SKADDEN, ARPS, SLATE, MEAGHER & FLOM
PARTNERS | 世達國際律師事務所 | AFFILIATE OFFICES |
CHRISTOPHER W. BETTS |
| |
WILL H. CAI ^ | 42/F, EDINBURGH TOWER, THE LANDMARK | BOSTON |
GEOFFREY CHAN * | 15 QUEEN’S ROAD CENTRAL, HONG KONG | CHICAGO |
ANDREW L. FOSTER * | HOUSTON | |
CHI T. STEVE KWOK * | TEL: (852) 3740-4700 | LOS ANGELES |
EDWARD H.P. LAM ¨* | FAX: (852) 3740-4727 | NEW YORK |
HAIPING LI * | www.skadden.com | PALO ALTO |
RORY MCALPINE ¨ |
| WASHINGTON, D.C. |
CLIVE W. ROUGH ¨ |
| WILMINGTON |
JONATHAN B. STONE * |
| |
BEIJING | ||
^ (ALSO ADMITTED IN CALIFORNIA) | BRUSSELS | |
¨ (ALSO ADMITTED IN ENGLAND & WALES) | FRANKFURT | |
* (ALSO ADMITTED IN NEW YORK) | LONDON | |
|
| MOSCOW |
REGISTERED FOREIGN LAWYERS | MUNICH | |
Z. JULIE GAO (CALIFORNIA) | PARIS | |
BRADLEY A. KLEIN (ILLINOIS) | SÃO PAULO | |
|
| SEOUL |
|
| SHANGHAI |
|
| SINGAPORE |
|
| TOKYO |
|
| TORONTO |
|
|
|
| August 29, 2018 |
|
VIA EDGAR
Mr. John Reynolds
Ms. Brigitte Lippman
Mr. Jonathan Burr
Mr. Blaise Rhodes
Mr. Raj Rajan
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
U. S. A.
Re: | 111, Inc. (CIK No.0001738906) |
| Registration Statement on Form F-1 (File No. 333-226849) |
Dear Mr. Reynolds, Ms. Lippman, Mr. Burr, Mr. Rhodes and Mr. Rajan:
On behalf of our client, 111, Inc., a foreign private issuer organized under the laws of the Cayman Islands (the “Company”), we are filing herewith the Company’s Amendment No. 1 to the registration statement on Form F-1 (the “Registration Statement”) and certain exhibits via EDGAR to the Securities and Exchange Commission (the “Commission”).
To facilitate the review by the staff of the Commission (the “Staff”), we have separately delivered to the Staff today five courtesy copies of the Registration Statement, marked to show changes to the registration statement on Form F-1 filed on August 15, 2018, as well as two copies of the filed exhibits.
The Company will commence marketing activities in connection with the offering shortly after the date hereof. The Company plans to request that the Staff declare the effectiveness of the Registration Statement on or about September 11, 2018, and will file the joint acceleration requests in time before the requested effective time. The Company would appreciate the Staff’s timely assistance and support to the Company in meeting the proposed timetable for the offering.
* * *
If you have any questions regarding the Registration Statement, please contact the undersigned by phone at +852-3740-4863 or via e-mail at julie.gao@skadden.com.
| Very truly yours, |
|
|
|
|
| /s/ Z. Julie Gao |
| Z. Julie Gao |
cc: | Gang Yu, Executive Chairman, 111, Inc. |
| Junling Liu, Chairman and Chief Executive Officer, 111, Inc. |
| Weihao Xu, Chief Financial Officer, 111, Inc. |
| Haiping Li, Partner, Skadden, Arps, Slate, Meagher & Flom LLP |
| Jimmy Chen, Partner, Deloitte Touche Tohmatsu Certified Public Accountants LLP |
| Yan Chen, Partner, Freshfields Bruckhaus Deringer LLP |
| Valerie Ford Jacob, Partner, Freshfields Bruckhaus Deringer LLP |