VIA EDGAR
July 26, 2021
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn: Jane Park, Jeffrey Gabor
Re: Nuvalent, Inc.
Registration Statement on Form S-1
File No. 333-257730
Acceleration Request
Requested Date: July 28, 2021
Requested Time: 4:01 p.m., Eastern Standard Time
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), J.P. Morgan Securities LLC, Cowen and Company, LLC and Piper Sandler & Co., as representatives of the several underwriters, hereby join Nuvalent, Inc. in requesting that the Securities and Exchange Commission take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-257730) (the “Registration Statement”) to become effective on July 28, 2021, at 4:01 p.m., Eastern Standard Time, or as soon as practicable thereafter.
Pursuant to Rule 460 under the Act, we wish to advise you that as of July 26, 2021, over 500 copies of the preliminary prospectus dated July 26, 2021 were distributed to prospective underwriters, institutional investors and others.
We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable.
[Signature Page Follows]
Very truly yours, | ||||||
J.P. MORGAN SECURITIES LLC | ||||||
COWEN AND COMPANY, LLC | ||||||
PIPER SANDLER & CO. | ||||||
As Representatives of the Underwriters | ||||||
By: | J.P. MORGAN SECURITIES LLC | |||||
By: | /s/ David Ke | |||||
Name: David Ke | ||||||
Title: Managing Director | ||||||
By: | COWEN AND COMPANY, LLC | |||||
By: | /s/ Jason Fenton | |||||
Name: Jason Fenton | ||||||
Title: Managing Director | ||||||
By: | PIPER SANDLER & CO. | |||||
By: | /s/ Neil Riley | |||||
Name: Neil Riley | ||||||
Title: Executive Director | ||||||
cc: James Porter, Nuvalent, Inc. | ||||||
Richard Hoffman, Goodwin Procter LLP | ||||||
Sarah Ashfaq, Goodwin Procter LLP | ||||||
Arthur D. Robinson, Simpson Thacher & Bartlett LLP | ||||||
Jean Park, Simpson Thacher & Bartlett LLP |
[Signature page to Underwriters’ Acceleration Request]