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June 19, 2018 |
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Norton Rose Fulbright US LLP | ||
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2200 Ross Avenue, Suite 3600 | ||
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Dallas, Texas 75201-7932 | ||
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VIA EDGAR |
United States | ||
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Securities and Exchange Commission |
Direct line +1 214 855 3906 | ||
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Division of Corporation Finance |
mike.keeley@nortonrosefulbright.com | ||
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100 F Street, N.E. |
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Washington, D.C. 20549 |
Tel +1 214 855 8000 | ||
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Attn: |
Jessica Livingston, Staff Attorney |
Fax +1 214 855 8200 | |
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Office of Financial Services |
nortonrosefulbright.com | |
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Re: |
First Western Financial, Inc. |
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Amendment No.1 to |
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Draft Registration Statement on Form S-1 |
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Submitted May 29, 2018 |
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CIK No. 0001327607 |
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Ladies and Gentlemen:
On behalf of First Western Financial, Inc., a Colorado corporation (the “Company”), we are submitting this letter in response to the comments received from the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) by letter dated June 7, 2018 with respect to Amendment No. 1 to the Company’s Draft Registration Statement on Form S-1, which was confidentially submitted to the Commission on May 29, 2018 (the “Draft Registration Statement”).
Concurrently with the submission of this letter, the Company is filing with the Commission the Registration Statement on Form S-1 (the “Registration Statement”). For your reference, copies of this letter, along with both clean copies of the Registration Statement and copies marked to show all changes from the Draft Registration Statement, are being delivered to the Staff under separate cover.
In this letter, we have recited the Staff’s comments in bold type and have followed each comment with the Company’s response. All references to page numbers and captions correspond to the Registration Statement.
Assets Under Management, page 103
1. We note your response to comment 10. Please revise the tabular presentation in your filing to further disaggregate the line item “contribution/withdrawals/market” for each of your product offerings.
In response to the Staff’s comment, the Company has revised page 103 as requested.
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Norton Rose Fulbright US LLP is a limited liability partnership registered under the laws of Texas.
Norton Rose Fulbright US LLP, Norton Rose Fulbright LLP, Norton Rose Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are separate legal entities and all of them are members of Norton Rose Fulbright Verein, a Swiss verein. Norton Rose Fulbright Verein helps coordinate the activities of the members but does not itself provide legal services to clients. Details of each entity, with certain regulatory information, are available at nortonrosefulbright.com.
Please do not hesitate to contact me by telephone at (214) 855-3906 with any questions or comments regarding this correspondence.
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Very truly yours, |
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/s/ Michael G. Keeley |
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Michael G. Keeley |
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of Norton Rose Fulbright US LLP |
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cc: Scott C. Wylie, First Western Financial, Inc.
Brian H. Blaney, Esq., Greenberg Traurig, LLP