September 11, 2018
Via EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-0001
Attention: Donald E. Field
Re: Navios Maritime Containers L.P.
Registration Statement on Form F-l, as amended (File No. 333-225677)
Dear Mr. Field:
As representatives of the several underwriters of the proposed initial public offering of common units representing limited partner interests in Navios Maritime Containers L.P. (the “Partnership”), which in connection with the offering will have converted from Navios Maritime Containers Inc., and including the common units to be sold by the Partnership pursuant to the underwriters’ option to purchase additional common units, we hereby join the Partnership’s request for acceleration of effectiveness of the above-referenced registration statement to 4:00 p.m. (Eastern time) on September 13, 2018, or as soon thereafter as is practicable, unless the Partnership notifies you otherwise prior to such time.
Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended, we wish to advise you that, during the period from September 5, 2018 to the date of this letter, we have effected the following distribution of the preliminary prospectus, dated September 5, 2018, relating to the initial public offering of the Partnership.
1,939 copies to prospective underwriters, institutional investors, dealers and others.
The undersigned advise that the underwriters have complied, will continue to comply, and that each participating underwriter has informed the undersigned that it has complied and will continue to comply, with Rule 15c2-8 under the Securities Exchange Act of 1934.
[Signature Page Follows]
Very truly yours,
J.P. MORGAN SECURITIES LLC,
MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED,
CITIGROUP GLOBAL MARKETS INC.,
As representatives of the several Underwriters
J.P. MORGAN SECURITIES LLC
By: /s/ Jin Izawa
Name: Jin Izawa
Title: Vice President
MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED
By: /s/ Sumit Mukherjee
Name: Sumit Mukherjee
Title: Managing Director, Equity Capital Markets
CITIGROUP GLOBAL MARKETS INC.
By: /s/ Waleed Matin
Name: Waleed Matin
Title: Director