SEC Comment Letter for Sunstone Hotel Investors, Inc. (SHO, SHO-PH, SHO-PI) (CIK 0001295810) (SHO) — Jan 16, 2007
Sunstone Hotel Investors, Inc. (SHO, SHO-PH, SHO-PI) (CIK 0001295810)
Date: Jan. 16, 2007 · CIK: 0001295810 · Accession: 0000000000-07-002133
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-32319
Referenced dates: November 15, 2006
Letter
Mail Stop 4561 January 16, 2007 Jon D. Kline 903 Calle Amanecer, Suite 100 San Clemente, CA 92673
Re: Sunstone Hotel Investors, Inc. Form 10-K for Fiscal Ye ar Ended December 31, 2005 Forms 10-Q for Fiscal Quarters E nded March 31, 200 6 and June 30, File No. 001-32319
Dear Mr. Kline:
We have reviewed your response letter dated November 15, 2006, and have the following additional comment.
Form 10-Q for the Quarter Period June 30, 2006
Note 13 – Subsequent Events, page 12 1. Please tell us how you concluded the fo rward sale agreement you entered into with Citigroup Global Markets in July 2006 was not required to be accounted for as a derivative under SFAS 133. Specificall y, tell us how you c oncluded that the paragraph 11(a) scope exception in SFAS 133 is available given that the forward sale agreement does not app ear to be solely indexed to your own common stock, as defined in EITF 01-6, given that:
the forward price is also base d on the Federal Funds Rate; and the forward price is subject to d ecrease if the cost to the forward counterparty of borrowing your common stock exceeds a specified amount.
* * * *
As appropriate, please respond to these co mments within 10 business days or tell us when you will provide us with a response. Detailed cover letters gr eatly facilitate our review. Please file your cover letter on E DGAR. Please understa nd that we may have additional comments after reviewin g your responses to our comments.
Jon D. Kline Sunstone Hotel Investors, Inc. January 16, 2007 Page 2 You may contact Yolanda Crittendon, Sta ff Accountant, at (202) 551-3472 or the undersigned at (202) 551-3498 if you have questions.
Sincerely,
Linda VanDoorn
Senior Assistant Chief Accountant
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Mail Stop 4561 January 16, 2007 Jon D. Kline 903 Calle Amanecer, Suite 100 San Clemente, CA 92673 Re: Sunstone Hotel Investors, Inc. Form 10-K for Fiscal Ye ar Ended December 31, 2005 Forms 10-Q for Fiscal Quarters E nded March 31, 200 6 and June 30, 2006 File No. 001-32319 Dear Mr. Kline: We have reviewed your response letter dated November 15, 2006, and have the following additional comment. Form 10-Q for the Quarter Period June 30, 2006 Note 13 – Subsequent Events, page 12 1. Please tell us how you concluded the fo rward sale agreement you entered into with Citigroup Global Markets in July 2006 was not required to be accounted for as a derivative under SFAS 133. Specificall y, tell us how you c oncluded that the paragraph 11(a) scope exception in SFAS 133 is available given that the forward sale agreement does not app ear to be solely indexed to your own common stock, as defined in EITF 01-6, given that: the forward price is also base d on the Federal Funds Rate; and the forward price is subject to d ecrease if the cost to the forward counterparty of borrowing your common stock exceeds a specified amount. * * * * As appropriate, please respond to these co mments within 10 business days or tell us when you will provide us with a response. Detailed cover letters gr eatly facilitate our review. Please file your cover letter on E DGAR. Please understa nd that we may have additional comments after reviewin g your responses to our comments. Jon D. Kline Sunstone Hotel Investors, Inc. January 16, 2007 Page 2 You may contact Yolanda Crittendon, Sta ff Accountant, at (202) 551-3472 or the undersigned at (202) 551-3498 if you have questions. Sincerely, Linda VanDoorn Senior Assistant Chief Accountant