Simpson Thacher & Bartlett
ICBC TOWER, 35TH FLOOR
3 GARDEN ROAD
HONG KONG
TELEPHONE: +852-2514-7600
FACSIMILE: +852-2869-7694
Direct Dial Number (852) 2514-7620 |
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E-mail Address ygao@stblaw.com |
April 15, 2020
CONFIDENTIAL AND VIA EDGAR
Draft Registration Statement
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: | Yalla Group Limited | |
Confidential Submission of the Draft Registration Statement on Form F-1 |
On behalf of our client, Yalla Group Limited, an exempted company incorporated under the laws of the Cayman Islands with limited liability (the Company), we hereby submit a draft Registration Statement on Form F-l (the Draft Registration Statement) relating to the proposed initial public offering in the United States of the Companys Class A ordinary shares to be represented by American depositary shares (ADSs). The ADSs are expected to be listed on the New York Stock Exchange or the Nasdaq Global Select Market.
The Draft Registration Statement is submitted via EDGAR to the Securities and Exchange Commission (the Commission) for review on a confidential basis 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. A registration statement on Form F-6 relating to the Companys ADSs will be filed with the Commission in due course.
As an Emerging Growth Company, the Company has included in the Draft Registration Statement audited consolidated financial statements as of and for the years ended December 31, 2018 and 2019.
The Company is also submitting herewith, for review by the Staff on a confidential basis, certain of the exhibits required to be filed with the Commission in connection with the filing of the Draft Registration Statement.
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DANIEL FERTIG | ADAM C. FURBER | YI GAO | ADAM S. GOLDBERG | MAKIKO HARUNARI | JONATHAN HWANG | IAN C. HO | ANTHONY D. KING | CELIA C.L. LAM | CHRIS K.H. LIN | JIN HYUK PARK | KATHRYN KING SUDOL | CHRISTOPHER K.S. WONG |
RESIDENT PARTNERS
SIMPSON THACHER & BARTLETT, HONG KONG IS AN AFFILIATE OF SIMPSON THACHER & BARTLETT LLP WITH OFFICES IN:
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NEW YORK | BEIJING | HOUSTON | LONDON | LOS ANGELES | PALO ALTO | SÃO PAULO | TOKYO | WASHINGTON, D.C. |
Simpson Thacher & Bartlett |
April 15, 2020
If you have any question regarding the Draft Registration Statement, please do not hesitate to contact me at +852-2514-7620 (work), +852-6588-7136 (mobile) or ygao@stblaw.com (email); or Kai Fan at +852-2514-7515 (work), +852-6139-9879 (mobile) or kfan@stblaw.com (email).
Very truly yours, |
/s/ Yi Gao Yi Gao |
Enclosures
cc: | Yalla Group Limited | |
Tao Yang, Chairman and Chief Executive Officer | ||
Simpson Thacher & Bartlett LLP | ||
Kai Fan | ||
Cleary Gottlieb Steen & Hamilton LLP | ||
Shuang Zhao | ||
KPMG Huazhen LLP | ||
Enid Yang |
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