SEC Company Response from First Watch Restaurant Group, Inc. (FWRG) (CIK 0001789940) (FWRG) — Sep 12, 2022
First Watch Restaurant Group, Inc. (FWRG) (CIK 0001789940)
Date: Sept. 12, 2022 · CIK: 0001789940 · Accession: 0001193125-22-242946
AI Filing Summary & Sentiment
File numbers found in text: 333-267384
Letter
BofA Securities, Inc.
One Bryant Park
New York, New York 10036
Goldman Sachs & Co. LLC
200 West Street
New York, New York 10282
Jefferies LLC
520 Madison Avenue
New York, New York 10022
September 12, 2022
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-3561
Re: First Watch Restaurant Group, Inc.
Registration Statement on Form S-1
File No. 333-267384
Acceleration Request
Requested Date: September 14, 2022
Requested Time: 4:00 p.m. Eastern Time
Ladies and Gentlemen:
We refer to the registration statement on Form S-1 (File No. 333-267384) (as amended, the “Registration Statement”) of First Watch Restaurant Group, Inc. (the “Company”), relating to the registration of the Company’s common stock, par value $0.01 per share.
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 the Company for acceleration of the effective date of the above-referenced Registration Statement, requesting effectiveness as of 4:00 p.m., Eastern Time, on September 14, 2022, or at such later time as the Company or its outside counsel, Weil, Gotshal & Manges LLP, may request via telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission.
Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that we will take reasonable steps to secure adequate distribution of the Company’s preliminary prospectus dated September 12, 2022 to underwriters, dealers, institutional investors 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, to the extent applicable.
[Signature Page Follows]
Very truly yours,
BOFA SECURITIES, INC.
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CORRESP 1 filename1.htm CORRESP BofA Securities, Inc. One Bryant Park New York, New York 10036 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 Jefferies LLC 520 Madison Avenue New York, New York 10022 September 12, 2022 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: First Watch Restaurant Group, Inc. Registration Statement on Form S-1 File No. 333-267384 Acceleration Request Requested Date: September 14, 2022 Requested Time: 4:00 p.m. Eastern Time Ladies and Gentlemen: We refer to the registration statement on Form S-1 (File No. 333-267384) (as amended, the “Registration Statement”) of First Watch Restaurant Group, Inc. (the “Company”), relating to the registration of the Company’s common stock, par value $0.01 per share. 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 the Company for acceleration of the effective date of the above-referenced Registration Statement, requesting effectiveness as of 4:00 p.m., Eastern Time, on September 14, 2022, or at such later time as the Company or its outside counsel, Weil, Gotshal & Manges LLP, may request via telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission. Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that we will take reasonable steps to secure adequate distribution of the Company’s preliminary prospectus dated September 12, 2022 to underwriters, dealers, institutional investors 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, to the extent applicable. [Signature Page Follows] Very truly yours, BOFA SECURITIES, INC. By: /s/ Michael Liloia Name: Michael Liloia Title: Director GOLDMAN SACHS & CO. LLC By: /s/ Ryan Cunn Name: Ryan Cunn Title: Managing Director, Equity Capital Markets JEFFERIES LLC By: /s/ Michael A Bauer Name: Michael A Bauer Title: Managing Director [Signature Page to Underwriters’ Acceleration Request]