EXPLANATORY NOTE

EXPLANATORY NOTE

Xxxxx App 2 LLC has prepared this Pre-Qualification Amendment No. 1 to its Form 1-A filed on September 17, 2021 solely for the purpose of filing Exhibit 99.1 pursuant to Rule 252(d). 

PART III—EXHIBITS

Index to Exhibits

Exhibit No.		Exhibit Description
2.1		Certificate of Formation of Xxxxx App 2 LLC*
2.2		Limited Liability Company Operating Agreement of Xxxxx App 2 LLC*
2.3		Certificate of Registered Series of a Limited Liability Company for Xxxxx App 2 LLC - 0000 Xxxxxxxxxx Xxxx Xxxxx Mountain GA LLC*
2.4		Certificate of Registered Series of a Limited Liability Company for Xxxxx App 2 LLC - 000 Xxxxxx Xxxxxx Xxxxxx Xxxxxxxxxxx XX LLC*
2.5		Certificate of Registered Series of a Limited Liability Company for Xxxxx App 2 LLC - 000 Xxxxxxxx Xxxx Xxxxxxxxxxx XX LLC*
2.6		Certificate of Registered Series of a Limited Liability Company for Xxxxx App 2 LLC - 000 Xxxxxx Xxxxxx Xxxxxx Xxxxxxxxxxx XX LLC*
2.7		Certificate of Registered Series of a Limited Liability Company for Xxxxx App 2 LLC - 0000 Xxxx Xxxxxx Xxxx Xxxxxxxxxxxx XX LLC*
2.8		Certificate of Registered Series of a Limited Liability Company for Xxxxx App 2 LLC - 00 Xxxxxxxxxx Xxxxx Xxxxxxxxx XX LLC*
2.9		Certificate of Registered Series of a Limited Liability Company for Xxxxx App 2 LLC -303 Kellys Walk Locust Grove GA LLC*
2.10		Certificate of Registered Series of a Limited Liability Company for Xxxxx App 2 LLC - 0000 Xxxxxxxxxx Xxx McDonough GA LLC*
3.1		Series Operating Agreement of Xxxxx App 2 LLC – 0000 Xxxxxxxxxx Xxxx Xxxxx Mountain GA LLC*
3.2		Series Operating Agreement of Xxxxx App 2 LLC - 000 Xxxxxx Xxxxxx Xxxxxx Stockbridge GA LLC*
3.3		Series Operating Agreement of Xxxxx App 2 LLC - 000 Xxxxxxxx Xxxx Stockbridge GA LLC*
3.4		Series Operating Agreement of Xxxxx App 2 LLC - 000 Xxxxxx Xxxxxx Xxxxxx Xxxxxxxxxxx XX LLC*
3.5		Series Operating Agreement of Xxxxx App 2 LLC - 0000 Xxxx Xxxxxx Xxxx Xxxxxxxxxxxx XX LLC*
3.6		Series Operating Agreement of Xxxxx App 2 LLC - 00 Xxxxxxxxxx Xxxxx Covington GA LLC*
3.7		Series Operating Agreement of Xxxxx App 2 LLC - 000 Xxxxxx Xxxx Locust Grove GA LLC*
3.8		Series Operating Agreement of Xxxxx App 2 LLC - 0000 Xxxxxxxxxx Xxx McDonough GA LLC*

4.1		Form of Subscription Agreement*
6.1		Form of Management Agreement*
6.2		Broker Dealer Services Agreement, dated July 20, 2021, by and between Dalmore Group, LLC and Xxxxx App 2 LLC*
6.3		Xxxxx Mobile App License Agreement, dated July 29, 2021, by and between Xxxxx Holdings, Inc., Xxxxx App 2 LLC, and each of the Series listed thereto*
6.4		Promissory Note, by and between Xxxxx Holdings, Inc. and Xxxxx App 2 LLC - 0000 Xxxxxxxxxx Xxxx Xxxxx Mountain GA LLC, dated July 28, 2021*
6.5		Promissory Note, by and between Xxxxx Holdings, Inc. and Xxxxx App 2 LLC - 000 Xxxxxx Xxxxxx Xxxxxx Stockbridge GA LLC, dated July 28, 2021*
6.6		Promissory Note, by and between Xxxxx Holdings, Inc. and Xxxxx App 2 LLC - 000 Xxxxxxxx Xxxx Stockbridge GA LLC, dated July 28, 2021*
6.7		Promissory Note, by and between Xxxxx Holdings, Inc. and Xxxxx App 2 LLC - 000 Xxxxxx Xxxxxx Xxxxxx Stockbridge GA LLC, dated July 28, 2021*
6.8		Promissory Note, by and between Xxxxx Holdings, Inc. and Xxxxx App 2 LLC - 0000 Xxxx Xxxxxx Xxxx Xxxxxxxxxxxx XX LLC, dated July 28, 2021*
6.9		Promissory Note, by and between Xxxxx Holdings, Inc. and Xxxxx App 2 LLC - 00 Xxxxxxxxxx Xxxxx Covington GA LLC, dated July 28, 2021*
6.10		Promissory Note, by and between Xxxxx Holdings, Inc. and Xxxxx App 2 LLC - 000 Xxxxxx Xxxx Locust Grove GA LLC, dated September 7, 2021*
6.11		Promissory Note, by and between Xxxxx Holdings, Inc. and Xxxxx App 2 LLC - 0000 Xxxxxxxxxx Xxx XxXxxxxxx XX LLC, dated September 7, 2021*
6.12		Lease Agreement for 0000 Xxxxxxxxxx Xxxx, Xxxxx Xxxxxxxx, XX, 00000*
6.13		Lease Agreement for 000 Xxxxxx Xxxxxx Xxxxxx, Xxxxxxxxxxx, XX, 00000*
6.14		Lease Agreement for 000 Xxxxxxxx Xxxx, Xxxxxxxxxxx, XX, 00000*
6.15		Lease Agreement for 000 Xxxxxx Xxxxxx Xxxxxx, Xxxxxxxxxxx, XX, 00000*
6.16		Lease Agreement for 0000 Xxxx Xxxxxx Xxxx, Xxxxxxxxxxxx, XX, 00000*
6.17		Lease Agreement for 00 Xxxxxxxxxx Xxxxx, Xxxxxxxxx, XX, 00000*
6.18		Lease Agreement for 000 Xxxxxx Xxxx, Xxxxxx Xxxxx, XX 00000*
6.19		Lease Agreement for 0000 Xxxxxxxxxx Xxx, XxXxxxxxx, XX 00000*
6.20		PPEX ATS Company Agreement, by and among North Capital Private Securities Corporation, Xxxxx App 2 LLC and each of the Series set forth therein*
11.1		Consent of Xxxxxx LLP*
11.2		Consent of Xxxxxxx Procter LLP (included in Exhibit 12.1)*
12.1		Opinion of Xxxxxxx Procter LLP*
99.1		Correspondence by or on behalf of the issuer previously submitted pursuant to Rule 252(d)**

*	Previously filed
**	Filed herewith

SIGNATURES

Pursuant to the requirements of Regulation A, Xxxxx App 2 LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form 1-A and has duly caused this offering statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on September 20, 2021.

	XXXXX APP 2 LLC
	Signed by Xxxxx Holdings, Inc., as Manager of XXXXX APP 2 LLC
	By:	/s/ Xxxxxx Xxxxx
		Name:	Xxxxxx Xxxxx
		Title:	Chairman, Chief Executive Officer and President

This offering statement has been signed by the following persons in the capacities and on the dates indicated.

Signature		Title		Date
/s/ Xxxxxx Xxxxx		Chairman, Chief Executive Officer and		September 20, 2021
Xxxxxx Xxxxx		President of Xxxxx Holdings, Inc. (Principal Executive Officer)
/s/ Xxxxxxx Xxxxxxxx		Head of Finance of Xxxxx Holdings, Inc.		September 20, 2021
Xxxxxxx Xxxxxxxx		(Principal Financial Officer and Principal Accounting Officer)
XXXXX HOLDINGS, INC.
/s/ Xxxxxx Xxxxx		Manager		September 20, 2021
Xxxxxx Xxxxx
Chief Executive Officer and President