September 15, 2015
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Re: Sientra, Inc.
Registration Statement on Form S-1 (File No. 333-206755)
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join Sientra, Inc. in requesting that the effective date for the Registration Statement referred to above be accelerated so that it will be declared effective at 4:00 p.m. Eastern Time on September 17, 2015, or as soon thereafter as practicable.
Pursuant to Rule 460 under the Act, please be advised that we expect to distribute approximately 1,345 copies of the preliminary prospectus dated September 14, 2015 to underwriters, dealers, institutions and others.
We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
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| Very truly yours, | |
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| PIPER JAFFRAY & CO. | |
| STIFEL, NICOLAUS & COMPANY, INCORPORATED | |
| Acting severally and on behalf of themselves and the several underwriters | |
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| PIPER JAFFRAY & CO. | |
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| By: | /s/ Christie L. Christina |
| Name: | Christie L. Christina |
| Title: | Managing Director |
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| STIFEL, NICOLAUS & COMPANY, INCORPORATED | |
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| By: | /s/ Keith Lister |
| Name: | Keith Lister |
| Title: | Managing Director |
(Signature Page to Acceleration Request Letter)
