May 28, 2021
VIA EDGAR
| Re: | DLocal Limited |
| Registration Statement on Form F-1 | |
| File No. 333-255793 |
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Attn: | Ta Tanisha Meadows, Staff Accountant |
| Angela Lumley, Staff Accountant | |
| Cara Wirth, Staff Attorney | |
| Mara Ransom, Legal Branch Chief |
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), and as Representatives of the several underwriters of the proposed public offering of Class A common shares of DLocal Limited (the “Company”), we hereby join the Company’s request that the effective date of the above-referenced Registration Statement be accelerated so that it may become effective at 4:00 p.m., Eastern Time, on June 2, 2021, or as soon as possible thereafter, or at such other time as the Company or its outside counsel, Davis Polk & Wardwell LLP, request by telephone that such Registration Statement be declared effective.
Pursuant to Rule 460 under the Act, please be advised that we, as representatives of the several underwriters, anticipate that approximately 3,000 copies of the preliminary prospectus dated May 24, 2021 included in the above-referenced Registration Statement have been or will be sent to underwriters, dealers, institutions, investors and others.
The undersigned, as Representatives of the several underwriters, have complied and will continue to comply, and have been informed by the participating underwriters that they have complied and will continue to comply, with the provisions of Rule 15c2-8 of the Securities Exchange Act of 1934, as amended.
[Signature Page Follows]
| Very truly yours, | ||||||
| J.P. MORGAN SECURITIES LLC | ||||||
| GOLDMAN SACHS & CO. LLC | ||||||
| CITIGROUP GLOBAL MARKETS, INC. | ||||||
| MORGAN STANLEY & CO. LLC | ||||||
| As Representatives of the Several Underwriters | ||||||
| By: | J.P. Morgan Securities LLC | |||||
| By: | /s/ Ilana Foni | |||||
| Name: | Ilana Foni | |||||
| Title: | Vice President | |||||
| By: | Goldman Sachs & Co. LLC | |||||
| By: | /s/ Facundo Vazquez | |||||
| Name: | Facundo Vazquez | |||||
| Title: | Managing Director | |||||
| By: | Citigroup Global Markets, Inc. | |||||
| By: | /s/ Alberto Pandolfi | |||||
| Name: | Alberto Pandolfi | |||||
| Title: | Managing Director | |||||
| By: | Morgan Stanley & Co. LLC | |||||
| By: | /s/ Lulica Batista Rocha | |||||
| Name: | Lulica Batista Rocha | |||||
| Title: | Executive Director | |||||
[Signature Page to Acceleration Request]
