Correspondence 0001923734-24-000009 from Ark7 Properties Plus LLC (AFTWS, ARKPS, RKPPS) (CIK 0001923734) (AKPPS)
Ark7 Properties Plus LLC (AFTWS, ARKPS, RKPPS) (CIK 0001923734)
Date: April 24, 2024 · CIK: 0001923734 · Accession: 0001923734-24-000009
AI Filing Summary & Sentiment
File numbers found in text: 024-11869
Referenced dates: April 24, 2024
Letter
Re: Ark7 Properties Plus LLC
April 24, 2024
Division of Corporation Finance
Office of Real Estate and Construction
Securities and Exchange Commission
Washington DC 20549
Attn: Jeffrey Lewis, Isaac Esquivel, Benjamin Holt and David Link
Post Qualification Amendment No. 7
Offering Statement on Form 1-A
Filed April 3, 2024
File No. 024-11869
Ladies and Gentlemen:
Thank you for the opportunity to respond to your comments in the letter dated April 24, 2024 from the staff of the Division of Corporate Finance (the "Staff") the regarding the Post Qualification Amendment No. 7 on the Offering Statement on Form 1-A of Ark7 Properties Plus LLC (the "Company"), which we have set out below, together with our responses.
Post-Qualification Amendment No. 7 filed April 3, 2024
Unaudited Pro Forma Consolidated and Consolidating Financial Statements and Report, page F-1
We note your revised pro forma financial statements in response to our prior comment. Please address the following:
We continue to note that certain historical amounts presented in your pro forma financial statements do not agree to amounts as presented in your historical financial statements for the periods presented. As such, please revise your presentation accordingly; and
Please explain to us why Cash and cash equivalents and Property, plant and equipment - Accumulated Depreciation include pro forma adjustments in the pro forma balance sheets as of December 31, 2023 for Series SOV9W, QGFX0, RPFUV, NHMOP, ORHOF and DIVTU.
The Company has revised its pro forma financials to address these items.
Independent Auditor's Report, page F-3
We note that the audit opinion does not reference the balance sheet as of December 31, 2022 or the related financial statements for the period from March 17, 2022 (inception date) to December 31, 2022. Please include a revised audit report from your auditor that refers to all periods in the first and second paragraphs of the Opinion section, consistent with the periods presented in the financial statements.
The Company has included a revised audit opinion to correct this error.
Index to Exhibits
Exhibit 11.1 Accountants Consent, page III-1
Please have your auditors revise their audit consent to reference the financial statement periods consistent with those in their audit reports.
The Company has provided a revised auditor consent consistent with the revised opinion.
Thank you again for the opportunity to respond to your questions to the Offering Statement of Ark7 Properties Plus LLC. If you have additional questions or comments, please contact me at andrew@crowdchecklaw.com.
Sincerely,
/s/ Andrew Stephenson
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CORRESP 1 filename1.htm April 24, 2024 Division of Corporation Finance Office of Real Estate and Construction Securities and Exchange Commission Washington DC 20549 Attn: Jeffrey Lewis, Isaac Esquivel, Benjamin Holt and David Link Re: Ark7 Properties Plus LLC Post Qualification Amendment No. 7 Offering Statement on Form 1-A Filed April 3, 2024 File No. 024-11869 Ladies and Gentlemen: Thank you for the opportunity to respond to your comments in the letter dated April 24, 2024 from the staff of the Division of Corporate Finance (the "Staff") the regarding the Post Qualification Amendment No. 7 on the Offering Statement on Form 1-A of Ark7 Properties Plus LLC (the "Company"), which we have set out below, together with our responses. Post-Qualification Amendment No. 7 filed April 3, 2024 Unaudited Pro Forma Consolidated and Consolidating Financial Statements and Report, page F-1 We note your revised pro forma financial statements in response to our prior comment. Please address the following: We continue to note that certain historical amounts presented in your pro forma financial statements do not agree to amounts as presented in your historical financial statements for the periods presented. As such, please revise your presentation accordingly; and Please explain to us why Cash and cash equivalents and Property, plant and equipment - Accumulated Depreciation include pro forma adjustments in the pro forma balance sheets as of December 31, 2023 for Series SOV9W, QGFX0, RPFUV, NHMOP, ORHOF and DIVTU. The Company has revised its pro forma financials to address these items. Independent Auditor's Report, page F-3 We note that the audit opinion does not reference the balance sheet as of December 31, 2022 or the related financial statements for the period from March 17, 2022 (inception date) to December 31, 2022. Please include a revised audit report from your auditor that refers to all periods in the first and second paragraphs of the Opinion section, consistent with the periods presented in the financial statements. The Company has included a revised audit opinion to correct this error. Index to Exhibits Exhibit 11.1 Accountants Consent, page III-1 Please have your auditors revise their audit consent to reference the financial statement periods consistent with those in their audit reports. The Company has provided a revised auditor consent consistent with the revised opinion. Thank you again for the opportunity to respond to your questions to the Offering Statement of Ark7 Properties Plus LLC. If you have additional questions or comments, please contact me at andrew@crowdchecklaw.com. Sincerely, /s/ Andrew Stephenson Andrew Stephenson Partner CrowdCheck Law LLP cc: Yizhen Zhao President of Ark7 Inc. Ark7 Properties Plus LLC