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Correspondence 0001193125-24-219706 from Amentum Holdings, Inc. (AMTM)

Amentum Holdings, Inc.
Date: Sept. 16, 2024 · CIK: 0002011286 · Accession: 0001193125-24-219706

AI Filing Summary & Sentiment

File numbers found in text: 001-42176

Date
September 16, 2024
Author
/s/ Kevin C. Berryman
Form
CORRESP
Company
Amentum Holdings, Inc.

Letter

September 16, 2024

Division of Corporation Finance

Office of Trade & Services

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549-9303

Attention: Valeria Franks

Rufus Decker

Alyssa Wall

Dietrich King

Re: Amazon Holdco Inc.

Amendment No. 4 to Registration Statement on Form 10-12B

Filed September 13, 2024

File No. 001-42176

Ladies and Gentlemen:

Reference is made to the Registration Statement on Form 10 (File No. 001-42176) (as amended to date, the “Registration Statement”) filed by Amazon Holdco Inc. (the “Company”) with the U.S. Securities and Exchange Commission (the “Commission”).

Jacobs Solutions Inc. (“Jacobs”) has set the close of business on September 23, 2024 as the record date for the distribution by Jacobs of the shares of the Company’s common stock (the “Shares”) as contemplated by the Registration Statement. Jacobs and the Company would like for the Shares to commence trading on the New York Stock Exchange on a “when issued” basis on September 24, 2024. Accordingly, the Company hereby requests that the effectiveness of the Registration Statement be accelerated such that it be declared effective as of 4:00 p.m., Eastern Time, on September 18, 2024, or as soon thereafter as practicable, pursuant to Section 12(d) of the Securities Exchange Act of 1934, as amended, and Rule 12d1-2 thereunder.

It would be appreciated if, as soon as the Registration Statement is declared effective, you would so inform the Company’s counsel, Alan J. Fishman of Sullivan & Cromwell LLP, at (212) 558-4113, with written confirmation sent by email to fishmana@sullcrom.com and to the Company by mail, when practicable, to the address listed on the cover of the Registration Statement.

* * * * * *

Sincerely,
/s/ Kevin C. Berryman

Show Raw Text
CORRESP
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filename1.htm

CORRESP

 September 16, 2024

Division of Corporation Finance

 Office of Trade &
Services

 Securities and Exchange Commission

 100 F Street,
N.E.

 Washington, D.C. 20549-9303

Attention:
 Valeria Franks

 
 Rufus Decker

 
 Alyssa Wall

 
 Dietrich King

Re:
 Amazon Holdco Inc.

 
 Amendment No. 4 to Registration Statement on Form 10-12B

 
 Filed September 13, 2024

 
 File No. 001-42176

Ladies and Gentlemen:

 Reference is made to the
Registration Statement on Form 10 (File No. 001-42176) (as amended to date, the “Registration Statement”) filed by Amazon Holdco Inc. (the “Company”) with the U.S. Securities and
Exchange Commission (the “Commission”).

 Jacobs Solutions Inc. (“Jacobs”) has set the close of business on
September 23, 2024 as the record date for the distribution by Jacobs of the shares of the Company’s common stock (the “Shares”) as contemplated by the Registration Statement. Jacobs and the Company would like for the Shares to
commence trading on the New York Stock Exchange on a “when issued” basis on September 24, 2024. Accordingly, the Company hereby requests that the effectiveness of the Registration Statement be accelerated such that it be declared
effective as of 4:00 p.m., Eastern Time, on September 18, 2024, or as soon thereafter as practicable, pursuant to Section 12(d) of the Securities Exchange Act of 1934, as amended, and Rule 12d1-2
thereunder.

 It would be appreciated if, as soon as the Registration Statement is declared effective, you would so inform the
Company’s counsel, Alan J. Fishman of Sullivan & Cromwell LLP, at (212) 558-4113, with written confirmation sent by email to fishmana@sullcrom.com and to the Company by mail, when
practicable, to the address listed on the cover of the Registration Statement.

 * * * * * *

Sincerely,

 /s/ Kevin C. Berryman

Kevin C. Berryman

Chief Financial Officer

Amazon Holdco Inc.

cc:
 Justin C. Johnson, Jacobs Solutions Inc.

Priya Howell, Jacobs Solutions Inc.

Patrick S. Brown, Sullivan & Cromwell LLP

Alan J. Fishman, Sullivan & Cromwell LLP

Karessa L. Cain, Wachtell, Lipton, Rosen & Katz

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