Regencell Bioscience Holdings Ltd
11/F First Commercial Building
33-35 Leighton Road, Causeway Bay, Hong Kong
June 11, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Life Sciences
100 F Street, N.E.
Washington, DC 20549
Attn: | Tara Harkins |
Al Pavot
Abby Adams
Laura Crotty
Re: | Regencell Bioscience Holdings Ltd Filed April 26, 2021 File No. 333-253571 |
Ladies and Gentlemen,
Regencell Bioscience Holding Limited (the “Company”, “Regencell”, “we”, “us” or “our”) hereby transmits its response to the letter received from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”), dated May 3, 2021, regarding our Registration Statement on Form F-1 filed on April 26, 2021. For ease of reference, we have repeated the Commission’s comments in this response and numbered them accordingly. An amendment to registration statement on Form F-1 filed publicly accompanying this Response Letter is referred to as Form F-1/A.
Amendment 1 to Form F-1 Filed on April 26, 2021
Capitalization , page 38
1. Please update the capitalization table to December 31, 2020. Refer to Item 3.B. of Form 20-F.
Response: The Company acknowledged the Staff’s comments and revised the disclosure on page 38.
Dilution, page 39
2. Please revise to update the information as of December 31, 2020.
Response: The Company acknowledged the Staff’s comments and revised the disclosure on page 39.
We thank the Staff for its review of the foregoing. If you have further comments, we ask that you forward them by electronic mail to our counsel, Joan Wu at jwu@htflawyers.com or by telephone at (212) 530-2208.
Very truly yours, | |
/s/ Yat-Gai Au | |
Yat-Gai Au Chief Executive Officer |
cc: | Joan Wu Arila Zhou |
Hunter Taubman Fischer & Li LLC |