June 11, 2020
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Attn: | Mr. Tim Buchmiller |
| Re: | Royalty Pharma plc |
Registration Statement on Form S-1
Registration No. 333-238632
Acceleration Request
Requested Date: June 15, 2020
Requested Time: 4:00 PM, Eastern Daylight Time
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC, Citigroup Global Markets Inc. and UBS Securities LLC, as representatives of the several underwriters, hereby join Royalty Pharma plc in requesting that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-238632) (the “Registration Statement”) to become effective on June 15, 2020, 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,
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| J.P. MORGAN SECURITIES LLC
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| By: | /s/ Alejandra Fernandez | |
| Name: |
Alejandra Fernandez | |
| Title: |
Executive Director | |
| MORGAN STANLEY & CO. LLC
| ||
| By: | /s/ Kalli Dircks | |
| Name: |
Kalli Dircks | |
| Title: |
Executive Director | |
| BOFA SECURITIES, INC.
| ||
| By: | /s/ Greg Butz | |
| Name: |
Greg Butz | |
| Title: |
Managing Director | |
| GOLDMAN SACHS & CO. LLC
| ||
| By: | /s/ Naomi Leslie | |
| Name: |
Naomi Leslie | |
| Title: |
Managing Director | |
| CITIGROUP GLOBAL MARKETS INC.
| ||
| By: | /s/ Jennifer Fox | |
| Name: |
Jennifer Fox | |
| Title: |
Managing Director | |
| UBS SECURITIES LLC
| ||
| By: | /s/ James Stahlke | |
| Name: |
James Stahlke | |
| Title: |
Associate Director | |
| By: | /s/ Jonathan Waksman | |
| Name: |
Jonathan Waksman | |
| Title: |
Associate Director | |
| cc: | Pablo Legorreta, Royalty Pharma plc |
Arthur R. McGivern, Goodwin Procter LLP
Edwin M. O’Connor, Goodwin Procter LLP
Benjamin K. Marsh, Goodwin Procter LLP
Richard D. Truesdell, Jr., Davis Polk & Wardwell LLP
Marcel Fausten, Davis Polk & Wardwell LLP