Morgan Stanley & Co. LLC
1585 Broadway
New York, New York 10036
United States of America
China International Capital Corporation Hong Kong Securities Limited
29/F, One International Finance Centre
1 Harbour View Street, Central
Hong Kong
As representatives of the prospective underwriters
VIA EDGAR
November 4, 2019
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Attention: | Mr. Eric Mcphee Ms. Jennifer Monick Ms. Maryse Mills-Apenteng | |
| Ms. Jennifer Gowetski | ||
| Re: | Q&K International Group Limited (the “Company”) | |
| Registration Statement on Form F-1, as amended (Registration No. 333-234112) | ||
| Registration Statement on Form 8-A (Registration No. 001-39111) | ||
Dear Ladies and Gentlemen:
We hereby join the Company’s request for acceleration of the above-referenced Registration Statements, requesting effectiveness at 4:30 p.m., Eastern Time on November 4, 2019, or as soon thereafter as is practicable.
Pursuant to Rule 460 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended, we wish to advise you that between October 25, 2019 and the date hereof, copies of the Company’s Preliminary Prospectus dated October 25, 2019 were distributed as follows: 260 copies to prospective underwriters, institutional investors, dealers and others.
We have been advised by the prospective underwriters 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]
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| Very truly yours, |
| Morgan Stanley & Co. LLC |
| China International Capital Corporation Hong Kong Securities Limited |
| As representatives of the prospective underwriters |
| MORGAN STANLEY & CO. LLC | ||
| By: | /s/ Robert Holly | |
| Name: | Robert Holly | |
| Title: | Vice President | |
[Signature Page to Acceleration Request Letter]
| CHINA INTERNATIONAL CAPITAL CORPORATION HONG KONG SECURITIES LIMITED | ||
| By: | /s/ SHI QI | |
| Name: | SHI QI | |
| Title: | Managing Director | |
[Signature Page to Acceleration Request Letter]