United States securities and exchange commission logo
December 2, 2020
Charles Follini
President
Gateway Garage Partners LLC
6 West 20th Street
5th Floor
New York, NY 10011
Re: Gateway Garage
Partners LLC
Amendment No. 2 to
Offering Statement on Form 1-A
Filed November 20,
2020
File No. 024-11344
Dear Mr. Follini:
We have reviewed your amended offering statement and have the
following comment. In
our comment, 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 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 comment, we may have additional comments.
Amendment No. 2 to Offering Circular on Form 1-A filed November 20, 2020
Exhibits
Exhibit 13.1 - Testing the Waters Materials, page 1
1. We note that you have
included testing the waters materials as an exhibit to your
amendment and that the
materials include information regarding the property that does not
appear in the offering
circular. For example, we note that the testing the waters materials
include detailed market
analysis regarding comparative properties in the area as well as
financial information,
such as a projected 5-year "pro forma" financial information and
"gross cash yield" and
"net cash yield," that is not also included in the offering circular.
Please explain to us in
detail why this information is not material disclosure that should be
included in the
offering circular at the time of qualification.
Charles Follini
Gateway Garage Partners LLC
December 2, 2020
Page 2
You may contact Wilson Lee at 202-551-3468 or Robert Telewicz at
202-551-3438 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Stacie Gorman at 202-551-3585 or Erin E. Martin at 202-551-3391 with
any other
questions.
Sincerely,
FirstName LastNameCharles Follini
Division of
Corporation Finance
Comapany NameGateway Garage Partners LLC
Office of Real Estate
& Construction
December 2, 2020 Page 2
cc: Kenneth L. Betts, Esq.
FirstName LastName