United States securities and exchange commission logo
November 19, 2020
Gang Lai
Chief Executive Officer
Universe Pharmaceuticals Inc.
265 Jingjiu Avenue
Jinggangshan Economic and Technological Development Zone
Ji an, Jiangxi, China 343100
Re: Universe
Pharmaceuticals Inc.
Amendment No. 1 to
Registration Statement on Form F-1
Filed November 17,
2020
File No. 333-248067
Dear Mr. Lai:
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.
Form F-1/A filed November 17, 2020
Management's Discussion and Analysis of Financial Condition and Results
of Operations
Liquidity and Capital Resources, page 64
1. We understand that
contrary to the 90 day payment terms referenced on page 62,
approximately $1.2
million of your $4.9 million 3/31/20 receivable balance has not been
collected and your
allowance covers less than 50% of the uncollected amount. Please
revise your disclosure
to state whether any single customer accounts for a significant
portion of the
uncollected balance. If so, please disclose the customer-specific factors you
considered in
concluding that the amount owed is collectible. In this regard, we note the
disclosure on page F-45
that 20.1% of your receivables are due from a single customer.
Gang Lai
Universe Pharmaceuticals Inc.
November 19, 2020
Page 2
Financial Statements, page F-1
2. Your audited financial statements are currently older than 12 months and
this is an initial
public offering of your shares. Accordingly, please update your financial
statements
pursuant to Item 8.A.4 of Form 20-F or provide the appropriate
representation in an
exhibit. Refer to Instruction 2 to Item 8.A.4.
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 Michael Fay at 202-551-3812 or Al Pavot at 202-551-3738
if you have
questions regarding comments on the financial statements and related matters.
Please contact
Alan Campbell at 202-551-4224 or Celeste Murphy at 202-551-3257 with any other
questions.
Sincerely,
FirstName LastNameGang Lai
Division of
Corporation Finance
Comapany NameUniverse Pharmaceuticals Inc.
Office of Life
Sciences
November 19, 2020 Page 2
cc: Ying Li, Esq.
FirstName LastName