May 20, 2019
Via EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Mara L. Ransom
Re: | Request for Acceleration of Effectiveness of Registration Statement on FormS-1 (RegistrationNo. 333-226645) of Rattler Midstream LP, a Delaware limited partnership (the “Partnership”) |
Ladies and Gentlemen:
As representatives of the several underwriters of the Partnership’s proposed initial public offering of common units representing limited partner interests, we hereby join the Partnership’s request for acceleration of effectiveness of the above-referenced registration statement to 4:00 p.m. Eastern time on May 22, 2019, or as soon thereafter as is practicable, unless the Partnership notifies you otherwise prior to such time.
Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended, we wish to advise you that we have effected the following distribution of the preliminary prospectus relating to the initial public offering of the Partnership, dated May 13, 2019, through the date hereof:
Preliminary Prospectus dated May 13, 2019
2,833 copies to prospective underwriters, institutional investors, dealers and others.
The undersigned advise that they have complied, will continue to comply, and that each participating underwriter has informed the undersigned that it has complied, and will continue to comply, with Rule15c2-8 under the Securities Exchange Act of 1934, as amended.
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Very truly yours, | ||
CREDIT SUISSE SECURITIES (USA) LLC | ||
BofA SECURITIES, INC. | ||
J.P. MORGAN SECURITIES LLC | ||
As Representatives of the several underwriters | ||
CREDIT SUISSE SECURITIES (USA) LLC | ||
By: | /s/ Blake London | |
Name: | Blake London | |
Title: | Managing Director | |
BofA SECURITIES, INC. | ||
By: | /s/ Paul Bjorneby | |
Name: | Paul Bjorneby, Jr. | |
Title: | Managing Director | |
J.P. MORGAN SECURITIES LLC | ||
By: | /s/ N. Goksu Yolac | |
Name: | N. Goksu Yolac | |
Title: | Managing Director |
SIGNATURE PAGE
ACCELERATION REQUEST LETTER