SEC Company Response from Masterworks 006, LLC (CIK 0001800977) — Feb 24, 2020
Masterworks 006, LLC (CIK 0001800977)
Date: Feb. 24, 2020 · CIK: 0001800977 · Accession: 0001493152-20-002906
AI Filing Summary & Sentiment
Referenced dates: February 24, 2020
Letter
Office of Trade & Services Division of Corporation Finance Securities and Exchange Commission Washington, D.C. 20549 Re: Masterworks 006, LLC; CIK No. 0001800977 Draft Offering Statement on Form 1-A (DOS) Submitted January 28, 2020 Offering Statement on Form 1-A, filed February 24, 2020
Dear Ms. López and Ms. Bagley:
We have electronically filed herewith on behalf of Masterworks 006, LLC (the “Company”) an offering statement on Form 1-A (“Form 1-A”), the Draft Offering Statement on Form 1-A (DOS) was submitted January 28, 2020. The Form 1-A is marked with < R > tags to show changes made from the DOS Form 1-A submitted on January 28, 2020. In addition, we have included a narrative response herein keyed to the comment of the staff of the Division of Corporation Finance (the “Staff”) set forth in the Staff’s comment letter to Scott W. Lynn dated February 24, 2020. We trust you shall deem the Form 1-A and the contents of this transmittal letter responsive to your comment letter.
Office of Trade & Services
Division of Corporation Finance
Securities and Exchange Commission
February 24, 2020
Page
Offering Circular Cover Page, page 1
Comment:
We note your disclosure that “[a]ll Class A shares will be initially offered in all jurisdictions at the same price that is set forth in this offering circular” (emphasis added). Please confirm your understanding that at the market offerings, by or on behalf of the issuer or otherwise, are not permitted under Regulation A. See Rule 251(d)(3)(ii) of Regulation A.
Response:
In response to the Staff’s comment, the Company has deleted the word “initially” from page 1 and page 9 of the Form 1-A. The Company hereby confirms its understanding of the prohibition against “at the market offerings” under Regulation A. The Company further confirms that it has no intention of changing the offering price during the pendency of the offering.
If the Staff has any further comments regarding the form 1-A or any subsequent amendments to the Company’s offering statement on Form 1-A, please feel free to contact the undersigned.
Anthony L.G., PLLC
By:
/s/ Laura Anthony
Laura Anthony, Esq.
cc: Katherine Bagley/ U.S. Securities and Exchange Commission
Jennifer López/U.S. Securities and Exchange Commission
Joshua B. Goldstein/Masterworks 006, LLC
Craig D. Linder, Esq./Anthony L.G., PLLC
N. FLAGLER DRIVE, SUITE 600 ● WEST PALM BEACH, FLORIDA ● 33401 ● PHONE: 561-514-0936 ● FAX 561-514-0832
Show Raw Text
CORRESP
1
filename1.htm
ANTHONY
L.G., PLLC
laura
aNTHONy, esq
GEOFFREY
ASHBURNE, ESQ*
JOHN
CACOMANOLIS, ESQ**
CHAD
FRIEND, ESQ, LLM
SVETLANA
ROVENSKAYA, ESQ***
www.ANTHONYPLLC.com
WWW.SECURITIESLAWBLOG.COM
WWW.LAWCAST.COM
DIRECT
E-MAIL: LANTHONY@ANTHONYPLLC.COM
OF
COUNSEL:
MICHAEL
R. GEROE, ESQ, CIPP/US****
CRAIG
D. LINDER, ESQ*****
PETER
P. LINDLEY, ESQ, CPA, MBA
KIMBERLY
L. RUDGE, ESQ
STUART
REED, ESQ
MARC
S. WOOLF, ESQ
*licensed
in CA
**licensed
in FL and NY
***licensed
in NY and NJ
****licensed
in CA, DC, MO and NY
*****licensed
in CA, FL and NY
February
24, 2020
VIA
ELECTRONIC EDGAR FILING
Jennifer
López
Katherine
Bagley
Office
of Trade & Services
Division
of Corporation Finance
Securities
and Exchange Commission
100
F. Street, N.E.
Washington,
D.C. 20549
Re:
Masterworks
006, LLC; CIK No. 0001800977
Draft
Offering Statement on Form 1-A (DOS) Submitted January 28, 2020
Offering
Statement on Form 1-A, filed February 24, 2020
Dear
Ms. López and Ms. Bagley:
We
have electronically filed herewith on behalf of Masterworks 006, LLC (the “Company”) an offering statement on Form
1-A (“Form 1-A”), the Draft Offering Statement on Form 1-A (DOS) was submitted January 28, 2020. The Form 1-A is marked
with < R > tags to show changes made from the DOS Form 1-A submitted on January 28, 2020. In addition, we have included
a narrative response herein keyed to the comment of the staff of the Division of Corporation Finance (the “Staff”)
set forth in the Staff’s comment letter to Scott W. Lynn dated February 24, 2020. We trust you shall deem the Form 1-A and
the contents of this transmittal letter responsive to your comment letter.
Office
of Trade & Services
Division
of Corporation Finance
Securities
and Exchange Commission
February
24, 2020
Page
2
Offering
Circular Cover Page, page 1
Comment:
We
note your disclosure that “[a]ll Class A shares will be initially offered in all jurisdictions at the same price that is
set forth in this offering circular” (emphasis added). Please confirm your understanding that at the market offerings, by
or on behalf of the issuer or otherwise, are not permitted under Regulation A. See Rule 251(d)(3)(ii) of Regulation A.
Response:
In
response to the Staff’s comment, the Company has deleted the word “initially” from page 1 and page 9 of the
Form 1-A. The Company hereby confirms its understanding of the prohibition against “at the market offerings” under
Regulation A. The Company further confirms that it has no intention of changing the offering price during the pendency of the
offering.
If
the Staff has any further comments regarding the form 1-A or any subsequent amendments to the Company’s offering statement
on Form 1-A, please feel free to contact the undersigned.
Anthony
L.G., PLLC
By:
/s/
Laura Anthony
Laura
Anthony, Esq.
cc:
Katherine
Bagley/ U.S. Securities and Exchange Commission
Jennifer
López/U.S. Securities and Exchange Commission
Joshua
B. Goldstein/Masterworks 006, LLC
Craig
D. Linder, Esq./Anthony L.G., PLLC
625
N. FLAGLER DRIVE, SUITE 600 ● WEST PALM BEACH, FLORIDA ● 33401 ● PHONE: 561-514-0936 ● FAX 561-514-0832