Greenlane Holdings, Inc.
1095 Broken Sound Parkway, Suite 300
Boca Raton, FL 33487
April 15, 2019
Via Edgar
Ms. Lilyanna Peyser
Ms. Jennifer López-Molina
Ms. Mara L. Ransom
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: | Greenlane Holdings, Inc. | |
Registration Statement on Form S-1 (File No. 333-230405) | ||
____________________ |
Ladies and Gentlemen:
Pursuant to Rule 461 of the Securities Act of 1933, as amended, we hereby request that the effective date of the above-captioned Registration Statement on Form S-1 (the “S-1”) relating to the registration of 6,133,333 shares (including 800,000 shares to cover over-allotments) of Class A common stock, par value $0.01 per share, of Greenlane Holdings, Inc. (the “Company”) be accelerated to April 17, 2019 at 4:00 p.m. E.D.T. or as soon thereafter as may be practicable.
We understand that the Staff will consider this request as confirmation by the Company of its awareness of its responsibilities under the federal securities laws as they relate to the issuance of the securities covered by the Registration Statement. If the Staff has any questions with respect to the foregoing, please contact Eric M. Hellige at Pryor Cashman LLP at (212) 326-0846.
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Very truly yours, | |
/s/ Ethan Rudin | |
Name: Ethan Rudin | |
Title: Chief Financial Officer |
April 15, 2019
Via EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549-4561
Attn: | Lilyanna Peyser |
Jennifer Lopez-Molina
Mara L. Ransom
Re: | Greenlane Holdings, Inc. |
Registration Statement on Form S-1
File No. 333-230405
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as the representatives of the several underwriters, hereby join in the request of Greenlane Holdings, Inc. (the “Company”) for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 4:00 p.m. Eastern Time on April 17, 2019, or as soon thereafter as possible.
Pursuant to Rule 460 under the Act, we, as the representatives of the several underwriters, wish to advise you that between April 8, 2019 through the date hereof we have distributed approximately 485 copies of the Company’s Preliminary Prospectus dated April 8, 2019 to prospective underwriters, dealers, institutional investors and others.
We, the undersigned, as the 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 pages follow]
Very truly yours,
COWEN AND COMPANY, LLC CANACCORD GENUITY LLC
Acting severally on behalf of themselves and the several underwriters
COWEN AND COMPANY, LLC
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By: | /s/ Gavin O’Reilly | |
Name: Gavin O’Reilly Title: Managing Director |
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CANACCORD GENUITY LLC | ||
By: | /s/ P. Thomas Pollard | |
Name: P. Thomas Pollard Title: Managing Director |