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SEC Company Response from Chefs' Warehouse, Inc. (CHEF) (CIK 0001517175) (CHEF) — Jul 25, 2011

Chefs' Warehouse, Inc. (CHEF) (CIK 0001517175)
Date: July 25, 2011 · CIK: 0001517175 · Accession: 0000950123-11-067924

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File numbers found in text: 333-173445

Date
July 25, 2011
Author
Managing Director
Form
CORRESP
Company
Chefs' Warehouse, Inc. (CHEF) (CIK 0001517175)

Letter

Re:

July 25, 2011

Via EDGAR and Facsimile (202) 772-9220

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-7010

Attention: H. Christopher Owings

Request for Acceleration of Effectiveness of Registration Statement on Form S-1

(Registration No. 333-173445) of Chefs’ Warehouse Holdings, LLC, a Delaware limited liability company (the “Company”)

Ladies and Gentlemen:

As representatives of the several underwriters of the Company’s proposed initial public offering of 8,000,000 common shares, we hereby join the Company’s request for acceleration of effectiveness of the above-referenced registration statement to 2:00 p.m. (Washington, D.C. time) on July 27, 2011, or as soon thereafter as is practicable.

Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, we wish to advise you that we have effected the following distribution of the preliminary prospectus relating to the initial public offering of the Company, dated July 15, 2011, through the date hereof:

Preliminary Prospectus dated July 15, 2011

4,646 copies to prospective underwriters, institutional investors, dealers and others.

The undersigned advises that the underwriters have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934.

[The remainder of this page is intentionally left blank.]

Very truly yours,
JEFFERIES &
COMPANY, INC.

Show Raw Text
CORRESP
1
filename1.htm

corresp

July 25, 2011

Via EDGAR and Facsimile (202) 772-9220

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-7010

Attention: H. Christopher Owings

    Re:

    Request for Acceleration of Effectiveness of Registration Statement on Form S-1

(Registration No. 333-173445) of Chefs’ Warehouse Holdings, LLC, a Delaware limited liability company (the “Company”)

Ladies and Gentlemen:

     As representatives of the several underwriters of the Company’s proposed initial public offering of
8,000,000 common shares, we hereby join the Company’s request for acceleration of effectiveness of
the above-referenced registration statement to 2:00 p.m. (Washington, D.C. time) on July 27, 2011, or as soon thereafter as is practicable.

     Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, we
wish to advise you that we have effected the following distribution of the preliminary prospectus
relating to the initial public offering of the Company, dated July 15, 2011, through the date
hereof:

     Preliminary Prospectus dated July 15, 2011

     4,646 copies to prospective underwriters, institutional investors, dealers and others.

     The undersigned advises that the underwriters have complied and will continue to comply with
Rule 15c2-8 under the Securities Exchange Act of 1934.

[The remainder of this page is intentionally left blank.]

    Very truly yours,

    JEFFERIES &
COMPANY, INC.

BMO CAPITAL MARKETS CORP.

WELLS FARGO SECURITIES, LLC

BB&T CAPITAL MARKETS, a division of SCOTT &

     STRINGFELLOW, LLC

CANACORD GENUITY INC.

    On behalf of themselves and as representatives of the
several underwriters

    By:

    JEFFERIES & COMPANY, INC.

    By:

    /s/ James R. Walsh

         James R. Walsh

     Managing Director

    By:

    BMO CAPITAL MARKETS CORP.

    By:

    /s/ Phillip Winiecki

         Phillip Winiecki

     Managing Director

    By:

    WELLS FARGO SECURITIES, LLC

    By:

    /s/ David Herman

         David Herman

     Director

Signature Page

Acceleration Request Letter