CORRESP

June 18, 2018

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

 

Re: Kezar Life Sciences, Inc.

Registration Statement on Form S-1 (File No. 333-225194)

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters (the “Underwriters”), hereby join in the request of Kezar Life Sciences, Inc. (the “Company”) with respect to the effective time of the above-referenced Registration Statement so that it will become effective Wednesday, June 20, 2018, at 4:00 p.m. Eastern Time, or as soon thereafter as practicable, or at such other time as the Company’s legal counsel, Cooley LLP, may request by telephone to the Staff.

In connection with this acceleration request and pursuant to Rule 460 under the Act, please be advised that, during the period from June 11, 2018 to the date of this letter, we have effected approximately the following distribution of copies of the preliminary prospectus, dated June 8, 2018:

 

To Whom Distributed

Number of Copies

Jefferies LLC

371

Cowen and Company, LLC

137

Wells Fargo Securities, LLC

1,130

William Blair & Company, L.L.C.

30

Latham & Watkins LLP

10

Cooley LLP

20

Kezar Life Sciences, Inc.

20

KPMG LLP

5

We, the undersigned, as representatives of the several Underwriters, have complied and will comply, and we have been informed by the participating Underwriters that they have complied and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

(Signature Page Follows)


Very truly yours,

 

JEFFERIES LLC

COWEN AND COMPANY, LLC

on behalf of themselves and as representatives of the Underwriters

 

JEFFERIES LLC

By:  

/s/ Charlie Glazer

Name:   Charlie Glazer
Title:   Senior Vice President
COWEN AND COMPANY, LLC
By:  

/s/ Bill Follis

Name:   Bill Follis
Title:   Managing Director

Signature Page to Underwriters’ Acceleration Request Letter