Correspondence 0001193125-23-025200 from Nextracker Inc. (NXT) (CIK 0001852131) (NXT)
Nextracker Inc. (NXT) (CIK 0001852131)
Date: Feb. 6, 2023 · CIK: 0001852131 · Accession: 0001193125-23-025200
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File numbers found in text: 333-269238
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CORRESP 1 filename1.htm Underwriter Acceleration Request February 6, 2023 VIA EDGAR SUBMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Alex King Jay Ingram Dale Welcome Anne McConnell Re: Nextracker Inc.. Registration Statement on Form S-1 File No. 333-269238 Acceleration Request Requested Date: February 8, 2023 Requested Time: 2:00 p.m., Eastern Standard Time Ladies and Gentlemen: Pursuant to Rule 460 under the Securities Act of 1933, as amended (the “Securities Act”), we, the representatives of the underwriters (the “Representatives”), wish to advise you that approximately 3,630 copies of the Preliminary Prospectus of Nextracker Inc., a company organized under the laws of the State of Delaware (the “Registrant”), dated February 1, 2023 through the date hereof, were distributed as follows by the underwriters to underwriters, dealers, institutional investors and others. We, the undersigned Representatives, have and will, and we have been informed by the participating underwriters that they have and will, comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the proposed offering. In accordance with Rule 461 of the Securities Act, we hereby join in the request of the Registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 2:00 p.m. Eastern Standard Time on February 8, 2023, or as soon thereafter as practicable. We, the undersigned Representatives, confirm that the underwriters are aware of their obligations under the Securities Act. [Signature Page Follows] Very truly yours, J.P. MORGAN SECURITIES LLC BOFA SECURITIES, INC. CITIGROUP GLOBAL MARKETS INC BARCLAYS CAPITAL INC. As representatives of the several underwriters listed in Schedule 1 to the Underwriting Agreement J.P. MORGAN SECURITIES LLC By: /s/ Manoj Vemula Name: Manoj Vemula Title: Executive Director BOFA SECURITIES, INC. By: /s/ Ray Craig Name: Ray Craig Title: Managing Director CITIGROUP GLOBAL MARKETS INC. By: /s/ Greg Kantrowitz Name: Greg Kantrowitz Title: Managing Director BARCLAYS CAPITAL INC. By: /s/ Robert Stowe Name: Robert Stowe Title: Managing Director cc: Daniel Shugar, Chief Executive Officer David Bennett, Chief Financial Officer Léah Schlesinger, General Counsel Nextracker Inc. Sharon R. Flanagan, Esq. Samir A. Gandhi, Esq. Helen Theung, Esq. Sidley Austin LLP Robert G. Day, Esq. Melissa S. Rick, Esq. Wilson Sonsini Goodrich & Rosati, P.C. [Signature Page to Underwriter Acceleration Request]