SEC Company Response from Aptiv PLC (APTV) (CIK 0001521332) (APTV) — Nov 14, 2011
Aptiv PLC (APTV) (CIK 0001521332)
Date: Nov. 14, 2011 · CIK: 0001521332 · Accession: 0001193125-11-310977
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File numbers found in text: 333-174493
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CORRESP
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filename1.htm
Acceleration Request
GOLDMAN, SACHS & CO.
J.P. MORGAN SECURITIES LLC
MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED
BARCLAYS CAPITAL INC.
CITIGROUP GLOBAL MARKETS INC.
DEUTSCHE BANK SECURITIES INC.
MORGAN STANLEY & CO. LLC
c/o Goldman,
Sachs & Co.
200 West Street
New York, NY 10282-2198
November 14,
2011
Re:
Delphi Automotive PLC
Registration Statement on Form S-1
Registration File No. 333-174493
Securities and Exchange Commission
Division of Corporation Finance
100 F Street,
N.E.
Washington, D.C. 20549
Dear
Sir/Madam:
Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933 (the
“Act”), we, as representatives of the several Underwriters, wish to advise you that (i) the Registration Statement, Form S-1, as filed on May 25, 2011 and as amended through Amendment No. 7 as filed on
November 9, 2011, and (ii) the Preliminary Prospectus issued November 7, 2011, were distributed during the period November 7, 2011 through 12 noon, Eastern Standard Time, November 14, 2011, as follows:
Registration Statement
Preliminary Prospectus
19 to 19 Underwriters
1,793 to 1,793 Institutions
350 to 350 Dealers, Underwriters and Others
Total: 19
Total: 2,143
We were advised by the Corporate Financing Department of the Financial Industry Regulatory Authority that
it has reviewed the above-captioned proposed offering and that it has determined to raise no objections with respect to the fairness of the terms and arrangements of the offering.
We have been informed by the participating underwriters that they will comply with the
requirements of Rule 15c2-8 under the Securities Exchange Act of 1934.
In accordance with Rule 461 of the Act, we hereby join
in the request of Delphi Automotive PLC for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 3 p.m. Eastern Standard Time on November 16, 2011, or as soon thereafter as practicable.
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Very truly yours,
GOLDMAN, SACHS & CO.
J.P. MORGAN SECURITIES LLC
MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED
BARCLAYS CAPITAL INC.
CITIGROUP GLOBAL MARKETS INC.
DEUTSCHE BANK SECURITIES INC.
MORGAN STANLEY & CO. LLC
Acting severally on behalf of themselves and the
several Underwriters
By:
Goldman, Sachs & Co.
By:
/s/ Goldman, Sachs & Co.
(Goldman, Sachs & Co.)
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