United States securities and exchange commission logo
September 11, 2020
J rgen Eichner
Chief Executive Officer
VIA optronics AG
Sieboldstrasse 18
90411 Nuremberg, Germany
Re: VIA optronics AG
Registration
Statement on Form F-1
Filed September 4,
2020
File No. 333-248599
Dear Mr. Eichner:
We have reviewed your registration statement and have the
following comments. In
some of our comments, we may ask you to provide us with information so
we may better
understand your disclosure.
Please respond to this letter by amending your registration
statement and providing the
requested information. If you do not believe our comments apply to your
facts and
circumstances or do not believe an amendment is appropriate, please tell
us why in your
response.
After reviewing any amendment to your registration statement and
the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form F-1, public filing
General
1. It is not clear who you
have identified as the selling shareholders. If the reseller is
Corning and the
underwriters intend to purchase the shares Corning receives in the
concurrent private
placement to cover the over-allotment, then we will have additional
comment. Please advise.
Summary Consolidated Financial and Other Data, page 13
2. Refer to the section of
Consolidated Statement of Financial Position Data on pages 13 and
68. Please provide the
as adjusted columnar data only for the most recent balance sheet.
In this regard, the as
adjusted data should be provided for the June 30, 2020 interim
balance sheet and not
the prior fiscal year ended December 31, 2019. Please revise
J rgen Eichner
VIA optronics AG
September 11, 2020
Page 2
accordingly. Also, please disclose in Note 2.1, Basis of Preparation, on
page F-7, the last
sentence of the first paragraph on page 13 regarding that in the opinion
of management the
unaudited interim consolidated financial statements reflect all
adjustments, consisting only
of normal and recurring adjustments, necessary for a fair presentation.
Refer to Item 10-
01(b)(8) of Regulation S-X.
Capitalization, page 65
3. We note your revisions made in response to our prior comment one. Please
also revise the
first and second paragraphs to eliminate references to cash and cash
equivalents. Also,
please include within the shareholders' equity section of the table, the
line item currency
translation reserve and its related amount as shown on page F-2.
Further, it appears the
total capitalization at June 30, 2020 should be 33,155 rather than
33,173. Please revise
or advise.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.
You may contact Beverly Singleton, Staff Accountant, at (202) 551-3328
or Melissa
Raminpour, Accounting Branch Chief, at (202) 551-3379 if you have questions
regarding
comments on the financial statements and related matters. Please contact Sergio
Chinos, Staff
Attorney, at (202) 551-7844 or Jay Ingram, Legal Branch Chief, at (202)
551-3397 with any
other questions.
Sincerely,
FirstName LastNameJ rgen Eichner
Division of
Corporation Finance
Comapany NameVIA optronics AG
Office of
Manufacturing
September 11, 2020 Page 2
cc: Gregory A. Schernecke, Esq.
FirstName LastName