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SEC Company Response from XPLR Infrastructure, LP (XIFR) (CIK 0001603145) (XIFR) — Jun 25, 2014

XPLR Infrastructure, LP (XIFR) (CIK 0001603145)
Date: June 25, 2014 · CIK: 0001603145 · Accession: 0001193125-14-249285

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File numbers found in text: 333-196099

Date
June 25, 2014
Author
Merrill Lynch, Pierce, Fenner & Smith
Form
CORRESP
Company
XPLR Infrastructure, LP (XIFR) (CIK 0001603145)

Letter

June 25, 2014

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-4628

Attention: Mara L. Ransom

Division of Corporate Finance

Re: NextEra Energy Partners, LP

Registration Statement on Form S-1 (File No. 333-196099)

Ladies and Gentlemen:

As the representatives of the several underwriters of the NextEra Energy Partners, LP (the “Partnership”) proposed public offering of up to 18,687,500 common units of the Partnership, we hereby join in the Partnership’s withdrawal of its request for acceleration of the Partnership’s registration statement on Form S-1 (File No. 333-196099). Concurrently with the submission of this withdrawal letter, we have submitted a new request to the Commission that the effectiveness of the Registration Statement be accelerated to 4:00 pm, Eastern Time, on June 26, 2014, or as soon thereafter as practicable.

[The remainder of this page intentionally left blank.]

Very truly yours,
Merrill Lynch, Pierce, Fenner & Smith

Show Raw Text
CORRESP
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filename1.htm

CORRESP

 June 25, 2014

VIA EDGAR

 U.S. Securities and Exchange
Commission

 Division of Corporation Finance

 100 F Street,
N.E.

 Washington, D.C. 20549-4628

Attention:
Mara L. Ransom

 Division of Corporate Finance

Re:
NextEra Energy Partners, LP

 Registration Statement on Form S-1 (File No. 333-196099)

Ladies and Gentlemen:

 As the representatives
of the several underwriters of the NextEra Energy Partners, LP (the “Partnership”) proposed public offering of up to 18,687,500 common units of the Partnership, we hereby join in the Partnership’s withdrawal of its request for
acceleration of the Partnership’s registration statement on Form S-1 (File No. 333-196099). Concurrently with the submission of this withdrawal letter, we have submitted a new request to the Commission that the effectiveness of the Registration
Statement be accelerated to 4:00 pm, Eastern Time, on June 26, 2014, or as soon thereafter as practicable.

[The remainder of this page intentionally left blank.]

 Very truly yours,

Merrill Lynch, Pierce, Fenner & Smith

                     Incorporated

Goldman, Sachs & Co.

 Morgan Stanley & Co. LLC

As Representatives of the several Underwriters

 By: Merrill Lynch, Pierce, Fenner & Smith

 Incorporated

By:

/s/ Jason Satsky

 Name: Jason Satsky

Title: Managing Director

By: Goldman, Sachs & Co.

By:

/s/ Goldman, Sachs & Co.

 Goldman, Sachs & Co.

By: Morgan Stanley & Co. LLC

By:

/s/ Anthony Ianno

 Name: Anthony Ianno

Title: Managing Director