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Correspondence 0001193125-23-175204 from Nextracker Inc. (NXT) (CIK 0001852131) (NXT)

Nextracker Inc. (NXT) (CIK 0001852131)
Date: June 26, 2023 · CIK: 0001852131 · Accession: 0001193125-23-175204

AI Filing Summary & Sentiment

File numbers found in text: 333-272934

Date
June 26, 2023
Author
Executive Director
Form
CORRESP
Company
Nextracker Inc. (NXT) (CIK 0001852131)

Letter

Re:

June 26, 2023

VIA EDGAR SUBMISSION

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-3720

Nextracker Inc.

Registration Statement on Form S-1

File No. 333-272934

Acceleration Request

Requested Date: June 28, 2023

Requested Time: 4:00 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 there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the public offering of shares of the Registrant’s Class A common stock, as many copies of the preliminary prospectus of Nextracker Inc., a Delaware corporation (the “Registrant”), as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

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 4:00 p.m. Eastern Standard Time on June 28, 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

Show Raw Text
CORRESP
1
filename1.htm

CORRESP

 June 26, 2023

VIA EDGAR SUBMISSION

 U.S. Securities and
Exchange Commission

 Division of Corporation Finance

 100 F
Street, N.E.

 Washington, D.C. 20549-3720

Re:

Nextracker Inc.

Registration Statement on Form S-1

File No. 333-272934

Acceleration Request

Requested Date:     June 28, 2023

Requested Time:     4:00 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 there will be distributed to each underwriter or
dealer, who is reasonably anticipated to participate in the public offering of shares of the Registrant’s Class A common stock, as many copies of the preliminary prospectus of Nextracker Inc., a Delaware corporation (the
“Registrant”), as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

 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 4:00 p.m. Eastern Standard Time on June 28, 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.

BARCLAYS CAPITAL INC.

CITIGROUP GLOBAL MARKETS 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

 BARCLAYS CAPITAL INC.

By:

/s/ Robert Stowe

 Name: Robert Stowe

 Title:
   Managing Director

 CITIGROUP GLOBAL MARKETS INC.

By:

/s/ Dan Mallegni

 Name: Dan Mallegni

 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

Emily Roberts, Esq.

 [Signature Page to
Underwriter Acceleration Request]

 Davis Polk & Wardwell LLP

Robert G. Day, Esq.

 Melissa S. Rick, Esq.

Wilson Sonsini Goodrich & Rosati, P.C.

[Signature Page to Underwriter Acceleration Request]