SIMPSON THACHER & BARTLETTLLP
425 LEXINGTON AVENUE
NEW YORK, N.Y. 10017-3954
(212) 455-2000
______
FACSIMILE (212) 455-2502
DIRECT DIAL NUMBER (212) 455-2948 | E-MAIL ADDRESS JKAUFMAN@STBLAW.COM |
June 18, 2018
VIA EDGAR
Re: | BrightView Holdings, Inc. |
| Amendment No. 2 to |
| Registration Statement on Form S-1 |
| File No. 333-225277 |
Anne Nguyen Parker, Assistant Director
Securities and Exchange Commission
Division of Corporation Finance
Office of Transportation and Leisure
100 F Street, N.E.
Washington, D.C. 20549
Ladies and Gentlemen:
On behalf of BrightView Holdings, Inc. (the “Company”), we hereby file with the Securities and Exchange Commission Amendment No. 2 (“Amendment No. 2”) to the above-referenced registration statement on Form S-1 (the “Registration Statement”). Amendment No. 2 has been updated to include information about the expected size and price range of the proposed offering and related matters.
To assist the Staff’s review of Amendment No. 2, we will send blacklined copies of Amendment No. 2 against Amendment No. 1 to the Registration Statement, which was filed on June 11, 2018.
Please do not hesitate to call me at (212) 455-2948 with any questions or comments regarding this filing.
Very truly yours,
/s/ Joseph H. Kaufman
Joseph H. Kaufman
cc: | Securities and Exchange Commission | |
Effie Simpson | ||
Theresa Brillant | ||
Julia Griffith | ||
J. Nolan McWilliams | ||
BrightView Holdings, Inc. | ||
Andrew V. Masterman | ||
Jonathan M. Gottsegen | ||
Davis Polk & Wardwell LLP | ||
Byron B. Rooney Joseph A. Hall |