United States securities and exchange commission logo
May 9, 2023
Bin Xue
Chief Executive Officer
WEBUY GLOBAL LTD
35 Tampines Street 92
Singapore 528880
Re: WEBUY GLOBAL LTD
Registration
Statement on Form F-1
Filed May 3, 2023
File No. 333-271604
Dear Bin Xue:
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 filed May 3, 2023
Capitalization, page 36
1. Please revise to
include outstanding convertible notes payable in your capitalization table.
Dilution, page 37
2. We are reissuing
comment 7 from our letter dated October 17, 2022. Please include a
comparison of the
public contribution under the proposed public offering and the effective
cash contribution of
officers, directors, promoters and affiliated persons. Refer to Item
9.E of Form 20-F.
Bin Xue
FirstName LastNameBin
WEBUY GLOBAL LTD Xue
Comapany
May 9, 2023NameWEBUY GLOBAL LTD
May 9,
Page 2 2023 Page 2
FirstName LastName
Principal Shareholders, page 99
3. We note your response to prior comment 2, including that voting and
dispositive power
over Wavemaker Pacific 3, L.P.'s investment decisions is determined by
approval of a
majority of the three board members of this entity. Similarly, Rocket
Internet Capital
Partners ii Scs's investment decisions are controlled by its five
board members. Please
revise your disclosure to identify the natural persons comprising the
board members of
each respective entity.
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 Scott Stringer at 202-551-3272 or Rufus Decker at
202-551-3769 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Kate Beukenkamp at 202-551-3861 or Donald Field at 202-551-3680 with
any other
questions.
Sincerely,
Division of
Corporation Finance
Office of Trade &
Services
cc: Mengyi Jason Ye