The Securities and Exchange Commission has not necessarily reviewed
the information in this filing and has not determined if it is
accurate and complete.
The reader should not assume that the information is accurate
and complete.
|
| UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D
Notice of Exempt Offering of Securities
| | OMB APPROVAL | | OMB Number: | 3235-0076 | | Expires: | August 31, 2015 | | Estimated average burden | | hours per response: | 4.00 |
|
|
1. Issuer's Identity
| CIK (Filer ID Number) | Previous Names | | Entity Type |
|---|
| 0001830097 | | | Corporation | | X | Limited Partnership | | Limited Liability Company | | General Partnership | | Business Trust | | Other (Specify) |
|
| Name of Issuer |
|---|
| Griffin Capital Qualified Opportunity Zone Fund II, L.P. |
| Jurisdiction of Incorporation/Organization |
|---|
| DELAWARE |
| Year of Incorporation/Organization |
|---|
| Over Five Years Ago | | X | Within Last Five Years (Specify Year) | 2020 | | Yet to Be Formed |
|
2. Principal Place of Business and Contact Information
| Name of Issuer |
|---|
| Griffin Capital Qualified Opportunity Zone Fund II, L.P. |
| Street Address 1 | Street Address 2 |
|---|
| C/O GRIFFIN CAPITAL PLAZA | 1520 EAST GRAND AVENUE |
| City | State/Province/Country | ZIP/PostalCode | Phone Number of Issuer |
|---|
| EL SEGUNDO | CALIFORNIA | 90245 | (310) 469-6100 |
3. Related Persons
| Last Name | First Name | Middle Name |
|---|
| Shields | Kevin | A. |
| Street Address 1 | Street Address 2 |
|---|
| Griffin Capital Plaza | 1520 E. Grand Avenue |
| City | State/Province/Country | ZIP/PostalCode |
|---|
| El Segundo | CALIFORNIA | 90245 |
| Relationship: | X | Executive Officer | | Director | | Promoter |
|---|
Clarification of Response (if Necessary):
Chief Executive Officer of the General Partner of the Issuer
| Last Name | First Name | Middle Name |
|---|
| Griffin Capital Company, LLC | N/A | |
| Street Address 1 | Street Address 2 |
|---|
| Griffin Capital Plaza | 1520 E. Grand Avenue |
| City | State/Province/Country | ZIP/PostalCode |
|---|
| El Segundo | CALIFORNIA | 90245 |
| Relationship: | X | Executive Officer | | Director | | Promoter |
|---|
Clarification of Response (if Necessary):
Sponsor of the Issuer
| Last Name | First Name | Middle Name |
|---|
| Griffin Capital QOZ II, LLC | N/A | |
| Street Address 1 | Street Address 2 |
|---|
| Griffin Capital Plaza | 1520 E. Grand Avenue |
| City | State/Province/Country | ZIP/PostalCode |
|---|
| El Segundo | CALIFORNIA | 90245 |
| Relationship: | X | Executive Officer | | Director | | Promoter |
|---|
Clarification of Response (if Necessary):
General Partner of the Issuer
4. Industry Group
| | Agriculture | | Banking & Financial Services | | | | Commercial Banking | | | Insurance | | | Investing | | | Investment Banking | | | Pooled Investment Fund | | | | Hedge Fund | | | Private Equity Fund | | | Venture Capital Fund | | | Other Investment Fund |
| |
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
| | | | | Other Banking & Financial Services |
| | | Business Services | | Energy | | | | | | | | | | | | |
| | Health Care | | | | | | | | | | | | | Manufacturing | | Real Estate | | | | | | | | | | |
| | Retailing | | Restaurants | | Technology | | | | | | | | Travel | | | | | | | | Tourism & Travel Services |
| | | | Other |
|
5. Issuer Size
| Revenue Range | OR | Aggregate Net Asset Value Range |
|---|
|
| No Revenues |
| No Aggregate Net Asset Value |
|
| $1 - $1,000,000 |
| $1 - $5,000,000 |
|
| $1,000,001 - $5,000,000 |
| $5,000,001 - $25,000,000 |
|
| $5,000,001 - $25,000,000 |
| $25,000,001 - $50,000,000 |
|
| $25,000,001 - $100,000,000 |
| $50,000,001 - $100,000,000 |
|
| Over $100,000,000 |
| Over $100,000,000 |
| X | Decline to Disclose |
| Decline to Disclose |
|
| Not Applicable |
| Not Applicable |
6. Federal Exemption(s) and Exclusion(s) Claimed (select
all that apply)
| | Rule 504(b)(1) (not (i), (ii) or (iii)) | |
| Investment Company Act Section 3(c) | |
| Section 3(c)(1) |
| Section 3(c)(9) |
| |
| Section 3(c)(2) |
| Section 3(c)(10) |
| |
| Section 3(c)(3) |
| Section 3(c)(11) |
| |
| Section 3(c)(4) |
| Section 3(c)(12) |
| |
| Section 3(c)(5) |
| Section 3(c)(13) |
| |
| Section 3(c)(6) |
| Section 3(c)(14) |
| |
|
|
|
| Rule 504 (b)(1)(i) |
|
| Rule 504 (b)(1)(ii) |
|
| Rule 504 (b)(1)(iii) |
|
| Rule 505 |
| X | Rule 506(b) |
|
| Rule 506(c) |
|
| Securities Act Section 4(a)(5) |
|
| |
7. Type of Filing
|
| New Notice | | Date of First Sale | 2020-10-13 | |
| First Sale Yet to Occur |
| X | Amendment |
8. Duration of Offering
| Does the Issuer intend this offering to last more than
one year? | | |
9. Type(s) of Securities Offered (select all that apply)
| X | Equity | X | Pooled Investment Fund Interests |
|
| Debt |
| Tenant-in-Common Securities |
|
| Option, Warrant or Other Right to Acquire Another
Security |
| Mineral Property Securities |
|
| Security to be Acquired Upon Exercise of Option,
Warrant or Other Right to Acquire Security |
| Other (describe) |
| |
10. Business Combination Transaction
| Is this offering being made in connection with a
business combination transaction, such as a merger, acquisition or
exchange offer? | | |
Clarification of Response (if Necessary):
11. Minimum Investment
| Minimum investment accepted from any outside investor | $150,000 | USD |
12. Sales Compensation
| Recipient | | Recipient CRD Number |
| None |
|
| Adam M. Carmel | 1074710 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Larimer Capital Corporation | 18189 |
| Street Address 1 | Street Address 2 |
|---|
| 1720 South Bellaire Street | Suite 1110 |
| City | State/Province/Country | ZIP/Postal Code |
| Denver | COLORADO | 80222 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Mark Herding | 2239357 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Harbour Investments, Inc. | 19258 |
| Street Address 1 | Street Address 2 |
|---|
| 2198 E. Camelback Road | Suite 315 |
| City | State/Province/Country | ZIP/Postal Code |
| Phoenix | ARIZONA | 85016 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Rob Johnson | 4318220 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Thornhill Securities, Inc. | 22333 |
| Street Address 1 | Street Address 2 |
|---|
| 111 Congress Avenue | Suite 1000 |
| City | State/Province/Country | ZIP/Postal Code |
| Austin | TEXAS | 78701 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Clay Schmidt | 6920482 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Thornhill Securities, Inc. | 22333 |
| Street Address 1 | Street Address 2 |
|---|
| 111 Congress Avenue | Suite 1000 |
| City | State/Province/Country | ZIP/Postal Code |
| Austin | TEXAS | 78701 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Amanda Steele | 6566472 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| McDermott Investment Services, LLC | 154926 |
| Street Address 1 | Street Address 2 |
|---|
| 3325 Turnbridge Drive | |
| City | State/Province/Country | ZIP/Postal Code |
| Raleigh | NORTH CAROLINA | 27609 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Betty Friant | 2122446 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Growth Capital Services, Inc. | 124658 |
| Street Address 1 | Street Address 2 |
|---|
| 1101 Pennsylvania Avenue N.W. | Suite 300 |
| City | State/Province/Country | ZIP/Postal Code |
| Washington | DISTRICT OF COLUMBIA | 20004 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| David B. Levinson | 705929 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| American Trust Investment Services, Inc. | 3001 |
| Street Address 1 | Street Address 2 |
|---|
| 4722 Main Street | |
| City | State/Province/Country | ZIP/Postal Code |
| Lisle | ILLINOIS | 60532 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Steven McNeilly | 5614719 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| American Portfolios Financial Services, Inc. | 18487 |
| Street Address 1 | Street Address 2 |
|---|
| 7 Cypress Lane | |
| City | State/Province/Country | ZIP/Postal Code |
| Cedar Grove | NEW JERSEY | 07009 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Ivan West | 4921015 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| American Trust Investment Services, Inc. | 3001 |
| Street Address 1 | Street Address 2 |
|---|
| 4722 Main Street | |
| City | State/Province/Country | ZIP/Postal Code |
| Lisle | ILLINOIS | 60532 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Jennifer Gorlaski | 6737853 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Harbour Investments, Inc. | 19258 |
| Street Address 1 | Street Address 2 |
|---|
| 2198 E. Camelback Road | Suite 315 |
| City | State/Province/Country | ZIP/Postal Code |
| Phoenix | ARIZONA | 85016 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| James Parry | 1877092 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Arkadios Capital | 282710 |
| Street Address 1 | Street Address 2 |
|---|
| 2591 Dallas Parkway | #300 |
| City | State/Province/Country | ZIP/Postal Code |
| Frisco | TEXAS | 75034 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Jerry Dempsey | 1869325 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Dempsey Lord Smith LLC | 141238 |
| Street Address 1 | Street Address 2 |
|---|
| 901 N. Broad Street | Suite 400 |
| City | State/Province/Country | ZIP/Postal Code |
| Rome | GEORGIA | 30161 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Carmen D. Marrone | 1898874 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| National Securities Corporation | 7569 |
| Street Address 1 | Street Address 2 |
|---|
| 11 Gay Road | |
| City | State/Province/Country | ZIP/Postal Code |
| East Hampton | NEW YORK | 11937 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Richard Chess | 1127716 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Crescent Securities Group, Inc. | 114993 |
| Street Address 1 | Street Address 2 |
|---|
| 8750 N. Central Expressway | Suite 750 |
| City | State/Province/Country | ZIP/Postal Code |
| Dallas | TEXAS | 75231 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Brent Honea | 2289905 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Crown Capital Securities, LP | 6312 |
| Street Address 1 | Street Address 2 |
|---|
| 333 City Boulevard West | Suite 2050 |
| City | State/Province/Country | ZIP/Postal Code |
| Orange | CALIFORNIA | 92868 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Adam Shipley | 6482848 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| National Securities Corporation | 7569 |
| Street Address 1 | Street Address 2 |
|---|
| 4695 MacArthur Court | Suite 1100 |
| City | State/Province/Country | ZIP/Postal Code |
| Newport Beach | CALIFORNIA | 92660 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Cambridge Investment Research, Inc. | 39543 |
| (Associated) Broker or Dealer | X | None |
| | (Associated) Broker or Dealer CRD Number | X | None |
|
| None | None |
| Street Address 1 | Street Address 2 |
|---|
| 1776 Pleasant Plain Road | |
| City | State/Province/Country | ZIP/Postal Code |
| Fairfield | IOWA | 52556 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| DFPG Investments, LLC | 155576 |
| (Associated) Broker or Dealer | X | None |
| | (Associated) Broker or Dealer CRD Number | X | None |
|
| None | None |
| Street Address 1 | Street Address 2 |
|---|
| 9017 S. Riverside Drive | Suite 210 |
| City | State/Province/Country | ZIP/Postal Code |
| Sandy | UTAH | 84070 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Amr Tenney | 5506866 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Thornhill Securities, Inc. | 22333 |
| Street Address 1 | Street Address 2 |
|---|
| 111 Congress Avenue | Suite 1000 |
| City | State/Province/Country | ZIP/Postal Code |
| Austin | TEXAS | 78701 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Edward Fernandez | 2956661 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Capulent LLC | 155155 |
| Street Address 1 | Street Address 2 |
|---|
| 2603 Main Street | Suite 1050 |
| City | State/Province/Country | ZIP/Postal Code |
| Irvine | CALIFORNIA | 92614 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Stacey Morimoto | 4420782 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Stax Capital | 300607 |
| Street Address 1 | Street Address 2 |
|---|
| 4901 Morena Boulevard | Suite 121 |
| City | State/Province/Country | ZIP/Postal Code |
| San Diego | CALIFORNIA | 92117 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Jason Finley | 6602034 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Stax Capital | 300607 |
| Street Address 1 | Street Address 2 |
|---|
| 4901 Morena Boulevard | Suite 121 |
| City | State/Province/Country | ZIP/Postal Code |
| San Diego | CALIFORNIA | 92117 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Barry Levan | 1130895 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Crown Capital Securities, LP | 6312 |
| Street Address 1 | Street Address 2 |
|---|
| 8383 NE Sandy Boulevard | Suite 420 |
| City | State/Province/Country | ZIP/Postal Code |
| Portland | OREGON | 97220 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Blake V. Barnett | 5713662 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Calton & Associates, Inc. | 20999 |
| Street Address 1 | Street Address 2 |
|---|
| 5975 South Quebec Street | Suite 130 |
| City | State/Province/Country | ZIP/Postal Code |
| Centennial | COLORADO | 80111 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Marc Zaro | 6613514 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Invicta Cpaital LLC | 288101 |
| Street Address 1 | Street Address 2 |
|---|
| 2790 Mosside Boulevard | Suite 530 |
| City | State/Province/Country | ZIP/Postal Code |
| Monroeville | PENNSYLVANIA | 15146 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Gerard P. Gloisten | 2579962 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Western International Securities, Inc. | 39262 |
| Street Address 1 | Street Address 2 |
|---|
| 558 B Street | |
| City | State/Province/Country | ZIP/Postal Code |
| Santa Rosa | CALIFORNIA | 95401 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Independent Financial Group, LLC | 7717 |
| (Associated) Broker or Dealer | X | None |
| | (Associated) Broker or Dealer CRD Number | X | None |
|
| None | None |
| Street Address 1 | Street Address 2 |
|---|
| 12671 High Bluff Drive | Suite 200 |
| City | State/Province/Country | ZIP/Postal Code |
| San Diego | CALIFORNIA | 92130 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Drew Reynolds | 6646813 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Thornhill Securities, Inc. | 22333 |
| Street Address 1 | Street Address 2 |
|---|
| 111 Congress Avenue | Suite 1000 |
| City | State/Province/Country | ZIP/Postal Code |
| Austin | TEXAS | 78701 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| William Colvett | 4311759 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| H. Beck, Inc. | 1763 |
| Street Address 1 | Street Address 2 |
|---|
| 300 Cayuga Road | |
| City | State/Province/Country | ZIP/Postal Code |
| Lake Orion | MICHIGAN | 48362 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Kestra Investment Services, LLC | 42046 |
| (Associated) Broker or Dealer | X | None |
| | (Associated) Broker or Dealer CRD Number | X | None |
|
| None | None |
| Street Address 1 | Street Address 2 |
|---|
| 5707 Southwest Parkway | Building 2 Suite 400 |
| City | State/Province/Country | ZIP/Postal Code |
| Austin | TEXAS | 78735 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Guy Anthony Harrigan | 1817525 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Lion Street Financial, LLC | 165828 |
| Street Address 1 | Street Address 2 |
|---|
| 4770 Baseline Road | Suite 380 |
| City | State/Province/Country | ZIP/Postal Code |
| Boulder | COLORADO | 80303 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| James B. Teegarden | 2812366 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Lion Street Financial, LLC | 165828 |
| Street Address 1 | Street Address 2 |
|---|
| 4770 Baseline Road | Suite 380 |
| City | State/Province/Country | ZIP/Postal Code |
| Boulder | COLORADO | 80303 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Gregory J. Richards | 1339012 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Benchmark Investments, Inc. | 103792 |
| Street Address 1 | Street Address 2 |
|---|
| 14362 N. Frank Lloyd Wright Boulevard | #100 |
| City | State/Province/Country | ZIP/Postal Code |
| Scottsdale | ARIZONA | 85260 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Chay Lapin | 6275140 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Growth Capital Services, Inc. | 124658 |
| Street Address 1 | Street Address 2 |
|---|
| 21515 Hawthorne Boulevard | Suite 360 |
| City | State/Province/Country | ZIP/Postal Code |
| Torrance | CALIFORNIA | 90503 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Lincoln Financial Advisors Corp | 3978 |
| (Associated) Broker or Dealer | X | None |
| | (Associated) Broker or Dealer CRD Number | X | None |
|
| None | None |
| Street Address 1 | Street Address 2 |
|---|
| 1300 South Clinton Street | Suite 150 |
| City | State/Province/Country | ZIP/Postal Code |
| Fort Wayne | INDIANA | 46802 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| John Doane | 4083486 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Advisory Group Equity Services Ltd | 15427 |
| Street Address 1 | Street Address 2 |
|---|
| 33 Hilltop Drive | |
| City | State/Province/Country | ZIP/Postal Code |
| Wenham | MASSACHUSETTS | 01984 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Bruce Bessner | 1809667 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Lincoln Financial Securities Corp | 3870 |
| Street Address 1 | Street Address 2 |
|---|
| 109 South Harris Street | Suite 220 |
| City | State/Province/Country | ZIP/Postal Code |
| Round Rock | TEXAS | 78664 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Jason Stone | 5455271 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Crown Capital Securities, L.P. | 6312 |
| Street Address 1 | Street Address 2 |
|---|
| 333 City Boulevard West | Suite 2050 |
| City | State/Province/Country | ZIP/Postal Code |
| Orange | CALIFORNIA | 92868 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Jonathan Browning | 2608532 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Great Point Capital | 114203 |
| Street Address 1 | Street Address 2 |
|---|
| 200 West Jackson Boulevard | Suite 1000 |
| City | State/Province/Country | ZIP/Postal Code |
| Chicago | ILLINOIS | 60606 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Joseph Fraser | 6975700 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Benchmark Investments, Inc. | 103792 |
| Street Address 1 | Street Address 2 |
|---|
| 12647 Alcosta Boulevard | Suite 470 B |
| City | State/Province/Country | ZIP/Postal Code |
| San Ramon | CALIFORNIA | 945583 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| David Boren | 1563306 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Lincoln Financial Securities Corp. | 3870 |
| Street Address 1 | Street Address 2 |
|---|
| 109 South Harris Street | Suite 220 |
| City | State/Province/Country | ZIP/Postal Code |
| Round Rock | TEXAS | 78664 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Brian Bessner | 5103138 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Lincoln Financial Securities Corp. | 3870 |
| Street Address 1 | Street Address 2 |
|---|
| 4925 Greenville Avenue | Suite 1110 |
| City | State/Province/Country | ZIP/Postal Code |
| Dallas | TEXAS | 75206 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Purshe Kaplan Sterling Investments, Inc. | 35747 |
| (Associated) Broker or Dealer | X | None |
| | (Associated) Broker or Dealer CRD Number | X | None |
|
| None | None |
| Street Address 1 | Street Address 2 |
|---|
| 80 State Street | |
| City | State/Province/Country | ZIP/Postal Code |
| Albany | NEW YORK | 12207 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Emerson Equity LLC | 130032 |
| (Associated) Broker or Dealer | X | None |
| | (Associated) Broker or Dealer CRD Number | X | None |
|
| None | None |
| Street Address 1 | Street Address 2 |
|---|
| 155 Bovet Road | Suite 725 |
| City | State/Province/Country | ZIP/Postal Code |
| San Mateo | CALIFORNIA | 94402 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Tim Couch | 4073942 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Dempsey Lord Smith, LLC | 141238 |
| Street Address 1 | Street Address 2 |
|---|
| 900 Old Dawson Village Road East | Suite 100 |
| City | State/Province/Country | ZIP/Postal Code |
| Dawsonville | GEORGIA | 30534 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Jeffrey D. Lewis | 1744218 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Advisory Group Equity Services Ltd. | 15427 |
| Street Address 1 | Street Address 2 |
|---|
| 10-12 Phoenix Row | Suite 3 |
| City | State/Province/Country | ZIP/Postal Code |
| Haverhill | MASSACHUSETTS | 01832 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Eugene T. Cindrich | 2444041 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Advisory Group Equity Services Ltd. | 15427 |
| Street Address 1 | Street Address 2 |
|---|
| 10 Phoenix Row | |
| City | State/Province/Country | ZIP/Postal Code |
| Haverhill | MASSACHUSETTS | 01832 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Ameriprise Financial Services, LLC | 6363 |
| (Associated) Broker or Dealer | X | None |
| | (Associated) Broker or Dealer CRD Number | X | None |
|
| None | None |
| Street Address 1 | Street Address 2 |
|---|
| 707 2nd Avenue South | |
| City | State/Province/Country | ZIP/Postal Code |
| Minneapolis | MINNESOTA | 55402 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Mark A. Townsend | 1453290 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Western International Securities, Inc. | 39262 |
| Street Address 1 | Street Address 2 |
|---|
| 41 Olympia Ridge Drive | |
| City | State/Province/Country | ZIP/Postal Code |
| Las Vegas | NEVADA | 89141 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Jody Balmer | 2286742 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| National Securities Corporation | 7569 |
| Street Address 1 | Street Address 2 |
|---|
| 2121 Fourth Avenue | Suite 910 |
| City | State/Province/Country | ZIP/Postal Code |
| Seattle | WASHINGTON | 98121 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Eric Lyon | 2213888 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| National Securities Corporation | 7569 |
| Street Address 1 | Street Address 2 |
|---|
| 2424 N. Federal Highway | Suite 400 |
| City | State/Province/Country | ZIP/Postal Code |
| Boca Raton | FLORIDA | 33431 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Alex Madden | 7089201 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Growth Capital Services, Inc. | 124658 |
| Street Address 1 | Street Address 2 |
|---|
| 21515 Hawthorne Boulevard | Suite 360 |
| City | State/Province/Country | ZIP/Postal Code |
| Torrance | CALIFORNIA | 90503 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Nazeeh Aranki | 5433745 |
| (Associated) Broker or Dealer |
| None |
| | (Associated) Broker or Dealer CRD Number |
| None |
|
| Western International Securities, Inc. | 39262 |
| Street Address 1 | Street Address 2 |
|---|
| 600 S. Lake Avenue | Suite 200 |
| City | State/Province/Country | ZIP/Postal Code |
| Pasadena | CALIFORNIA | 91106 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
| Recipient | | Recipient CRD Number |
| None |
|
| Concorde Investment Services, LLC | 151604 |
| (Associated) Broker or Dealer | X | None |
| | (Associated) Broker or Dealer CRD Number | X | None |
|
| None | None |
| Street Address 1 | Street Address 2 |
|---|
| 19500 Victor Parkway | Suite 550 |
| City | State/Province/Country | ZIP/Postal Code |
| Livonia | MICHIGAN | 48152 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
|
| All States |
| |
|
13. Offering and Sales Amounts
| Total Offering Amount | $350,000,000 | USD | |
| Total Amount Sold | $266,584,477 | USD |
| Total Remaining to be Sold | $83,415,523 | USD | |
Clarification of Response (if Necessary):
Regarding Item 11, the Issuer may accept smaller investments in the Issuer's sole discretion.14. Investors
| Select if securities in the offering have been or may
be sold to persons who do not qualify as accredited investors, and
enter the number of such non-accredited investors who already have
invested in the offering. | |
| Regardless of whether securities in the offering have
been or may be sold to persons who do not qualify as accredited
investors, enter the total number of investors who already have
invested in the offering: | |
15. Sales Commissions & Finder's Fees Expenses
Provide separately the amounts of sales commissions and
finders fees expenses, if any. If the amount of an expenditure is not
known, provide an estimate and check the box next to the amount.
| Sales Commissions | $11,700,000 | USD | |
| Finders' Fees | $0 | USD | |
Clarification of Response (if Necessary):
Sales Commissions include estimates of the maximum amount of Placement Agent Fees that may be paid.16. Use of Proceeds
Provide the amount of the gross proceeds of the offering
that has been or is proposed to be used for payments to any of the
persons required to be named as executive officers, directors or
promoters in response to Item 3 above. If the amount is unknown,
provide an estimate and check the box next to the amount.
Clarification of Response (if Necessary):
Item 16 is an estimate of offering and organizational expenses that may accrue to one or more Related Persons.Signature and Submission
Please verify the information you have entered and review
the Terms of Submission below before signing and clicking SUBMIT below
to file this notice.
Terms of Submission
| In submitting this notice, each issuer named above is: |
- Notifying the SEC and/or each State in which this notice is
filed of the offering of
securities described and undertaking to furnish them, upon written request,
in the accordance with applicable
law, the information furnished to offerees.*
- Irrevocably appointing each of the Secretary of the SEC and,
the Securities Administrator
or other legally designated officer of the State in which the
issuer maintains its principal
place of business and any State in which this notice is filed, as its
agents for service of
process, and agreeing that these persons may accept service on its
behalf, of any notice,
process or pleading, and further agreeing that such service may be made
by registered or
certified mail, in any Federal or state action, administrative proceeding,
or arbitration
brought against it in any place subject to the jurisdiction of the
United States, if the
action, proceeding or arbitration (a) arises out of any activity in
connection with the
offering of securities that is the subject of this notice, and (b) is
founded, directly or
indirectly, upon the provisions of: (i) the Securities Act of 1933, the
Securities Exchange
Act of 1934, the Trust Indenture Act of 1939, the Investment Company
Act of 1940, or the
Investment Advisers Act of 1940, or any rule or regulation under any of
these statutes, or (ii)
the laws of the State in which the issuer maintains its principal
place of business or any State
in which this notice is filed.
- Certifying that, if the issuer is claiming a Rule 505
exemption, the issuer is not disqualified
from relying on Rule 505 for one of the reasons stated in Rule
505(b)(2)(iii) or Rule 506(d).
|
Each Issuer identified above has read this notice, knows the
contents to be true, and has duly caused this notice to be signed on
its behalf by the undersigned duly authorized person.
For signature, type in the signer's name or other letters or
characters adopted or authorized as the signer's signature.
| Issuer | Signature | Name of Signer | Title | Date |
|---|
| Griffin Capital Qualified Opportunity Zone Fund II, L.P. | /s/ Joseph E. Miller | Joseph E. Miller | Chief Financial Officer & Treasurer of the GP of the Issuer | 2021-09-16 |
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB number.
* This undertaking does not affect any limits Section 102(a)
of the National Securities Markets
Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11,
1996)] imposes on the ability of States to
require information. As a result, if the securities that are the subject of
this Form D are "covered securities" for purposes
of NSMIA, whether in all instances or due to the nature of the offering
that is the subject of this Form D, States cannot
routinely require offering materials under this undertaking or otherwise and
can require offering materials only to the
extent NSMIA permits them to do so under NSMIA's preservation of their
anti-fraud authority.