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Correspondence 0001193125-24-025158 from Metagenomi Therapeutics, Inc. (MGX)

Metagenomi Therapeutics, Inc.
Date: Feb. 6, 2024 · CIK: 0001785279 · Accession: 0001193125-24-025158

AI Filing Summary & Sentiment

File numbers found in text: 333-276413

Date
February 6, 2024
Author
J.P. MORGAN SECURITIES LLC
Form
CORRESP
Company
Metagenomi Therapeutics, Inc.

Letter

J.P. Morgan Securities LLC

383 Madison Avenue

New York, New York 10179

Jefferies LLC

520 Madison Avenue

New York, New York 10022

Cowen and Company, LLC

599 Lexington Avenue

New York, New York 10022

Wells Fargo Securities, LLC

500 West 33rd Street, 14th Floor

New York, New York 10001

BMO Capital Markets Corp.

151 West 42nd Street, 32nd Floor

New York, New York 10036

February 6, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, N.E.

Washington, D.C. 20549

Attn: Jenna Do

Angela Connell

Tyler Howes

Suzanne Hayes

Re: Metagenomi, Inc.

Registration Statement on Form S-1 (File No. 333-276413)

Request for Acceleration of Effective Date

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of Metagenomi, Inc. (the “Company”) for acceleration of the effective date of the above-referenced Registration Statement on Form S-1, as amended, so that it becomes effective at 4:00 p.m. Eastern time on February 8, 2024, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Goodwin Procter LLP, request by telephone that such Registration Statement be declared effective.

Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

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.

Very truly yours,
J.P. MORGAN SECURITIES LLC

Show Raw Text
CORRESP
1
filename1.htm

CORRESP

 J.P. Morgan Securities LLC

383 Madison Avenue

 New York, New York 10179

Jefferies LLC

 520 Madison Avenue

New York, New York 10022

 Cowen and Company, LLC

599 Lexington Avenue

 New York, New York 10022

Wells Fargo Securities, LLC

 500 West 33rd Street, 14th Floor

 New York, New York 10001

 BMO Capital Markets Corp.

151 West 42nd Street, 32nd Floor

 New York, New York 10036

February 6, 2024

 VIA EDGAR

U.S. Securities and Exchange Commission

 Division of Corporation
Finance

 Office of Life Sciences

 100 F Street, N.E.

Washington, D.C. 20549

Attn:
 Jenna Do

Angela Connell

 Tyler Howes

Suzanne Hayes

Re:
 Metagenomi, Inc.

Registration Statement on Form S-1 (File
No. 333-276413)

 Request for Acceleration of Effective Date

Ladies and Gentlemen:

 In accordance with Rule
461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of Metagenomi, Inc. (the “Company”) for acceleration of the effective date
of the above-referenced Registration Statement on Form S-1, as amended, so that it becomes effective at 4:00 p.m. Eastern time on February 8, 2024, or as soon thereafter as practicable, or at such other
time as the Company or its outside counsel, Goodwin Procter LLP, request by telephone that such Registration Statement be declared effective.

 Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish
to advise you that there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the preliminary prospectus as appears to be reasonable to secure adequate
distribution of the preliminary prospectus.

 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.

 2

Very truly yours,

J.P. MORGAN SECURITIES LLC

JEFFERIES LLC

COWEN AND COMPANY, LLC

WELLS FARGO SECURITIES, LLC

BMO CAPITAL MARKETS CORP.

As representatives of the several underwriters listed in Schedule 1 to the Underwriting Agreement

J.P. MORGAN SECURITIES LLC

By:

 /s/ Benjamin Burdett

Name:

Benjamin Burdett

Title:

Managing Director, Head of Healthcare ECM

JEFFERIES LLC

By:

 /s/ Brian Czyzewski

Name:

Brian Czyzewski

Title:

Managing Director

COWEN AND COMPANY, LLC

By:

 /s/ Bill Follis

Name:

Bill Follis

Title:

Managing Director

WELLS FARGO SECURITIES LLC

By:

 /s/ David Bohn

Name:

David Bohn

Title:

Managing Director

BMO CAPITAL MARKETS CORP.

By:

 /s/ Marc Ogborn

Name:

Marc Ogborn

Title:

Managing Director

 [Signature Page to
Underwriters’ Acceleration Request]