Credit Suisse Securities (USA) LLC
Eleven Madison Avenue
New York, NY 10010
Citigroup Global Markets Inc.
388 Greenwich Street
New York, NY 10013
Cowen and Company, LLC
599 Lexington Avenue
New York, NY 10022
Berenberg Capital Markets LLC
1251 Avenue of the Americas, 53rd Floor
New York, NY 10020
June 15, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: | ATAI Life Sciences B.V. Registration Statement on Form S-1 (No. 333-255383) Request for Acceleration of Effective Date |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the Act), we, as representatives of the several underwriters, hereby join in the request of ATAI Life Sciences B.V. (the Company) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 4:00 PM, Eastern Time, on June 17, 2021, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Latham & Watkins LLP, request by telephone that such Registration Statement be declared effective.
Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that approximately 1,000 copies of the Preliminary Prospectus included in the above-named Registration Statement, as amended, were distributed during the period from June 11, 2021 through the date hereof, to prospective underwriters, institutions, dealers and others.
We, the undersigned, as representatives of the several underwriters, have complied and will comply, and we have been informed by the participating underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[signature page follows]
Very truly yours, |
Acting severally on behalf of themselves and the several underwriters |
CREDIT SUISSE SECURITIES (USA) LLC |
CITIGROUP GLOBAL MARKETS INC. |
COWEN AND COMPANY, LLC |
BERENBERG CAPITAL MARKETS LLC |
CREDIT SUISSE SECURITIES (USA) LLC |
By: |
/s/ John Hoffman | |
Name: John Hoffman | ||
Title: Managing Director, ECM | ||
CITIGROUP GLOBAL MARKETS INC. | ||
By: |
/s/ Dean Poniros | |
Name: Dean Poniros | ||
Title: Director | ||
COWEN AND COMPANY, LLC | ||
By: |
/s/ Bill Follis | |
Name: Bill Follis | ||
Title: Managing Director | ||
BERENBERG CAPITAL MARKETS LLC | ||
By: |
/s/ Zachary Brantly | |
Name: Zachary Brantly | ||
Title: Head of U.S. Investment Banking | ||
By: |
/s/ Matt Rosenblatt | |
Name: Matt Rosenblatt | ||
Title: CCO and Ops Principal | ||
[SIGNATURE PAGE TO ACCELERATION REQUEST OF THE UNDERWRITERS]