SecProbe.io

CORRESP
 1
 filename1.htm

 VIA
EDGAR

 June
26, 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. 4 to Registration Statement on Form F-4
 Filed
 June 9, 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 June 18, 2025 (the " Comment Letter ") with respect
to the Amendment No. 4 to the Registration Statement on Form F-4 filed with the Commission on June 9, 2025 (the " Amendment No.
4 ") 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. 4 where the language addressing a particular comment appears. Capitalized terms
used but not defined herein have the meanings set forth in the Amendment No. 4.

 The
Company has revised the Amendment No. 4 in response to the Staff's comments and is concurrently submitting the Amendment No. 5
to the Registration Statement on Form F-4 (the " Amendment No. 5 ") with this letter, which reflects these revisions
and updates and clarifies certain other information.

 Amendment
No. 4 to Registration Statement on Form F-4

 Financial
Statements for Globalink Investment Inc. for the Period Ended March 31, 2025

 Note
5. Related Party Transactions, page F-31

 1.
 We
 note that you had two debt transactions in which the terms were modified and for which you determined that extinguishment accounting
 should be used. Specifically, the March 24, 2025 transaction related to advances from the affiliate of the sponsor and the March
 5, 2025 transaction with Public Gold Marketing Sdn Bhd. Please help us better understand how you determined the appropriate accounting
 for these transactions pursuant to ASC 470-50, including how you determined it should be treated as an extinguishment. Please also
 address how you determined that the gain should be considered a debt discount and amortized over the expected term of the notes.
 Refer to ASC 470-50-40-2 which indicates that the difference between the reacquisition price of debt and the net carrying amount
 of the extinguished debt shall be recognized currently in income in the period of extinguishment as losses or gains and identified
 as a separate item. This guidance also notes that gains shall not be amortized to future periods and that extinguishment transactions
 between related entities may be in essence capital transactions. Please advise.

 Response : The
Company acknowledges the Staff's comment and respectfully advises the Staff that the Company considered whether the
transactions supported the derecognition of a liability and concluded that the liability should not be derecognized until the cash
payment and capitalized shares are transferred in accordance with ASC 405-20, which does not occur in this case until 60 days of
closing. As a result of the conclusions above, the Company considered whether the transactions qualified as a debt extinguishment in
accordance with ASC 470-50 as a result of the addition of a substantive conversion feature under the amended terms and concluded
that the transactions, after amendment, contain substantially different terms due to the addition of a substantive conversion
feature; therefore, in accordance with ASC 470-50, should be accounted for as a debt extinguishment. The substantive conversion
feature added to the agreement is considered substantive because it meets the criteria outlined in ASC 470-20-40-7 through 40-9.
Specifically, the conversion feature is reasonably possible to be exercised in the future. The conversion price of $10.00 per share
is favorable compared to the traded stock price of $12.00 as of the modification date, making it economically advantageous for the
lender to exercise the conversion option. The conversion feature is contingent upon the close of the merger, which is reasonably
possible to occur. Additionally, the addition of the conversion feature changes the economic terms of the debt instrument
significantly, as it introduces a new mechanism for settlement that is favorable to the lender. Based on the debt extinguishment
conclusion above, the Company concluded that the transaction resulted in the recognition of an extinguishment gain, computed as the
net carrying value of the original debt less the fair value of the new debt. As a result of the creditor being a related party of
the Company, the Company followed the guidance in ASC 470-50-40-2 and determined that a rebuttable assumption that debt
extinguishment "gains" in transactions with related parties (e.g., the investor is a significant shareholder, part of
management, or an affiliate of the issuer) should be recognized as equity contributions (i.e., in APIC and not in earnings) unless
there is substantive evidence that the entity would have obtained the same economic outcome in an arm's-length transaction,
which in this case does not exist. The Company also considered the remarks provided during the 2010 AICPA Conference on Current SEC
and PCAOB Developments, then SEC Professional Accounting Fellow Sagar Teotia addressed how the SEC staff expects issuers to
determine whether an extinguishment transaction with a related party represents a capital transaction. As part of this
consideration, the Company determined that the role of the related party in the transaction was to provide the Company with the
necessary capital to consummate the business combination referred to within this filing. The Company also considered why the related
party would accept the Company's offer which resulted in the related party accepting a combination of cash and equity
securities that was significantly lower in value than the carrying value of the debt and determined that the related party accepted
such an offer in order to provide the necessary capital to consummate the business combination referred to within this filing and
avoid the dissolution of the Company which would result in the related party receiving significantly less capital, if any. The
Company also determined that the substance of the arrangement was a partial forgiveness of an outstanding payable owed to a related
party. Based on the conclusions above, the Company determined that the exchange of cash and equity securities in exchange for the
outstanding payable with the related party should be accounted for as an extinguishment gain recognized within equity as a capital
contribution.

 Financial
Statements of Alps Global Holding Pubco, page F-103

 2.
 As
 it appears that it has been more than a year since the incorporation of Alps Global Holding Pubco (Pubco) on May 14, 2024, we remind
 you that the Pubco is no longer eligible to continue to rely on the financial statement accommodation for a foreign private issuer
 that has been in existence less than a year to include an audited balance sheet that is no more than nine months old as well as the
 corresponding audited statements of comprehensive income, stockholders' equity and cash flows for the period from the date
 of inception to the date of the audited balance sheet. Please revise to disclose the Pubco's fiscal year end and provide updated
 financial statements accordingly.

 Response :
We acknowledge the Staff's comment. The audited financial statements for Alps Global Holding Pubco have been completed and included in Amendment No. 5 accordingly.

 Exhibits

 3.
 Please
 include currently dated auditor consents. There appears to only be a currently dated auditor consent for Globalink Investment Inc.

 Response : We
acknowledge the Staff's comment. The auditor consents of Marcum LLP and UHY Malaysia PLT have been filed as Exhibits 23.1 and
23.2 to Amendment No.5. The auditor consent of Nexia SAB&T is expected to be updated upon completion and updates of the financials statements
of Cilo Cybin Holdings Limited for the year ended March 31, 2025.

 4.
 Please
 refile Exhibit 10.43 in proper text-searchable format. It appears that the exhibit is currently filed as an image. For guidance,
 please refer to Item 301 of Regulation S-T.

 Response :
We acknowledge the Staff's comment. An updated Exhibit 10.43 in a proper text-searchable format has been filed as an
exhibit to Amendment No. 5.

 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