TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo May 14, 2021 Christian Hanke Chief Financial Officer Oatly Group AB Stora Varvsgatan 6a 211 19 Malm Sweden Re: Oatly Group AB Amendment No. 1 to Registration Statement on Form F-1 Filed May 11, 2021 File No. 333-255344 Dear Mr. Hanke: We have reviewed your amended 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. Form F-1/A filed May 11, 2021 Dilution, page 67 1. Please provide a tabular presentation of a pro forma dilution calculation utilizing the pro forma net tangible book value referenced in the second paragraph on page 67. General 2. We note your disclosure that in connection with the Concurrent Private Placements you will receive repayment of any outstanding loans owed to you by some of the warrant holders. Please disclose the amount the loans owed by the warrant holders. If appropriate, please update your Related Party Transactions section. Christian Hanke Oatly Group AB May 14, 2021 Page 2 You may contact Mindy Hooker at (202) 551-3732 or John Cash, Accounting Branch Chief, at (202) 551-3768 if you have questions regarding comments on the financial statements and related matters. Please contact Geoff Kruczek at (202) 551-3641 or Asia Timmons-Pierce at (202) 551-3754 with any other questions. Sincerely, FirstName LastNameChristian Hanke Division of Corporation Finance Comapany NameOatly Group AB Office of Manufacturing May 14, 2021 Page 2 cc: Marc Jaffe FirstName LastName