SEC Filings
CORRESP
October 15, 2019
VIA EDGAR
Division of Corporation Finance
United States Securities and Exchange Commission
100 F Street, N.E. Washington, DC 20549-6010
Attention: Irene Barberena-Meissner, Staff Attorney
Kevin Dougherty, Staff Attorney
John Cannarella, Staff Accountant
Karl Hiller, Accounting Branch Chief
Re: BellRing Brands, Inc.
Acceleration Request Registration Statement on Form S-1
File No. 333-233867
Requested Date: October 16, 2019
Requested Time: 4:00 PM Eastern Time
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the Act), Morgan Stanley & Co. LLC, Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Goldman Sachs & Co. LLC, as representatives of the several underwriters, hereby join BellRing Brands, Inc. (the Company) in requesting that the effective date of the above-referenced registration statement on Form S-1 (the Registration Statement) be accelerated to October 16, 2019, at 4:00 p.m., Eastern Time, or as soon thereafter as practicable.
Pursuant to Rule 460 under the Act, please be advised that we have distributed approximately 1,675 copies of the Preliminary Prospectus of the Company, dated October 7, 2019, through the date hereof, to underwriters, dealers, institutional investors and others.
We advise you that we have complied and will comply, and 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.
[Signature Page Follows]
Very truly yours,
As representatives of the several underwriters
MORGAN STANLEY & CO. LLC | ||
By: | /s/ Jacqueline Murphy | |
Name: Jacqueline Murphy Title: Vice President |
CITIGROUP GLOBAL MARKETS INC. | ||
By: | /s/ Waleed Matin | |
Name: Waleed Matin Title: Director |
J.P. MORGAN SECURITIES LLC | ||
By: | /s/ Jaclyn Berkley | |
Name: Jaclyn Berkley Title: Vice President |
GOLDMAN SACHS & CO. LLC | ||
By: | /s/ Jennifer Kopylov | |
Name: Jennifer Kopylov Title: Managing Director |
[Signature Page to Underwriters Acceleration Request Letter]