Correspondence 0001493152-24-033998 from Premium Catering (Holdings) Ltd (PC)
Premium Catering (Holdings) Ltd
Date: Aug. 27, 2024 · CIK: 0001998056 · Accession: 0001493152-24-033998
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File numbers found in text: 333-279272
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CORRESP
1
filename1.htm
SCHLUETER
& ASSOCIATES, P.C.
5655
SOUTH YOSEMITE STREET, SUITE 350
GREENWOOD
VILLAGE, CO 80111
TELEPHONE:
+1-303-292-3883
FACSIMILE:
+1-303-648-5663
Email:
hfs@schlueterintl.com
August
27, 2024
U.S.
Securities and Exchange Commission
100
F Street, N.E.
Washington,
D.C. 20549
Attn:
Rucha Pandit
Re:
Premium
Catering (Holdings) Ltd
Amendment
No. 3 to Registration Statement on Form F-1
Filed
August 13, 2026
File
No. 333-279272
Dear
Ms. Pandit,
Please
accept this letter as the response of Premium Catering (Holdings) Ltd (“Registrant” or “Company”)
to the comments of the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
with respect to Amendment No. 3 of the Registration Statement on Form F-1 filed with the Commission on August 13, 2024 (the “Registration
Statement”). The Company is concurrently filing Amendment No. 4 to the Registration Statement (the “Revised Registration
Statement”), which includes amendments in response to the Staff’s comments on the Registration Statement.
For
your convenience, the comments have been reproduced below, followed by the Registrant’s response.
Amendment
No. 3 to Registration Statement on Form F-1
Use
of Proceeds, page 31
1. It
appears the net proceeds of $6,729,308 you expect to receive from the offering disclosed
here is inconsistent with the net proceeds of $6,747,246 disclosed in the Capitalization
table on page 32 and the Dilution table on page 34. Please clarify or revise.
Response:
The
Registrant has revised the Capitalization table disclosure on page 32 in response to this comment.
Dilution,
page 34
2. It
appears your disclosure of $718,781 in underwriting discounts and commissions and estimated
offering expenses of approximately $990,223 is inconsistent with the disclosure on page 31
which states the underwriting discounts and commissions are $634,128 and estimated offering
expenses are $1,092,723. Please clarify or revise.
Response:
The
Registrant has revised the Dilution table disclosure on page 34 in response to this comment.
The
Company respectfully requests the Staff’s assistance in completing its review of the Revised Registration Statement as soon as
possible. If you have any questions regarding the foregoing or desire further information or clarification, please do not hesitate to
contact the undersigned at (303) 868-3382.
Thank
you for your review.
Very
truly yours,
/s/
Henry F. Schlueter
Henry
F. Schlueter
C:
Premium
Catering (Holdings) Ltd