May 23, 2016
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| | |
Attn: | | Suzanne Hayes |
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Re: | | Reata Pharmaceuticals, Inc. |
| | Registration Statement on Form S-1 |
| | File No. 333-208843 |
| |
| | Acceleration Request |
| | Requested Date: May 25, 2016 |
| | Requested Time: 4:00 p.m., Eastern Standard Time |
Ladies and gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), Citigroup Global Markets Inc. and Cowen and Company, LLC, as representatives of the several underwriters, hereby join Reata Pharmaceuticals, 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. 333-208843) (the “Registration Statement”) to become effective on Wednesday, May 25, 2016, at 4:00 p.m., Eastern Standard Time, or as soon as practicable thereafter.
Additionally, pursuant to Rule 460 under the Act, we hereby advise you that the Preliminary Prospectus dated May 16, 2016, was distributed by us, as representatives of the several underwriters, approximately as follows from May 16, 2016 through the date hereof:
| | | | |
Copies to underwriters | | | 751 | |
Copies to dealers | | | 0 | |
Copies to institutional investors | | | 836 | |
Copies to others/retail | | | 100 | |
Total | | | 1,687 | |
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.
Very truly yours,
| | |
CITIGROUP GLOBAL MARKETS INC. |
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By: | | /s/ Kristian Humer |
| | Name: Kristian Humer |
| | Title: Director |
|
COWEN AND COMPANY, LLC |
| |
By: | | /s/ Rob Weir |
| | Name: Rob Weir |
| | Title: Managing Director |
cc: | | Michael D. Wortley, Reata Pharmaceuticals, Inc. |
Mitchell S. Bloom, Goodwin Procter LLP
Edwin O’Connor, Goodwin Procter LLP
Robert L. Kimball, Vinson & Elkins LLP