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SEC Company Response from NeueHealth, Inc. (CIK 0001671284) (NEUE) — Jun 21, 2021

NeueHealth, Inc. (CIK 0001671284)
Date: June 21, 2021 · CIK: 0001671284 · Accession: 0001104659-21-083414

AI Filing Summary & Sentiment

File numbers found in text: 333-256286

Date
June 21, 2021
Author
J.P. Morgan Securities LLC
Form
CORRESP
Company
NeueHealth, Inc. (CIK 0001671284)

Letter

Simpson Thacher & Bartlett LLP

lexington avenue

new york, ny 10017-3954

telephone: +1-212-455-2000

facsimile: +1-212-455-2502

Direct Dial Number

(650) 251-5110

(212) 455-7862

E-mail Address

wbrentani@stblaw.com

hui.lin@stblaw.com

via edgar June 21, 2021

Re: Acceleration Request for Bright Health Group, Inc.

Registration Statement on Form S-1 (File No. 333-256286)

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Eric Envall

J. Nolan McWilliams

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, we attach the requests of our client, Bright Health Group, Inc., and of the underwriters that effectiveness of the above-referenced Registration Statement be accelerated to 4:00 p.m., Eastern Time, on June 23, 2021, or as soon as practicable thereafter. We ask, however, that the Securities and Exchange Commission staff not accelerate such effectiveness until we speak with you on that date.

Please do not hesitate to call William Brentani at (650) 251-5110 or Hui Lin at (212) 455-7862 with any questions.

Very truly yours,

/s/ William B. Brentani

William B. Brentani

New York BEIJING HONG KONG Houston LONDON Los Angeles SÃO PAULO TOKYO Washington, D.C.

June 21, 2021

VIA EDGAR

Re: Bright Health Group, Inc.

Registration Statement on Form S-1

File No. 333-256286

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Eric Envall

J. Nolan McWilliams

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), Bright Health Group, Inc. (the “Company”) hereby requests that the effective date of the above-referenced Registration Statement be accelerated so that it may become effective at 4:00 p.m., Eastern Time, on June 23, 2021, or as soon as possible thereafter. In this regard, the Company is aware of its obligations under the Securities Act.

If you require any additional information with respect to this letter, please contact William Brentani (650-251-5110) or Hui Lin (212-455-7862) of Simpson Thacher & Bartlett LLP.

[Signature Page Follows]

Very truly yours,

BRIGHT HEALTH GROUP, INC.

By: /s/ Keith Nelsen

Name: Keith Nelsen

Title: General Counsel and Corporate Secretary

[Signature Page to Acceleration Request]

June 21, 2021

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Eric Envall

J. Nolan McWilliams

Re: Bright Health Group, Inc.

Registration Statement on Form S-1

Registration No. 333-256286

Acceleration Request

Requested Date: June 23, 2021

Requested Time: 4:00 PM, Eastern Time

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC and Barclays Capital Inc., as representatives of the several underwriters, hereby join Bright Health Group, Inc. in requesting that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-256286) (the “Registration Statement”) to become effective on June 23, 2021, at 4:00 PM, Eastern Time, or as soon as practicable thereafter.

Pursuant to Rule 460 under the Act, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement.

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, as amended, to the extent applicable.

[Signature Page Follows]

Very truly yours,
J.P. Morgan Securities LLC

Show Raw Text
CORRESP
1
filename1.htm

Simpson Thacher & Bartlett LLP

425
lexington avenue

new
york, ny 10017-3954

telephone:
+1-212-455-2000

facsimile: +1-212-455-2502

  Direct Dial
Number

(650) 251-5110

(212) 455-7862

  E-mail
Address

wbrentani@stblaw.com

hui.lin@stblaw.com

via edgar June 21, 2021

 Re: Acceleration Request for Bright Health Group, Inc.

Registration Statement on Form S-1 (File No. 333-256286)

    Securities and Exchange Commission

    Division of Corporation Finance

    100 F Street, N.E.

    Washington, D.C. 20549

    Attention: Eric Envall

    J. Nolan McWilliams

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of
1933, as amended, we attach the requests of our client, Bright Health Group, Inc., and of the underwriters that effectiveness of the above-referenced
Registration Statement be accelerated to 4:00 p.m., Eastern Time, on June 23, 2021, or as soon as practicable thereafter. We ask, however,
that the Securities and Exchange Commission staff not accelerate such effectiveness until we speak with you on that date.

Please do not hesitate to call William Brentani
at (650) 251-5110 or Hui Lin at (212) 455-7862 with any questions.

  Very truly yours,

  /s/ William B. Brentani

  William B. Brentani

    New York
    BEIJING
    HONG KONG
    Houston
    LONDON
    Los Angeles
    SÃO PAULO
    TOKYO
    Washington, D.C.

June 21, 2021

VIA EDGAR

Re: Bright Health Group, Inc.

Registration Statement on Form S-1

File No. 333-256286

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Eric Envall

J. Nolan McWilliams

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of
1933, as amended (the “Securities Act”), Bright Health Group, Inc. (the “Company”) hereby requests that the effective
date of the above-referenced Registration Statement be accelerated so that it may become effective at 4:00 p.m., Eastern Time, on June
23, 2021, or as soon as possible thereafter. In this regard, the Company is aware of its obligations under the Securities Act.

If you require any additional information
with respect to this letter, please contact William Brentani (650-251-5110) or Hui Lin (212-455-7862) of Simpson Thacher & Bartlett
LLP.

[Signature Page Follows]

  Very truly yours,

  BRIGHT HEALTH GROUP, INC.

  By:
  /s/ Keith Nelsen

  Name: Keith Nelsen

  Title:   General Counsel and Corporate Secretary

[Signature Page to Acceleration Request]

June 21, 2021

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Eric Envall

J. Nolan McWilliams

Re:  Bright Health Group, Inc.

Registration Statement on Form S-1

Registration No. 333-256286

  Acceleration Request

Requested Date: June 23, 2021

Requested Time: 4:00 PM, Eastern Time

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities
Act of 1933, as amended (the “Act”), J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, Morgan Stanley
 & Co. LLC and Barclays Capital Inc., as representatives of the several underwriters, hereby join Bright Health Group, Inc. in requesting
that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration
Statement on Form S-1 (File No. 333-256286) (the “Registration Statement”) to become effective on June 23, 2021,
at 4:00 PM, Eastern Time, or as soon as practicable thereafter.

Pursuant to Rule 460 under the Act, please be advised
that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, to underwriters, dealers, institutions
and others, prior to the requested effective time of the Registration Statement.

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, as amended, to the extent applicable.

[Signature Page Follows]

    Very truly yours,

    J.P. Morgan Securities LLC

    By:
    /s/ Alejandra Fernandez

    Name: Alejandra Fernandez

    Title: Executive Director

    Goldman Sachs & Co. LLC

    By:
    /s/ Dan Cocks

    Name: Dan Cocks

    Title: Managing Director, ECM

    Morgan Stanley & Co. LLC

    By:
    /s/ Kalli Dircks

    Name: Kalli Dircks

    Title: Managing Director

    Barclays Capital Inc.

    By:
    /s/ Victoria Hale

    Name: Victoria Hale

    Title: Authorized Signatory

cc: Keith Nelsen, Bright Health Group, Inc.

 Bradley C. Weber, Goodwin Procter LLP

Gregg L. Katz, Goodwin Procter LLP

Kim S. de Glossop, Goodwin Procter LLP

 William B. Brentani, Simpson Thacher & Bartlett
LLP

 Xiaohui (Hui) Lin, Simpson Thacher & Bartlett
LLP

[Signature Page to Acceleration
Request]