Correspondence 0001104659-24-068230 from Waystar Holding Corp. (WAY)
Waystar Holding Corp.
Date: June 4, 2024 · CIK: 0001990354 · Accession: 0001104659-24-068230
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File numbers found in text: 333-275004
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CORRESP
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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]