J.P. Morgan Securities LLC
383 Madison Avenue
New York, New York 10179
Cowen and Company, LLC
599 Lexington Avenue
New York, New York 10022
Leerink Partners LLC
One Federal Street, 37th Floor
Boston, MA 02110
June 23, 2017
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-7010
Attn: Mary Beth Breslin
Re: Mersana Therapeutics, Inc.
Registration Statement on Form S-1
Registration File No. 333-218412
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the Act), we, as representative of the several underwriters, hereby join in the request of Mersana Therapeutics, Inc. (the Company) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 4:00 PM, Eastern Daylight Time, on June 27, 2017 or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Ropes & Gray LLP, may orally request by telephone call that such Registration Statement be declared effective.
Pursuant to Rule 460 under the Act, we, as representatives of the several underwriters, wish to advise you that we have effected the following distribution of the Companys Preliminary Prospectus dated June 16, 2017:
(i) Dates of distribution: June 16, 2017 through the date hereof
(ii) Number of prospective underwriters to which the preliminary prospectus was furnished: 3
(iii) Number of prospectuses furnished to investors: approximately 2,640
(iv) Number of prospectuses distributed to others, including the Company, the Companys counsel, independent accountants, and underwriters counsel: approximately 50
We, the undersigned, as representative of the several underwriters, have complied and will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
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Very truly yours, | ||
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J.P. MORGAN SECURITIES LLC | ||
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By: |
J.P. MORGAN SECURITIES LLC | |
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By: |
/s/ Benjamin Burdett | |
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Name: |
Benjamin Burdett |
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Title: |
Executive Director |
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By: |
COWEN AND COMPANY, LLC | |
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By: |
/s/ Bill Follis | |
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Name: |
Bill Follis |
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Title: |
Managing Director |
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By: |
LEERINK PARTNERS LLC | |
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By: |
/s/ John Civitarese | |
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Name: |
John Civitarese |
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Title: |
Managing Director |