SEC Comment Letter for DUKE REALTY Ltd PARTNERSHIP — Mar 14, 2022
DUKE REALTY Ltd PARTNERSHIP/ (CIK 0001003410)
Date: March 14, 2022 · CIK: 0001003410 · Accession: 0000000000-22-002785
AI Filing Summary & Sentiment
File numbers found in text: 001-09044, 001-20625
Letter
United States securities and exchange commission logo March 14, 2022 Mark Denien Chief Financial Officer Duke Realty Corporation Duke Realty Limited Partnership 8711 River Crossing Boulevard Indianapolis, Indiana 46240 Re:Duke Realty Corporation Duke Realty Limited Partnership Form 10-K for the year ended December 31, 2021 Filed on February 18, 2022 File Nos. 001-09044 and 001-20625 Dear Mr. Denien: We have limited our review of your filings to the financial statements and related disclosures 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 this 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 this comment, we may have additional comments. Form 10-K for the year ended December 31, 2021 Dispositions, page 81 1.We note your disclosure that in July 2021, you entered into a 20%-owned unconsolidated joint venture with plans to contribute three tranches of properties for a total of nine properties. It appears that two of the three tranches were contributed on July 27, 2021 and September 21, 2021 for $115.7 million and $172.9 million in net cash proceeds respectively and that the joint venture financed the acquisition of these properties with a combination of third party first mortgage loans and equity contributions from your partner. In order to better understand the Company's accounting, please tell us how the Company measured its equity interest in this unconsolidated joint venture when considering these contributions. In that regard, please tell us how the Company considered the guidance in ASC 610-20 and whether any of these contributions resulted in a gain or
FirstName LastNameMark Denien Comapany NameDuke Realty Corporation March 14, 2022 Page 2 FirstName LastName Mark Denien Duke Realty Corporation March 14, 2022 Page 2 loss upon such contribution. In closing, we remind you that the company 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 Ameen Hamady at 202-551-3891 or in his absence, Shannon Menjivar at 202-551-3856 with any questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction
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United States securities and exchange commission logo
March 14, 2022
Mark Denien
Chief Financial Officer
Duke Realty Corporation
Duke Realty Limited Partnership
8711 River Crossing Boulevard
Indianapolis, Indiana 46240
Re:Duke Realty Corporation
Duke Realty Limited Partnership
Form 10-K for the year ended December 31, 2021
Filed on February 18, 2022
File Nos. 001-09044 and 001-20625
Dear Mr. Denien:
We have limited our review of your filings to the financial statements and related
disclosures 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 this 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 this comment, we may have additional comments.
Form 10-K for the year ended December 31, 2021
Dispositions, page 81
1.We note your disclosure that in July 2021, you entered into a 20%-owned unconsolidated
joint venture with plans to contribute three tranches of properties for a total
of nine properties. It appears that two of the three tranches were contributed on July 27,
2021 and September 21, 2021 for $115.7 million and $172.9 million in net cash proceeds
respectively and that the joint venture financed the acquisition of these properties with a
combination of third party first mortgage loans and equity contributions from your
partner. In order to better understand the Company's accounting, please tell us how the
Company measured its equity interest in this unconsolidated joint venture when
considering these contributions. In that regard, please tell us how the Company considered
the guidance in ASC 610-20 and whether any of these contributions resulted in a gain or
FirstName LastNameMark Denien
Comapany NameDuke Realty Corporation
March 14, 2022 Page 2
FirstName LastName
Mark Denien
Duke Realty Corporation
March 14, 2022
Page 2
loss upon such contribution.
In closing, we remind you that the company 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 Ameen Hamady at 202-551-3891 or in his absence, Shannon
Menjivar at 202-551-3856 with any questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction