SEC Comment Letter for Fitness Fanatics Ltd (FIT) (CIK 0002065232) (FIT) — Jun 30, 2025
Fitness Fanatics Ltd (FIT) (CIK 0002065232)
Date: June 30, 2025 · CIK: 0002065232 · Accession: 0000000000-25-006908
AI Filing Summary & Sentiment
Show Raw Text
June 30, 2025
Mr. Ho Hin Shun
Chief Executive Officer
Fitness Fanatics Ltd
Flat 15, Block F, UG/F.
Wah Lok Industrial Centre
31-35 Shan Mei Street
Fo Tan, New Territories
Hong Kong
Re:Fitness Fanatics Ltd
Amendment No. 2 to Draft Registration Statement on Form F-1
Submitted June 27, 2025
CIK No. 0002065232
Dear Mr. Ho Hin Shun:
We have reviewed your amended draft registration statement and have the following
comment(s).
Please respond to this letter by providing the requested information and either
submitting an amended draft registration statement or publicly filing your registration
statement on EDGAR. 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 the information you provide in response to this letter and your
amended draft registration statement or filed registration statement, we may have additional
comments. Unless we note otherwise, any references to prior comments are to comments in
our June 23, 2025 letter.
Amendment No. 2 to Draft Registration Statement on Form F-1
Note 19. Restatement of Prior Period Financial Statements, page F-37
We have reviewed your revisions in response to prior comment 2. It appears from
your Combined Balance Sheets on page F-3, and Note 15 on page F-32 that there
were no amounts due from directors or related parties as of December 31,
2024. Please reconcile for us the net investing cash outflow from advances to and
repayments from related parties for the year ended December 31, 2024, and the 1.
June 30, 2025
Page 2
change in amounts due from a director and related parties in your Combined Balance
Sheets.
Please contact Abe Friedman at 202-551-8298 or Adam Phippen at 202-551-3336 if
you have questions regarding comments on the financial statements and related matters.
Please contact Nicholas Nalbantian at 202-551-7470 or Taylor Beech at 202-551-4515 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:Kyle Leung