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SEC Company Response from Evolent Health, Inc. (EVH) (CIK 0001628908) (EVH) — Jun 2, 2015

Evolent Health, Inc. (EVH) (CIK 0001628908)
Date: June 2, 2015 · CIK: 0001628908 · Accession: 0001193125-15-210291

AI Filing Summary & Sentiment

File numbers found in text: 333-203852

Date
June 2, 2015
Author
Vice President
Form
CORRESP
Company
Evolent Health, Inc. (EVH) (CIK 0001628908)

Letter

Underwriter Acceleration Request

J.P. Morgan Securities LLC

383 Madison Avenue

New York, New York 10179

Goldman, Sachs & Co.

200 West Street

New York, New York 10282

June 2, 2015

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-7010

Attn: Ms. Jennifer Gowetski

Mr. Rahul Patel

Mr. Howard Efron

Mr. Robert Telewicz

Re: Evolent Health, Inc.

Registration Statement on Form S-1

Registration File No. 333-203852

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 Evolent Health, Inc. (the “Company”) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 3:30 PM, Washington, D.C. time, on June 4, 2015, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Cravath, Swaine & Moore 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 effected the following distribution of the Company’s Preliminary Prospectus dated May 26, 2015:

(i) Dates of distribution: May 26, 2015 through the date hereof

(ii) Number of prospective underwriters to which the preliminary prospectus was furnished: 6

(iii) Number of prospectuses furnished to investors: approximately 4,334

(iv) Number of prospectuses distributed to others, including the Company, the Company’s counsel, independent accountants, and underwriters’ counsel: approximately 160

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.

Very truly yours,
J.P. MORGAN SECURITIES LLC

Show Raw Text
CORRESP
1
filename1.htm

Underwriter Acceleration Request

 J.P. Morgan Securities LLC

383 Madison Avenue

 New York, New York 10179

Goldman, Sachs & Co.

 200 West Street

New York, New York 10282

 June 2, 2015

Securities and Exchange Commission

 Division of Corporation
Finance

 100 F Street, N.E.

 Washington, D.C. 20549-7010

Attn:
  Ms. Jennifer Gowetski

   Mr. Rahul Patel

  Mr. Howard Efron

  Mr. Robert Telewicz

Re:
Evolent Health, Inc.

Registration Statement on Form S-1

Registration File No. 333-203852

 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 Evolent Health, Inc. (the “Company”) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 3:30 PM, Washington, D.C. time, on
June 4, 2015, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Cravath, Swaine & Moore 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 effected the following
distribution of the Company’s Preliminary Prospectus dated May 26, 2015:

(i)
Dates of distribution: May 26, 2015 through the date hereof

(ii)
Number of prospective underwriters to which the preliminary prospectus was furnished: 6

(iii)
Number of prospectuses furnished to investors: approximately 4,334

(iv)
Number of prospectuses distributed to others, including the Company, the Company’s counsel, independent accountants, and underwriters’ counsel: approximately 160

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.

Very truly yours,

 J.P. MORGAN SECURITIES LLC

 GOLDMAN,
SACHS & CO.

 Acting severally on behalf of themselves and the

several Underwriters

By:

J.P. MORGAN SECURITIES LLC

By:

 /s/ David Ke

Name:

David Ke

Title:

Vice President

By:

GOLDMAN, SACHS & CO.

By:

 /s/ Matt Leavitt

Name:

Matt Leavitt

Title:

Managing Director