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United States securities and exchange commission logo
May 21, 2021
Peng Zhao
Chief Executive Officer
Kanzhun Ltd.
18/F, GrandyVic Building Taiyanggong Middle Road
Chaoyang Distict, Beijing 100020
People s Republic of China
Re: Kanzhun Ltd.
Amendment No. 2 to
Draft Registration Statement on Form F-1
Submitted May 13,
2021
CIK No. 0001842827
Dear Mr. Zhao:
We have reviewed your amended draft registration statement 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 this letter by providing the requested
information and either submitting
an amended draft registration statement or publicly filing your
registration statement on
EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
believe an amendment is appropriate, please tell us why in your
response.
After reviewing the information you provide in response to these
comments and your
amended draft registration statement or filed registration statement, we
may have additional
comments. References to our prior comments refer to our letter dated May
7, 2021.
Amendment No. 2 to Draft Registration Statement on Form F-1
Management s Discussion and Analysis of Financial Condition and
Results of Operations
Our Acquisition of Paid Enterprise Customers, page 96
1. Please disclose paid
enterprise customers for the three months ended March 31, 2021 as
compared to the three
months ended March 30, 2020 to be consistent with the periods for
which revenue and
results of operations are presented. Please also ensure your disclosure
on page 102 addresses
changes in revenue as compared to changes in paid enterprise
customers for these
periods. To the extent there are differences in the percentage change
in paid customers and
the percentage change in revenue for these periods please provide
explanations and fully
explain all other factors that impacted revenue for the period.
Peng Zhao
Kanzhun Ltd.
May 21, 2021
Page 2
Please also disclose the number of key accounts for the three months
ended March 31,
2021 as compared to the three months ended March 31, 2020.
Seasonality, page 106
2. You disclose that your revenue growth is typically higher during the
fourth quarter of each
year; however, it appears that your revenue growth rate for each of
the quarters ended
December 31, 2019 and December 31, 2020 is less than the revenue
growth rate for the
preceding quarters in the respective fiscal years. Please revise or
advise.
Consolidated Financial Statements
Notes to Consolidated Financial Statements
9. Operating Lease, page F-33
3. In your response to prior comment 4 you state that your lease expense
represents the sum
of amortization of your right of use asset and accretion of your
operating lease liabilities
for the period. As such, this does not appear to represent the sum of
the lease payments
recognized on a straight line basis over the term of the lease, as
required by ASC 842-20-
25-6 for operating leases. Tell us if you believe your methodology
results in an
immaterial difference as compared to the amount that would have been
recognized as
expense under ASC 842-20-25-6 for each period. Otherwise, please
further explain how
your lease expense recognition complies with ASC 842-20-25-6 by
providing a
supplemental calculation demonstrating how your lease expense is
determined in
accordance with this paragraph.
Unaudited Interim Condensed Consolidated Financial Statements
Notes to Unaudited Interim Condensed Consolidated Financial Statements
14. Ordinary Shares, page F-94
4. Your disclosure states that you repurchased 1,181,339 Class B ordinary
shares from
Techwolf Limited at a price of US$ 5.33 and the difference between the
purchase price
and the fair value of the Class B ordinary shares was recorded as
additional paid in
FirstName LastNamePeng Zhao
capital. Please clarify the fair value of the shares on the repurchase
date and how you
Comapany NameKanzhun
considered recordingLtd.
this difference as compensation expense. In this
regard, we note that
May 21,Techwolf is 100%
2021 Page 2 owned by Mr. Peng Zhao, your CEO.
FirstName LastName
Peng Zhao
FirstName LastNamePeng Zhao
Kanzhun Ltd.
Comapany
May NameKanzhun Ltd.
21, 2021
May 21,
Page 3 2021 Page 3
FirstName LastName
You may contact Laura Veator, Senior Staff Accountant, at (202) 551-3716
or Stephen
Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions
regarding
comments on the financial statements and related matters. Please contact Edwin
Kim, Staff
Attorney, at (202) 551-3297 or Jan Woo, Legal Branch Chief, at (202) 551-3453
with any other
questions.
Sincerely,
Division of
Corporation Finance
Office of Technology
cc: Z. Julie Gao, Esq.