SecProbe.io

CORRESP
 1
 filename1.htm

 VIA
EDGAR

 April
18, 2025

 Division
of Corporation Finance

 Office
of Industrial Applications and Services

 U.S.
Securities & Exchange Commission

 100
F Street, NE

 Washington,
D.C. 20549

 Attention:
 Conlon
 Danberg

 Lauren
 Nguyen
 Nudrat
 Salik

 Li
 Xiao

 Re:
 Alps
 Global Holding Pubco

 Amendment
 No. 1 to Registration Statement on Form F-4
 Filed
 April 1, 2025

 File
 No. 333-284035

 Ladies
and Gentlemen:

 On
behalf of Alps Global Holding Pubco (the " Company ," " we ," " our ," or " us "),
we submit this letter in response to the comments provided by the staff (the " Staff ") of the U.S. Securities and Exchange
Commission (the " Commission ") in its letter dated April 11, 2025 (the " Comment Letter ") with respect
to the Amendment No. 1 to the Registration Statement on Form F-4 filed with the Commission on April 1, 2025 (the " Amendment
No. 1 ") through EDGAR.

 For
your convenience, we have repeated each of the Staff's comments below in bold text, followed by the Company's responses.
We have included page references in the Amendment No. 1 where the language addressing a particular comment appears. Capitalized terms
used but not defined herein have the meanings set forth in the Amendment No. 1.

 The
Company has revised the Amendment No. 1 in response to the Staff's comments and is concurrently submitting the Amendment No. 2
to the Registration Statement on Form F-4 (the " Amendment No. 2 ") with this letter, which reflects these revisions
and updates and clarifies certain other information.

 Amendment
No. 1 to Registration Statement on Form F-4 filed April 1, 2025

 Availability
and terms of PIPE Investment, page 34

 1. We
 note your disclosure on page 34 that the Board negotiated the terms of the PIPE Investment
 with Alps and mutually agreed that the PIPE Investment would be used for PubCo's working
 capital after the Business Combination. Please revise your filing to include risk factor
 disclosure that addresses how the changes to the PIPE Investment could impact PubCo's
 ability to operate its business after the closing.

 Response:
In response to the Staff's comment, we revised our disclosure on page 85 of Amendment No. 2 to include a risk factor addressing
the potential adverse impacts that the reduction in the PIPE Investment may have on PubCo's ability to operate its business following
the closing of the Business Combination.

 Background
of the Business Combination, page 126

 2. We
 note your disclosure that the verbal commitment to securing PIPE Investments was what the
 Globalink Board considered as the primary basis for the pre-money valuation of Alps of approximately
 $1.6 billion and that the Board placed a high significance weighting on the availability
 and terms of the PIPE Investments in approving the transaction. Your disclosure of the dollar
 amount of the PIPE Investments that the Board considered when determining to approve the
 transaction was reduced from US$40.23 million to US$3.48 million. This appears to reflect
 the smaller available PIPE investment after the termination of two of the Subscription Agreements
 in March 2025. Given that the Board approved the transaction in January 2024, please clarify
 the information the Board relied upon at the time it made its determination to approve the
 transaction. In this regard, we note your statement on page 129 that the Board "considered
 the availability and terms of the PIPE Investment prior to approving the Business Combination"
 and placed a "high significance weighing on this factor." Additionally, please
 explain what consideration the Board gave to reapproving or reevaluating their determination
 that the Business Combination is in the best interests of, and advisable to, the Globalink
 stockholders following the termination of the vast majority of the PIPE Investments and the
 removal of the Earnout Shares from the consideration payable to Globalink shareholders.

 Response :
In response to the Staff's comment, we revised our disclosure throughout Amendment No. 2 to clarify that the dollar amount of the
PIPE Investments that the Board considered when initially determining to approve the transaction was US$40.2 million and that the Board
placed a high significance weighing on this factor. Additionally, we revised our disclosure on pages 34 and 129 of Amendment
No. 2 to explain the consideration the Board gave to reevaluating their determination that the Business Combination is still in the best
interests of, and advisable to, the Globalink stockholders following the termination of the vast majority of the PIPE Investments and
the removal of the Earnout Shares from the consideration payable to Alps Holdco shareholders.

 Management's
Discussion and Analysis of Financial Condition and Results of Operations of ALPS

 Cost
of sales, page 236

 3. Here
 you discussed three partners to provide specialized medical and aesthetic services under
 profit sharing arrangement. Please update your related revenue recognition accounting policies
 for principal versus agent including at page F-72 as it currently only refers to hair implant
 services.

 Response:
We have updated the revenue recognition accounting policy on page F-72 to include the principal versus agent considerations for the specialized
medical and aesthetic services provided under profit-sharing arrangements with the partners. Please refer below for the amendments:

 ‘‘For
hair implant services, specialised medical and aesthetic services, the Group exercises control over the delivery of the service before
it reaches the customer. Consequently, the Group is deemed a principal for these services and recognises revenue based on the total amount
charged to the customer.''

 Financial
Statements of Alp Life Sciences Inc., page F-116

 4. In
 regards to the financial statements for Alps Life Science Inc, please address the following:

 ● We
 note that for the unaudited financial statements for the six months ended September 30, 2024
 you are also presenting financial statements for the six months ended September 30, 2023,
 which is prior to inception. Please clarify in your disclosures whether these are the financial
 statements of Alps Global Holding Berhad. Please also address what consideration you gave
 as to whether Alps Global Holding Berhad should be considered the predecessor entity pursuant
 to Rule 405 of Regulation C in the audited financial statements.

 Response:
In response to the Staff's comment, we have revised the financial statements to include a note on page F-155 clarifying that the
comparative figures presented in the unaudited financial statements for the six months ended September 30, 2024 and September 30, 2023
reflect the historical financial information of Alps Global Holding Berhad ("AGHB"), the legal predecessor to Alps Life Sciences
Inc. prior to the corporate reorganization.

 We
have also considered the applicability of Rule 405 of Regulation C and concluded that AGHB qualifies as the predecessor entity of Alps
Life Sciences Inc. This conclusion is based on the continuity of business operations, management, and ownership between AGHB and Alps
Life Sciences Inc. The reorganization did not result in a substantive change to the business, and the current operations of the Company
are a continuation of AGHB's historical activities.

 Accordingly,
AGHB has been presented as the predecessor entity in the unaudited financial statements, and its historical financial information is
included for comparative purposes in the unaudited interim financial statements.

 ● Please
 address what consideration you gave to Item 8.A.4 of the Form 20-F in determining when the
 audited annual financial statements should be updated.

 Response:
In response to the Staff's comment, the first financial year end of Alps Life Science Inc is determined to be on March 31, 2025.
The latest audited financials for Alps Life Science Inc are for the financial period May 31, 2024. Item 8.A.4 of the Form 20-F requires
that the last year of audited financial statements may not be older than 15 months at the time of the offering or listing. Accordingly,
the audited annual financial statements as of May 31, 2024, remain valid within the 15-month period permitted for a Foreign Private Issuer
(FPI) and will be updated with the financial statements for the year ended March 31, 2025, upon expiry of the validity period.

 Financial
Statements of Cilo Cybin Holdings Limited, page F-180

 5. Please
 include the independent auditor's report and consent for the financial statements of
 Cilo Cybin Holdings Limited.

 Response:
In response to the Staff's comment, the independent auditor's report for the financial statements of Cilo Cybin Holdings
Limited has been included at pages F-191 to F-193 of Amendment No. 2. The auditor's consent has been annexed as Exhibit 23.5.

 Exhibit
23.2, page EX-23

 6. We
 note your response to previous comment four. Please address the following:

 ● As
 previously requested, please have your auditor revise the consent to separately refer to
 the specific dates of the auditor’s report including both original and updated report
 dates. For example for the financial statements of Alps Global Holding Berhad, the consent
 should refer to the various specific report dates which include June 18, 2024, August 12,
 2024, and December 4, 2024.

 Response:
We have amended the consent letter date to include June 18, 2024 and August 12, 2024.

 ● The
 consent for ALPS Global Holding Pubco does not appear to refer to the appropriate report
 date. Please have your auditor revise as necessary.

 Response:
We have amended the consent letter to report date on September 27, 2024.

 General

 7. We
 note your response to previous comment 5 and your revised disclosure that while you do not
 believe it is possible for Globalink to regain compliance with the continued listing requirements
 of Nasdaq or otherwise get listed on Nasdaq again prior to the Closing, you still expect
 to be able to satisfy the conditions to the consummation of the Business Combination and
 do not expect to seek a waiver or amendment of these closing conditions. Notwithstanding
 the possibility of PubCo's securities receiving listing approval while Globalink's
 securities remain delisted, please explain whether the continued delisting of Globalink's
 securities would prevent you from satisfying the closing conditions under the Business Combination
 Agreement. Specifically, we note that Section 6.10 of the Amended and Restated Merger Agreement
 appears to include a representation that Globalink's securities are listed on Nasdaq
 and Section 10.3(b) appears to require this representation to be brought down as of the Closing
 Date in all material respects.

 Response:
In response to the Staff's comment, we revised our disclosure on the cover page and pages 38, 41, 77, 96 and 164
of Amendment No. 2 to clarify that the parties has executed an amendment to the Amended and Restated Merger Agreement to remove
Section 6.10 as a closing condition, and that we still expect to be able to satisfy the conditions to the consummation of the Business
Combination, and to the extent that certain closing conditions cannot be satisfied prior to the Closing as a result of the delisting
of Globalink's securities from Nasdaq, we expect to seek a waiver or amendment of the applicable closing condition.

 Very
 truly yours,

 /s/
 Say Leong Lim

 Say
 Leong Lim

 Chief
 Executive Officer and
 Chairman of the Board of Directors of Globalink Investment Inc.

 Very
 truly yours,

 /s/
 Tham Seng Kong

 Tham
 Seng Kong

 Chief
 Executive Officer of Alps Global Holding Pubco