April 7, 2021
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Jonathan Burr
Re: | Post Holdings Partnering Corporation |
Registration Statement on Form S-1 |
Filed February 9, 2021, as amended |
File No. 333-252910 |
Dear Mr. Burr:
Reference is made to our letter, filed as correspondence via EDGAR on April 5, 2021, in which we, the representatives of the several underwriters (the “Representatives”), joined in the request of Post Holdings Partnering Corporation (the “Company”) to accelerate the effective date of the above-referenced registration statement for April 7, 2021, at 4:00 p.m. Eastern Time, in accordance with Rule 461 under the Securities Act of 1933, as amended. The Company is no longer requesting that such registration statement be declared effective at this time and we, as Representatives, hereby join in the request of the Company to withdraw the request for acceleration of the effective date.
* * *
[Signature Page Follows]
Very truly yours, | ||
Acting severally on behalf of themselves and the several underwriters | ||
EVERCORE GROUP L.L.C. | ||
By: | /s/ Jay Chandler | |
Name: Jay Chandler | ||
Title: Senior Managing Director |
BARCLAYS CAPITAL INC. | ||
By: | /s/ Victoria Hale | |
Name: Victoria Hale | ||
Title: Authorized Signatory |