Correspondence 0001753926-23-000398 from Greenbacker Renewable Energy Co LLC (CIK 0001563922)
Greenbacker Renewable Energy Co LLC (CIK 0001563922)
Date: April 10, 2023 · CIK: 0001563922 · Accession: 0001753926-23-000398
AI Filing Summary & Sentiment
File numbers found in text: 333-251021
Referenced dates: March 28, 2023
Letter
VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation Re: Greenbacker Renewable Energy Company LLC Post-Effective Amendment No. 1 to Form S-3 on Form S-1 Filed February 14, 2023 File No. 333-251021
Dear Mses. Brown and Nicholson:
On behalf of our client, Greenbacker Renewable Energy Company LLC (the "Company"), set forth below is the Company's response to the comment received from the staff (the "Staff") of the Securities and Exchange Commission (the "SEC") by letter dated March 28, 2023 (the "Comment Letter") in connection with the Company's Post-Effective Amendment No. 1 to Form S-3 on Form S-1 (the "Post-Effective Amendment") which was filed with the SEC on February 14, 2023.
For convenience of reference, the Staff's comment contained in your letter is reprinted below in italics, numbered to correspond with the paragraph number assigned in the Comment Letter, and is followed by the corresponding response of the Company.
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.
The Company has filed its Form 10-K for the fiscal year ended December 31, 2022, which has been incorporated by reference in the prospectus pursuant to General Instruction VII.C to Form S-1.
If you have any questions or need additional information, please do not hesitate to contact the undersigned at (212) 878-8526 or Jay Bernstein at (212) 878-8527.
Sincerely,
/s/
Jason D. Myers
Show Raw Text
CORRESP
1
filename1.htm
April
10, 2023
VIA
EDGAR
Cheryl
Brown, Esq.
Laura
Nicholson, Esq.
United
States Securities and Exchange Commission
Division
of Corporation Finance
Office
of Energy & Transportation
100
F Street, NE
Washington,
D.C. 20549
Re:
Greenbacker Renewable Energy Company LLC
Post-Effective
Amendment No. 1 to Form S-3 on Form S-1
Filed
February 14, 2023
File
No. 333-251021
Dear
Mses. Brown and Nicholson:
On
behalf of our client, Greenbacker Renewable Energy Company LLC (the "Company"), set forth below is the Company's response to
the comment received from the staff (the "Staff") of the Securities and Exchange Commission (the "SEC") by letter
dated March 28, 2023 (the "Comment Letter") in connection with the Company's Post-Effective Amendment No. 1 to Form S-3 on
Form S-1 (the "Post-Effective Amendment") which was filed with the SEC on February 14, 2023.
For
convenience of reference, the Staff's comment contained in your letter is reprinted below in italics, numbered to correspond with the
paragraph number assigned in the Comment Letter, and is followed by the corresponding response of the Company.
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.
The
Company has filed its Form 10-K for the fiscal year ended December 31, 2022, which has been incorporated by reference in the prospectus
pursuant to General Instruction VII.C to Form S-1.
If
you have any questions or need additional information, please do not hesitate to contact the undersigned at (212) 878-8526 or Jay Bernstein
at (212) 878-8527.
Sincerely,
/s/
Jason D. Myers
cc:
Charles Wheeler, Chief Executive Officer,
Greenbacker
Claude Vuillieme, General Counsel, Greenbacker
Jay L. Bernstein, Clifford Chance US LLP