July 27, 2021
VIA EDGAR AND EMAIL
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-6010
| Attention: | Keira Nakada | ||||
| Doug Jones | |||||
| Cara Wirth | |||||
| Jacqueline Kaufman | |||||
| Re: | Riskified Ltd. | ||||
| Registration Statement on Form F-1 (File No. 333-257603) | |||||
| Request for Acceleration of Effective Date | |||||
Ladies and Gentlemen:
In connection with the above-captioned Registration Statement and offering, we, the representatives of the underwriters (the “Representatives”), wish to advise you that, pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended, the underwriters have distributed approximately 3,175 copies of the Preliminary Prospectus, dated July 19, 2021, from July 19, 2021 through the date hereof, to underwriters, dealers, institutions and others.
We, the undersigned Representatives, have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the proposed offering.
In accordance with Rule 461 of the Securities Act, we hereby join in the request of the registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:00 p.m., Eastern Time, on July 28, 2021, or at such later time as the registrant’s counsel may orally request via telephone call to the staff of the Division of Corporation Finance of the Securities and Exchange Commission.
[Remainder of Page Intentionally Left Blank]
| Very truly yours, | ||||||||
| Goldman Sachs & Co. LLC | ||||||||
| J.P. Morgan Securities LLC | ||||||||
| Credit Suisse Securities (USA) LLC | ||||||||
| As Representatives of the Several Underwriters | ||||||||
| GOLDMAN SACHS & CO. LLC | ||||||||
| By: | /s/ William Connolly | |||||||
| Name: | William Connolly | |||||||
| Title: | Managing Director | |||||||
| J.P. MORGAN SECURITIES LLC | ||||||||
| By: | /s/ Ilana Foni | |||||||
| Name: | Ilana Foni | |||||||
| Title: | Vice President | |||||||
CREDIT SUISSE SECURITIES (USA) LLC | ||||||||
| By: | /s/ Cyril Paleath | |||||||
| Name: | Cyril Paleath | |||||||
| Title: | Director | |||||||
[Signature Page to Acceleration Request]