September 28, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: Exscientia plc
Registration Statement on Form F-1
Registration No. 333-259431
Acceleration Request
Requested Date: September 30, 2021
Requested Time: 4:00 PM, Eastern Time
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, BofA Securities, Inc. and Barclays Capital Inc., as representatives of the several underwriters, hereby join Exscientia plc in requesting that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form F-1 (File No. 333-259431) (the “Registration Statement”) to become effective on September 30, 2021, at 4:00 PM, Eastern Daylight Time, or as soon as practicable thereafter.
Pursuant to Rule 460 under the Act, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement.
We 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, to the extent applicable.
[Signature Page Follows]
| Very truly yours, | ||
|
Goldman Sachs & Co. LLC | ||
| By: | /s/ Dan Cocks | |
| Name: | Dan Cocks | |
| Title: | Managing Director | |
|
Morgan Stanley & Co. LLC | ||
| By: | /s/ Kalli Dircks | |
| Name: | Kalli Dircks | |
| Title: | Managing Director | |
|
BofA Securities, Inc. | ||
| By: | /s/ Michael Liloia | |
| Name: | Michael Liloia | |
| Title: | Director | |
|
Barclays Capital Inc. | ||
| By: | /s/ Victoria Hale | |
| Name: | Victoria Hale | |
| Title: | Authorized Signatory | |
cc: Andrew L. Hopkins, D.Phil., Exscientia plc
Robert E. Puopolo, Goodwin Procter LLP
Seo Salimi, Goodwin Procter LLP
Divakar Gupta, Cooley LLP
Marc Recht, Cooley LLP
[Signature Page to Acceleration Request]