SEC Comment Letter for DIGITAL REALTY TRUST, INC. (DLR, DLR-PJ, DLR-PK, DLR-PL) (CIK 0001297996) (DLR) — May 2, 2013
DIGITAL REALTY TRUST, INC. (DLR, DLR-PJ, DLR-PK, DLR-PL) (CIK 0001297996)
Date: May 2, 2013 · CIK: 0001297996 · Accession: 0000000000-13-024062
AI Filing Summary & Sentiment
File numbers found in text: 001-32336
Letter
May 2, 2013 Via Email Michael F. Foust Chief Executive Officer Digital Realty Trust, Inc. Digital Realty Trust, L.P. Four Embarcadero Center, Suite 3200 San Francisco, CA 94111 Re: Digital Realty Trust, L.P. Annual Report on Form 10-K Filed February 28, 2013 File No. 000 -54023
Re: Digital Realty Trust, Inc. Annual Report on Form 10-K Filed February 28, 2013 File No. 001-32336
Dear Mr. Foust :
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 letter within ten business days by amending your filing, 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 or do not believe an amendment is appropriate, please tell us why in your response.
After re viewing any amendment to your filing and the information you provide in response to these comments, we may have additional comments.
Item 7. Management’s Discussion and Analysis of Financial Condition, page 53
1. Please tell us whether you cons ider net operating income and/or same store net operating income to be key performance indicators.
Michael F. Foust Digital Realty Trust, Inc. Digital Realty Trust, L.P. May 2, 2013 Page 2 Revenues, page 64
2. We note your disclosure that same store rental revenues were due to new leasing at same store properties. In future Exchange Act report s, within the same store discussion, please address the relative impact, if any, of changes in occupancy and rent al rates.
Analysis of Liquidity and Capital Resources, page 68
3. We note your disclosure here and on page 73 that you commenced an at -the-market equity distribution program. In future Exchange Act reports, please revise to provide the amount of equity remaining in the program during the applicable period.
Construction, page 75
4. We note the disclosure regarding your construction progress for the 1.4 million square feet. In future Exchange Act reports, please disclose the expected completion date, if possible, for this development project and any other projects where you have begun development and/or construction.
We urge all persons who are re sponsible 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 are 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;
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 compan y 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.
Please contact Folake Ayoola, Attorney Adviser, at (202) 551 -3673 or me at (202) 551 - 3386 with any other questions.
Sincerely,
/s/ Duc Dang
Duc Dang
Attorney Advisor
Show Raw Text
May 2, 2013 Via Email Michael F. Foust Chief Executive Officer Digital Realty Trust, Inc. Digital Realty Trust, L.P. Four Embarcadero Center, Suite 3200 San Francisco, CA 94111 Re: Digital Realty Trust, Inc. Annual Report on Form 10-K Filed February 28, 2013 File No. 001-32336 Re: Digital Realty Trust, L.P. Annual Report on Form 10-K Filed February 28, 2013 File No. 000 -54023 Dear Mr. Foust : 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 letter within ten business days by amending your filing, 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 or do not believe an amendment is appropriate, please tell us why in your response. After re viewing any amendment to your filing and the information you provide in response to these comments, we may have additional comments. Item 7. Management’s Discussion and Analysis of Financial Condition, page 53 1. Please tell us whether you cons ider net operating income and/or same store net operating income to be key performance indicators. Michael F. Foust Digital Realty Trust, Inc. Digital Realty Trust, L.P. May 2, 2013 Page 2 Revenues, page 64 2. We note your disclosure that same store rental revenues were due to new leasing at same store properties. In future Exchange Act report s, within the same store discussion, please address the relative impact, if any, of changes in occupancy and rent al rates. Analysis of Liquidity and Capital Resources, page 68 3. We note your disclosure here and on page 73 that you commenced an at -the-market equity distribution program. In future Exchange Act reports, please revise to provide the amount of equity remaining in the program during the applicable period. Construction, page 75 4. We note the disclosure regarding your construction progress for the 1.4 million square feet. In future Exchange Act reports, please disclose the expected completion date, if possible, for this development project and any other projects where you have begun development and/or construction. We urge all persons who are re sponsible 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 are 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; 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 compan y 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. Please contact Folake Ayoola, Attorney Adviser, at (202) 551 -3673 or me at (202) 551 - 3386 with any other questions. Sincerely, /s/ Duc Dang Duc Dang Attorney Advisor