SEC Comment Letter for WELLTOWER INC. (WELL) (CIK 0000766704) (WELL) — Jun 5, 2017
WELLTOWER INC. (WELL) (CIK 0000766704)
Date: June 5, 2017 · CIK: 0000766704 · Accession: 0000000000-17-019504
AI Filing Summary & Sentiment
Letter
Mailstop 3233 June 5, 201 7 Via E-mail Mr. Scott A. Estes Chief Financial Officer Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615
Re: Welltower Inc. Form 10-K for the fiscal year ended December 31, 201 6 Filed February 22, 201 7 File No. 001 -08923
Dear Mr. Estes :
We have reviewed your May 26, 2017 response to our comment letter 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 th is comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to th is comment , we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our May 12, 2017 letter.
Mr. Scott A. Estes Welltower Inc. June 5, 201 7 Page 2
Form 10 -K for the fiscal year ended December 31, 2016
Notes to Consolidated Financial Statements
General
1. We note your response to our prior comment 2 and that you have determined disclosure of the terms and amounts of the various management agreements with Sunrise is not necessary. We refer you to your disclosure in your Form 10 -K which states that your relationship with Sunrise accounted for 23% of your total revenues for the year ended December 31, 2016. In light of the significance of your relationship with Sunrise, please confirm that you will disclose your percentage ownership interest in Sunrise and th e terms and amounts of your management agreements with Sunrise in future periodic filings. This information should be disclosed for each of the periods for which income statements are presented. Please refer to ASC 850 -10-50.
We remind you that the com pany and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
You may contact Jeffrey Lewis, Staff Accountant, at (202) 551 -6216 or t he undersi gned at (202) 551 -3295 if you have questions regarding comments on the financial statements and related matters. Please contact Bryan Hough , Staff Attorney, at (202) 551 -8625 or Coy Garrison, Special Counsel, at (202) 551-3466 with any other questions.
Sincerely,
/s/ Jennifer Monick
Show Raw Text
Mailstop 3233 June 5, 201 7 Via E-mail Mr. Scott A. Estes Chief Financial Officer Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Re: Welltower Inc. Form 10-K for the fiscal year ended December 31, 201 6 Filed February 22, 201 7 File No. 001 -08923 Dear Mr. Estes : We have reviewed your May 26, 2017 response to our comment letter 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 th is comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to th is comment , we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our May 12, 2017 letter. Mr. Scott A. Estes Welltower Inc. June 5, 201 7 Page 2 Form 10 -K for the fiscal year ended December 31, 2016 Notes to Consolidated Financial Statements General 1. We note your response to our prior comment 2 and that you have determined disclosure of the terms and amounts of the various management agreements with Sunrise is not necessary. We refer you to your disclosure in your Form 10 -K which states that your relationship with Sunrise accounted for 23% of your total revenues for the year ended December 31, 2016. In light of the significance of your relationship with Sunrise, please confirm that you will disclose your percentage ownership interest in Sunrise and th e terms and amounts of your management agreements with Sunrise in future periodic filings. This information should be disclosed for each of the periods for which income statements are presented. Please refer to ASC 850 -10-50. We remind you that the com pany and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Jeffrey Lewis, Staff Accountant, at (202) 551 -6216 or t he undersi gned at (202) 551 -3295 if you have questions regarding comments on the financial statements and related matters. Please contact Bryan Hough , Staff Attorney, at (202) 551 -8625 or Coy Garrison, Special Counsel, at (202) 551-3466 with any other questions. Sincerely, /s/ Jennifer Monick Jennifer Monick Assistant Chief Accountant Office of Real Estate and Commodities