Arrived Homes 3 LLC

10/16/2024 | Press release | Distributed by Public on 10/16/2024 15:06

Current Report under Regulation A Form 1 U

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-U
CURRENT REPORT PURSUANT TO REGULATION A
Date of Report (Date of earliest event reported):
October 16, 2024 (September 30, 2024)
ARRIVED HOMES 3, LLC
(Exact name of issuer as specified in its Certificate of Formation)
Delaware
92-1716073
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
1700 Westlake Ave North, Suite 200
Seattle, WA 98109
(Full mailing address of principal executive offices)
(814)-277-4833
(Issuer's telephone number)
www.arrived.com
(Issuer's website)
Arrived Series Haven; Arrived Series Chilhowee; Arrived Series Sheezy; Arrived Series Cristalino; Arrived Series Hermanos; Arrived Series Bowling; Arrived Series Emelina; Arrived Series Caden; Arrived Series Camellia; Arrived Series Palmore; Arrived Series Brookwood; Arrived Series Lithonia; Arrived Series Haverhill; Arrived Series Woodwind; Arrived Series Aspen; Arrived Series Thomas; Arrived Series Bennett; Arrived Series Benny; Arrived Series Montgomery; Arrived Series Summerglen; Arrived Series Portsmouth; Arrived Series Westhaven; Arrived Series Cordero; Arrived Series Wheeler; Arrived Series Watson; Arrived Series Holmes; Arrived Series Hamblen; Arrived Series Ethan; Arrived Series Helmerich; Arrived Series Claremore; Arrived Series Bryant; Arrived Series Hancock; Arrived Series Wynde; Arrived Series Haikey; Arrived Series Arkoma; Arrived Series Gordon; Arrived Series Lucas; Arrived Series Woodland; Arrived Series Macomber; Arrived Series Meridian; Arrived Series Pongo; Arrived Series Perdita; Arrived Series Bean; Arrived Series Ellie; Arrived Series Antares; Arrived Series Bluebell; Arrived Series Aramis; Arrived Series Barclay; Arrived Series Athos; Arrived Series Bradford; Arrived Series Caterpillar; Arrived Series Liberty; Arrived Series Mallard; Arrived Series Riverwood; Arrived Series Roanoke; Arrived Series Zane; Arrived Series Sherwood; Arrived Series Tansel; Arrived Series Tytus; Arrived Series Williamson; Arrived Series Arya; Arrived Series Sansa; Arrived Series Marcy; Arrived Series Hedgecrest; Arrived Series Haybridge; Arrived Series Layla; Arrived Series Lola; Arrived Series Ratliff; Arrived Series Collinison; Arrived Series Hardman; Arrived Series Pebblestone; Arrived Series Keystone; Arrived Series Northbrook; Arrived Series Rachel; Arrived Series Frances; Arrived Series Ross; Arrived Series Northridge; Arrived Series Wyndhurst; Arrived Series Vanzant; Arrived Series Glenncrest; Arrived Series Oakland; Arrived Series Laurel; Arrived Series Phoebe; Arrived Series Johnson; Arrived Series Sedgefield; Arrived Series Robinson; Arrived Series Seneca
(Title of each class of securities issued pursuant to Regulation A)
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Item 4. Changes in Issuer's Certifying Accountant
On September 30, 2024, Morison Cogen LLP resigned as independent auditor of Arrived Homes 3, LLC (the "Company") due to its exit from the PCAOB audit business.
During the period from January 4, 2023 (inception) through December 31, 2023, Morison Cogen LLP's reports on the Company's financial statements did not contain an adverse opinion or disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles except that Morison Cogen LLP's audit reports expressed substantial doubt about the Company's ability to continue as a going concern due to the Company's lack of liquidity.
During the period from January 4, 2023 (inception) through December 31, 2023, and the subsequent interim period through September 30, 2024, (i) there were no disagreements between the Company and Morison Cogen LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to the satisfaction of Morison Cogen LLP, would have caused Morison Cogen LLP to make reference to the subject matter of the disagreement in connection with its report on the Company's financial statements and (ii) there were no reportable events as described in paragraph (a)(1)(v)(A) through (D) of Item 304 of Regulation S-K.
The Company has provided Morison Cogen LLP with a copy of the foregoing disclosure and requested that Morison Cogen LLP furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with such disclosure. A copy of the letter from Morison Cogen LLP addressed to the Securities and Exchange Commission dated as of October 15, 2024 is filed as Exhibit 9.1 to this Current Report on Form 1-U.
On October 4, 2024, the Company appointed Stephano Slack LLC as the Company's independent auditor for the Company's fiscal year ended December 31, 2024.
During the period from January 4, 2023 (inception) through December 31, 2023, and the subsequent interim period through October 4, 2024, neither the Company nor anyone acting on its behalf consulted with Stephano Slack LLC regarding (i) the application of accounting principles to a specified transaction either completed or proposed or the type of audit opinion that might be rendered on the Company's financial statements, and neither a written report nor oral advice was provided that Stephano Slack LLC concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue, or (ii) any matter that was either the subject of a disagreement as described in Item 304(a)(1)(iv) of Regulation S-K and the related instructions or a reportable event as described in Item 304(a)(1)(v) of Regulation S-K.
Exhibit No. Exhibit Title
9.1 Letter from Morison Cogen LLP
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SIGNATURES
Pursuant to the requirements of Regulation A, the issuer has duly caused this Current Report on Form 1-U to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on October 16, 2024.
ARRIVED HOMES 3, LLC
By:
Arrived Holdings, Inc., its managing member
By:
/s/ Ryan Frazier
Name: Ryan Frazier
Title: Chief Executive Officer