November 18, 2019
VIA EDGAR
Mr. Dan Morris
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
U. S. A.
Re: | GSX Techedu Inc. (CIK No. 0001768259) |
Registration Statement on FormF-1 (FileNo. 333-234755) |
Dear Mr. Morris:
Pursuant to Rule 461 of Regulation C (“Rule 461”) promulgated under the Securities Act of 1933, as amended, GSX Techedu Inc. (the “Company”) hereby requests that the effectiveness of the above-referenced Registration Statement on FormF-1 (the “Registration Statement”) be accelerated to, and that the Registration Statement become effective at, 4:00 p.m., Eastern Time on November 20, 2019, or as soon thereafter as practicable.
If there is any change in the acceleration request set forth above, the Company will promptly notify you of the change, in which case the Company may be making an oral request of acceleration of the effectiveness of the Registration Statement in accordance with Rule 461. Such request may be made by an executive officer of the Company or by any attorney from the Company’s U.S. counsel, Skadden, Arps, Slate, Meagher & Flom LLP.
The Company understands that Credit Suisse Securities (USA) LLC, Goldman Sachs (Asia) L.L.C., and BofA Securities, Inc., on behalf of the prospective underwriters of the offering, have joined in this request in a separate letter filed with the Securities and Exchange Commission today.
[Signature page follows]
Very truly yours, | ||
GSX Techedu Inc. | ||
By: | /s/ Larry Xiangdong Chen | |
Name: | Larry Xiangdong Chen | |
Title: | Chairman of the Board of Directors and Chief Executive Officer |
[Signature Page to Issuer Acceleration Request]