SEC Comment Letter 0000000000-24-005312 to Waystar Holding Corp. (WAY)
Waystar Holding Corp.
Date: May 9, 2024 · CIK: 0001990354 · Accession: 0000000000-24-005312
AI Filing Summary & Sentiment
File numbers found in text: 333-275004
Letter
United States securities and exchange commission logo May 9, 2024 Matthew R. A. Heiman Chief Legal & Administrative Officer Waystar Holding Corp. 1550 Digital Drive, #300 Lehi, UT 84043 Re:Waystar Holding Corp. Amendment No. 5 to Registration Statement on Form S-1 Filed April 29, 2024 File No. 333-275004 Dear Matthew R. A. Heiman: We have reviewed your amended registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe the comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Amendment No. 5 to Form S-1 filed April 29, 2024 Management's discussion and analysis of financial condition and results of operations Key performance metrics and non-GAAP financial measures, page 68 1.Please provide more detail regarding the $10.4 million of costs incurred during the three months ended March 31, 2024 related to amended debt agreements and tell us why you believe they are not a normal, recurring, cash operating expense. Refer to the Division's Non-GAAP Financial Measures Compliance and Disclosure Interpretations, Question 100.01. We note in your disclosure on page F-48 that in connection with the February 2024 First Lien Refinancing, you recorded $10.3 million in third party fees.
FirstName LastNameMatthew R. A. Heiman Comapany NameWaystar Holding Corp. May 9, 2024 Page 2 FirstName LastName Matthew R. A. Heiman Waystar Holding Corp. May 9, 2024 Page 2 Please contact Inessa Kessman at 202-551-3371 or Robert Littlepage at 202-551-3361 if you have questions regarding comments on the financial statements and related matters. Please contact Kathleen Krebs at 202-551-3350 or Matthew Derby at 202-551-3334 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc: William Brentani, Esq.
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United States securities and exchange commission logo
May 9, 2024
Matthew R. A. Heiman
Chief Legal & Administrative Officer
Waystar Holding Corp.
1550 Digital Drive, #300
Lehi, UT 84043
Re:Waystar Holding Corp.
Amendment No. 5 to Registration Statement on Form S-1
Filed April 29, 2024
File No. 333-275004
Dear Matthew R. A. Heiman:
We have reviewed your amended registration statement and have the following comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe the comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments.
Amendment No. 5 to Form S-1 filed April 29, 2024
Management's discussion and analysis of financial condition and results of operations
Key performance metrics and non-GAAP financial measures, page 68
1.Please provide more detail regarding the $10.4 million of costs incurred during the three
months ended March 31, 2024 related to amended debt agreements and tell us why you
believe they are not a normal, recurring, cash operating expense. Refer to the Division's
Non-GAAP Financial Measures Compliance and Disclosure Interpretations, Question
100.01. We note in your disclosure on page F-48 that in connection with the February
2024 First Lien Refinancing, you recorded $10.3 million in third party fees.
FirstName LastNameMatthew R. A. Heiman
Comapany NameWaystar Holding Corp.
May 9, 2024 Page 2
FirstName LastName
Matthew R. A. Heiman
Waystar Holding Corp.
May 9, 2024
Page 2
Please contact Inessa Kessman at 202-551-3371 or Robert Littlepage at 202-551-3361 if
you have questions regarding comments on the financial statements and related matters. Please
contact Kathleen Krebs at 202-551-3350 or Matthew Derby at 202-551-3334 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: William Brentani, Esq.