SEC Comment Letter for Vertiv Holdings Co (VRT) (CIK 0001674101) (VRT) — Jan 15, 2020
Vertiv Holdings Co (VRT) (CIK 0001674101)
Date: Jan. 15, 2020 · CIK: 0001674101 · Accession: 0000000000-20-000367
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File numbers found in text: 001-38518
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January 15, 2020
David Cote
Chief Executive Officer
GS Acquisition Holdings Corp
200 West Street
New York, NY 10282
Re:GS Acquisition Holdings Corp
Revised Preliminary Proxy Statement on Schedule 14A
Filed January 9, 2020
File No. 001-38518
Dear Mr. Cote:
We have reviewed your filing and have the following comments. In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form PRER14A
Unaudited Pro Forma Condensed Combined Financial Information
Adjustments to Unaudited Pro Forma Condensed Combined Statements of Operations, page 117
1.Please provide us with your full calculation of the adjustments reflected in footnote (h).
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
FirstName LastNameDavid Cote
Comapany NameGS Acquisition Holdings Corp
January 15, 2020 Page 2
FirstName LastName
David Cote
GS Acquisition Holdings Corp
January 15, 2020
Page 2
You may contact Heather Clark at 202-551-3624 or Melissa Raminpour at 202-551-3379
if you have questions regarding comments on the financial statements and related
matters. Please contact Erin Purnell at 202-551-3454 or Jay Ingram at 202-551-3397 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing