0001144204-13-039343.txt : 20130712 0001144204-13-039343.hdr.sgml : 20130712 20130712161507 ACCESSION NUMBER: 0001144204-13-039343 CONFORMED SUBMISSION TYPE: RW PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130712 DATE AS OF CHANGE: 20130712 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Blue Wolf Mongolia Holdings Corp. CENTRAL INDEX KEY: 0001517526 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 660762833 STATE OF INCORPORATION: D8 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: RW SEC ACT: SEC FILE NUMBER: 333-188819 FILM NUMBER: 13966191 BUSINESS ADDRESS: STREET 1: SUITE 409, CENTRAL TOWER, STREET 2: 2 SUKHBAATAR SQUARE, SUKHBAATAR DIST. 8 CITY: ULAANBAATAR STATE: P0 ZIP: 14200 BUSINESS PHONE: 976-7010-0248 MAIL ADDRESS: STREET 1: SUITE 409, CENTRAL TOWER, STREET 2: 2 SUKHBAATAR SQUARE, SUKHBAATAR DIST. 8 CITY: ULAANBAATAR STATE: P0 ZIP: 14200 RW 1 v349949_rw.htm FORM RW

 

BLUE WOLF MONGOLIA HOLDINGS CORP.

Suite 409, Central Tower

2 Sukhbaatar Square, Sukhbaatar District 8

Ulaanbaatar 14200, Mongolia

 

July 12, 2013

 

VIA EDGAR

 

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C.  20549

 

Re:Blue Wolf Mongolia Holdings Corp.

Registration Statement on Form F-4 (File No. 333-188819)

Request for Withdrawal

 

Ladies and Gentlemen:

 

Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), Blue Wolf Mongolia Holdings Corp. (the “Company”) hereby respectfully requests that the Securities and Exchange Commission (the “Commission”) consent to the withdrawal of its Registration Statement on Form F-4 (File No. 333-188819), together with all exhibits and amendments thereto (the “Registration Statement”), which was originally filed with the Commission on May 24, 2013.  The Company confirms that no securities have been or will be issued or sold pursuant to the Registration Statement.  

 

The Company filed the Registration Statement to register the issuance of shares in connection with its business combination with Li3 Energy, Inc. (the “Transaction”). The Company’s charter required that the Company conduct a tender offer (the “Offer”) in connection with the Transaction. On July 12, 2013, Blue Wolf terminated the Offer because certain conditions to the Offer were not satisfied and determined that it will not consummate the Transaction. In light of the foregoing, registration of the securities covered by the Registration Statement is unnecessary at this time.

 

The Company respectfully requests, in accordance with Rule 457(p) under the Securities Act, that all fees paid to the Commission in connection with the filing of the Registration Statement be credited to the Company’s account to be offset against the filing fee for any future registration statement or registration statements.

 

Please address any questions you may have to our counsel, Stuart Neuhauser, Esq. of Ellenoff Grossman & Schole LLP at (212) 370-1300.

 

Thank you for your assistance with this matter.

 

  Sincerely,  
     
  BLUE WOLF MONGOLIA HOLDINGS CORP.  
       
       
  By: /s/ Lee Kraus  
    Lee Kraus  
    Chief Executive Officer