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Squire Patton Boggs (US) LLP | |
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2000 McKinney Avenue | ||
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Suite 1700 | ||
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Dallas, TX 75201 | ||
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214-758-1500 |
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214-758-1550 |
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squirepattonboggs.com | |
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Kenneth L. Betts | |
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214-758-1512 |
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Kenneth.betts@squirepb.com | |
June 9, 2014
BY EDGAR AND FEDEX
Division of Corporation Finance
United States Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
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Re: |
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Plymouth Industrial REIT, Inc. |
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Confidential Draft Registration Statement on Form S-11 |
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Submitted June 6, 2014 |
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CIK No. 0001515816 |
To Whom It May Concern:
This letter is submitted on behalf of our client, Plymouth Industrial REIT, Inc. (the “Company”), in connection with its confidential submission on the date hereof of a draft Registration Statement on Form S-11 (the “Draft Registration Statement”). On June 2, 2014, the Company submitted to the Office of Chief Accountant a letter (the “Letter”) requesting that the Staff not object to the omission of audited financial statements of certain significant tenants that lease properties in the Company’s Acquisition Portfolio (as such term is defined in the Draft Registration Statement) pursuant to triple-net leases. As noted in the Letter, the Company is unable to include such audited financial statements because certain significant tenants have refused to permit the Company to include their audited financial statements in the Draft Registration Statement. In accordance with the Letter, the Company is, however, including in the Draft Registration Statement Rule 3-14 audits on each of the properties or group of related properties comprising the Acquisition Portfolio (as such term is defined in the Draft Registration Statements) leased by the significant tenants that have refused to allow the Company to publicly disclose their audited financial statements. For your convenience, we are also supplementally providing a spreadsheet setting forth a summary of all of the properties in the Acquisition Portfolio and the proposed financial statement presentation related to all such properties.
The Company believes that the approach outlined in the Letter and taken in the Draft Registration Statement is appropriate in light of the circumstances discussed herein and in the