Morgan Stanley & Co. LLC
1585 Broadway
New York, New York 10036
Credit Suisse Securities (USA) LLC
Eleven Madison Avenue
New York, New York 10010
Barclays Capital Inc.
745 7th Avenue
New York, NY 10019
May 26, 2020
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549
Attn: Daniel Morris
| Re: | Repay Holdings Corporation (the “Company”) Registration Statement on Form S-1 (the “Registration Statement”) File No. 333-238691 |
Ladies and Gentlemen:
In accordance with 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, we wish to advise you that we hereby join with the Company’s request that the effective date of the above-referenced Registration Statement be accelerated so that the same will become effective at 4:30 p.m., Eastern Time, on Thursday, May 28, 2020, or as soon as practicable thereafter.
Pursuant to Rule 460 under the Act, we wish to advise you that we have distributed 1,000 copies of the preliminary prospectus dated May 26, 2020, through the date hereof, to prospective underwriters, institutional investors, dealers and others.
We, the undersigned, as representatives of the several underwriters, have complied and will continue to comply, and we have been informed by the participating underwriters and dealers that they have complied and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
| Very truly yours, | ||
| MORGAN STANLEY & CO. LLC | ||
| By: | /s/ Michael Occi | |
| Name: | Michael Occi | |
| Title: | Managing Director | |
| CREDIT SUISSE SECURITIES (USA) LLC | ||
| By: | /s/ Gary Katz | |
| Name: | Gary Katz | |
| Title: | Managing Director | |
| BARCLAYS CAPITAL INC. | ||
| By: | /s/ Andrew Underwood | |
| Name: | Andrew Underwood | |
| Title: | Managing Director | |