SEC Company Response from iCap Vault 1, LLC (CIK 0001800199) — Nov 20, 2020
iCap Vault 1, LLC (CIK 0001800199)
Date: Nov. 20, 2020 · CIK: 0001800199 · Accession: 0001493152-20-022101
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File numbers found in text: 333-236458
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CORRESP
1
filename1.htm
ICAP
VAULT 1, LLC
VAULT
HOLDING 1, LLC
3535
Factoria Blvd. SE, Suite 500
Bellevue,
WA 98006
November
20, 2020
CORRESPONDENCE
FILING VIA EDGAR
Mr.
Jonathan Burr
Division
of Corporation Finance
Office
of Real Estate & Construction
U.S.
Securities and Exchange Commission
100
F Street, N.E.
Washington,
D.C. 20549
Re:
iCap
Vault 1, LLC
Vault
Holding 1, LLC
Registration
Statement Filed on Form S-11
Pre-Effective
Amendment No. 6, Filed November 2, 2020
File
Nos. 333-236458 and 333-236458-01
Dear
Mr. Burr:
On
behalf of iCap Vault 1, LLC (the “Company”) and Vault Holding 1, LLC (the “Guarantor”), in accordance
with Rule 461 under the Securities Act of 1933, as amended, the undersigned respectfully request that the Registration Statement
on Form S-11 of the Company and the Guarantor (File Nos. 333-236458 and 333-236458-01) be accelerated so that it will be
declared effective at 4:00 P.M. Eastern Time on Tuesday, November 24, 2020, or as soon thereafter as is practicable.
In
connection with this request, the Company and the Guarantor (collectively, the “Registrants”) hereby acknowledge that:
●
should
the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority,
declare the filing effective, such declaration does not foreclose the Commission from taking any action with respect to the
filing;
●
the
action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not
relieve the Registrants from their full responsibility for the adequacy and accuracy of the disclosure in the filing; and
●
the
Registrants may not assert the declaration of effectiveness as a defense in any proceeding initiated by the Commission or
any other person under the federal securities laws of the United States.
Sincerely,
ICAP VAULT 1, LLC
VAULT HOLDING 1, LLC
By:
iCap
Vault Management, LLC, its manager
By:
iCap
Vault Management, LLC, its manager
By:
/s/
Chris Christensen
By:
/s/
Chris Christensen
Chris
Christensen
Chris
Christensen
Chief
Executive Officer
Chief
Executive Officer
cc: Craig D. Linder, Esq./Anthony L.G., PLLC