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SEC Comment Letter for Compound Projects, LLC (CIK 0001790166) — Dec 15, 2020

Compound Projects, LLC (CIK 0001790166)
Date: Dec. 15, 2020 · CIK: 0001790166 · Accession: 0000000000-20-011963

AI Filing Summary & Sentiment

File numbers found in text: 024-11133

Date
December 15, 2020
Author
Not clearly detected
Form
UPLOAD
Company
Compound Projects, LLC (CIK 0001790166)

Letter

United States securities and exchange commission logo December 15, 2020 Jesse Stein Chief Financial Officer Compound Projects, LLC 335 Madison Avenue, 16th Floor New York, NY 10017 Re:Compound Projects, LLC Post Qualification Amendment on Form 1-A Filed November 17, 2020 File No. 024-11133 Dear Ms. Stein: We have reviewed your amended offering 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 amending your offering 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 offering statement and the information you provide in response to these comments, we may have additional comments. Post Qualification Amendment on Form 1-A General 1.Please file an amended and updated Part I to the Form 1-A to include all required information as of the date of the filing. In this regard, the information required by Item 6 of Part I should include a description of all unregistered securities issued or sold by the issuer over the last twelve month period since the date of the filing of the most recent amendment to the Form 1-A. Under paragraph (d) of Item 6 of Part I, provide a more complete description of the prior exempt offerings undertaken by the issuer over the past year, including the dates when these past exempt offerings commenced and terminated, as well as the use of proceeds of each of these exempt offerings. 2.Please tell us whether Compound Projects, LLC, or any affiliated companies, provided the Open Deal Portal with any securities as compensation for the services Open Deal Portal

FirstName LastNameJesse Stein Comapany NameCompound Projects, LLC December 15, 2020 Page 2 FirstName LastName Jesse Stein Compound Projects, LLC December 15, 2020 Page 2 provided to Compound (specifically, in relation to any offerings under section (4)(a)(6) of the Securities Act). If so, please describe how Open Deal Portal (including its directors, officers, partners or any other person occupying a similar status or performing a similar function) has complied with Rule 300(b) under Regulation Crowdfunding for any subsequent crowdfunding offerings affiliated with Compound. 3.Please identify the services to be provided by Open Deal Portal in relation to the offering. Please also explain why Open Deal Portal is not required to register as a broker-dealer. Please contact Ruairi Regan at 202-551-3269 or Pam Howell at 202-551-3357 if you have any questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Paul Levites, Esq.

Show Raw Text
United States securities and exchange commission logo
December 15, 2020
Jesse Stein
Chief Financial Officer
Compound Projects, LLC
335 Madison Avenue, 16th Floor
New York, NY 10017
Re:Compound Projects, LLC
Post Qualification Amendment on Form 1-A
Filed November 17, 2020
File No. 024-11133
Dear Ms. Stein:
            We have reviewed your amended offering 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 amending your offering 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 offering statement and the information you
provide in response to these comments, we may have additional comments.
Post Qualification Amendment on Form 1-A
General
1.Please file an amended and updated Part I to the Form 1-A to include all required
information as of the date of the filing.  In this regard, the information required by Item 6
of Part I should include a description of all unregistered securities issued or sold by the
issuer over the last twelve month period since the date of the filing of the most recent
amendment to the Form 1-A.  Under paragraph (d) of Item 6 of Part I, provide a more
complete description of the prior exempt offerings undertaken by the issuer over the past
year, including the dates when these past exempt offerings commenced and terminated, as
well as the use of proceeds of each of these exempt offerings.
2.Please tell us whether Compound Projects, LLC, or any affiliated companies, provided the
Open Deal Portal with any securities as compensation for the services Open Deal Portal

 FirstName LastNameJesse Stein
 Comapany NameCompound Projects, LLC
 December 15, 2020 Page 2
 FirstName LastName
Jesse Stein
Compound Projects, LLC
December 15, 2020
Page 2
provided to Compound (specifically, in relation to any offerings under section (4)(a)(6) of
the Securities Act).  If so, please describe how Open Deal Portal (including its directors,
officers, partners or any other person occupying a similar status or performing a similar
function) has complied with Rule 300(b) under Regulation Crowdfunding for any
subsequent crowdfunding offerings affiliated with Compound.
3.Please identify the services to be provided by Open Deal Portal in relation to the offering.
Please also explain why Open Deal Portal is not required to register as a broker-dealer.
            Please contact Ruairi Regan at 202-551-3269 or Pam Howell at 202-551-3357 if you
have any questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Paul Levites, Esq.