UNITED STATES
                                  SECURITIES AND EXCHANGE COMMISSION
                                              WASHINGTON, D.C. 20549


    DIVISION OF
CORPORATION FINANCE


                                                               January 4, 2021

  Honghui Liao
  Chief Financial Officer
  Wanda Sports Group Company Limited
  9/F, Tower B, Wanda Plaza
  93 Jianguo Road, Chaoyang District
  100022, Beijing
  People   s Republic of China

          Re:     Wanda Sports Group Company Limited
                  Schedule 13E-3
                  Schedule 14D-9
                  Filed on December 23, 2020 by Wanda Sports Group Company Ltd.
                  File No. 005-91359

  Dear Mr. Liao,

          We have reviewed the above-captioned filings, and have the following
comments. Some
  of our comments may ask for additional information so that we may better
understand the
  disclosure.

         Please respond to this letter by amending the filings and/or by
providing the requested
  information. After reviewing any amendment to the filings and any information
provided in
  response to these comments, we may have additional comments.

          If you do not believe our comments apply to your facts and
circumstances, and/or do not
  believe an amendment to either or both of the filings is appropriate, please
tell us why in a
  written response.

  Schedule 13E-3

  General

  1. The legend required by Rule 13e-3(e)(1)(iii) must appear on the outside
front cover page of
     the disclosure document delivered to security holders. Please revise to
place the legend on
     the front cover page of the solicitation statement filed under cover of
Schedule 14D-9, or
     confirm that the Schedule 13E-3 was delivered to unaffiliated security
holders in its entirety.

  2. Please advise us how the disclosures required by Rule 13e-3(e)(1)(i) and
(ii) were delivered
     to unaffiliated security holders under Rule 13e-3(f)(2).
 Honghui Liao
Wanda Sports Group Company Limited
January 4, 2021
Page 2

Item 13. Financial Statements Consideration

3. Financial information has been incorporated by reference into the Schedule
13E-3 in order to
   satisfy the disclosure obligation under Item 13 of Schedule 13E-3. Under
Instruction 1 to
   Item 13 of Schedule 13E-3, however, Wanda is required to provide a summary
of such
   financial information in accordance with Item 1010(c) of Regulation M-A.
Notwithstanding
   the information incorporated by reference from the Offer to Purchase, please
revise to
   provide summary financial information that fully complies with Item 1010(c)
of Regulation
   M-A for all of the reporting periods covered by Item 13 of Schedule 13E-3.
Refer to
   Division interpretation I.H.7 in our July 2001 compilation publicly
available at the following
   link: http://www.sec.gov/interps/telephone/phonesupplement3.htm. This
interpretation
   provides guidance on complying with a near-identical instruction in Item 10
of Schedule TO.

Exhibit 99(c)(1)

4. The financial advisor represents that its prior written consent was required
before making
   public release of the information. Please revise the disclosure statement to
state, if true, that
   the financial advisor has consented to the use of its opinion and related
disclosure content
   including that which has been filed separately as Exhibits (c)(2) and (c)(3)
    for purposes of
   public disclosure in the Schedule 13E-3 and Schedule 14D-9. Alternatively,
provide the
   disclosures recommended by the Division of Corporation Finance accessible
via the link
   below as being necessary to clarify unaffiliated security holders    right
to rely on such
   materials.
http://www.sec.gov/divisions/corpfin/guidance/ci111400ex_regm-a.htm

Exhibits 99(c)(2)-(c)(3)

5. These exhibits state that the materials were prepared    solely    for the
use of the recipient and
   that the financial advisor    expressly disclaims any liability [ ] to any
person in connection
   with the materials.    This disclaimer suggests unaffiliated security
holders are prohibited
   from relying upon the disclosure content in making an investment decision
and would be
   precluded from taking legal action with respect to the disclosures
presented. Please revise
   this disclaimer or make clear in the solicitation/recommendation statement
filed under cover
   of Schedule 14D-9 that unaffiliated security holders are not precluded from
seeking to make
   any claims or enforce any rights that they may have in a court of competent
jurisdiction.

Schedule 14D-9

Tender Offer and the Transaction, page 1

6. Wanda suffered net operating losses for fiscal years 2017-2019. In light of
the planned
   delisting of the ADSs from NASDAQ, please revise to specify the constituency
or
   constituencies, if any, expected to become the beneficiaries of Wanda   s
future use of any net
   operating loss carryforwards. Please quantify that benefit to the extent
practicable. See
   Instruction 2 to Item 1013(d) of Regulation M-A.
 Honghui Liao
Wanda Sports Group Company Limited
January 4, 2021
Page 3

Fairness of the Offer and the Going Private Transactions, page 12

7. Section 13(e) and Rule 13e-3, by their terms, apply on a class-by-class
basis and to each step
   of a multi-step transaction. See the definition of    Rule 13e-3 transaction
   in Rule 13e-
   3(a)(3) and the adopting release for Rule 13e-3, Release No. 34-16075
(August 2, 1979). At
   present, the fairness determination is expressed in terms of a position
taken with respect to
      Going Private Transactions.    Please revise to conform the fairness
determination to the
   standards set forth in the cited regulatory provisions with respect to only
the tender offer. In
   addition, please provide us with a brief legal analysis as to whether or not
a separate
   Schedule 13E-3 filing will be required for any transaction other than the
instant tender offer.

8. Please revise to state, if true, that the Board produced the fairness
determination on behalf of
   Wanda Sports Group Company. Regardless of any delegation of authority to the
Board, Item
   8 of Schedule 13E-3 and corresponding Item 1014(a) of Regulation M-A apply
only to the
   subject company of the Rule 13e-3 transaction (and any affiliates engaged)
as distinguished
   from the Board. The term    subject company    is defined in Item 1000(f) of
Regulation M-A.

9. Please produce a complete discussion of the factors considered by the issuer
in support of its
   fairness determination by specifically addressing all of the factors
identified in Instruction 2
   to Item 1014 of Regulation M-A. See Item 1014(b) of Regulation M-A. For
example, the
   fairness of the consideration in relation to going concern value should be
specifically
   addressed by Wanda or an analysis of that factor conducted by another party,
such as the
   financial advisor, should be expressly adopted. Refer to Instruction 2 of
Item 1014 of
   Regulation M-A and Questions 20-21 in Exchange Act Release 17719 (April 13,
1981).
   Negative responses to Item 1014 are required under Instruction E to Schedule
13E-3.

10. Notwithstanding the existing discussion of the procedural safeguards
implemented to assure
    fairness of the Rule 13e-3 transaction, please specifically address the
extent to which the
    transaction was structured to comply with Items 1014(c)-(e) and provide a
statement in
    response to Item 1014(f), or advise. If applicable, please also revise to
include the negative
    disclosures required by General Instruction E of Schedule 13E-3.

11. While Item 8 of Schedule 13E-3 requires the issuer to provide an analysis
of the factors upon
    which it relied, as the subject company, to produce its fairness
determination in compliance
    with Item 1014(b) of Regulation M-A, Item 4 of Schedule 14D-9 requires the
issuer to
    provide reasons     as distinguished from factors     in support of its
recommendation in
    accordance with Item 1012(b) of Regulation M-A. Advise us, with a view
towards revised
    disclosure, where we can locate the disclosure by the issuer that complies
with these items.

Persons/Assets Retained, Employed, Compensated or Used, page 25

12. Given the discrete disclosures on expenses, please advise us how compliance
with Item 10 of
    Schedule 13E-3 and corresponding Item 1007(c) of Regulation M-A has been
effectuated.
 Honghui Liao
Wanda Sports Group Company Limited
January 4, 2021
Page 4

       We remind you that the issuer is responsible for the accuracy and
adequacy of its
disclosures, notwithstanding any review, comments, action or absence of action
by the staff.

        You may contact me at (202) 551-3266 with any questions.


                                                           Sincerely,

                                                           /s/ Nicholas P.
Panos

                                                           Nicholas P. Panos
                                                           Senior Special
Counsel
                                                           Office of Mergers &
Acquisitions

cc: Peter X. Huang, Esq.