Correspondence 0001193125-25-155512 from South Bow USA Infrastructure Holdings LLC (CIK 0002068372)
South Bow USA Infrastructure Holdings LLC (CIK 0002068372)
Date: July 3, 2025 · CIK: 0002068372 · Accession: 0001193125-25-155512
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-288162, 333-288163
Letter
Re: South Bow Corporation, South Bow Canadian Infrastructure Holdings Ltd., South Bow Infrastructure Holdings Ltd. and South Bow USA Infrastructure Holdings LLC (collectively, the “Registrants”) Registration Statement on Form F-10 and Form S-4 Form F-10 Registration File Nos. 333-288162, 333-288162-01 and 333-288162-02 and Form S-4 Registration File No. 333-288163 Dear Sir/Madam: Reference is made to the letter (the “Original Letter”) submitted by the Registrants to the U.S. Securities Exchange Commission on July 1, 2025 relating to the request for effectiveness of the above-captioned Registration Statement on Form F-10 and Registration Statement on Form S-4. As set forth in the Original Letter, pursuant to Rule 467(b) and Rule 461 under the Securities Act of 1933, as amended, (i) South Bow Corporation, South Bow Canadian Infrastructure Holdings Ltd. and South Bow Infrastructure Holdings Ltd. respectfully request effectiveness of the above-captioned Registration Statement on Form F-10 at 4:00 p.m., Eastern Time, on July 3, 2025 or as soon thereafter as practicable and (ii) South Bow USA Infrastructure Holdings LLC (together with South Bow Corporation, South Bow Canadian Infrastructure Holdings Ltd. and South Bow Infrastructure Holdings Ltd., the “Registrants”) hereby respectfully requests effectiveness of the above-captioned Registration Statement on Form S-4 at 4:00 p.m., Eastern Time, on July 3, 2025 or as soon thereafter as practicable. The Registrants have prepared this letter to include the receipt of clearance for the prospectus included in the Registration Statement on Form F-10 from the Alberta Securities Commission, a copy of which is attached hereto as Exhibit A. The Registrants request to be notified of such effectiveness by a telephone call to Andrew J. Ericksen of White & Case LLP at (713) 496-9688.
SOUTH BOW USA INFRASTRUCTURE HOLDINGS LLC 707 5 Street SW, Suite 900 Calgary, Alberta, Canada T2P 1V8 Telephone: (855) 699-8437 July 3, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549
Very truly yours,
SOUTH BOW CORPORATION
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CORRESP 1 filename1.htm CORRESP SOUTH BOW USA INFRASTRUCTURE HOLDINGS LLC 707 5 Street SW, Suite 900 Calgary, Alberta, Canada T2P 1V8 Telephone: (855) 699-8437 July 3, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: South Bow Corporation, South Bow Canadian Infrastructure Holdings Ltd., South Bow Infrastructure Holdings Ltd. and South Bow USA Infrastructure Holdings LLC (collectively, the “Registrants”) Registration Statement on Form F-10 and Form S-4 Form F-10 Registration File Nos. 333-288162, 333-288162-01 and 333-288162-02 and Form S-4 Registration File No. 333-288163 Dear Sir/Madam: Reference is made to the letter (the “Original Letter”) submitted by the Registrants to the U.S. Securities Exchange Commission on July 1, 2025 relating to the request for effectiveness of the above-captioned Registration Statement on Form F-10 and Registration Statement on Form S-4. As set forth in the Original Letter, pursuant to Rule 467(b) and Rule 461 under the Securities Act of 1933, as amended, (i) South Bow Corporation, South Bow Canadian Infrastructure Holdings Ltd. and South Bow Infrastructure Holdings Ltd. respectfully request effectiveness of the above-captioned Registration Statement on Form F-10 at 4:00 p.m., Eastern Time, on July 3, 2025 or as soon thereafter as practicable and (ii) South Bow USA Infrastructure Holdings LLC (together with South Bow Corporation, South Bow Canadian Infrastructure Holdings Ltd. and South Bow Infrastructure Holdings Ltd., the “Registrants”) hereby respectfully requests effectiveness of the above-captioned Registration Statement on Form S-4 at 4:00 p.m., Eastern Time, on July 3, 2025 or as soon thereafter as practicable. The Registrants have prepared this letter to include the receipt of clearance for the prospectus included in the Registration Statement on Form F-10 from the Alberta Securities Commission, a copy of which is attached hereto as Exhibit A. The Registrants request to be notified of such effectiveness by a telephone call to Andrew J. Ericksen of White & Case LLP at (713) 496-9688. Very truly yours, SOUTH BOW CORPORATION /s/ Kate Fischer Name: Kate Fischer Title: Associate General Counsel and Corporate Secretary SOUTH BOW CANADIAN INFRASTRUCTURE HOLDINGS LTD. /s/ Kate Fischer Name: Kate Fischer Title: Corporate Secretary SOUTH BOW INFRASTRUCTURE HOLDINGS LTD. /s/ Kate Fischer Name: Kate Fischer Title: Corporate Secretary SOUTH BOW USA INFRASTRUCTURE HOLDINGS LLC /s/ Kate Fischer Name: Kate Fischer Title: Corporate Secretary Exhibit A ALBERTA SECURITIES ACT Receipt for the Filing of a Short Form Prospectus On behalf of: SOUTH BOW USA INFRASTRUCTURE HOLDINGS LLC Receipt for the Short Form Prospectus dated July 3, 2025 of the above Issuer is hereby issued pursuant to Section 120 of the Alberta Securities Act. SEDAR Project #06300837 Dated at Calgary, Alberta on July 3, 2025 Alberta Securities Commission per: “Anthony Potter” Anthony Potter Manager, Corporate Disclosure & Financial Analysis SUITE 600, 250 - 5TH STREET S.W., CALGARY, ALBERTA, CANADA T2P 0R4 TEL: 403.297.6454 FAX: 403.297.6156 www.asc.ca