February 1, 2021
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn: Donald E. Field
| Re: | CuriosityStream Inc. |
| Registration Statement on Form S-1 | |
| File No. 333-252617 | |
| Acceleration Request | |
| Requested Date: February 3, 2021 | |
| Requested Time: 4:00 p.m., Eastern Standard Time |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), BofA Securities, Inc., as representative of the several underwriters, hereby joins CuriosityStream Inc. in requesting that the Securities and Exchange Commission take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-252617) (the “Registration Statement”) to become effective on February 3, 2021, at 4:00 p.m., Eastern Standard Time, or as soon as practicable thereafter.
Pursuant to Rule 460 under the Act, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement.
We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable.
[Signature Page Follows]
| Very truly yours, | ||
| BOFA SECURITIES, INC. | ||
| By: | /s/ Michele A.H. Allong | |
| Name: | Michele A. H. Allong | |
| Title: | Authorized Signatory | |
| cc: | Tia Cudahy, CuriosityStream Inc. |
| Christopher Peterson, Arnold & Porter Kaye Scholer LLP | |
| Marc Jaffe, Latham & Watkins LLP | |
| Erika Weinberg, Latham & Watkins LLP |
[Signature Page to Acceleration Request]
