CORRESP Filing
Xpand Boom Technology Inc. (XPD) (CIK 0002060614)
Date: Sept. 23, 2025 · CIK: 0002060614 · Accession: 0001493152-25-014533
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-289591
Referenced dates: September 22, 2025
Letter
Xpand Boom Technology Inc.
18th Floor, Block B
Yuanlun Building, No, 350 Qifei Road
Binjiang District, Hangzhou City
People's Republic of China
September 23, 2025
VIA EDGAR
U.S. Securities and Exchange Commission
F Street, N.E.
Division of Corporation Finance
Office of Trade & Services
Washington, D.C. 20549
Attention: Blaise Rhodes, Rufus Decker, Kate Beukenkamp and Donald Field
Re: Xpand Boom Technology Inc.
Amendment No. 2 to Registration Statement on Form F-4
Filed September 17, 2025
File No. 333-289591
Ladies and Gentlemen:
On behalf of Xpand Boom Technology Inc. ("Xpand") and HZJL Cayman Limited ("HZJL," and together with Xpand, the "Co-Registrants"), below is the response of the Co-Registrants to the comments of the staff of the Division of Corporation Finance (the "Staff") of the United States Securities and Exchange Commission (the "Commission") set forth in the Staff's letter, dated September 22, 2025, regarding the Co-Registrants' Amendment No. 2 to Registration Statement on Form F-4 (the "Registration Statement") filed with the Commission on September 17, 2025.
For your convenience, the Staff's comments are set forth in bold, followed by responses on behalf of the Co-Registrants.
Amendment No. 2 to Registration Statement on Form F-4
Summary of the Proxy Statement/Prospectus
Regulatory Approvals, page 24
1. If you will be requesting effectiveness of your Form F-4 registration statement before completing the CSRC process, please confirm in writing that you will notify us promptly of any changes to your disclosure regarding or requested by the CSRC.
Response: In response to the Staff's comment, we respectfully confirm that we will be requesting the effectiveness of the Registration Statement before completing the CSRC process, and we will promptly notify the SEC of any changes to our disclosure regarding, or requested by, the CSRC.
Please call Vivien Bai of Loeb & Loeb LLP at (212) 407-4933, David J. Levine of Loeb & Loeb LLP at (212) 407-4923, or Yu Wang of Han Kun Law Offices LLP at +852 2820 5656 if you have any questions or if would like additional information with respect to any of the foregoing.
Sincerely,
/s/
Lulu Xing
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CORRESP
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filename1.htm
Xpand
Boom Technology Inc.
18th
Floor, Block B
Yuanlun
Building, No, 350 Qifei Road
Binjiang
District, Hangzhou City
People's
Republic of China
September
23, 2025
VIA
EDGAR
U.S.
Securities and Exchange Commission
100
F Street, N.E.
Division
of Corporation Finance
Office
of Trade & Services
Washington,
D.C. 20549
Attention:
Blaise Rhodes, Rufus Decker, Kate Beukenkamp and Donald Field
Re:
Xpand Boom Technology Inc.
Amendment No. 2 to Registration Statement on Form
F-4
Filed September 17, 2025
File No. 333-289591
Ladies
and Gentlemen:
On
behalf of Xpand Boom Technology Inc. ("Xpand") and HZJL Cayman Limited ("HZJL," and together with Xpand, the
"Co-Registrants"), below is the response of the Co-Registrants to the comments of the staff of the Division of Corporation
Finance (the "Staff") of the United States Securities and Exchange Commission (the "Commission") set forth in
the Staff's letter, dated September 22, 2025, regarding the Co-Registrants' Amendment No. 2 to Registration Statement on
Form F-4 (the "Registration Statement") filed with the Commission on September 17, 2025.
For
your convenience, the Staff's comments are set forth in bold, followed by responses on behalf of the Co-Registrants.
Amendment
No. 2 to Registration Statement on Form F-4
Summary
of the Proxy Statement/Prospectus
Regulatory
Approvals, page 24
1.
If you will be requesting
effectiveness of your Form F-4 registration statement before completing the CSRC process, please confirm in writing that you will
notify us promptly of any changes to your disclosure regarding or requested by the CSRC.
Response:
In response to the Staff's comment, we respectfully confirm that we will be requesting the effectiveness of the Registration Statement
before completing the CSRC process, and we will promptly notify the SEC of any changes to our disclosure regarding, or requested by,
the CSRC.
Please
call Vivien Bai of Loeb & Loeb LLP at (212) 407-4933, David J. Levine of Loeb & Loeb LLP at (212) 407-4923, or Yu Wang of Han
Kun Law Offices LLP at +852 2820 5656 if you have any questions or if would like additional information with respect to any of the foregoing.
Sincerely,
/s/
Lulu Xing
Name:
Lulu Xing
Title:
Director
cc:
Bin Xiong, CEO, HZJL Cayman Ltd.
Vivien Bai, Esq., Loeb & Loeb LLP
David J. Levine, Esq., Loeb & Loeb LLP
Yu Wang, Esq., Han Kun Law Offices LLP