Citigroup Global Markets Inc.
388 Greenwich Street
New York, New York 10013
J.P. Morgan Securities LLC
277 Park Avenue
New York, NY 10172
Cowen and Company, LLC
599 Lexington Avenue
New York, New York 10022
April 16, 2018
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-7010
Attn: Christine Westbrook
Re: | Apellis Pharmaceuticals, Inc. |
Registration Statement on Form S-1 |
Registration File No. 333-224303 |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the Act), we, as the representatives of the several underwriters of the above issue, hereby join in the request of Apellis Pharmaceuticals, Inc. (the Company) for acceleration of the effective date of the above-named Registration Statement on Form S-1, as amended (the Registration Statement), so that it becomes effective at 5:05 PM, Eastern Time, on April 18, 2018, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Wilmer Cutler Pickering Hale and Dorr LLP, may orally request via telephone call that such Registration Statement be declared effective.
Pursuant to Rule 460 under the Act, and in connection with the foregoing, please note that the underwriters expect to take all reasonable steps to effect the distribution of as many copies of the Companys preliminary prospectus, dated as of the date hereof (Preliminary Prospectus), to secure adequate distribution of the Preliminary Prospectus to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement.
We, the undersigned, as representatives of the several underwriters of the above issue, will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature Page Follows]
Very truly yours,
CITIGROUP GLOBAL MARKETS INC. J.P. MORGAN SECURITIES LLC COWEN AND COMPANY, LLC
As representatives of the Underwriters | ||
By: | CITIGROUP GLOBAL MARKETS INC. | |
By: | /s/ Jennifer Fox | |
Name: Jennifer Fox Title: Managing Director Co Head of HC NA | ||
By: | J.P. MORGAN SECURITIES LLC | |
By: | /s/ Raphael Taubenfeld | |
Name: Raphael Taubenfeld Title: Vice President | ||
By: | COWEN AND COMPANY, LLC | |
By: | /s/ Jason Fenton | |
Name: Jason Fenton Title: Managing Director, ECM |
[Signature Page to Acceleration Request]