SEC Company Response from Funko, Inc. (FNKO) (CIK 0001704711) (FNKO) — Oct 30, 2017
Funko, Inc. (FNKO) (CIK 0001704711)
Date: Oct. 30, 2017 · CIK: 0001704711 · Accession: 0001193125-17-324826
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File numbers found in text: 333-220856
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CORRESP
1
filename1.htm
CORRESP
October 30, 2017
Securities and Exchange Commission
Division of Corporation
Finance
100 F Street, N.E.
Washington, D.C. 20549
Re:
Funko, Inc.
Registration Statement on Form S-1 (Registration No. 333-220856)
Ladies and Gentlemen:
Pursuant to Rule 461
under the Securities Act of 1933, as amended (the “Securities Act”), we, the representatives of the underwriters (the “Representatives”), hereby join in the request of Funko, Inc. (the “Registrant”), for the
acceleration of the effective date of the Registrant’s Registration Statement on Form S-1 (File No. 333-220856) (the “Registration Statement”),
relating to a public offering of shares of the Registrant’s Class A common stock, par value $0.0001 per share, so that the Registration Statement may be declared effective at 4:00 p.m. Washington, D.C. time, on November 1, 2017, or as
soon thereafter as practicable. The undersigned, as Representatives of the underwriters, confirm that the underwriters are aware of their obligations under the Securities Act.
Additionally, pursuant to Rule 460 of the Securities Act, we hereby advise you that the Preliminary Prospectus dated October 23, 2017,
was distributed by the underwriters approximately as follows from October 23, 2017 through the date hereof:
Copies to underwriters
2,838
Copies to dealers
1,535
Copies to institutional investors
2,149
Copies to others/retail
—
Total
6,522
The undersigned, as Representatives of the underwriters, hereby represent on behalf of the underwriters that
the underwriters are acting in compliance and will act in compliance with the provisions of Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended, in connection with the above proposed
offering.
(Remainder of the page intentionally left blank)
Very truly yours,
Goldman Sachs & Co. LLC
J.P. Morgan Securities LLC
Merrill Lynch, Pierce, Fenner & Smith Incorporated
As representatives of the several underwriters
By:
Goldman Sachs & Co. LLC
By:
/s/ Gabe Gelman
Name:
Gabe Gelman
Title:
Managing Director
By:
J.P. Morgan Securities LLC
By:
/s/ Jason Fournier
Name:
Jason Fournier
Title:
Managing Director
By:
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
By:
/s/ Roger C. Matthews Jr.
Name:
Roger C. Matthews Jr.
Title:
Managing Director