SEC Comment Letter 0000000000-23-003072 to Greenbacker Renewable Energy Co LLC (CIK 0001563922)
Greenbacker Renewable Energy Co LLC (CIK 0001563922)
Date: March 28, 2023 · CIK: 0001563922 · Accession: 0000000000-23-003072
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File numbers found in text: 333-251021
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United States securities and exchange commission logo
March 28, 2023
Charles Wheeler
Chief Executive Officer
Greenbacker Renewable Energy Company LLC
230 Park Avenue, Suite 1560
New York, NY 10169
Re:Greenbacker Renewable Energy Company LLC
Post-Effective Amendment No. 1 to Form S-3 on Form S-1
Response dated March 20, 2023
File No. 333-251021
Dear Charles Wheeler:
We have reviewed your post-effective amendment 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 amending your registration statement and providing the
requested information. 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 any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Correspondence dated March 20, 2023
General
1.We note your response to prior comment 2 and reissue. General Instruction VII.C to
Form S-1 requires that the registrant has filed the annual report for its most recently
completed fiscal year to be eligible to incorporate by reference into the post-effective
amendment to Form S-3 on Form S-1. Accordingly, please revise.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
You may contact Gus Rodriguez, Staff Accountant, at (202) 551-3752 or Karl Hiller,
Accounting Branch Chief, at (202) 551-3686 if you have questions regarding comments on the
FirstName LastNameCharles Wheeler
Comapany NameGreenbacker Renewable Energy Company LLC
March 28, 2023 Page 2
FirstName LastName
Charles Wheeler
Greenbacker Renewable Energy Company LLC
March 28, 2023
Page 2
financial statements and related matters. Please contact Cheryl Brown, Staff Attorney, at (202)
551-3905 or Laura Nicholson, Special Counsel, at (202) 551-3584 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc: Jason Myers