Correspondence 0001193125-24-233659 from KinderCare Learning Companies, Inc. (KLC) (CIK 0001873529) (KLC)
KinderCare Learning Companies, Inc. (KLC) (CIK 0001873529)
Date: Oct. 7, 2024 · CIK: 0001873529 · Accession: 0001193125-24-233659
AI Filing Summary & Sentiment
File numbers found in text: 333-281971
Letter
Underwriter's Acceleration Request
Morgan Stanley & Co. LLC
1585 Broadway
New York, New York 10036
Goldman Sachs & Co. LLC
200 West Street
New York, New York 10282
October 7, 2024
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: KinderCare Learning Companies, Inc.
Request for Acceleration of Effectiveness of Registration Statement on Form S-1, as amended (File No. 333-281971)
Ladies and Gentlemen:
Pursuant to 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 KinderCare Learning Companies, Inc. (the “Company”) that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:00 p.m. Eastern Time on October 8, 2024, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Ropes & Gray 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, advise that as of the date hereof, approximately 2,500 copies of the preliminary prospectus dated September 30, 2024 have been distributed to prospective underwriters and dealers, institutional investors, retail investors and others.
We, the undersigned representatives of the several underwriters, have complied and will continue to comply, and 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.
[Signature page follows]
Very truly yours,
Acting severally on behalf of themselves and the several underwriters
Show Raw Text
CORRESP 1 filename1.htm Underwriter's Acceleration Request Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 October 7, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: KinderCare Learning Companies, Inc. Request for Acceleration of Effectiveness of Registration Statement on Form S-1, as amended (File No. 333-281971) Ladies and Gentlemen: Pursuant to 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 KinderCare Learning Companies, Inc. (the “Company”) that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:00 p.m. Eastern Time on October 8, 2024, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Ropes & Gray 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, advise that as of the date hereof, approximately 2,500 copies of the preliminary prospectus dated September 30, 2024 have been distributed to prospective underwriters and dealers, institutional investors, retail investors and others. We, the undersigned representatives of the several underwriters, have complied and will continue to comply, and 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. [Signature page follows] Very truly yours, Acting severally on behalf of themselves and the several underwriters GOLDMAN SACHS & CO. LLC By: /s/ Tim Carson Name: Tim Carson Title: Managing Director MORGAN STANLEY & CO. LLC By: /s/ Jon Sierant Name: Jon Sierant Title: Managing Director [Signature Page to Underwriter’s Acceleration Request Letter]