NEXTRACKER INC.
6200 Paseo Padre Parkway
Fremont, California 94555
October 25, 2023
VIA EDGAR SUBMISSION
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-3720
Attention: Jay Ingram
| Re: | Nextracker Inc. |
Registration Statement on Form S-4
File No. 333-275164
Acceleration Request
Requested Date: October 27, 2023
Requested Time: 4:20 P.M., Eastern Time
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Nextracker Inc. (the “Company”), hereby requests that the effective date of the Company’s Registration Statement on Form S-4, Registration Number 333-275164 (the “Registration Statement”) be accelerated so that the Company’s Registration Statement will become effective at 4:20 P.M., Eastern Time, on October 27, 2023, or as soon thereafter as practicable or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission.
We would appreciate it if, as soon as the Registration Statement is declared effective, you would so inform Sam Gandhi of Sidley Austin LLP at (212) 839-5684.
Very truly yours,
/s/ Léah Schlesinger
Léah Schlesinger
General Counsel
| cc: | Emily Roberts, Davis Polk & Wardwell LLP |
Sharon R. Flanagan, Sidley Austin LLP
Samir A. Gandhi, Sidley Austin LLP
Daniel J. Belke, Sidley Austin LLP
Helen Theung, Sidley Austin LLP
