SEC Company Response from Goosehead Insurance, (GSHD) — Apr 24, 2018
Goosehead Insurance, Inc.
Date: April 24, 2018 · CIK: 0001726978 · Accession: 0001193125-18-128783
AI Filing Summary & Sentiment
File numbers found in text: 333-224080
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CORRESP
1
filename1.htm
Acceleration Request
April 24, 2018
VIA EDGAR
U.S. Securities and Exchange
Commission
Division of Corporation Finance
100 F Street,
N.E.
Washington, D.C. 20549
Attention: Ms. Mary Beth
Breslin and Mr. Chris Edwards
Re:
Goosehead Insurance, Inc.
Registration Statement on Form S-1 (File No. 333-224080)
Ladies and Gentlemen:
Pursuant to Rule 461
under the Securities Act of 1933, as amended (the “Securities Act”), the undersigned hereby join in the request of Goosehead Insurance, Inc. 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 April 26, 2018, or as soon as possible thereafter.
In connection with the
Preliminary Prospectus distribution for the above-mentioned issue, the prospective underwriters have confirmed that they are complying with the requirements of Rule 15c2-8 under the Securities Exchange Act of
1934, as amended.
The following information with respect to the distribution of the Preliminary Prospectus dated April 17, 2018 is
furnished pursuant to Rule 460 of the Rules and Regulations of the Commission under the Securities Act, in connection with the request for acceleration of the effective date of the Registration Statement.
The prospective underwriters have effected approximately the following distribution of copies of the Preliminary Prospectus, dated
April 17, 2018, through the date hereof:
Preliminary Prospectus, dated April 17, 2018:
2,698 copies were distributed to prospective underwriters, institutional investors, dealers and others.
[Remainder of page intentionally left blank]
Very truly yours,
J.P. MORGAN SECURITIES LLC
MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED
As Representatives of the Underwriters
By:
J.P. MORGAN SECURITIES LLC
By:
/s/ Ray Craig
Name: Ray Craig
Title: Managing
Director, Equity Capital Markets
By:
MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED
By:
/s/ Michele A.H. Allong
Name: Michele A.H. Allong
Title:
Authorized Signatory
[Signature Page to Underwriters’ Acceleration Request Letter]