United States securities and exchange commission logo
April 1, 2022
Amy Tung
Chief Financial Officer
ATA Creativity Global
c/o 1/F East Gate, Building No. 2, Jian Wai Soho,
No. 39 Dong San Huan Zhong Road,
Chao Yang District, Beijing 100022, China
Re: ATA Creativity
Global
Form 20-F for
Fiscal Year Ended December 31, 2020
Response dated
February 22, 2022
File No. 001-33910
Dear Ms. Tung:
We have reviewed your February 22, 2022 response to our comment
letter 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 these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your response to these comments, we may have
additional
comments. Unless we note otherwise, our references to prior comments are
to comments in our
February 3, 2022 letter.
Response dated February 22, 2022
General
1. We note your disclosure
in response to comment 1 to our letter dated September 23,
2021. Please revise to
specifically state that you are not a Chinese operating company but
a Cayman Islands
holding company with operations conducted by your subsidiaries and
through contractual
arrangements with a variable interest entity based in China and that
this structure involves
unique risks to investors.
2. We note your response
to comment 4, including that "[i]n the opinion of Jincheng Tongda
& Neal Law Firm, our
PRC legal counsel, the above contractual arrangements are legally
binding and enforceable
and do not violate current PRC laws and regulations." Please
Amy Tung
ATA Creativity Global
April 1, 2022
Page 2
undertake to file a consent from your PRC legal counsel pursuant to Part
I. Item 10. G. of
Form 20-F, or tell us why you are not required to do so.
3. We note your response to comment 5. Please revise to include the
appropriate cross-
references to your risk factor summaries in your next response.
4. We note your response to comment 6 and we reissue it as follows:
Please revise your disclosure to clearly distinguish between each of
the three
scenarios. Please ensure that you address the consequences, if any,
for you, your
subsidiaries, or the VIEs in each scenario. In that light, please
revise to use clearly
stated definitions. For example, where you state that "we and the VIE
may be
required to obtain additional licenses," please clarify whether "we"
is a reference to
the parent company, your PRC subsidiaries, or both.
Ensure that your disclosure speaks to permissions and approvals
required to operate
your business as well as permissions and approvals necessary to offer
securities to
foreign investors.
Your disclosure as to required permissions and approvals should not
be qualified by
materiality. Please make appropriate revisions to your proposed
disclosure.
Please amend your proposed disclosure to state explicitly whether you
have obtained
an opinion of counsel with respect to all permissions and approvals
necessary to
operate your business and offer the securities being registered to
foreign investors. If
you have not obtained an opinion of counsel, please state that you
have not obtained
an opinion and explain why.
5. We note your response to comment 7. Where certain numbers are "included
in" or
"eliminated from" the condensed consolidating schedule and the
consolidated financial
statements, please revise to include footnotes in the condensed
consolidating schedule and
consolidated financial statements that make note of the applicable
amounts. Also, in an
appropriate place in this discussion, revise to disclose that, to the
extent cash is located in
the PRC or within a PRC domiciled entity and may need to be used to fund
operations
outside of the PRC, the funds may not be available due to limitations
placed on you by the
PRC government.
You may contact Aamira Chaudhry at (202) 551-3389 or Lyn Shenk at (202)
551-3380 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Cara Wirth at (202) 551-7127 or Mara Ransom at (202) 551-3264 with any
other
questions.
Sincerely,
FirstName LastNameAmy Tung
Division of
Corporation Finance
Comapany NameATA Creativity Global
Office of Trade &
Services
April 1, 2022 Page 2
cc: Leland S Benton
FirstName LastName