SEC Company Response from Texxon Holding (NPT) — Aug 8, 2025
Texxon Holding Ltd
Date: Aug. 8, 2025 · CIK: 0002014337 · Accession: 0001213900-25-073880
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File numbers found in text: 333-281530
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CORRESP
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Texxon Holding Limited
703, Block A, 1799 Wuzhong Road
Minhang District, Shanghai, China 200335
Tel: +86 574-62629970
VIA EDGAR
August 8, 2025
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Trade & Services
Washington, D.C. 20549
Attention:
Abe Friedman
Theresa Brillant
Rebekah Reed
Donald Field
Re:
Texxon Holding Limited
Amendment No. 3 to Registration Statement on Form F-1
Filed July 18, 2025
File No. 333-281530
Ladies and Gentlemen:
Texxon Holding Limited (the
“Company,” “we,” “our” or “us”) hereby transmits its response
to the comment letter received from the staff (the “Staff”, “you” or “your”)
of the U.S. Securities and Exchange Commission (the “Commission”) on July 22, 2025 relating to Amendment No.3 to Registration
Statement on Form F-1, filed by the Company to the Commission on July 18, 2025.
For the Staff’s convenience,
we have repeated below the Staff’s comments in bold and have followed each comment with the Company’s response. In response
to the Staff’s comments, the Company is filing via Edgar Amendment No.4 to the Registration Statement (the “Amendment No.4”)
with this response letter.
Amendment No. 3 to Registration Statement on Form F-1 filed July
18, 2025
Consolidated Financial Statements, page F-1
1.
Your audited financial statements are currently older than 12 months and this is an initial public offering. Accordingly, please update your financial statements pursuant to Item 8.A.4 of Form 20-F or provide the appropriate representation in an exhibit. Refer to Instruction 2 to Item 8.A.4 of Form 20-F.
Response: In response to the Staff’s
comment, we have filed a representation letter as an exhibit to the Amendment No. 4.
We thank the Staff for your
review of this response. Should you have any questions or require any additional information, please do not hesitate to contact our legal
counsel, Wei Wang, Esq. of Ellenoff Grossman & Schole LLP, at wwang@egsllp.com or by telephone at (212) 370-1300.
Very truly yours,
By:
/s/ Hui Xu
Name:
Hui Xu
Title:
Chief Executive Officer
cc:
Ellenoff Grossman & Schole LLP