SEC Comment Letter for MEDI Group Ltd (MEDG) (CIK 0002022097) — Sep 2, 2025
MEDI Group Ltd (MEDG) (CIK 0002022097)
Date: Sept. 2, 2025 · CIK: 0002022097 · Accession: 0000000000-25-009431
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-289774
Letter
September 2, 2025 NG Hon Kin Chief Executive Officer MEDI Group Ltd Unit 15-16, 22/F., CEO Tower 77 Wing Hong Street Cheung Sha Wan Kowloon, Hong Kong Re:MEDI Group Ltd Registration Statement on Form F-1 Filed August 22, 2025 File No. 333-289774 Dear NG Hon Kin: We have reviewed your 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. Registration Statement on Form F-1 filed August 22, 2025 Capitalization, page 49 1.Please remove the underwriter's over-allotment from the capitalization table and dilution calculation. 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.
September 2, 2025 Page 2 Please contact Adam Phippen at 202-551-3336 or Joel Parker at 202-551-3651 if you have questions regarding comments on the financial statements and related matters. Please contact Scott Anderegg at 202-551-3342 or Donald Field at 202-551-3680 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc:Virginia Tam
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September 2, 2025
NG Hon Kin
Chief Executive Officer
MEDI Group Ltd
Unit 15-16, 22/F., CEO Tower
77 Wing Hong Street
Cheung Sha Wan
Kowloon, Hong Kong
Re:MEDI Group Ltd
Registration Statement on Form F-1
Filed August 22, 2025
File No. 333-289774
Dear NG Hon Kin:
We have reviewed your 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.
Registration Statement on Form F-1 filed August 22, 2025
Capitalization, page 49
1.Please remove the underwriter's over-allotment from the capitalization table
and dilution calculation.
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.
September 2, 2025
Page 2
Please contact Adam Phippen at 202-551-3336 or Joel Parker at 202-551-3651 if you
have questions regarding comments on the financial statements and related matters. Please
contact Scott Anderegg at 202-551-3342 or Donald Field at 202-551-3680 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:Virginia Tam