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CORRESP Filing

MIAMI INTERNATIONAL HOLDINGS, INC.
Date: Aug. 11, 2025 · CIK: 0001438472 · Accession: 0001628280-25-039534

Offering / Registration Process

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File numbers found in text: 333-288767

Date
August 11, 2025
Author
Thomas P. Gallagher
Form
CORRESP
Company
MIAMI INTERNATIONAL HOLDINGS, INC.

Letter

Document Miami International Holdings, Inc. 7 Roszel Road, Suite 1A Princeton, NJ 08540 August 11, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Lulu Cheng Sandra Hunter Berkheimer Re: Miami International Holdings, Inc. Registration Statement on Form S-1 Filed July 18, 2025 File No. 333-288767 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Miami International Holdings, Inc. (the “ Registrant ”) hereby requests acceleration of effectiveness of the effective date of its Registration Statement on Form S-1 (File No. 333-288767) (the “ Registration Statement ”), so that it may become effective at 4:00 p.m., Eastern Standard Time on August 13, 2025, or as soon thereafter as practicable. The Registrant hereby authorizes Herbert Kozlov or Danielle Carbone of Reed Smith LLP, attorneys for the Registrant, to orally modify or withdraw this request for acceleration. The Registrant requests that it be notified of such effectiveness by a telephone call to Herbert Kozlov at (212) 549-0241 or Danielle Carbone at (212) 549-0229. Sincerely, /s/ Thomas P. Gallagher Thomas P. Gallagher Chairman & Chief Executive Officer Miami International Holdings, Inc. cc: Barbara Comly, Executive Vice President, General Counsel and Corporate Secretary Miami International Holdings, Inc. Miami International Holdings, Inc. 7 Roszel Road, Suite 1A Princeton, NJ 08540 August 11, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Lulu Cheng Sandra Hunter Berkheimer Re: Miami International Holdings, Inc. Registration Statement on Form S-1 Filed July 18, 2025 File No. 333-288767 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “ Act ”), the undersigned, for themselves and the several underwriters, hereby joins in the request of Miami International Holdings, Inc. that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:00 p.m. Washington D.C. time on August 13, 2025, or as soon thereafter as practicable. Pursuant to Rule 460 under the Act, the undersigned, 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 securities, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus. The undersigned advise that they have complied and will continue to 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 /s/ Apoorva Ramesh Apoorva Ramesh Vice President Morgan Stanley & Co. LLC /s/ Jyri Wilska Jyri Wilska Managing Director Piper Sandler & Co. /s/ Demetrios Hadgis Demetrios Hadgis Managing Director

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CORRESP
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 Document Miami International Holdings, Inc. 7 Roszel Road, Suite 1A Princeton, NJ 08540   August 11, 2025   VIA EDGAR   U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Lulu Cheng Sandra Hunter Berkheimer Re: Miami International Holdings, Inc. Registration Statement on Form S-1 Filed July 18, 2025 File No. 333-288767 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Miami International Holdings, Inc. (the “ Registrant ”) hereby requests acceleration of effectiveness of the effective date of its Registration Statement on Form S-1 (File No. 333-288767) (the “ Registration Statement ”), so that it may become effective at 4:00 p.m., Eastern Standard Time on August 13, 2025, or as soon thereafter as practicable. The Registrant hereby authorizes Herbert Kozlov or Danielle Carbone of Reed Smith LLP, attorneys for the Registrant, to orally modify or withdraw this request for acceleration. The Registrant requests that it be notified of such effectiveness by a telephone call to Herbert Kozlov at (212) 549-0241 or Danielle Carbone at (212) 549-0229.  Sincerely, /s/ Thomas P. Gallagher Thomas P. Gallagher Chairman & Chief Executive Officer Miami International Holdings, Inc. cc: Barbara Comly, Executive Vice President, General Counsel and Corporate Secretary Miami International Holdings, Inc. Miami International Holdings, Inc. 7 Roszel Road, Suite 1A Princeton, NJ 08540   August 11, 2025   VIA EDGAR   U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549   Attention: Lulu Cheng Sandra Hunter Berkheimer Re: Miami International Holdings, Inc. Registration Statement on Form S-1 Filed July 18, 2025 File No. 333-288767 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “ Act ”), the undersigned, for themselves and the several underwriters, hereby joins in the request of Miami International Holdings, Inc. that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:00 p.m. Washington D.C. time on August 13, 2025, or as soon thereafter as practicable. Pursuant to Rule 460 under the Act, the undersigned, 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 securities, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus. The undersigned advise that they have complied and will continue to 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 /s/ Apoorva Ramesh Apoorva Ramesh Vice President Morgan Stanley & Co. LLC /s/ Jyri Wilska Jyri Wilska Managing Director Piper Sandler & Co. /s/ Demetrios Hadgis Demetrios Hadgis Managing Director