Vontier Corporation
5420 Wade Park Boulevard, Suite 206
Raleigh, NC 27607
April 30, 2020
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549-3561
Attn: | Tim Buchmiller |
Russell Mancuso |
Re: | Vontier Corporation — Withdrawal of |
Registration Statement on FormS-1 (FileNo. 333-236455) |
Ladies and Gentlemen:
On February 14, 2020, Vontier Corporation (the “Company”) filed Registration StatementNo. 333-236455 on FormS-1 (together with the exhibits and amendments thereto, the “Registration Statement”) with the Securities and Exchange Commission (the “Commission”).
Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Securities Act”), the Company hereby requests that the Commission consent to the withdrawal of the Registration Statement effective as of the date hereof or at the earliest practicable date hereafter. The Company has determined to withdraw the Registration Statement due to recent market and economic disruptions caused by theCOVID-19 pandemic. The Registration Statement has not been declared effective by the Commission and no securities have been issued or sold under the Registration Statement. Based on the foregoing, the Company submits that the withdrawal of the Registration Statement is consistent with the public interest and the protection of investors, as contemplated by Rule 477(a) under the Securities Act.
The Company acknowledges that no refund will be made for fees paid to the Commission in connection with the filing of the Registration Statement. However, in accordance with Rule 457(p) under the Securities Act, the Company requests that all fees paid to the Commission in connection with the filing of the Registration Statement be credited for future use.
If you have any questions, please contact the Company’s legal counsel, Thomas W. Greenberg of Skadden, Arps, Slate, Meagher & Flom LLP, at (212)735-7886.
Very truly yours, | ||
VONTIER CORPORATION | ||
By: | /s/ Mark D. Morelli | |
Name: Mark D. Morelli | ||
Title: President and Chief Executive Officer |
cc: | Daniel B. Kim, Vice President – Associate General Counsel and Secretary, Fortive Corporation Thomas W. Greenberg, Skadden, Arps, Slate, Meagher & Flom LLP |