1271 Avenue of the Americas New York, New York 10020-1401 Tel: +1.212.906.1200 Fax: +1.212.751.4864 www.lw.com | ||||||
 | FIRM / AFFILIATE OFFICES | |||||
| Beijing | Moscow | |||||
| Boston | Munich | |||||
| Brussels | New York | |||||
| Century City | Orange County | |||||
| Chicago | Paris | |||||
| Dubai | Riyadh | |||||
May 11, 2021 | Düsseldorf | San Diego | ||||
| Frankfurt | San Francisco | |||||
| Hamburg | Seoul | |||||
| Hong Kong | Shanghai | |||||
| Houston | Silicon Valley | |||||
| London | Singapore | |||||
| Los Angeles | Tokyo | |||||
| Madrid | Washington, D.C. | |||||
| Milan | ||||||
| VIA EDGAR AND HAND DELIVERY | ||||||
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-6010
Attention: Mandy Hooker
John Cash
Geoff Kruczek
Asia Timmons-Pierce
Re: Oatly Group AB
Registration Statement on Form F-1
Filed on April 19, 2021
CIK No. 0001843586
Ladies and Gentlemen:
On behalf of Oatly Group AB, previously referred to as Havre Global AB (the “Company”), we are hereby filing Amendment No. 1 (“Amendment No. 1”) to the Registration Statement on Form F-1 (Registration No. 333-255344) filed with the Commission on April 19, 2021 (the “Registration Statement”). The Company previously submitted a Draft Registration Statement on Form F-1 on a confidential basis pursuant to Title I, Section 106 under the Jumpstart Our Business Startups Act with the Securities and Exchange Commission (the “Commission”) on February 12, 2021, as amended on March 25, 2021 (“Submission No. 2”). Amendment No. 1 has been revised to reflect the Company’s responses to the comment letter to the Registration Statement received on April 27, 2021 from the staff of the Commission (the “Staff”).
For ease of review, we have set forth below each of the numbered comments of your letter in bold type followed by the Company’s responses thereto.
Prospectus Summary, page 1
May 11, 2021
Page 2
| 1. | Notwithstanding your response to prior comment 1 that you will not be a “controlled company,” it continues to appear from your disclosure that the PRC will have a significant ownership interest in you and, therefore, have significant influence over decisions that require shareholder approval. If so, please revise to disclose that fact and that risks to investors. |
Response: The Company respectfully acknowledges the Staff’s comment and has revised pages 16, 51 and 52 of Amendment No. 1.
* * *
We hope the foregoing answers are responsive to your comments. Please do not hesitate to contact me by telephone at (212) 906-1281 with any questions or comments regarding this correspondence.
| Very truly yours, |
| /s/ Marc D. Jaffe |
Marc D. Jaffe of LATHAM & WATKINS LLP |
| cc: | (via email) |
Toni Petersson, Oatly Group AB
Christian Hanke, Oatly Group AB
Ian D. Schuman, Latham & Watkins LLP
Stelios G. Saffos, Latham & Watkins LLP