SEC Company Response from 51Talk Online Education Group (COE) — Jun 7, 2016
51Talk Online Education Group
Date: June 7, 2016 · CIK: 0001659494 · Accession: 0001104659-16-125942
AI Filing Summary & Sentiment
File numbers found in text: 333-211315
Letter
Morgan Stanley & Co. International plc
25 Cabot Square, Canary Wharf
London E14 4QA
United Kingdom
Credit Suisse Securities (USA) LLC
Eleven Madison Avenue
New York, N.Y. 10010
United States
June 7, 2016
VIA EDGAR CORRESPONDENCE
Larry Spirgel, Assistant Director
Celeste M. Murphy, Legal Branch Chief
William Mastrianna, Attorney-Adviser
Ivette Leon, Assistant Chief Accountant
Jamie Kessel, Staff Accountant Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 U.S.A.
Re: China Online Education Group Registration Statement on Form F-1 (File No.: 333-211315)
Ladies and Gentlemen:
We hereby join China Online Education Group (the “Company”) in connection with its request for acceleration of the above-referenced Registration Statement, requesting effectiveness at 4:00 p.m., Eastern Time, on June 9, 2016, or as soon thereafter as practicable.
Pursuant to Rule 460 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended, we wish to advise you that, through the date hereof, 1,150 copies of the Company’s preliminary prospectus dated May 27, 2016 were distributed to prospective underwriters, institutional investors, dealers and others.
The undersigned advise that the underwriters have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature pages follow]
Very truly yours,
As representative of the several underwriters
MORGAN STANLEY & CO. INTERNATIONAL PLC
By:
/s/ David Lau
Name:
David Lau
Title:
Managing Director
[Signature Page to Acceleration Request (Underwriters)]
Very truly yours,
As representative of the several underwriters
Show Raw Text
CORRESP 1 filename1.htm Morgan Stanley & Co. International plc 25 Cabot Square, Canary Wharf London E14 4QA United Kingdom Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010 United States June 7, 2016 VIA EDGAR CORRESPONDENCE Larry Spirgel, Assistant Director Celeste M. Murphy, Legal Branch Chief William Mastrianna, Attorney-Adviser Ivette Leon, Assistant Chief Accountant Jamie Kessel, Staff Accountant Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 U.S.A. Re: China Online Education Group Registration Statement on Form F-1 (File No.: 333-211315) Ladies and Gentlemen: We hereby join China Online Education Group (the “Company”) in connection with its request for acceleration of the above-referenced Registration Statement, requesting effectiveness at 4:00 p.m., Eastern Time, on June 9, 2016, or as soon thereafter as practicable. Pursuant to Rule 460 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended, we wish to advise you that, through the date hereof, 1,150 copies of the Company’s preliminary prospectus dated May 27, 2016 were distributed to prospective underwriters, institutional investors, dealers and others. The undersigned advise that the underwriters have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended. [Signature pages follow] Very truly yours, As representative of the several underwriters MORGAN STANLEY & CO. INTERNATIONAL PLC By: /s/ David Lau Name: David Lau Title: Managing Director [Signature Page to Acceleration Request (Underwriters)] Very truly yours, As representative of the several underwriters CREDIT SUISSE SECURITIES (USA) LLC By: /s/ Anthony Kontoleon Name: Anthony Kontoleon Title: Managing Director [Signature Page to Acceleration Request (Underwriters)]