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Unit 2901, 29F, Tower C Beijing Yintai Centre No. 2 Jianguomenwai Avenue Chaoyang District, Beijing 100022 People’s Republic of China Phone: 86-10-6529-8300 Fax: 86-10-6529-8399 Website: www.wsgr.com |
中国北京市朝阳区建国门外大街2号 银泰中心写字楼C座29层2901室 邮政编码: 100022 电话: 86-10-6529-8300 传真: 86-10-6529-8399 网站: www.wsgr.com |
Draft Registration Statement
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
October 3, 2022
| Re: | YishengBio Co., Ltd |
| Confidential Submission of the Draft Registration Statement on Form F-4 |
Dear Sir/Madam,
On behalf of our client, YishengBio Co., Ltd (the “Company”), a foreign private issuer organized under the laws of the Cayman Islands, we hereby submit a draft registration statement on Form F-4 (the “Draft Registration Statement”) in connection with the business combination transactions (the “Business Combination”) contemplated under certain business combination agreement dated as of September 29, 2022 by and among the Company, Summit Healthcare Acquisition Corp. (“Summit”), a company organized under the laws of the Cayman Islands, Oceanview Bioscience Acquisition Co., Ltd., a company organized under the laws of the Cayman Islands, and Hudson Biomedical Group Co., Ltd., a company organized under the laws of the Cayman Islands, as may be amended, supplemented or otherwise modified from time to time.
This document also constitutes a draft notice of meeting and a proxy statement under Section 14(a) of the Securities and Exchange Act of 1934, as amended, with respect to the extraordinary general meeting of the shareholders of Summit at which the shareholders of Summit will be asked to consider and vote upon proposals to approve the Business Combination and other related matters.
The Draft Registration Statement is submitted via EDGAR to the Securities and Exchange Commission for confidential non-public review pursuant to the Jumpstart Our Business Startups Act (the “JOBS Act”). The Company confirms that it is an “Emerging Growth Company” as defined in the JOBS Act and its securities have not been previously sold pursuant to an effective registration statement under the Securities Act of 1933, as amended.
If you have any questions regarding the Draft Registration Statement, please contact Ms. Dan Ouyang by telephone at 86-10-6529-8308 or via e-mail at douyang@wsgr.com.
| Very truly yours, | |
| /s/ Dan Ouyang | |
| Dan Ouyang |
Enclosures
| cc: | Mr. Hui Shao, Director, President and Chief Executive Officer,
YishengBio Co., Ltd. Mr. Ken Poon, Director, President and Co-Chief Investment Officer, Summit Healthcare Acquisition Corp. Will H. Cai, Esq., Cooley LLP Yiming Liu, Esq., Cooley LLP Timothy Pitrelli, Esq., Cooley LLP Anthony S. Chan, Director, Assurance and Advisory Services, Wei, Wei & Co., LLP |
Wilson Sonsini Goodrich & Rosati, Professional Corporation
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