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(650) 251-5110 (212) 455-7862 | E-mail Address wbrentani@stblaw.com hui.lin@stblaw.com |
| via edgar | June 21, 2021 |
| Re: | Acceleration Request for Bright Health Group, Inc. Registration Statement on Form S-1 (File No. 333-256286) |
Securities and Exchange Commission 100 F Street, N.E. Attention: Eric Envall J. Nolan McWilliams
|
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, we attach the requests of our client, Bright Health Group, Inc., and of the underwriters that effectiveness of the above-referenced Registration Statement be accelerated to 4:00 p.m., Eastern Time, on June 23, 2021, or as soon as practicable thereafter. We ask, however, that the Securities and Exchange Commission staff not accelerate such effectiveness until we speak with you on that date.
Please do not hesitate to call William Brentani at (650) 251-5110 or Hui Lin at (212) 455-7862 with any questions.
| Very truly yours, | |
| /s/ William B. Brentani | |
| William B. Brentani |
| New York | BEIJING | HONG KONG | Houston | LONDON | Los Angeles | SÃO PAULO | TOKYO | Washington, D.C. |
June 21, 2021
VIA EDGAR
Re: Bright Health Group, Inc.
Registration Statement on Form S-1
File No. 333-256286
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Eric Envall
J. Nolan McWilliams
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), Bright Health Group, Inc. (the “Company”) hereby requests that the effective date of the above-referenced Registration Statement be accelerated so that it may become effective at 4:00 p.m., Eastern Time, on June 23, 2021, or as soon as possible thereafter. In this regard, the Company is aware of its obligations under the Securities Act.
If you require any additional information with respect to this letter, please contact William Brentani (650-251-5110) or Hui Lin (212-455-7862) of Simpson Thacher & Bartlett LLP.
[Signature Page Follows]
| Very truly yours, | ||
| BRIGHT HEALTH GROUP, INC. | ||
| By: | /s/ Keith Nelsen | |
| Name: Keith Nelsen | ||
| Title: General Counsel and Corporate Secretary | ||
[Signature Page to Acceleration Request]
June 21, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Eric Envall
J. Nolan McWilliams
| Re: | Bright Health Group, Inc. Registration Statement on Form S-1 Registration No. 333-256286 |
Acceleration Request Requested Date: June 23, 2021 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”), J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC and Barclays Capital Inc., as representatives of the several underwriters, hereby join Bright Health Group, 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. 333-256286) (the “Registration Statement”) to become effective on June 23, 2021, at 4:00 PM, Eastern Time, or as soon as practicable thereafter.
Pursuant to Rule 460 under the Act, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement.
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.
[Signature Page Follows]
| Very truly yours, | ||
| J.P. Morgan Securities LLC | ||
| By: | /s/ Alejandra Fernandez | |
| Name: Alejandra Fernandez | ||
| Title: Executive Director | ||
| Goldman Sachs & Co. LLC | ||
| By: | /s/ Dan Cocks | |
| Name: Dan Cocks | ||
| Title: Managing Director, ECM | ||
| Morgan Stanley & Co. LLC | ||
| By: | /s/ Kalli Dircks | |
| Name: Kalli Dircks | ||
| Title: Managing Director | ||
| Barclays Capital Inc. | ||
| By: | /s/ Victoria Hale | |
| Name: Victoria Hale | ||
| Title: Authorized Signatory | ||
| cc: | Keith Nelsen, Bright Health Group, Inc. Bradley C. Weber, Goodwin Procter LLP Gregg L. Katz, Goodwin Procter LLP Kim S. de Glossop, Goodwin Procter LLP William B. Brentani, Simpson Thacher & Bartlett LLP Xiaohui (Hui) Lin, Simpson Thacher & Bartlett LLP |
[Signature Page to Acceleration Request]
