Goldman Sachs & Co. LLC
200 West Street
New York, New York 10282
J.P. Morgan Securities LLC
383 Madison Avenue
New York, New York 10179
BofA Securities, Inc.
One Bryant Park
New York, New York 10036
Citigroup Global Markets Inc.
388 Greenwich Street
New York, New York 10013
May 21, 2021
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn: Daniel Morris
Mara Ransom
Rufus Decker
Amy Geddes
Re: Paymentus Holdings, Inc.
Registration Statement on Form S-1
Registration File No. 333-255683
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, the representatives of the several underwriters (the “Representatives”), hereby join in the request of Paymentus Holdings, Inc. (the “Company”) for acceleration of the effective date of the above-referenced Registration Statement on Form S-1, as amended, so that it will be declared effective at 4:00 PM, Eastern Time, on May 25, 2021, or at such later time as the Company or its outside counsel, Wilson Sonsini Goodrich & Rosati, P.C., may orally request via telephone call that such Registration Statement be declared effective.
Pursuant to Rule 460 under the Act, we, as the Representatives, wish to advise you that there have been, or there will be, distributed to each underwriter or dealer who is reasonably anticipated to participate in the distribution of the securities as many copies of the preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.
We, the undersigned, as the Representatives, each confirm on behalf of ourselves and the other participating underwriters that we have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the above-referenced issuance.
[Signature pages follow]
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GOLDMAN SACHS & CO. LLC J.P. Morgan Securities LLC BofA Securities, Inc. Citigroup Global Markets Inc.
As representatives of the several underwriters
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By: | GOLDMAN SACHS & CO. LLC |
By: | /s/ Will Connolly |
Name: Will Connolly
Title: Head of Technology Equity Capital Markets
By: | J.P. MORGAN SECURITIES LLC |
By: | /s/ Ilana Foni |
Name: Ilana Foni
Title: Vice President
By: | BOFA SECURITIES, INC. |
By: | /s/ Michael Liloia |
Name: Michael Liloia
Title: Director
By: | CITIGROUP GLOBAL MARKETS INC. |
By: | /s/ Alexander Ivanov |
Name: Alexander Ivanov
Title: Managing Director
[Signature Page to Underwriters’ Acceleration Request]
