SEC Comment Letter 0000000000-24-007481 to Aureus Greenway Holdings Inc (AGH)
Aureus Greenway Holdings Inc
Date: July 1, 2024 · CIK: 0002009312 · Accession: 0000000000-24-007481
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-280340
Letter
July 1, 2024 ChiPing Cheung Chief Executive Officer Aureus Greenway Holdings Inc 2995 Remington Boulevard Kissimmee, FL 34744 Re:Aureus Greenway Holdings Inc Registration Statement on Form S-1 Filed June 20, 2024 File No. 333-280340 Dear ChiPing Cheung: We have reviewed your registration statement and have the following comment(s). 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. Registration Statement on Form S-1 filed June 20, 2024 The Offering Use of Proceeds, page 8 1.Please present the use of proceeds here as disclosed on page 26. Capitalization, page 27 2.Please tell us and disclose the amounts used to arrive at pro forma as adjusted common stock and additional paid-in capital. In so doing, consider presenting a reconciliation between pro forma as adjusted and actual common stock and additional paid-in capital. Additionally, tell us how you factored in the deferred offering costs for pro forma as adjusted additional paid-in capital.
July 1, 2024 Page 2 Dilution, page 28 3.Please tell us and disclose the amounts used to arrive at the pro forma as adjusted net tangible book value. In so doing, consider presenting a reconciliation between pro forma as adjusted and actual net tangible book value. Ensure the amounts are consistent with the computation of pro forma as adjusted capitalization amounts. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact Amy Geddes at 202-551-3304 or Doug Jones at 202-551-3309 if you have questions regarding comments on the financial statements and related matters. Please contact Kate Beukenkamp at 202-551-3861 or Dietrich King at 202-551-8071 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc:Mengyi Ye
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July 1, 2024
ChiPing Cheung
Chief Executive Officer
Aureus Greenway Holdings Inc
2995 Remington Boulevard
Kissimmee, FL 34744
Re:Aureus Greenway Holdings Inc
Registration Statement on Form S-1
Filed June 20, 2024
File No. 333-280340
Dear ChiPing Cheung:
We have reviewed your registration statement and have the following comment(s).
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.
Registration Statement on Form S-1 filed June 20, 2024
The Offering
Use of Proceeds, page 8
1.Please present the use of proceeds here as disclosed on page 26.
Capitalization, page 27
2.Please tell us and disclose the amounts used to arrive at pro forma as adjusted common
stock and additional paid-in capital. In so doing, consider presenting a reconciliation
between pro forma as adjusted and actual common stock and additional paid-in capital.
Additionally, tell us how you factored in the deferred offering costs for pro forma as
adjusted additional paid-in capital.
July 1, 2024
Page 2
Dilution, page 28
3.Please tell us and disclose the amounts used to arrive at the pro forma as adjusted net
tangible book value. In so doing, consider presenting a reconciliation between pro forma
as adjusted and actual net tangible book value. Ensure the amounts are consistent with the
computation of pro forma as adjusted capitalization amounts.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Amy Geddes at 202-551-3304 or Doug Jones at 202-551-3309 if you have
questions regarding comments on the financial statements and related matters. Please contact
Kate Beukenkamp at 202-551-3861 or Dietrich King at 202-551-8071 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:Mengyi Ye