J.P. Morgan Securities LLC
383 Madison Avenue
New York, New York 10179
United States
Citigroup Global Markets Inc.
388 Greenwich Street,
New York, NY 10013
United States
China International Capital Corporation Hong Kong Securities Limited
29th Floor, One International Finance Centre,
1 Harbour View Street, Central, Hong Kong
People’s Republic of China
China Renaissance Securities (Hong Kong) Limited
Units 8107-08, Level 81
International Commerce Centre
1 Austin Road West, Kowloon
Hong Kong
People’s Republic of China
As representatives of the prospective underwriters
VIA EDGAR
June 23, 2021
Division of Corporation Finance
Office of Trade & Services
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
| Attention: | Mr. Dietrich King Ms. Cara Wirth Ms. Lyn Shenk Mr. James Giugliano | |
| Re: | Missfresh Limited (CIK No. 0001851682) (the “Company”) Registration Statement on Form F-1 (File No. 333-256903), as amended Registration Statement on Form 8-A (File No. 001-40529) | |
Dear Ladies and Gentlemen:
We hereby join the Company’s request for acceleration of the above-referenced Registration Statements, requesting effectiveness at 4:30 p.m., Eastern Time, on June 24, 2021, or as soon thereafter as is practicable.
1
Pursuant to Rule 460 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended, we wish to advise you that between June 22, 2021 and the date hereof, 50 copies of the Company’s Preliminary Prospectus dated June 22, 2021 were distributed to prospective underwriters, institutional investors, dealers and others.
We have been advised by the prospective underwriters that they have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature page follows]
2
| Very truly yours, |
| J.P. Morgan Securities LLC |
| Citigroup Global Markets Inc. |
| China International Capital Corporation Hong Kong Securities Limited |
| China Renaissance Securities (Hong Kong) Limited |
| As representatives of the prospective underwriters |
| Very truly yours, | ||
| J.P. Morgan Securities LLC | ||
| By: | /s/ Alex Smigelski | |
| Name: Alex Smigelski | ||
| Title: Vice President | ||
[Signature Page to Acceleration Request]
| Very truly yours, | ||
| Citigroup Global Markets Inc. | ||
| By: | /s/ Ho-Yin Lee | |
| Name: Ho-Yin Lee | ||
| Title: Managing Director | ||
[Signature Page to Acceleration Request]
| Very truly yours, | ||
| China International Capital Corporation Hong Kong Securities Limited | ||
| By: | /s/ SHI Qi | |
| Name: SHI Qi | ||
| Title: Managing Director | ||
[Signature Page to Acceleration Request]
| Very truly yours, | ||
| China Renaissance Securities (Hong Kong) Limited | ||
| By: | /s/ Ike Song | |
| Name: Ike Song | ||
| Title: Managing Director | ||
[Signature Page to Acceleration Request]