December 28, 2015
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, D.C. 20549-3561
Attention: | H. Roger Schwall, Assistant Director | |
Re: | Nomad Foods Limited Registration Statement on Form F-1 File No. 333-208181 |
Dear Mr. Schwall,
Pursuant to Rule 461 of the Securities Act of 1933, as amended, Nomad Foods Limited (the “Company”) hereby requests that the effective date of its registration statement on Form F-1 (File No. 333-208181), as amended (the “Registration Statement”), be accelerated by the Securities and Exchange Commission (the “Commission”) to 12:00 p.m. EST on December 31, 2015, or as soon as practicable thereafter.
In connection with the foregoing request for acceleration, the Company hereby acknowledges that:
a) | should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
b) | the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
c) | the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
Very truly yours, | ||
NOMAD FOODS LIMITED | ||
By: | /s/ Paul Kenyon | |
Name: | Paul Kenyon | |
Title: | Chief Financial Officer |
cc: | Flora Perez, Esq. Greenberg Traurig, P.A. |