October 14, 2014
Via EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: | Jeffrey P. Riedler, Assistant Director | |
Johnny Gharib, Attorney | ||
Matthew Jones, Attorney Advisor | ||
Re: | Xenon Pharmaceuticals Inc. | |
Registration Statement Filed on Form S-1 | ||
File No. 333-198666 |
Ladies and Gentlemen:
In connection with the above-referenced Registration Statement on Form S-1 (File No. 333-198666) (the Registration Statement), and pursuant to Rule 461 under the Securities Act of 1933, as amended, as representatives for the several underwriters in the offering of common shares of Xenon Pharmaceuticals Inc. (the Company), pursuant to such Registration Statement (the Offering), we hereby join the Company in requesting that the effective date for such Registration Statement be accelerated so that it will be declared effective at 4:00 p.m., Eastern Daylight Time, on October 16, 2014, or as soon thereafter as practicable.
We wish to advise you that through the date hereof, the participating underwriters have distributed 1,912 copies of the preliminary prospectus dated October 6, 2014 (the Preliminary Prospectus) as follows: 1,169 to institutional investors and 743 to prospective underwriters, dealers, individuals and others.
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.
(Signature Page Follows)
Very truly yours, | ||
JEFFERIES LLC | ||
WELLS FARGO SECURITIES, LLC | ||
As representatives of the several underwriters | ||
JEFFERIES LLC | ||
By: | /s/ Ashley L. Delp | |
Name: Ashley L. Delp | ||
Title: Managing Director | ||
WELLS FARGO SECURITIES, LLC | ||
By: | /s/ David Herman | |
Name: David Herman | ||
Title: Director |
cc: | Ian Mortimer |
Karen G. Corraini
Xenon Pharmaceuticals
Jeffrey D. Saper
Steven V. Bernard
Bryan D. King
Wilson Sonsini Goodrich & Rosati, P.C.
Charles S. Kim
Cooley LLP
[SIGNATURE PAGE TO ACCELERATION REQUEST OF THE UNDERWRITERS]