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SEC Comment Letter 0000000000-25-008973 to Groundfloor Loans 2 LLC (CIK 0002049963)

Groundfloor Loans 2 LLC (CIK 0002049963)
Date: Aug. 22, 2025 · CIK: 0002049963 · Accession: 0000000000-25-008973

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File numbers found in text: 024-12552

Date
August 22, 2025
Author
Division of
Form
UPLOAD
Company
Groundfloor Loans 2 LLC (CIK 0002049963)

Letter

Re: Groundfloor Loans 2 LLC Amended Offering Statement on Form 1-A Correspondence Filed August 15, 2025 File No. 024-12552 Dear Nick Bhargava:

August 22, 2025

Nick Bhargava Chief Executive Officer Groundfloor Loans 2 LLC 1201 Peachtree St NE, Suite 1104 400 Colony Square Atlanta, GA 30361

We have reviewed your amended offering statement and have the following comments.

Please respond to this letter by amending your offering statement and providing the requested information. If you do not believe a comment applies 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 this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our August 11, 2025 letter.

Amended Offering Statement on Form 1-A General

1. We note your response to prior comment 1 that you have revised the disclosure on your website; however, your FAQ section appears to continue to have numerous references to the 9% and 10% returns for the Flywheel Portfolio, including in the sections: What investment opportunities does Groundfloor provide? How is the Flywheel Portfolio different? and Flywheel Portfolio 101. As previously requested, please address your basis for continuing to provide targeted rates of return and why your disclosure does not appear to distinguish between the Groundfloor Loans 2 offering and other offerings. August 22, 2025 Page 2

Please contact Jeffrey Lewis at 202-551-6216 or Isaac Esquivel at 202-551-3395 if you have questions regarding comments on the financial statements and related matters. Please contact Ruairi Regan at 202-551-3269 or Pam Howell at 202-551-3357 with any other questions.

Sincerely,
Division of
Corporation Finance
Office of Real Estate
& Construction
cc: Zachary Fallon, Esq.

Show Raw Text
<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 August 22, 2025

Nick Bhargava
Chief Executive Officer
Groundfloor Loans 2 LLC
1201 Peachtree St NE, Suite 1104
400 Colony Square
Atlanta, GA 30361

 Re: Groundfloor Loans 2 LLC
 Amended Offering Statement on Form 1-A
 Correspondence
 Filed August 15, 2025
 File No. 024-12552
Dear Nick Bhargava:

 We have reviewed your amended offering statement and have the following
comments.

 Please respond to this letter by amending your offering statement and
providing the
requested information. If you do not believe a comment applies 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 this letter, we may have additional comments. Unless we
note
otherwise, any references to prior comments are to comments in our August 11,
2025 letter.

Amended Offering Statement on Form 1-A
General

1. We note your response to prior comment 1 that you have revised the
disclosure on
 your website; however, your FAQ section appears to continue to have
numerous
 references to the 9% and 10% returns for the Flywheel Portfolio,
including in the
 sections: What investment opportunities does Groundfloor provide? How is
the
 Flywheel Portfolio different? and Flywheel Portfolio 101. As previously
requested,
 please address your basis for continuing to provide targeted rates of
return and why
 your disclosure does not appear to distinguish between the Groundfloor
Loans 2
 offering and other offerings.
 August 22, 2025
Page 2

 Please contact Jeffrey Lewis at 202-551-6216 or Isaac Esquivel at
202-551-3395 if
you have questions regarding comments on the financial statements and related
matters. Please contact Ruairi Regan at 202-551-3269 or Pam Howell at
202-551-3357 with
any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real Estate
& Construction
cc: Zachary Fallon, Esq.
</TEXT>
</DOCUMENT>