SKADDEN, ARPS, SLATE, MEAGHER & FLOMLLP A DELAWARE LIMITED LIABILITY PARTNERSHIP
世達國際律師事務所
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| JING AN KERRY CENTRE, TOWER II | FIRM/AFFILIATE OFFICES | |||
| 46TH FLOOR | ————— | |||
| 1539 NANJING WEST ROAD | BOSTON | |||
| SHANGHAI 200040, CHINA | CHICAGO | |||
| ————— | HOUSTON | |||
| TEL:(86-21) 6193-8200 | LOS ANGELES | |||
| FAX:(86-21) 6193-8299 | NEW YORK | |||
| www.skadden.com | PALO ALTO | |||
| WASHINGTON, D.C. | ||||
| WILMINGTON | ||||
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| BEIJING | ||||
| BRUSSELS | ||||
| FRANKFURT | ||||
| HONG KONG | ||||
| LONDON | ||||
| MOSCOW | ||||
February 6, 2020 | MUNICH | |||
| PARIS | ||||
| SÃO PAULO | ||||
| SEOUL | ||||
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| TOKYO | ||||
| TORONTO |
Confidential
Mr. Joseph McCann
Ms. Christine Westbrook
Mr. Kevin Vaughn
Mr. Franklin Wyman
Division of Corporation Finance
Office of Healthcare & Insurance
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C., 20549
| Re: | Huize Holding Ltd (CIK No. 0001778982) |
Registration Statement on FormF-1 (FileNo. 333-233614) |
Dear Mr. McCann, Ms. Westbrook, Mr. Vaughn and Mr. Wyman:
On behalf of our client, Huize Holding Ltd., a foreign private issuer organized under the laws of the Cayman Islands (the “Company”), we are filing herewith the Amendment No. 3 to the Company’s registration statement on FormF-1 (the “Registration Statement”) and certain exhibits via EDGAR with the Securities and Exchange Commission (the “Commission”).
To facilitate the Staff’s review, we are separately delivering to you today five courtesy copies of the Registration Statement, marked to show changes to the registration statement filed with the Commission on November 20, 2019, as well as two copies of the filed exhibits.
Securities and Exchange Commission
February 6, 2020
Page 2
The Company has included in the Registration Statement its audited consolidated financial statements, prepared in accordance with accounting principles generally accepted in the United States of America, as of December 31, 2017 and 2018 and for each of the two years then ended and unaudited interim consolidated financial statements as of September 30, 2019 and for each of the nine-month periods ended September 30, 2018 and 2019.
Item 8.A.4 of Form20-F requires that in the case of a company’s initial public offering, the registration statement on FormF-1 shall contain audited financial statements as of a date not older than 12 months from the date of the filing (the “12-Month Requirement”).
The Company is requesting the Commission to waive the12-Month Requirement pursuant to Instruction 2 to Item 8.A.4 of Form20-F, which provides that “[a] company may comply with only the15-month requirement in this item if the company is able to represent that it is not required to comply with the12-month requirement in any other jurisdiction outside the United States and that complying with the12-month requirement is impracticable or involves undue hardship.”
In connection with this waiver request, the Company represents to the Commission that: (i) the Company is not currently a public reporting company in any jurisdiction; (ii) the Company is not required by any jurisdiction outside the United States to prepare consolidated financial statements audited under any generally accepted auditing standards for any interim period; (iii) full compliance with Item 8.A.4 of Form20-F at present is impracticable and involves undue hardship for the Company; (iv) the Company does not anticipate that its audited financial statements for the year ended December 31, 2019 will be available until April 2020; and (v) in no event will the Company seek effectiveness of its registration statement on FormF-1 if its audited financial statements are older than 15 months at the time of the Company’s initial public offering.
The Company respectfully advises the Staff that it plans to commence the road show for the proposed offering on or about February 6, 2020 (Thursday, EST). In addition, the Company plans to request that the Staff declare the effectiveness of the Registration Statement on or about February 11, 2020 (Tuesday, EST), and will file 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.
* * *
Securities and Exchange Commission
February 6, 2020
Page 3
If you have any questions regarding the Registration Statement, please contact the undersigned by phone at +86 21 6193 8210 or viae-mail at haiping.li@skadden.com. PricewaterhouseCoopers Zhong Tian LLP is the independent registered public accounting firm of the Company.
| Very truly yours, |
/s/ Haiping Li |
| Haiping Li |
| cc: | Cunjun Ma, Chairman of the Board of Directors and Chief Executive Officer |
Tracey Chow,Co-Chief Financial Officer, Huize Holding Limited
Minghan Xiao,Co-Chief Financial Officer, Huize Holding Limited
Vincent Yao, Partner, PricewaterhouseCoopers Zhong Tian LLP
David T. Zhang, Esq., Partner, Kirkland & Ellis International LLP
Steve Lin, Esq., Partner, Kirkland & Ellis International LLP
Amanda Mi Tang, Esq., Partner, Kirkland & Ellis International LLP
