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United States securities and exchange commission logo
August 5, 2021
In Keuk Kim
Chief Executive Officer
DoubleDown Interactive Co., Ltd.
13F, Gangnam Finance Center
152, Teheran-ro Gangnam-gu
Seoul 06236, Republic of Korea
Re: DoubleDown
Interactive Co., Ltd.
Registration
Statement on Form F-1
Filed July 20, 2021
File No. 333-258032
Dear Mr. Kim:
We have reviewed your 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 amending your registration
statement and providing the
requested information. 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 any amendment to your registration statement and
the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form F-1
Notes to Condensed Consolidated Financial Statements (Unaudited)
Note 10. Commitments and Contingencies, page F-39
1. Regarding the Benson
case (cited on page 97 and unnamed hereunder), we note that no
amount has been
recorded in connection with the lawsuit. However, on page 98, you
stated that "if we were
to settle the Benson lawsuit at this time ... such settlement would
likely be for a
significant monetary amount and our operating results and financial
condition could be
materially adversely affected." In this regard, you indicated that
similar class actions
have finalized settlements in amounts ranging up to $155 million
(page 97). You further
disclosed on page 98 that your insurer will not cover such expenses
or any losses that
could arise for any settlement amount or damages award in this
In Keuk Kim
FirstName LastNameIn
DoubleDown InteractiveKeuk
Co., Kim
Ltd.
Comapany
August NameDoubleDown Interactive Co., Ltd.
5, 2021
August
Page 2 5, 2021 Page 2
FirstName LastName
particular case. In view of a court order for the parties to settle,
material legal settlements
in precedent cases, absent any insurance coverage nor indemnification
from your co-
defendant, please tell us why you did not accrue a loss in your
financial statements. It
appears that a loss is probable and reasonably estimable based on your
statement on page
98 that "prior to the resolution of the Benson case, we may be
required, or otherwise deem
it advisable, to record a material financial reserve in respect of a
potential adverse
outcome." Refer to ASC 450-20-25-2 through 25-5.
2. We understand that Hanover Insurance Co. had filed a declaratory
judgment action
alleging that its insurance policy does not cover the claims made by
NEXRF Corp. in its
patent infringement suit. On page 98, you stated that due to the early
nature of this case, it
is not possible to assess whether this case may be material to your
business.
Notwithstanding, in light of the reasonable possibility that a loss
may have been
incurred, please disclose the amount of the settlement demand made by
NEXRF Corp.
Refer to ASC 450-20-50-3 through 50-4.
General, page F-41
3. Please include a footnote on subsequent events disclosing your
evaluation of the effects of
all subsequent events through the date the financial statements were
issued. Refer to ASC
855-10-25-1.
4. Please supplementally provide us with copies of all written
communications, as defined in
Rule 405 under the Securities Act, that you, or anyone authorized to
do so on your behalf,
present to potential investors in reliance on Section 5(d) of the
Securities Act, whether or
not they retain copies of the communications.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.
In Keuk Kim
DoubleDown Interactive Co., Ltd.
August 5, 2021
Page 3
You may contact Kathryn Jacobson, Senior Staff Accountant, at (202)
551-3365 or
Robert Littlepage, Accounting Branch Chief, at (202) 551-3361 if you have
questions regarding
comments on the financial statements and related matters. Please contact Jeff
Kauten, Staff
Attorney, at (202) 551-3447 or Larry Spirgel, Office Chief, at (202) 551-3815
with any other
questions.
Sincerely,
FirstName LastNameIn Keuk Kim
Division of
Corporation Finance
Comapany NameDoubleDown Interactive Co., Ltd.
Office of Technology
August 5, 2021 Page 3
cc: Barbara A. Jones, Esq.
FirstName LastName