SEC Comment Letter for DIGITAL REALTY TRUST, INC. (DLR, DLR-PJ, DLR-PK, DLR-PL) (CIK 0001297996) (DLR) — Sep 16, 2016
DIGITAL REALTY TRUST, INC. (DLR, DLR-PJ, DLR-PK, DLR-PL) (CIK 0001297996)
Date: Sept. 16, 2016 · CIK: 0001297996 · Accession: 0000000000-16-093185
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Mail Stop 3233 September 16 , 2016 Via E -mail A. William Stein Chief Executive Officer Digital Realty Trust, Inc. and Digital Realty Trust, L.P. Four Embarcadero Center, Suite 3200 San Francisco, CA 94111 Re: Digital Realty Trust, Inc. and Digital Realty Trust, L.P. Form 10 -K for the fis cal year ended December 31, 2015 Filed February 29, 2016 File No. 1 -32336 and 0-54023 Dear Mr. Stein : 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 these comments within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances , please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 10 -K for the year ended December 31, 2015 Note 3. Investments in Real Estate Dispositions, page 128 1. We note that during 2014 you recorded impairment on five properties; three of which qualified as held -for-sale at December 31, 2014. Please clarify whether any of the properties sold during 2015 are among the five that were impaired during 2014. If so, tell us what factors changed between the time that the impairment was recognized and the time of sale. 2. We note your disclosure on page 71 that the f ive impaired properties did not meet the criteria to be classified as held -for-sale at December 31, 2014. Please advise. A. William Stein Digital Realty Trust, Inc. and Digital Realty Trust, L.P. September 1 6, 2016 Page 2 Form 10 -Q for the period ended June 30, 2016 Note 11. Equity and Accumulated Other Comprehensive Income, Net, page 37 3. Please tell us how you accounted for the forward equity sales related to the offering of shares of your common stock that occurred in July 2015 and May 2016. Cite all relevant accounting literature within your response. 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 compa ny 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 co mpany 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 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 William Demarest, Accountant at 202-551-3432 or me at 202-551-3856 if you have questions regarding comments on the financial statements and related matters. Please contact Folake Ayoola, Senior Attorney at 202 -551-3673 or Charles Garrison, Special Counsel at 202-551-3466 with any other questions. Sincerely, /s/ Shannon Sobotka Shannon Sobotka Staff Accountant Office of Real Estate & Commodities