phone at +852 3740-4858 or via e-mail at shu.du@skadden.com. Very truly yours, /s/ Shu Du Shu Du cc: Jinhong Deng, Chief Executive Officer and Chairman of the Board of Directors, Yimutian Inc. Shijie Chen, Chief Financial Officer, Yimutian Inc. Dan Ouyang, Esq., Partner, Baker McKenzie LLP