0001193125-15-263988.txt : 20150825 0001193125-15-263988.hdr.sgml : 20150825 20150727154931 ACCESSION NUMBER: 0001193125-15-263988 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150727 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS FINANCIAL GROUP INC/RI CENTRAL INDEX KEY: 0000759944 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 050412693 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 1 CITIZENS PLAZA CITY: PROVIDENCE STATE: RI ZIP: 02903 BUSINESS PHONE: 4014567000 MAIL ADDRESS: STREET 1: 1 CITIZENS PLAZA CITY: PROVIDENCE STATE: RI ZIP: 02903 CORRESP 1 filename1.htm Underwriter Acceleration Request

July 27, 2015

VIA EDGAR

Ms. Erin Magnor Purnell

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 

  Re: Citizens Financial Group, Inc. (the “Company”)
    Registration Statement on Form S-1
    File No. 333-205766

Dear Ms. Purnell:

In connection with the above-referenced Registration Statement, we wish to advise you that prior to the requested effective time, we expect to effect the distribution of approximately 1,800 copies of the Company’s Preliminary Prospectus to be dated July 28, 2015 to prospective underwriters, institutional investors, prospective dealers, brokers, individuals, rating agencies and others.

We will comply and have been informed by the other participating underwriters that they will comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

As Representatives of the several underwriters, we hereby join in the request of the Company that the effectiveness of the above-referenced Registration Statement, as amended, be accelerated to 2:00 p.m. Eastern Time on July 28, 2015, or as soon thereafter as practicable.

[Signature Page Follows]

Very truly yours,

Merrill Lynch, Pierce, Fenner & Smith

                     Incorporated

MERRILL LYNCH, PIERCE, FENNER & SMITH

                               INCORPORATED

By:  

/s/ Aaron Packles

Name:   Aaron Packles
Title:   Managing Director

Very truly yours,

 

Credit Suisse Securities (USA) LLC

 

CREDIT SUISSE SECURITIES (USA) LLC

By:  

/s/ Arvind Sriram

Name:   Arvind Sriram
Title:   Director

Very truly yours,
Citigroup Global Markets Inc.
CITIGROUP GLOBAL MARKETS INC.
By:  

/s/ Jack D. McSpadden, Jr.

Name:   Jack D. McSpadden, Jr.
Title:   Managing Director