April 13, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: | Larry Spirgel | |
Alexandra Barone | ||
Robert Littlepage | ||
Claire DeLabar | ||
| Re: | Applovin Corporation | |
Registration Statement on Form S-1 | ||
File No. 333-253800 | ||
Acceleration Request | ||
Requested Date: April 14, 2021 | ||
Requested Time: 4:00 p.m., Eastern Time | ||
Ladies and Gentlemen:
Pursuant to Rule 460 under the Securities Act of 1933, as amended (the “Securities Act”), we, the representatives of the underwriters (the “Representatives”), wish to advise you that approximately 5,706 copies of the Preliminary Prospectus of Applovin Corporation, a Delaware corporation (the “Registrant”), dated April 7, 2021 through the date hereof, were distributed to prospective underwriters/dealers, institutional and other investors and others.
We, the undersigned Representatives, have and will, and we have been informed by the participating underwriters that they have and will, comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the proposed offering.
In accordance with Rule 461 of the Securities Act, we hereby join in the request of the Registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:00 p.m. Eastern Time on April 14, 2021, or as soon as practicable thereafter, or at such later time as the Registrant or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission. We, the undersigned Representatives, confirm that the underwriters are aware of their obligations under the Securities Act.
* * * *
Sincerely, | ||
MORGAN STANLEY & CO. LLC | ||
J.P. MORGAN SECURITIES LLC | ||
As representatives of the several underwriters listed in Schedule II to the Underwriting Agreement | ||
MORGAN STANLEY & CO. LLC | ||
By: | /s/ Conrad Griffin | |
Name: Conrad Griffin | ||
Title: Vice President | ||
J.P. MORGAN SECURITIES LLC | ||
By: | /s/ Bianca Buck | |
Name: Bianca Buck | ||
Title: Vice President | ||
cc: | Herald Chen, Applovin Corporation | |
| Victoria Valenzuela, Applovin Corporation | ||
| Lonnie Huang, Applovin Corporation | ||
| Michael T. Esquivel, Fenwick & West LLP | ||
| Ran D. Ben-Tzur, Fenwick & West LLP | ||
| James D. Evans, Fenwick & West LLP | ||
| Jennifer J. Hitchcock, Fenwick & West LLP | ||
| Rezwan D. Pavri, Wilson Sonsini Goodrich & Rosati, P.C. | ||
| Lisa L. Stimmell, Wilson Sonsini Goodrich & Rosati, P.C. | ||
| Andrew T. Hill, Wilson Sonsini Goodrich & Rosati, P.C. | ||
| Lang Liu, Wilson Sonsini Goodrich & Rosati, P.C. | ||
