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SEC Comment Letter 0000000000-25-001447 to Lianhe Sowell International Group Ltd (LHSW)

Lianhe Sowell International Group Ltd
Date: Feb. 10, 2025 · CIK: 0002004024 · Accession: 0000000000-25-001447

AI Filing Summary & Sentiment

File numbers found in text: 333-279303

Date
February 10, 2025
Author
Office of Technology
Form
UPLOAD
Company
Lianhe Sowell International Group Ltd

Letter

February 10, 2025 Yue Zhu Chief Executive Officer Lianhe Sowell International Group Ltd. Shenzhen Integrated Circuit Design Application Industry Park Unit 505-3 Chaguang Road No. 1089 Nanshan District, Shenzhen, China Re:Lianhe Sowell International Group Ltd. Amendment No. 4 to Registration Statement on Form F-1 Filed February 4, 2025 File No. 333-279303 Dear Yue Zhu: We have reviewed your amended registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. 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 any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our January 2, 2025 letter. Amendment No. 4 to Registration Statement on Form F-1 Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources, page 72 Please revise to ensure your liquidity discussion is consistent with the revisions made to your risk factor disclosures on pages 27 and 30 in response to prior comment 1. In this regard, you state on page 74 that approximately $4.1 million of the $10 million investment will be supplemented by potential bank loans or other financial options. However, your risk factor disclosures indicate such amount is $6.6 million. Also, revise your liquidity discussion to clarify that to date you have not secured any bank loans or other financial options and may be unable to obtain additional capital in a 1.

February 10, 2025 Page 2 timely manner. Lastly, discuss the impact to your liquidity or Nine-Axis Linkage Spray Painting Robots project if you are unable to obtain such financing. Please contact Brittany Ebbertt at 202-551-3572 or Kathleen Collins at 202-551-3499 if you have questions regarding comments on the financial statements and related matters. Please contact Uwem Bassey at 202-551-3433 or Jan Woo at 202-551-3453 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc:Anna J. Wang

Show Raw Text
February 10, 2025
Yue Zhu
Chief Executive Officer
Lianhe Sowell International Group Ltd.
Shenzhen Integrated Circuit Design Application Industry Park
Unit 505-3
Chaguang Road No. 1089
Nanshan District, Shenzhen, China
Re:Lianhe Sowell International Group Ltd.
Amendment No. 4 to Registration Statement on Form F-1
Filed February 4, 2025
File No. 333-279303
Dear Yue Zhu:
            We have reviewed your amended registration statement and have the following
comment.
            Please respond to this letter by amending your registration statement and providing
the requested information. 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 any amendment to your registration statement and the information
you provide in response to this letter, we may have additional comments. Unless we note
otherwise, any references to prior comments are to comments in our January 2, 2025 letter.
Amendment No. 4 to Registration Statement on Form F-1
Management's Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Capital Resources, page 72
Please revise to ensure your liquidity discussion is consistent with the revisions made
to your risk factor disclosures on pages 27 and 30 in response to prior comment 1. In
this regard, you state on page 74 that approximately $4.1 million of the $10 million
investment will be supplemented by potential bank loans or other financial options.
However, your risk factor disclosures indicate such amount is $6.6 million. Also,
revise your liquidity discussion to clarify that to date you have not secured any bank
loans or other financial options and may be unable to obtain additional capital in a 1.

February 10, 2025
Page 2
timely manner. Lastly, discuss the impact to your liquidity or Nine-Axis Linkage
Spray Painting Robots project if you are unable to obtain such financing.
            Please contact Brittany Ebbertt at 202-551-3572 or Kathleen Collins at 202-551-3499
if you have questions regarding comments on the financial statements and related
matters. Please contact Uwem Bassey at 202-551-3433 or Jan Woo at 202-551-3453 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:Anna J. Wang