NOVA VISION ACQUISITION CORP.
2 Havelock Road #07-12
Singapore 059763
Via Edgar
August 7, 2023
Division of Corporation Finance
Office of Technology
U.S. Securities & Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Re: Nova Vision Acquisition Corp. (the “Company”)
Amendment No. 1 to Form 10-K
Filed June 30, 2023
File No. 001-40713
Dear SEC Officers:
We hereby provide a response to the comments issued in a letter dated July 28, 2023 (the “Staff’s Letter”) regarding the Company’s Amendment No. 1 to Form 10-K for the fiscal year ended December 31, 2022 (the “Form 10-K”).
In order to facilitate the review by the Commission’s staff (the “Staff”), we have responded to the comments set forth in the Staff’s Letter on a point-by-point basis. The numbered paragraphs set forth below respond to the Staff’s comments and correspond to the numbered paragraph in the Staff’s Letter.
Amendment No. 1 to Form 10-K filed June 30, 2023
Index to Financial Statements, page 39
1. | Please address the following as it relates to the restatement of your fiscal 2021 and 2022 financial statements and revise as necessary: |
● | Explain why the opinion of your independent registered public accounting firm refers only to the restatement of the 2021 financial statements. | |
● | Revise Note 3 to include a discussion of the restatement to net cash used in investing and financing activities in fiscal 2022 relating to the common stock redemptions. | |
● | Tell us why you have not filed an Item 4.02 Form 8-K regarding the restatement. |
Response: We respectfully advise the Staff that:
● | for point 1, the omission of reference to the 2022 financial statements was purely a scrivener’s error. Contemporaneously, the Company is filing an amendment to the Form 10-K (the “Amended 10-K”) to correct the relevant statement. | |
● | for point 2, Note 3 to the financial statements on page F-14 of the Amended 10-K was revised n in response to the Staff’s comments. | |
● | for point 3, the Company is filing an Item 4.02 Form 8-K contemporaneously. |
Please reach Lawrence Venick, the Company’s outside counsel at +852 5600 0188 if you would like additional information with respect to any of the foregoing. Thank you.
Sincerely,
/s/ Eric Ping Hang Wong | |
Nova Vision Acquisition Corp. | |
Chief Executive Officer |