SEC Company Response from Hyliion Holdings Corp. (HYLN) (CIK 0001759631) (HYLN) — Feb 25, 2019
Hyliion Holdings Corp. (HYLN) (CIK 0001759631)
Date: Feb. 25, 2019 · CIK: 0001759631 · Accession: 0001213900-19-003077
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File numbers found in text: 333-229537
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CORRESP
1
filename1.htm
February 25, 2019
VIA EDGAR
Office of Financial Services
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-3561
Attention: David Gessert, Attorney-Advisor
Office of Financial
Services
Re: Tortoise Acquisition Corp.
Form S-1 Registration
Statement
File No. 333-229537
Dear Mr. Gessert:
Pursuant to Rule 461 of the General Rules and Regulations under
the Securities Act of 1933, as amended (the “Act”), each of the undersigned, for itself and the several underwriters,
hereby joins in the request of Tortoise Acquisition Corp. that the effective date of the above-referenced Registration Statement
be accelerated so as to permit it to become effective at 4:00 p.m. Washington D.C. time on February 27, 2019, or as soon thereafter
as practicable.
Pursuant to Rule 460 of the General Rules and Regulations under
the Act, the undersigned advise that as of the date hereof, 3,328 copies of the Preliminary Prospectus dated February 15, 2019
have been distributed to prospective underwriters and dealers, institutional investors, retail investors and others.
The undersigned advise that they have complied and will continue
to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
* * *
[signature page follows]
Very truly yours,
BARCLAYS CAPITAL INC.
GOLDMAN SACHS & CO. LLC
UBS SECURITIES LLC,
as Representatives of the Several Underwriters
BARCLAYS CAPITAL INC.
By:
/s/
Victoria Hale
Name: Victoria Hale
Title: Vice President
GOLDMAN SACHS & CO. LLC
By:
/s/
Olympia McNerney
Name: Olympia McNerney
Title: Managing Director
UBS SECURITIES LLC
By:
/s/
Saawan Pathange
Name: Saawan Pathange
Title: Managing Director
By:
/s/
Harris Baltch
Name: Harris Baltch
Title: Executive Director
[Signature Page to Underwriter Acceleration
Request Letter]