CORRESP: Correspondence
Published on May 26, 2026
Goldman Sachs & Co. LLC
200 West Street
New York, New York 10282
Jefferies LLC
520 Madison Avenue
New York, New York 10022
Morgan Stanley & Co. LLC
1585 Broadway
New York, New York 10036
May 26, 2026
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Eranga Dias |
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Jennifer Angelini |
Re: Forgent Power Solutions, Inc. Registration Statement on Form S-1 Filed May 26, 2026, as amended File No. 333‑296245 Acceleration Request Requested Date: May 28, 2026 Requested Time: 4:00 P.M. Eastern Time |
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), we, as the representatives of the several underwriters (the “Representatives”), hereby join in the request of Forgent Power Solutions, Inc., a Delaware corporation (the “Company”), that the effective date of the above-referenced Registration Statement on Form S-1 be accelerated so that it will be declared effective at 4:00 p.m. Eastern Time, on May 28, 2026, or as soon thereafter as practicable, or at such other time thereafter as the Company or its outside counsel, Weil, Gotshal & Manges LLP, may request by telephone to the staff of the Securities and Exchange Commission.
Pursuant to Rule 460 under the Securities Act, we, as the Representatives, wish to advise you that we will take reasonable steps to secure adequate distribution of the preliminary prospectus to underwriters, dealers, institutions and others prior to the requested effective time of the Registration Statement.
We, the undersigned Representatives, hereby represent that we are in compliance and will continue to comply, and have been informed by the other participating underwriters that they are in compliance and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the offering pursuant to the above-referenced Registration Statement and Preliminary Prospectus.
[Signature Page Follows]
Very truly yours, |
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Goldman Sachs & Co. LLC |
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Jefferies LLC |
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Morgan Stanley & Co. LLC, |
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As Representatives of the several Underwriters |
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GOLDMAN SACHS & CO. LLC |
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By: |
/s/ Ryan Cunn |
Name: |
Ryan Cunn |
Title: |
Managing Director |
JEFFERIES LLC |
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By: |
/s/ George O’Leary |
Name: |
George O’Leary |
Title: |
Managing Director |
MORGAN STANLEY & CO. LLC |
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By: |
/s/ Joe Nassirian |
Name: |
Joe Nassirian |
Title: |
Executive Director |
[Signature Page to Underwriters’ Acceleration Request Letter]