SEC Comment Letter for CBRE GROUP, INC. (CBRE) (CIK 0001138118) (CBRE) — May 31, 2013
CBRE GROUP, INC. (CBRE) (CIK 0001138118)
Date: May 31, 2013 · CIK: 0001138118 · Accession: 0000000000-13-029772
AI Filing Summary & Sentiment
Reasoning
Letter
May 31, 2013 Via E -mail Gil Borok Chief Financial Officer CBRE Group, Inc. 11150 Santa Monica Boulevard, Suite 1600 Los Angeles, CA 90025
Re: CBRE Group, Inc. Form 10 -K for fiscal y ear ended December 31, 2012 Filed March 1, 2013 File No. 1-32205
Dear Mr. Borok :
We have reviewed your filing an d have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this le tter within ten 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 and circumstances, please tell us why in your response.
After reviewing the information you provide in response to these comments, we may have additional comments.
Form 10 -K for fiscal year ended December 31, 201 2
Item 7. Management’s Discussion and Analysis of Fi nancial Condition and Results of Operations, page 34
Off-Balance Sheet Arrangements, page 64 With respect to your co -investments, please tell us whether the company has provided 1. any guarantees to these funds, has provided voluntary financial assistance to these funds or expects to provide any additional financial support to these funds on a voluntary basis.
Gil Borok CBRE Group, Inc. May 31, 2013 Page 2
Item 7A. Quantitative and Qualitative Disclosures About Market Risk, page 65
Exchange Rates , page 66 We note that your Global Investment Manag ement business has a significant amount of 2. Euro -dominated assets under management and associated revenues and earnings, as well as 40% of your business is transacted in foreign currencies. For each currency for which you have significant exposure, please tell us what consideration you gave to providing a sensitivity analysis that expresses the potential loss in future earnings resulting from hypothetical changes in foreign currency exchange rates.
Item 8. Financial Statements and Supplementary Data, 68
Notes to Consolidated Financial Statements, page 76
2. Significant Accounting Policies, page 76
Warehouse Receivables, page 85 Please tell us how you account for the sale of loans. Your response should include, but 3. not be limited to, the consideration of the loss sharing arrangements. Please refer to paragraph 46 of ASC 860 -10-55.
16. Income Taxes, page 127 Given that you identified $191 million of earnings to repatriate in 2012 and 2013, please 4. tell us how you have determined that as of December 31, 2012, your remaining $1.1 billion of undistributed earnings of subsidiaries located outside of the United States continues to be permanently reinvested. Your response should address the reason you have decided to repatriate $191 million in earnings. Furt her, please tell us what evidence you considered in your determination that your foreign subsidiaries have reinvested and will continue to reinvest the remaining undistributed earnings indefinitely. Refer to ASC Topic 740 -30-25.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules require. Since the company and its management ar e in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
In responding to our comments, please provide a written statement from the company acknowledging that :
the company is responsible for the adequacy and accuracy of the disclosure in the filing;
Gil Borok CBRE Group, Inc. May 31, 2013 Page 3
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and
the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
You may contact Mark Rakip, Staff Accountant at 202.551.3573 or the undersigned at 202.551.3295 if you have questions regarding comments on the financial statements and related matters.
Sincerely,
/s/ Jennifer Monick
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May 31, 2013 Via E -mail Gil Borok Chief Financial Officer CBRE Group, Inc. 11150 Santa Monica Boulevard, Suite 1600 Los Angeles, CA 90025 Re: CBRE Group, Inc. Form 10 -K for fiscal y ear ended December 31, 2012 Filed March 1, 2013 File No. 1-32205 Dear Mr. Borok : We have reviewed your filing an d have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this le tter within ten 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 and circumstances, please tell us why in your response. After reviewing the information you provide in response to these comments, we may have additional comments. Form 10 -K for fiscal year ended December 31, 201 2 Item 7. Management’s Discussion and Analysis of Fi nancial Condition and Results of Operations, page 34 Off-Balance Sheet Arrangements, page 64 With respect to your co -investments, please tell us whether the company has provided 1. any guarantees to these funds, has provided voluntary financial assistance to these funds or expects to provide any additional financial support to these funds on a voluntary basis. Gil Borok CBRE Group, Inc. May 31, 2013 Page 2 Item 7A. Quantitative and Qualitative Disclosures About Market Risk, page 65 Exchange Rates , page 66 We note that your Global Investment Manag ement business has a significant amount of 2. Euro -dominated assets under management and associated revenues and earnings, as well as 40% of your business is transacted in foreign currencies. For each currency for which you have significant exposure, please tell us what consideration you gave to providing a sensitivity analysis that expresses the potential loss in future earnings resulting from hypothetical changes in foreign currency exchange rates. Item 8. Financial Statements and Supplementary Data, 68 Notes to Consolidated Financial Statements, page 76 2. Significant Accounting Policies, page 76 Warehouse Receivables, page 85 Please tell us how you account for the sale of loans. Your response should include, but 3. not be limited to, the consideration of the loss sharing arrangements. Please refer to paragraph 46 of ASC 860 -10-55. 16. Income Taxes, page 127 Given that you identified $191 million of earnings to repatriate in 2012 and 2013, please 4. tell us how you have determined that as of December 31, 2012, your remaining $1.1 billion of undistributed earnings of subsidiaries located outside of the United States continues to be permanently reinvested. Your response should address the reason you have decided to repatriate $191 million in earnings. Furt her, please tell us what evidence you considered in your determination that your foreign subsidiaries have reinvested and will continue to reinvest the remaining undistributed earnings indefinitely. Refer to ASC Topic 740 -30-25. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules require. Since the company and its management ar e in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In responding to our comments, please provide a written statement from the company acknowledging that : the company is responsible for the adequacy and accuracy of the disclosure in the filing; Gil Borok CBRE Group, Inc. May 31, 2013 Page 3 staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. You may contact Mark Rakip, Staff Accountant at 202.551.3573 or the undersigned at 202.551.3295 if you have questions regarding comments on the financial statements and related matters. Sincerely, /s/ Jennifer Monick Jennifer Monick Senior Staff Accountant