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Correspondence 0001104659-24-068230 from Waystar Holding Corp. (WAY)

Waystar Holding Corp.
Date: June 4, 2024 · CIK: 0001990354 · Accession: 0001104659-24-068230

AI Filing Summary & Sentiment

File numbers found in text: 333-275004

Date
June 4, 2024
Author
J.P. MORGAN SECURITIES LLC
Form
CORRESP
Company
Waystar Holding Corp.

Letter

Simpson Thacher & Bartlett LLP

HANOVER STREET

PALO ALTO, CA

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

June 4, 2024

VIA EDGAR

Kathleen Krebs

Matthew Derby

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Re: Waystar Holding Corp.

Acceleration Request for Waystar Holding Corp.

Registration Statement on Form S-1

File No. 333-275004

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, we attach the requests of our client, Waystar Holding Corp., and of the underwriters that effectiveness of the above-referenced Registration Statement be accelerated to 4:00 p.m., Eastern Time, on June 6, 2024, or as soon as practicable thereafter. We ask, however, that the Securities and Exchange Commission staff not accelerate such effectiveness until we speak with you on that date.

Please do not hesitate to contact William B. Brentani at (650) 251-5110 or Hui Lin at (212) 455-7862 with any questions.

Very truly yours,

/s/ William Brentani

William Brentani

/s/ Hui Lin

Hui Lin

June 4, 2024

VIA EDGAR

Kathleen Krebs

Matthew Derby

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Re: Waystar Holding Corp.

Acceleration Request for Waystar Holding Corp.

Registration Statement on Form S-1

File No. 333-275004

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), Waystar Holding Corp. (the “Company”) hereby requests that the effective date of the above-referenced Registration Statement be accelerated so that it may become effective at 4:00 p.m., Eastern Time, on June 6, 2024, or as soon as possible thereafter. In this regard, the Company is aware of its obligations under the Securities Act.

If you require any additional information with respect to this letter, please contact William B. Brentani at (650) 251-5110 or Hui Lin at (212) 455-7862 of Simpson Thacher & Bartlett LLP.

[Signature Page Follows]

Very truly yours,

WAYSTAR HOLDING CORP.

By: /s/ Matthew R. A. Heiman

Name: Matthew R.A. Heiman

Title: Chief Legal & Administrative Officer

[Signature Page to Acceleration Request]

June 4, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Kathleen Krebs, Matthew Derby

Re: Acceleration Request for Waystar Holding Corp.

Registration Statement on Form S-1 (File No. 333-275004)

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 Waystar Holding Corp. (the “Company”) for acceleration of the effective date of the above-referenced Registration Statement, requesting effectiveness as of 4:00 p.m., Eastern Time, on June 6, 2024, or as soon thereafter as practicable, or at such later time as the Company or its outside counsel, Simpson Thacher & Bartlett LLP, may request via telephone call to the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission.

Pursuant to Rule 460 under the Act, please be advised that we, as representatives of the several underwriters, will take reasonable steps to secure adequate distribution of the preliminary prospectus, to prospective underwriters, dealers, institutional investors and others, prior to the requested effective time of the Registration Statement.

We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we 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,
J.P. MORGAN SECURITIES LLC

Show Raw Text
CORRESP
1
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

                                                         June 4, 2024

VIA EDGAR

Kathleen Krebs

Matthew Derby

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    Waystar Holding Corp.

    Acceleration Request for Waystar Holding Corp.

    Registration Statement on Form S-1

    File No. 333-275004

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities
Act of 1933, as amended, we attach the requests of our client, Waystar Holding Corp., and of the underwriters that effectiveness of the
above-referenced Registration Statement be accelerated to 4:00 p.m., Eastern Time, on June 6, 2024, or as soon as practicable thereafter.
We ask, however, that the Securities and Exchange Commission staff not accelerate such effectiveness until we speak with you on that
date.

Please do not hesitate to contact William B. Brentani
at (650) 251-5110 or Hui Lin at (212) 455-7862 with any questions.

    Very truly yours,

    /s/ William Brentani

    William Brentani

    /s/ Hui Lin

    Hui Lin

                            June 4, 2024

VIA EDGAR

Kathleen Krebs

Matthew Derby

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    Waystar Holding Corp.

    Acceleration Request for Waystar Holding Corp.

    Registration Statement on Form S-1

    File No. 333-275004

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities
Act of 1933, as amended (the “Securities Act”), Waystar Holding Corp. (the “Company”) hereby requests that the
effective date of the above-referenced Registration Statement be accelerated so that it may become effective at 4:00 p.m., Eastern Time,
on June 6, 2024, or as soon as possible thereafter. In this regard, the Company is aware of its obligations under the Securities
Act.

If you require any additional information with
respect to this letter, please contact William B. Brentani at (650) 251-5110 or Hui Lin at (212) 455-7862 of Simpson Thacher &
Bartlett LLP.

[Signature Page Follows]

    Very truly yours,

    WAYSTAR HOLDING CORP.

    By:
    /s/ Matthew R. A. Heiman

    Name:
    Matthew R.A. Heiman

    Title:
    Chief Legal & Administrative Officer

[Signature Page to Acceleration Request]

June 4, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Kathleen Krebs, Matthew Derby

  Re:
  Acceleration Request for Waystar Holding Corp.

  Registration Statement
on Form S-1 (File No. 333-275004)

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 Waystar Holding Corp. (the “Company”) for acceleration of the effective date of the above-referenced Registration
Statement, requesting effectiveness as of 4:00 p.m., Eastern Time, on June 6, 2024, or as soon thereafter as practicable, or at such
later time as the Company or its outside counsel, Simpson Thacher & Bartlett LLP, may request via telephone call to the staff
of the Division of Corporation Finance of the U.S. Securities and Exchange Commission.

Pursuant to Rule 460
under the Act, please be advised that we, as representatives of the several underwriters, will take reasonable steps to secure adequate
distribution of the preliminary prospectus, to prospective underwriters, dealers, institutional investors and others, prior to the requested
effective time of the Registration Statement.

We, the undersigned, as representatives
of the several underwriters, have complied and will comply, and we 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,

    J.P. MORGAN SECURITIES LLC

    GOLDMAN SACHS & CO.
    LLC

    BARCLAYS CAPITAL INC.

    As the representatives of the
    several underwriters

    J.P. MORGAN SECURITIES LLC

    By:
     /s/ Benjamin Burdett

    Name: Benjamin Burdett

    Title: Managing Director, Head of Healthcare ECM

    GOLDMAN SACHS & CO.
    LLC

    By:
     /s/ Dan Parisi

    Name: Dan Parisi

    Title: Managing Director

    BARCLAYS CAPITAL INC.

    By:
     /s/ Jamie Turturici

    Name: Jamie Turturici

    Title: Head of Barclays Technology Equity Capital Markets

[Signature Page to Underwriters’ Acceleration Request]