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SEC Comment Letter for Hartman vREIT XXI, Inc. (CIK 0001654948) — Mar 4, 2021

Hartman vREIT XXI, Inc. (CIK 0001654948)
Date: March 4, 2021 · CIK: 0001654948 · Accession: 0000000000-21-002576

AI Filing Summary & Sentiment

File numbers found in text: 333-232308

Date
March 3, 2021
Author
Not clearly detected
Form
UPLOAD
Company
Hartman vREIT XXI, Inc. (CIK 0001654948)

Letter

United States securities and exchange commission logo March 3, 2021 Allen R. Hartman Chief Executive Officer Hartman vREIT XXI, Inc. 2909 Hillcroft, Suite 420 Houston, Texas 77057 Re:Hartman vREIT XXI, Inc. Post Effective Amendment to Form S-11 Filed February 12, 2021 File No. 333-232308 Dear Mr. Hartman: 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. Post Effective Amendment to Form S-11 General 1.Please reconcile the $185,000,000 you appear to be registering with the $176,188,700 of shares of common stock registered on the Prior Registration Statement which you disclose remain unsold. 2.Please provide updated financial statements for the most recent fiscal year ended December 31, 2020 or advise why you believe such financial statements are not required. It appears you had losses in the past fiscal year and in the most recent interim period. Refer to Rule 3-01(c) of Regulation S-X. 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

FirstName LastNameAllen R. Hartman Comapany NameHartman vREIT XXI, Inc. March 3, 2021 Page 2 FirstName LastName Allen R. Hartman Hartman vREIT XXI, Inc. March 3, 2021 Page 2 action by the staff. Please contact Ruairi Regan at 202-551-3269 or James Lopez at 202-551-3536 if you have any questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Aaron C. Hendricson, Esq.

Show Raw Text
United States securities and exchange commission logo
March 3, 2021
Allen R. Hartman
Chief Executive Officer
Hartman vREIT XXI, Inc.
2909 Hillcroft, Suite 420
Houston, Texas 77057
Re:Hartman vREIT XXI, Inc.
Post Effective Amendment to Form S-11
Filed February 12, 2021
File No. 333-232308
Dear Mr. Hartman:
            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.
Post Effective Amendment to Form S-11
General
1.Please reconcile the $185,000,000 you appear to be registering with the $176,188,700 of
shares of common stock registered on the Prior Registration Statement which you disclose
remain unsold.
2.Please provide updated financial statements for the most recent fiscal year ended
December 31, 2020 or advise why you believe such financial statements are not required.
It appears you had losses in the past fiscal year and in the most recent interim period.
Refer to Rule 3-01(c) of Regulation S-X.
            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

 FirstName LastNameAllen R. Hartman
 Comapany NameHartman vREIT XXI, Inc.
 March 3, 2021 Page 2
 FirstName LastName
Allen R. Hartman
Hartman vREIT XXI, Inc.
March 3, 2021
Page 2
action by the staff.
            Please contact Ruairi Regan at 202-551-3269 or James Lopez at 202-551-3536 if you
have any questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Aaron C. Hendricson, Esq.