United States securities and exchange commission logo
September 20, 2021
Jennifer Y. Hyman
Chief Executive Officer
Rent the Runway, Inc.
10 Jay Street
Brooklyn, New York 11201
Re: Rent the Runway,
Inc.
Amendment No. 2 to
Draft Registration Statement on Form S-1
Submitted September
10, 2021
CIK No. 0001468327
Dear Ms. Hyman:
We have reviewed your amended draft registration statement and
have the following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by providing the requested
information and either submitting
an amended draft registration statement or publicly filing your
registration statement on
EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
believe an amendment is appropriate, please tell us why in your
response.
After reviewing the information you provide in response to these
comments and your
amended draft registration statement or filed registration statement, we
may have additional
comments.
Amendment No. 2 to Draft Registration Statement on Form S-1
Key Factors Affecting Our Performance
Subscriber Cohorts, page 87
1. In the second paragraph
on page 87, you discuss your contribution margins in fiscal year
2019 and the first half
of fiscal year 2021. Please revise to also discuss your contribution
margins for fiscal year
2020.
Jennifer Y. Hyman
FirstName LastNameJennifer Y. Hyman
Rent the Runway, Inc.
Comapany 20,
September NameRent
2021 the Runway, Inc.
September
Page 2 20, 2021 Page 2
FirstName LastName
Brands and Products
Product ROI, page 88
2. We note the graphic presented includes factors for fiscal year 2019.
Please revise to
include comparable factors for fiscal year 2020, and those for any
subsequently presented
interim period presented in your financial statements.
Business
The Magic of Rent the Runway, page 132
3. Please disclose how you define "lifetime retail value" as it is used
in your customer case
studies on pages 132-135. Clearly disclose how it is different from
"customer lifetime
value."
Benefits for Brands, page 137
4. Please disclose how you define "Total Lifetime UTE" as it is used on
page 140, and
discuss how you use the metric.
You may contact Blaise Rhodes at 202-551-3774 or Linda Cvrkel at
202-551-3813 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Taylor Beech at 202-551-4515 or Jacqueline Kaufman at 202-551-3797 with
any other
questions.
Sincerely,
Division of
Corporation Finance
Office of Trade
& Services
cc: Marc D. Jaffe, Esq.