Deutsche Bank Securities Inc.
60 Wall Street
New York, New York 10005
Goldman Sachs & Co. LLC
200 West Street
New York, New York 10282
July 15, 2019
VIA EMAIL & EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Re: | Conyers Park II Acquisition Corp. (the “Company”) |
Registration Statement on Form S-1 (Registration No. 333-232449)
Ladies and Gentlemen:
In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Securities Act”), the undersigned hereby joins the request of Conyers Park II Acquisition Corp. that the effectiveness for the above-captioned Registration Statement on Form S-1 (as amended through the date hereof) filed under the Securities Act be accelerated by the Securities and Exchange Commission (the “Commission”) to 4:00 p.m., Eastern Time, on July 15, 2019, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Kirkland & Ellis LLP, request by telephone that such Registration Statement be declared effective.
Pursuant to Rule 460 under the Act, we wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus dated July 15, 2019:
| (i) | Dates of distribution: July 15, 2019 through the date hereof |
| (ii) | Number of prospective underwriters to which the preliminary prospectus was furnished: 2 |
| (iii) | Number of prospectuses furnished to underwriters, dealers, institutions and others: approximately 2,024 |
We, the undersigned, as representative of the several underwriters, have complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature Page Follows]
Very truly yours,
DEUTSCHE BANK SECURITIES INC.
| Deutsche Bank Securities Inc. | |||
| By: | /s/ Daniel L. Jacobowitz | ||
| Name: | Daniel L. Jacobowitz | ||
| Title: | Managing Director | ||
| By: | /s/ Bruce Harting | ||
| Name: | Bruce Harting | ||
| Title: | Managing Director | ||
| GOLDMAN SACHS & CO. LLC | |||
| Goldman Sachs & Co. LLC | |||
| By: | /s/ Olympia McNerney | ||
| Name: | Olympia McNerney | ||
| Title: | Managing Director | ||
[Signature Page to Acceleration Request Letter]
