0001193125-16-485144.txt : 20160330 0001193125-16-485144.hdr.sgml : 20160330 20160229153506 ACCESSION NUMBER: 0001193125-16-485144 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160229 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Syndax Pharmaceuticals Inc CENTRAL INDEX KEY: 0001395937 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 320162505 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 460 TOTTEN POND ROAD STREET 2: SUITE 650 CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 781-419-1400 MAIL ADDRESS: STREET 1: 460 TOTTEN POND ROAD STREET 2: SUITE 650 CITY: WALTHAM STATE: MA ZIP: 02451 CORRESP 1 filename1.htm Underwriter's Acceleration Request

VIA EDGAR

February 29, 2016

United State Securities and Exchange Commission

Division of Corporation Finance

Mail Stop 4720

100 F Street, N.E.

Washington, D.C. 20549

Attn: Suzanne Hayes, Assistant Director

 

Re: Syndax Pharmaceuticals, Inc. (the “Company”)
  Registration Statement on Form S-1 File No. 333-208861

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), and as representatives of the several underwriters of the Company’s proposed public offering of shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), we hereby join the Company’s request for acceleration of the effective date of the above-referenced Registration Statement, as amended, requesting effectiveness for 4:00 p.m. (ET) on March 2, 2016, or as soon thereafter as practicable.

Pursuant to Rule 460 of the Act, we wish to advise you that we have distributed approximately 3,028 copies of the Company’s preliminary prospectus relating to the Common Stock, dated February 22, 2016, through the date hereof to underwriters, dealers, institutions and others.

The undersigned, as representatives of the several underwriters, have complied and will continue to comply, and have been informed by the participating underwriters that they have complied and will continue to comply, with the provisions of Rule 15c2-8 of the Securities Exchange Act of 1934, as amended.

[Signature page follows]

Very truly yours,

MORGAN STANLEY & Co. LLC

CITIGROUP GLOBAL MARKETS INC.

    Acting on their own behalf
    and as representatives of several
    underwriters
By: MORGAN STANLEY & Co. LLC
By:  

/s/ David Lederman

Name:   David Lederman
Title:   Vice President
By: CITIGROUP GLOBAL MARKETS INC.
By:  

/s/ Jennifer Fox

Name:   Jennifer Fox
Title:   Managing Director

 

[Signature Page to Acceleration Request]