Correspondence 0001213900-24-032444 from Quanome Technologies, Inc. (LSH)
Quanome Technologies, Inc.
Date: April 12, 2024 · CIK: 0001996192 · Accession: 0001213900-24-032444
AI Filing Summary & Sentiment
File numbers found in text: 333-278416
Referenced dates: April 11, 2024
Letter
Via EDGAR Division of Corporate Finance Office of Energy & Transportation Securities and Exchange Commission Ms. Laura Nicholson Re: Lakeside Holding Limited Amendment No. 1 to Registration Statement on Form S-1 File No. 333-278416
Dear Mr. Lo, Ms. Buskirk, Ms. Rios and Ms. Nicholson:
On behalf of our client, Lakeside Holding Limited, a Nevada corporation (the “Company”), we hereby submit to the staff (the “Staff”) of the Securities and Exchanges Commission (the “Commission”) this letter setting forth the Company’s responses to the comments contained in the Staff’s letter dated April 11, 2024 on the Company’s registration statement on Form S-1 (File No. 333-278416) (the “Registration Statement”).
Concurrently with the submission of this letter, the Company is submitting the Amendment No. 1 to its Registration Statement on Form S-1 (the “Revised Registration Statement”) via EDGAR to the Commission for review.
The Company has responded to the Staff’s comments by revising the Registration Statement to address the comments, or by providing an explanation if the Company has not so revised the Registration Statement. The Staff’s comments are repeated below in bold and are followed by the Company’s responses. We have included page references in the Revised Registration Statement 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.
Registration Statement on Form S-1
Capitalization, page 37
1. Please address the following points:
● Revise to disclose amounts of underwriting discounts and commission and estimated offering expenses and show how the amount of net proceeds is derived;
● Tell us how you derived the amount of $4,305 for additional paid-in capital presented under pro forma as adjusted column.
In response to the Staff’s comment, the Company has revised the disclosure on page 37 of the Revised Registration Statement accordingly.
Dilution, page 38
2. You disclose the same amounts for both historical and pro forma for net tangible book value and net tangible book value per share as of as of December 31, 2023 which are $0.6 million and $0.10, respectively. Please revise to explain what the pro forma entails.
In response to the Staff’s comment, the Company has revised the disclosure on page 38 of the Revised Registration Statement by removing the disclosure of pro forma net tangible book value to avoid any redundancy.
Thank you for your assistance in this matter. You may contact the undersigned by phone at (+86) 10 8520 0616 or via e-mail at yang.ge@dlapiper.com.
Very truly yours,
/s/ Yang Ge
Show Raw Text
CORRESP
1
filename1.htm
DLA Piper UK LLP Beijing Representative Office
20th Floor, South Tower, Beijing Kerry Center
1 Guanghua Road, Chaoyang District
Beijing 100020, China
T +86 10 8520 0600
F +86 10 8520 0700
www.dlapiper.com
April 12, 2024
Via EDGAR
Division of Corporate Finance
Office of Energy & Transportation
Securities and Exchange Commission
Washington, D.C. 20549
Attn:
Mr. Steve Lo
Ms. Shannon Buskirk
Ms. Claudia Rios
Ms. Laura Nicholson
Re:
Lakeside Holding Limited
Amendment No. 1 to Registration Statement on Form S-1
File No. 333-278416
Dear Mr. Lo, Ms. Buskirk, Ms. Rios and Ms. Nicholson:
On behalf of our client, Lakeside Holding Limited,
a Nevada corporation (the “Company”), we hereby submit to the staff (the “Staff”) of the Securities and Exchanges
Commission (the “Commission”) this letter setting forth the Company’s responses to the comments contained in the Staff’s
letter dated April 11, 2024 on the Company’s registration statement on Form S-1 (File No. 333-278416) (the “Registration
Statement”).
Concurrently with the submission of this letter,
the Company is submitting the Amendment No. 1 to its Registration Statement on Form S-1 (the “Revised Registration Statement”)
via EDGAR to the Commission for review.
The Company has responded to the Staff’s
comments by revising the Registration Statement to address the comments, or by providing an explanation if the Company has not so revised
the Registration Statement. The Staff’s comments are repeated below in bold and are followed by the Company’s responses. We
have included page references in the Revised Registration Statement 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.
Registration Statement on Form S-1
Capitalization, page 37
1. Please address the following points:
● Revise to disclose amounts of underwriting discounts and
commission and estimated offering expenses and show how the amount of net proceeds is derived;
● Tell us how you derived the amount of $4,305 for additional
paid-in capital presented under pro forma as adjusted column.
In response to the Staff’s comment, the Company has
revised the disclosure on page 37 of the Revised Registration Statement accordingly.
Dilution, page 38
2. You
disclose the same amounts for both historical and pro forma for net tangible book value and net tangible book value per share as of as
of December 31, 2023 which are $0.6 million and $0.10, respectively. Please revise to explain what the pro forma entails.
In response to the Staff’s comment, the Company has
revised the disclosure on page 38 of the Revised Registration Statement by removing the disclosure of pro forma net tangible book value
to avoid any redundancy.
Thank you for your assistance in this matter. You may contact
the undersigned by phone at (+86) 10 8520 0616 or via e-mail at yang.ge@dlapiper.com.
Very truly yours,
/s/ Yang Ge
Yang Ge
cc: Henry Liu, Chief Executive Officer, Lakeside Holding Limited
Richard A. Friedman, Esq., Partner, Sheppard,
Mullin, Richter & Hampton LLP
Stephen A. Cohen, Esq., Partner, Sheppard, Mullin,
Richter & Hampton LLP