Correspondence 0001104659-23-125651 from Waystar Holding Corp. (WAY)
Waystar Holding Corp.
Date: Dec. 13, 2023 · CIK: 0001990354 · Accession: 0001104659-23-125651
AI Filing Summary & Sentiment
File numbers found in text: 333-275004
Letter
Simpson Thacher & Bartlett llp
hanover street
palo alto, ca 94304
telephone: +1-650-251-5000
facsimile: +1-650-251-5002
Direct Dial Number
(650) 251-5110
(212) 455-7862
E-mail Address
wbrentani@stblaw.com
hui.lin@stblaw.com
December 13, 2023
Robert Littlepage
Inessa Kessman
Matthew Derby
Edwin Kim
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: Waystar Holding Corp. - Registration Statement on Form S-1 (CIK No. 0001990354)
Ladies and Gentlemen:
On behalf of Waystar Holding Corp. (the “Company”), and in connection with the Registration Statement on Form S-1 (File No. 333-275004), initially filed with the Securities and Exchange Commission (the “Commission”) on October 16, 2023 and as amended by Amendment No. 1 (“Amendment No. 1”) to the Registration Statement filed on October 26, 2023, Amendment No. 2 (“Amendment No. 2”) to the Registration Statement filed on November 15, 2023, and Amendment No. 3 (“Amendment No. 3”) to the Registration Statement filed on November 29, 2023 (as amended by Amendment No. 1, Amendment No. 2, and Amendment No. 3, the “Registration Statement”), the Company provides the following response to the Staff’s comment in its letter, dated December 11, 2023 (the “comment letter”).
To assist your review, we have retyped the text of the Staff’s comment in italics below.
Management's discussion and analysis of financial conditions and results of operations, page 60
1. We note based on your disclosure on pages 115 to 122, that you expect to award IPO equity awards and other new compensation awards in connection with this offering. Please disclose the expected future expense that will result once this offering is effective. Disclose when that expense is expected to affect your results of operations.
- 2 -
The Company confirms to the Staff that it will disclose the initial stock-based compensation expense relating to the awards to be granted in connection with the IPO on page 61 of the Registration Statement and notes that page 62 of the Registration Statement discloses that stock-based compensation expense will be reflected in the Company’s results of operations from the closing date of the IPO through the applicable vesting periods of such awards.
* * * * * * *
Please do not hesitate to contact William B. Brentani at (650) 251-5110 or Hui Lin at (212) 455-7862 with any questions you may have regarding our responses to the comment letter.
Very truly yours,
/s/
William B. Brentani
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filename1.htm
Simpson
Thacher & Bartlett llp
2475
hanover street
palo
alto, ca 94304
telephone:
+1-650-251-5000
facsimile:
+1-650-251-5002
Direct
Dial Number
(650) 251-5110
(212) 455-7862
E-mail
Address
wbrentani@stblaw.com
hui.lin@stblaw.com
December
13, 2023
Robert Littlepage
Inessa Kessman
Matthew Derby
Edwin Kim
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: Waystar
Holding Corp. - Registration Statement on Form S-1 (CIK No. 0001990354)
Ladies and Gentlemen:
On
behalf of Waystar Holding Corp. (the “Company”), and in connection with the Registration Statement on Form S-1 (File
No. 333-275004), initially filed with the Securities and Exchange Commission (the “Commission”) on October 16, 2023
and as amended by Amendment No. 1 (“Amendment No. 1”) to the Registration Statement filed on October 26, 2023, Amendment
No. 2 (“Amendment No. 2”) to the Registration Statement filed on November 15, 2023, and Amendment No. 3 (“Amendment
No. 3”) to the Registration Statement filed on November 29, 2023 (as amended by Amendment No. 1, Amendment No. 2, and Amendment
No. 3, the “Registration Statement”), the Company provides the following response to the Staff’s comment in
its letter, dated December 11, 2023 (the “comment letter”).
To
assist your review, we have retyped the text of the Staff’s comment in italics below.
Management's
discussion and analysis of financial conditions and results of operations, page 60
1. We
note based on your disclosure on pages 115 to 122, that you expect to award IPO equity awards
and other new compensation awards in connection with this offering. Please disclose the expected
future expense that will result once this offering is effective. Disclose when that expense
is expected to affect your results of operations.
- 2 -
The Company
confirms to the Staff that it will disclose the initial stock-based compensation expense relating to the awards to be granted in connection
with the IPO on page 61 of the Registration Statement and notes that page 62 of the Registration Statement discloses that stock-based
compensation expense will be reflected in the Company’s results of operations from the closing date of the IPO through the applicable
vesting periods of such awards.
* * * * * * *
Please
do not hesitate to contact William B. Brentani at (650) 251-5110 or Hui Lin at (212) 455-7862 with any questions you may have regarding
our responses to the comment letter.
Very truly yours,
/s/
William B. Brentani
William B. Brentani
/s/
Hui Lin
Hui Lin
cc:
Matthew J. Hawkins, Chief Executive Officer
Matthew R. A. Heiman, Chief Legal & Administrative Officer
Waystar Holding Corp.
Jason M. Licht
Christopher J. Clark
Latham & Watkins LLP