SEC Company Response from Opendoor Technologies Inc. (OPEN) (CIK 0001801169) (OPEN) — Feb 2, 2021
Opendoor Technologies Inc. (OPEN) (CIK 0001801169)
Date: Feb. 2, 2021 · CIK: 0001801169 · Accession: 0001104659-21-010981
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File numbers found in text: 333-252666
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CORRESP
1
filename1.htm
February 2, 2021
United States Securities and Exchange
Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Attention: Stacie Gorman
Re: Opendoor Technologies Inc.
Registration Statement on Form S-1
File No. 333-252666
Ladies and Gentlemen:
Pursuant to Rule 460 of the
General Rules and Regulations under the Securities Act of 1933, as amended (the “Securities Act”), we wish
to advise that as of the time of this filing, the underwriters have not yet made any distribution of the Preliminary
Prospectus of Opendoor Technologies Inc. (the “Registrant”) dated February 2, 2021. However, the
underwriters are taking steps to see that all underwriters, brokers or dealers participating in the public offering of shares
of the Registrant’s common stock pursuant to the above-captioned Registration Statement, as amended (the
“Registration Statement”), are promptly furnished with sufficient copies of the preliminary and final
prospectus to enable them to comply with the prospectus delivery requirements of Sections 5(b)(1) and (2) of the
Securities Act.
We wish to advise you that the participating
underwriters have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of
1934, as amended.
We hereby join in the request of the
Registrant that the effectiveness of the above-captioned Registration Statement be accelerated to 4:30 p.m. Eastern Time,
on Thursday, February 4, 2021 or as soon thereafter as practicable.
[signature page
follows]
Very truly yours,
CITIGROUP GLOBAL MARKETS INC.
GOLDMAN SACHS & CO. LLC
As representatives of
the Underwriters
By:
Citigroup Global Markets Inc.
By:
/s/ Colton Houseman
Name: Colton
Houseman
Title: Vice President
By:
Goldman Sachs & Co. LLC
By:
/s/ Jane Dunlevie
Name: Jane
Dunlevie
Title: Managing Director
[Signature Page to Acceleration Request
Letter]