SEC Comment Letter for BRANDYWINE REALTY TRUST (BDN) (CIK 0000790816) (BDN) — Jul 13, 2011
BRANDYWINE REALTY TRUST (BDN) (CIK 0000790816)
Date: July 13, 2011 · CIK: 0000790816 · Accession: 0000000000-11-042307
AI Filing Summary & Sentiment
Reasoning
Referenced dates: May 26, 2011
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE July 13, 2011 Via Facsimile 610.832.4919 Howard M. Sipzner Executive Vice President and Chief Financial Officer Brandywine Realty Trust 555 East Lancaster Avenue Radnor, PA 19087 Re: Brandywine Realty Trust Form 10-K for fiscal year ended December 31, 2010 Filed February 25, 2011 File No. 1-9106 Brandywine Operating Partnership, L.P. Form 10-K for fiscal year ended December 31, 2010 Filed February 25, 2011 File No. 0-24407
Dear Mr. Sipzner:
We have reviewed your response dated J une 10, 2011 and have the following additional comments. In our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter within te n business days by providing the requested information or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts, please tell us why in your response. After reviewing the information you provide in response to these comments, we may have additional comments. Pleas e apply the comments noted below to the financial statements of both the company and your operating partnership.
Howard M. Sipzner Brandywine Realty Trust Brandywine Operating Partnership, L.P. July 13, 2011 Page 2 Form 10-K for the fiscal year ended December 31, 2010
Item 2 - Properties, page 16
1. We note your response to comment 2 in our letter dated May 26, 2011. To the extent reflecting the impact of tenant concessions in your average rent disclosure would have a material impact on such disclosure, including with respect to analyzing period to period trends in changes in average rents, please revi se your disclosure in future Exchange Act periodic reports to quantify the impact of concessions.
Item 7. Management’s Discussion and Analys is of Financial Condition and Results of Operations Comparison of twelve-months ended December 31, 2010 to the twelve months-ended December 31, 2009, page 50 2. We have considered your response to comme nt 8 in our letter dated May 26, 2011. We continue to believe that di sclosure regarding your leasi ng activities for the period, including the volume of new and renewed leases, the related leasing and tenant- improvement costs, the relationship between ne w and renewal rent ra tes to prior leases, and the net absorption rate, would be useful to investors analyzing your other disclosure regarding your business, prope rties and results of operati ons. Please provide leasing disclosure in your futu re periodic reports. Management’s Discussion and Analysis of Financ ial Condition and Results of Operations, page Critical Accounting Policies and Estimates, page 44
Revenue Recognition
3. We note your response to prior comment 5 a nd reissue the comment in part. ASC 840- 10-25-7 indicates for a lessor, minimum lease payments comprise the payments described in paragraphs 840-10-25-5 through 25-6. It is not clear how the condi tions in the bullet points outlined in your response conform to the accounting literature describing what comprises a minimum lease payment. Please te ll us the accounting literature relied upon to record deferred revenue and amortize such amounts to revenue over the lease term for certain improvement funded by tenants that are considered to be landlord assets. Please also tell us what you consider to be capital expenditures and what amounts paid by the lessee are similar to repairs and maintenance.
Howard M. Sipzner Brandywine Realty Trust Brandywine Operating Partnership, L.P. July 13, 2011 Page 3 You may contact Mark Raki p, Staff Accountant, at 202.551.3 573 or the undersigned at 202.551.3413 if you have questions regarding the co mments on the financial statements and related matters. Please contact Jerard Gibson, Attorney-Advisor, at 202.551.3473 or Mike McTiernan, Assistant Director at 202.551.3852 with any other questions.
S i n c e r e l y , / s / C i c e l y L a M o t h e Cicely LaMothe Senior Assistant Chief Accountant
Show Raw Text
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
July 13, 2011
Via Facsimile 610.832.4919
Howard M. Sipzner Executive Vice President and Chief Financial Officer Brandywine Realty Trust 555 East Lancaster Avenue Radnor, PA 19087
Re: Brandywine Realty Trust
Form 10-K for fiscal year ended December 31, 2010
Filed February 25, 2011 File No. 1-9106
Brandywine Operating Partnership, L.P. Form 10-K for fiscal year ended December 31, 2010
Filed February 25, 2011 File No. 0-24407
Dear Mr. Sipzner:
We have reviewed your response dated J une 10, 2011 and have the following additional
comments. In our comments, we may ask you to provide us with information so we may better
understand your disclosure.
Please respond to this letter within te n business days by providing the requested
information or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts, please tell us why in your response.
After reviewing the information you provide in response to these comments, we may
have additional comments. Pleas e apply the comments noted below to the financial statements
of both the company and your operating partnership.
Howard M. Sipzner
Brandywine Realty Trust Brandywine Operating Partnership, L.P. July 13, 2011 Page 2
Form 10-K for the fiscal year ended December 31, 2010
Item 2 - Properties, page 16
1. We note your response to comment 2 in our letter dated May 26, 2011. To the extent
reflecting the impact of tenant concessions in your average rent disclosure would have a
material impact on such disclosure, including with respect to analyzing period to period
trends in changes in average rents, please revi se your disclosure in future Exchange Act
periodic reports to quantify the impact of concessions.
Item 7. Management’s Discussion and Analys is of Financial Condition and Results of
Operations
Comparison of twelve-months ended December 31, 2010 to the twelve months-ended December
31, 2009, page 50
2. We have considered your response to comme nt 8 in our letter dated May 26, 2011. We
continue to believe that di sclosure regarding your leasi ng activities for the period,
including the volume of new and renewed leases, the related leasing and tenant-
improvement costs, the relationship between ne w and renewal rent ra tes to prior leases,
and the net absorption rate, would be useful to investors analyzing your other disclosure
regarding your business, prope rties and results of operati ons. Please provide leasing
disclosure in your futu re periodic reports.
Management’s Discussion and Analysis of Financ ial Condition and Results of Operations, page
42
Critical Accounting Policies and Estimates, page 44
Revenue Recognition
3. We note your response to prior comment 5 a nd reissue the comment in part. ASC 840-
10-25-7 indicates for a lessor, minimum lease payments comprise the payments described
in paragraphs 840-10-25-5 through 25-6. It is not clear how the condi tions in the bullet
points outlined in your response conform to the accounting literature describing what
comprises a minimum lease payment. Please te ll us the accounting literature relied upon
to record deferred revenue and amortize such amounts to revenue over the lease term for
certain improvement funded by tenants that are considered to be landlord assets. Please
also tell us what you consider to be capital expenditures and what amounts paid by the
lessee are similar to repairs and maintenance.
Howard M. Sipzner
Brandywine Realty Trust Brandywine Operating Partnership, L.P. July 13, 2011 Page 3
You may contact Mark Raki p, Staff Accountant, at 202.551.3 573 or the undersigned at
202.551.3413 if you have questions regarding the co mments on the financial statements and
related matters. Please contact Jerard Gibson, Attorney-Advisor, at 202.551.3473 or Mike
McTiernan, Assistant Director at 202.551.3852 with any other questions.
S i n c e r e l y , / s / C i c e l y L a M o t h e
Cicely LaMothe Senior Assistant Chief Accountant