September 30, 2025
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street NE
Washington, D.C. 20549
| Re: | Fermi LLC |
| Registration Statement on Form S-11 | |
| File No. 333-290089 |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), with UBS Securities LLC, Evercore Group L.L.C., Cantor Fitzgerald & Co. and Mizuho Securities USA LLC, as representatives of the several underwriters, hereby join Fermi LLC in requesting that the Securities and Exchange Commission take appropriate action to cause the Registration Statement on Form S-11 (File No. 333-290089) (the “Registration Statement”) to become effective on Tuesday, September 30, 2025, at 4:00 p.m., Eastern Time, or as soon as practicable thereafter.
Pursuant to Rule 460 under the Act, we wish to advise you that we have distributed copies of the preliminary prospectus dated September 30, 2025, as amended, through the date hereof, to prospective underwriters, institutional investors, dealers and others.
We, the undersigned, as representatives of the several underwriters, have complied and will continue to comply, and we have been informed by the participating underwriters and dealers that they have complied and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature Page Follows]
| Very truly yours, | ||
| UBS SECURITIES LLC | ||
| By: | /s/ Neil Meyer | |
| Name: | Neil Meyer | |
| Title: | Managing Director | |
| By: | /s/ Brian P. Lei | |
| Name: | Brian P. Lei | |
| Title: | Director | |
| EVERCORE GROUP L.L.C. | ||
| By: | /s/ Crystal A. Simpson | |
| Name: | Crystal A. Simpson | |
| Title: | Senior Managing Director | |
| CANTOR FITZGERALD & CO. | ||
| By: | /s/ Beau Bohm | |
| Name: | Beau Bohm | |
| Title: | Managing Director, Co-Head of ECM | |
| MIZUHO SECURITIES USA LLC | ||
| By: | /s/ Ivana Rupcic-Hulin | |
| Name: | Ivana Rupcic-Hulin | |
| Title: | Managing Director | |
[Signature Page to Acceleration Request]