Correspondence 0001193125-25-061849 from CoreWeave, Inc. (CRWV)
CoreWeave, Inc.
Date: March 25, 2025 · CIK: 0001769628 · Accession: 0001193125-25-061849
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-285512
Letter
Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 As Representatives of the Several Underwriters March 25, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549
Attention:
Uwem Bassey
Jeff Kauten
Brittany Ebbertt
Kathleen Collins
Division of Corporation Finance
Office of Technology Re: CoreWeave, Inc. Registration Statement on Form S-1 File No. 333-285512 Acceleration Request Requested Date: March 27, 2025 Requested Time: 4:00 P.M. Eastern Time Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “ Securities Act ”), we, as representatives of the several underwriters, hereby join in the request of CoreWeave, Inc. (the “ Company ”) for acceleration of the effective date of the above-referenced registration statement (the “ Registration Statement ”), requesting effectiveness as of 4:00 P.M., Eastern Time, on March 27, 2025, or at such later time as the Company or its outside counsel, Fenwick & West LLP, may request via telephone call to the staff of the Division of Corporation Finance of the United States Securities and Exchange Commission. Pursuant to Rule 460 under the Securities Act, we, as the Representatives, wish to advise you that we will take reasonable steps to secure adequate distribution of the preliminary prospectus to underwriters, dealers, institutions and others prior to the requested effective time of the Registration Statement. We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended. [ Signature page follows ]
Very truly yours,
MORGAN STANLEY & CO. LLC
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CORRESP 1 filename1.htm CORRESP Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 As Representatives of the Several Underwriters March 25, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Uwem Bassey Jeff Kauten Brittany Ebbertt Kathleen Collins Division of Corporation Finance Office of Technology Re: CoreWeave, Inc. Registration Statement on Form S-1 File No. 333-285512 Acceleration Request Requested Date: March 27, 2025 Requested Time: 4:00 P.M. Eastern Time Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “ Securities Act ”), we, as representatives of the several underwriters, hereby join in the request of CoreWeave, Inc. (the “ Company ”) for acceleration of the effective date of the above-referenced registration statement (the “ Registration Statement ”), requesting effectiveness as of 4:00 P.M., Eastern Time, on March 27, 2025, or at such later time as the Company or its outside counsel, Fenwick & West LLP, may request via telephone call to the staff of the Division of Corporation Finance of the United States Securities and Exchange Commission. Pursuant to Rule 460 under the Securities Act, we, as the Representatives, wish to advise you that we will take reasonable steps to secure adequate distribution of the preliminary prospectus to underwriters, dealers, institutions and others prior to the requested effective time of the Registration Statement. We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended. [ Signature page follows ] Very truly yours, MORGAN STANLEY & CO. LLC By: /s/ Rizvan Dhalla Name: Rizvan Dhalla Title: Managing Director J.P. MORGAN SECURITIES LLC By: /s/ Nadine Yang Name: Nadine Yang Title: Executive Director GOLDMAN SACHS & CO. LLC By: /s/ Charlie Black Name: Charlie Black Title: Managing Director [Signature Page to Underwriters’ Acceleration Request]