Correspondence 0001193125-25-014352 from Metsera, Inc. (MTSR) (CIK 0002040807)
Metsera, Inc. (MTSR) (CIK 0002040807)
Date: Jan. 28, 2025 · CIK: 0002040807 · Accession: 0001193125-25-014352
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File numbers found in text: 333-284225
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CORRESP 1 filename1.htm CORRESP January 28, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attn: Jason Drory Chris Edwards Tracie Mariner Lynn Dicker Re: Metsera, Inc. Registration Statement on Form S-1 File No. 333-284225 Acceleration Request Requested Date: January 30, 2025 Requested Time: 4:00 PM, Eastern Daylight Time Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), BofA Securities, Inc. and Goldman Sachs & Co. LLC, as representatives of the several underwriters, hereby join Metsera, Inc. in requesting that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-284225) (the “Registration Statement”) to become effective on January 30, 2025, at 4:00 PM, Eastern Daylight Time, or as soon as practicable thereafter. Pursuant to Rule 460 under the Act, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement. We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable. [Signature Page Follows] Very truly yours, BofA Securities, Inc. Goldman Sachs & Co. LLC As representatives of the several underwriters listed in Schedule A to the Underwriting Agreement BofA Securities, Inc. By: /s/ Greg Butz Name: Greg Butz Title: Co-Head of North America Healthcare, Managing Director Goldman Sachs & Co. LLC By: /s/ Ryan Fisk Name: Ryan Fisk Title: Healthcare, Managing Director cc: Christopher Whitten Bernard, Chief Executive Officer, Metsera, Inc. Rachel Bushey, Goodwin Procter LLP William D. Collins, Goodwin Procter LLP Adam V. Johnson, Goodwin Procter LLP Peter N. Handrinos, Latham & Watkins LLP B. Shayne Kennedy, Latham & Watkins LLP J. Ross McAloon, Latham & Watkins LLP [Signature Page to Acceleration Request]