October 27, 2017
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
Mail Stop 4720
100 F Street, N.E.
Washington, D.C. 20549
Attn: | Barbara C. Jacobs |
Mitchell Austin
Frank Knapp
Christine Dietz
Re: | Altair Engineering Inc. |
Registration Statement on Form S-1
File No. 333-220710
Acceleration Request
Requested Date: | October 31, 2017 |
Requested Time: | 4:00 P.M. Eastern Time |
Ladies and Gentlemen:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended (the Securities Act), the undersigned, as representatives of the several underwriters (the Underwriters) in connection with the offering pursuant to the above-captioned Registration Statement, hereby join in the request of Altair Engineering Inc. that the effective date of the above-captioned Registration Statement be accelerated to 4:00 pm EST on October 31, 2017, or as soon thereafter as practicable.
In connection with this acceleration request and pursuant to Rule 460 under the Securities Act, please be advised that between October 19, 2017 and the date hereof, we have distributed approximately 2,662 copies of the preliminary prospectus dated October 19, 2017 to underwriters, dealers, institutions and others.
The undersigned, as representatives of the several Underwriters, have and will, and each Underwriter and dealer has advised the undersigned that it has and will, comply with Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended.
Very truly yours, | ||
As Representatives of the Several Underwriters | ||
J.P. MORGAN SECURITIES LLC | ||
By: |
/s/ Michael McCullar | |
| ||
Name: Michael McCullar | ||
Title: Executive Director | ||
RBC CAPITAL MARKETS, LLC | ||
By: |
/s/ Richard Hooper | |
| ||
Name: Richard Hooper | ||
Title: Managing Director |
[SIGNATURE PAGE TO ACCELERATION REQUEST]