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SEC Company Response from 1Life Healthcare Inc (CIK 0001404123) — Jun 22, 2020

1Life Healthcare Inc (CIK 0001404123)
Date: June 22, 2020 · CIK: 0001404123 · Accession: 0001193125-20-175659

AI Filing Summary & Sentiment

File numbers found in text: 333-239347

Date
June 22, 2020
Author
J.P. MORGAN SECURITIES LLC
Form
CORRESP
Company
1Life Healthcare Inc (CIK 0001404123)

Letter

J.P. Morgan Securities LLC

383 Madison Avenue

New York, New York 10179

Morgan Stanley & Co. LLC

1585 Broadway

New York, New York 10036

June 22, 2020

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attn: Chris Edwards

Re: 1Life Healthcare, Inc.

Registration Statement on Form S-1 (File No. 333-239347)

Request for Acceleration of Effective Date

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of 1Life Healthcare, Inc. (the “Registrant”) that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the above-referenced Registration Statement on Form S-1 to become effective on June 24, 2020, at 4:00 PM, Eastern Time, or as soon thereafter as is practicable, or at such later time as the Registrant or its outside counsel, Cooley LLP, may orally request via telephone call to the staff of the Commission.

Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that there will be distributed to each Underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature page follows]

Very truly yours,
J.P. MORGAN SECURITIES LLC

Show Raw Text
CORRESP
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filename1.htm

CORRESP

 J.P. Morgan Securities LLC

383 Madison Avenue

 New York, New York 10179

Morgan Stanley & Co. LLC

 1585 Broadway

New York, New York 10036

 June 22, 2020

VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

Washington, D.C. 20549

Attn:
 Chris Edwards

Re:
 1Life Healthcare, Inc.

Registration Statement on Form S-1 (File
No. 333-239347)

 Request for Acceleration of Effective Date

Ladies and Gentlemen:

 In accordance with Rule
461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of 1Life Healthcare, Inc. (the “Registrant”) that the
Securities and Exchange Commission (the “Commission”) take appropriate action to cause the above-referenced Registration Statement on Form S-1 to become effective on June 24, 2020,
at 4:00 PM, Eastern Time, or as soon thereafter as is practicable, or at such later time as the Registrant or its outside counsel, Cooley LLP, may orally request via telephone call to the staff of the Commission.

Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that there will be distributed to
each Underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the
preliminary prospectus.

 We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have
been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature page follows]

Very truly yours,

J.P. MORGAN SECURITIES LLC

By:

 /s/ Ben Burdett

Name:  Ben Burdett

Title:  Managing Director

MORGAN STANLEY & CO. LLC

By:

 /s/ Danika Fry

Name:  Danika Fry

Title:  Vice President

 [Signature Page to Underwriters’ Acceleration Request]