SIMPSON THACHER & BARTLETTLLP
425 LEXINGTON AVENUE
NEW YORK, N.Y. 10017-3954
(212) 455-2000
FACSIMILE (212) 455-2502
DIRECT DIAL NUMBER | E-MAIL ADDRESS | |
(212) 455-7614 | ELEWANDOWSKI@STBLAW.COM |
VIA EDGAR | June 7, 2021 |
Re: | Acceleration Request for Apria, Inc. |
Registration Statement on Form S-1
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Jason L. Drory, Esq.
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, we attach the requests of our client, Apria, Inc., and of the underwriters that effectiveness of the above-referenced Registration Statement be accelerated to 4:45 p.m., Washington, D.C. time, on June 9, 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 call me at (212) 455-7614 with any questions.
Very truly yours, |
/s/ Edgar J. Lewandowski |
Edgar J. Lewandowski |
June 7, 2021
VIA EDGAR
Re: | Apria, Inc. |
Registration Statement on Form S-1
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E. Washington, D.C. 20549
Attention: Jason L. Drory, Esq.
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Apria, Inc. (the “Company”) hereby requests that the effective date of the above-referenced Registration Statement be accelerated so that it may become effective at 4:45 p.m., Washington, D.C. time, on June 9, 2021, or as soon as possible thereafter. In this regard, the Company is aware of its obligations under the Securities Act.
[Signature Page Follows]
Very truly yours, | ||||
APRIA, INC. | ||||
By: | /s/ Debra L. Morris | |||
Name: | Debra L. Morris | |||
Title: | Chief Financial Officer |
[Signature Page to Acceleration Request Letter]
June 7, 2021
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Jason L. Drory, Esq.
Re: | Apria, Inc. |
Registration Statement on Form S-1
Ladies and Gentlemen:
Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), the undersigned hereby joins in the request of Apria, Inc. that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:45 p.m. Eastern Time on June 9, 2021, or as soon thereafter as practicable.
Pursuant to Rule 460 of the General Rules and Regulations under the Act, the undersigned wish to advise you that there will be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the securities, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.
The undersigned advises that it has complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
* * *
[Signature Page Follows]
Very truly yours, | ||
CITIGROUP GLOBAL MARKETS INC. | ||
GOLDMAN SACHS & CO. LLC | ||
Acting severally on behalf of themselves and the several Underwriters | ||
By: CITIGROUP GLOBAL MARKETS INC. | ||
By: | /s/ Jennifer Sheng | |
Name: Jennifer Sheng | ||
Title: Managing Director | ||
By: GOLDMAN SACHS & CO. LLC | ||
By: | /s/ Dan Cocks | |
Name: Dan Cocks | ||
Title: Managing Director, ECM |
[Signature Page to Underwriter Acceleration Request Letter]