VIA EDGAR
November 16, 2015
United States Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Barbara C. Jacobs
| Re: | Mimecast Limited |
Registration Statement on Form F-1 (SEC File No. 333-207454)
Dear Ms. Jacobs:
In connection with the above-referenced Registration Statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we hereby join in the request of Mimecast Limited that the effective date of the Registration Statement be accelerated so that it will be declared effective at 4:30 p.m., Eastern time, on November 18, 2015 or as soon thereafter as practicable.
Pursuant to Rule 460 under the Act, please be advised that we have distributed 4,853 copies of the Preliminary Prospectus dated November 6, 2015 (the “Preliminary Prospectus”) through the date hereof, zero to prospective underwriters, 15 to dealers, 818 to institutions and 4,020 to others.
In connection with the Preliminary Prospectus distribution for the above-referenced issue, the prospective underwriters have confirmed that they are complying with the 48-hour requirement as promulgated by Rule15c2-8 under the Securities Exchange Act of 1934, as amended.
(Signature pages follow.)
Very truly yours,
GOLDMAN, SACHS & CO.
BARCLAYS CAPITAL INC.
As Representatives of the several underwriters
GOLDMAN, SACHS & CO.
| By: | /s/ Matt Leavitt | |
| Name: Matt Leavitt | ||
| Title: Managing Director |
Signature Page – Underwriters’ Acceleration Request
BARCLAYS CAPITAL INC.
| By: | /s/ Victoria Hale | |
| Name: Victoria Hale | ||
| Title: Vice President |
Signature Page – Underwriters’ Acceleration Request
