Acceleration Letter

October 14, 2016

 

VIA EDGAR

 

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Suzanne Hayes

 

RE:    CRISPR Therapeutics AG
   Registration Statement on Form S-1 (File No. 333-213577) (the “Registration Statement”)

 

Ladies and Gentlemen:

 

In connection with the Registration Statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we hereby join in the request of CRISPR Therapeutics AG that the effective date of the Registration Statement be accelerated so that it will be declared effective at 4:30 p.m., Eastern Time, on October 18, 2016 or as soon thereafter as practicable.

 

Pursuant to Rule 460 under the Act, we wish to advise you that we have distributed approximately 506 copies of the preliminary prospectus dated October 7, 2016 (the “Preliminary Prospectus”) through the date hereof to underwriters, dealers, institutions and others.

 

In connection with the Preliminary Prospectus distribution for the above-referenced issue, the prospective underwriters have confirmed that they are complying with the 48-hour requirement as promulgated by Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

 

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Very truly yours,

 

Citigroup Global Markets Inc.

Piper Jaffray & Co.

Barclays Capital Inc.

 

As representatives of the several underwriters

 

CITIGROUP GLOBAL MARKETS INC.

By:   /s/ Brian Gleason

Name:

  Brian Gleason

Title:

  Managing Director

 

PIPER JAFFRAY & CO.

By:   /s/ David Stadinski

Name:

  David Stadinski

Title:

  Managing Director

 

BARCLAYS CAPITAL INC.

By:   /s/ Victoria Hale

Name:

  Victoria Hale

Title:

  Vice President

 

[Signature Page to Acceleration Request]