SEC Company Response from Lemonade, Inc. (LMND) (CIK 0001691421) (LMND) — Jun 30, 2020
Lemonade, Inc. (LMND) (CIK 0001691421)
Date: June 30, 2020 · CIK: 0001691421 · Accession: 0001104659-20-078368
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File numbers found in text: 333-239007
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CORRESP 1 filename1.htm Goldman Sachs & Co. LLC 200 West Street New York, NY 10282 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 June 30, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Lemonade, Inc. Registration Statement on Form S-1 (File No. 333-239007) Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), we, as the representatives of the several underwriters (the “Representatives”), hereby join in the request of Lemonade, Inc. a Delaware corporation (the “Company”), that the effective date of the above-referenced Registration Statement on Form S-1 be accelerated so that it will be declared effective at 4:00 p.m. Eastern Time on July 1, 2020, or as soon thereafter as practicable. We, the undersigned Representatives, confirm that the underwriters are aware of their obligations under the Securities Act. Pursuant to Rule 460 under the Securities Act, we advise you that as of the date hereof, we and the several underwriters have distributed approximately 2,263 copies of the Company’s Preliminary Prospectus dated June 25, 2020 to prospective underwriters, institutional investors, dealers and others. We, the undersigned Representatives, hereby represent that we are in compliance and will comply, and have been informed by the other participating underwriters that they are in compliance and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the offering pursuant to the above-referenced Registration Statement and Preliminary Prospectus. [Signature Page Follows] Very truly yours, Goldman Sachs & Co. LLC Morgan Stanley & Co. LLC, As Representatives of the several Underwriters GOLDMAN SACHS & CO. LLC By: /s/ Rebecca Steinthal Name: Rebecca Steinthal Title: Managing Director MORGAN STANLEY & CO. LLC By: /s/ Michael Occi Name: Michael Occi Title: Managing Director [Signature Page to Underwriters’ Acceleration Request Letter]