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SEC Company Response from Personalis, Inc. (PSNL) (CIK 0001527753) (PSNL) — Jun 17, 2019

Personalis, Inc. (PSNL) (CIK 0001527753)
Date: June 17, 2019 · CIK: 0001527753 · Accession: 0001193125-19-174745

AI Filing Summary & Sentiment

File numbers found in text: 333-231703

Date
June 17, 2019
Author
Vice President
Form
CORRESP
Company
Personalis, Inc. (PSNL) (CIK 0001527753)

Letter

Morgan Stanley & Co. LLC

1585 Broadway

New York, New York 10036

BofA Securities, Inc.

One Bryant Park

New York, New York 10036

Cowen and Company, LLC

599 Lexington Avenue, 20th Floor

New York, New York 10022

June 17, 2019

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attn:

James Giugliano

Craig Arakawa

Michael Killoy

Brigitte Lippmann

Re:

Personalis, Inc.

Registration Statement on Form S-1, as amended (File No. 333-231703)

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 Personalis, Inc. (the “Company”) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 4:00 PM, Eastern Time, on June 19, 2019, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Cooley LLP, request by telephone that such Registration Statement be declared effective.

Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that we have carried out the following distribution of the Company’s preliminary prospectus dated June 7, 2019:

(i) Dates of distribution: June 7, 2019 through the date hereof

(ii) Number of prospective underwriters to which the preliminary prospectus was furnished: 4

(iii) Number of prospectuses furnished to investors: approximately 2,200

(iv) Number of prospectuses distributed to others, including the Company, the Company’s counsel, independent accountants, and underwriters’ counsel: approximately 50

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,
MORGAN STANLEY & CO. LLC

Show Raw Text
CORRESP
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CORRESP

 Morgan Stanley & Co. LLC

1585 Broadway

 New York, New York 10036

BofA Securities, Inc.

 One Bryant Park

New York, New York 10036

 Cowen and Company, LLC

599 Lexington Avenue, 20th Floor

 New York, New York 10022

June 17, 2019

 VIA EDGAR

U.S. Securities and Exchange Commission

 Division of Corporation
Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Attn:

 James Giugliano

 Craig Arakawa

 Michael Killoy

 Brigitte Lippmann

Re:

Personalis, Inc.

Registration Statement on Form S-1, as amended (File No. 333-231703)

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 Personalis, Inc. (the “Company”) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 4:00 PM, Eastern Time, on June 19,
2019, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Cooley LLP, request by telephone that such Registration Statement be declared effective.

Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that we have carried out the
following distribution of the Company’s preliminary prospectus dated June 7, 2019:

(i)
 Dates of distribution: June 7, 2019 through the date hereof

(ii)
 Number of prospective underwriters to which the preliminary prospectus was furnished: 4

(iii)
 Number of prospectuses furnished to investors: approximately 2,200

(iv)
 Number of prospectuses distributed to others, including the Company, the Company’s counsel, independent
accountants, and underwriters’ counsel: approximately 50

 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,

 MORGAN STANLEY & CO. LLC

BOFA SECURITIES, INC.

 COWEN AND COMPANY, LLC

 Acting severally on behalf of themselves and the

several Underwriters

MORGAN STANLEY & CO. LLC

By:

 /s/ Chris Rigoli

Name:

Chris Rigoli

Title:

Vice President

BOFA SECURITIES, INC.

By:

 /s/ Michele A.H. Allong

Name:

Michele A.H. Allong

Title:

Authorized Signatory

COWEN AND COMPANY, LLC

By:

 /s/ Bill Follis

Name:

Bill Follis

Title:

Managing Director

 [Signature Page to Acceleration Request]