Withdrawal of Registration Statement (rw)
December 26 2018 - 7:22AM
Edgar (US Regulatory)
December 26, 2018
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Registration Statement on Form S-1 (File No. 333-226003)
and Form 8-A (File No. 001-38717)
Request for Withdrawal
Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of
1933, as amended (the “Securities Act”), PeerStream, Inc. (the “Company”) hereby requests the immediate
withdrawal of the Company’s Registration Statement on Form S-1 (File No. 333-226003), together with all amendments and
exhibits thereto (collectively, the “Registration Statement”), effective as of the date hereof or at the earliest practicable
date hereafter. The Registration Statement was originally filed with the Securities and Exchange Commission (the “Commission”)
on June 29, 2018.
The Company submits this request for withdrawal
as it does not intend to pursue the contemplated public offering of the securities covered by the Registration Statement at this
time. The Company confirms that the Registration Statement has not been declared effective, and no securities have been or will
be issued or sold pursuant to the Registration Statement.
The Company further requests that, in accordance
with Rule 457(p) of the Securities Act, all fees paid to the Commission in connection with the filing of the Registration Statement
be credited for future use.
In addition, the Company requests the withdrawal
of the Company’s Registration Statement on Form 8-A (File No. 001-38717), originally filed with the Commission on October
23, 2018, together with all amendments thereto (collectively, the “Form 8-A”), effective as of the date hereof or at
the earliest practicable date hereafter.
Should any member of the staff of the Commission
have any questions or comments with respect to this request, please contact our counsel, Haynes and Boone, LLP, attention: Greg
R. Samuel and Michael M. Pritchard at (214) 651-5645 and (214) 651-5037, respectively.
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Very truly yours,
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PEERSTREAM, INC.
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By:
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/s/ Alexander Harrington
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Name:
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Alexander Harrington
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Title:
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Chief Executive Officer
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cc:
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David Link, Securities and Exchange Commission
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Brian McAllister, Securities and Exchange Commission
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Craig Arakawa, Securities and Exchange Commission
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Alexander Harrington, PeerStream, Inc.
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Judy Krandel, Chief Financial Officer
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Greg R. Samuel, Haynes and Boone, LLP
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Michael M. Pritchard, Haynes and Boone, LLP
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