SEC Company Response from DIGITAL REALTY TRUST, INC. (DLR, DLR-PJ, DLR-PK, DLR-PL) (CIK 0001297996) (DLR) — Jul 15, 2014
DIGITAL REALTY TRUST, INC. (DLR, DLR-PJ, DLR-PK, DLR-PL) (CIK 0001297996)
Date: July 15, 2014 · CIK: 0001297996 · Accession: 0001193125-14-269218
AI Filing Summary & Sentiment
Referenced dates: June 30, 2014
Letter
VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Attention: Kristi Marrone Digital Realty Trust, L.P. Amendment 1 to Form 10-K for fiscal year ended December 31, 2013 Filed March 4, 2014 File No. 0-54023
Dear Ms. Marrone:
This letter sets forth the response of Digital Realty Trust, Inc. and Digital Realty Trust, L.P. (collectively, the “Subject Companies”) to the comments received on June 30, 2014 from the staff (the “Staff”) of the Division of Corporation Finance of the United States Securities and Exchange Commission (the “Commission”) regarding Amendment 1 to the Form 10-K (the “2013 Form 10-K”) filed by the Subject Companies on March 4, 2014.
For ease of review, we have set forth below the numbered comment of the Staff in its letter dated June 30, 2014 and the Subject Companies’ response thereto.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Results of Operations, page 65
1. Please include a discussion of the gain on contribution of investment properties to unconsolidated joint venture in your MD&A in future filings, as this gain had a significant impact on net income.
Response: In response to the Staff’s comment, the Subject Companies intend to include disclosure in future filings substantially similar to the following:
“During the twelve months ended December 31, 2013, we recognized a gain of $115.6 million related to the contribution of nine properties to a newly formed joint venture with an investment fund managed by
July 15, 2014
Page 2
Prudential Real Estate Investors (PREI®). We received net proceeds of $328.6 million in connection with this transaction and retained a 20% interest in the joint venture. During the three months ended March 31, 2014, we recognized a gain of $1.9 million related to the contribution of one property to the PREI joint venture. We received net proceeds of $11.4 million in connection with this transaction and retained our 20% interest in the joint venture.”
* * *
Please do not hesitate to contact me by telephone at (713) 546-7459 with any questions or comments regarding this correspondence.
Very truly yours,
/s/ Keith Benson
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CORRESP 1 filename1.htm CORRESP 355 South Grand Avenue Los Angeles, California 90071-1560 Tel: +1.213.485.1234 Fax: +1.213.891.8763 www.lw.com FIRM / AFFILIATE OFFICES Abu Dhabi Barcelona Beijing Boston Brussels Chicago Doha Dubai Düsseldorf Frankfurt Hamburg Hong Kong Houston London Los Angeles Madrid Milan Moscow Munich New Jersey New York Orange County Paris Riyadh Rome San Diego San Francisco Shanghai Silicon Valley Singapore Tokyo Washington, D.C. July 15, 2014 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 Attention: Kristi Marrone Re: Digital Realty Trust, Inc. Amendment 1 to Form 10-K for fiscal year ended December 31, 2013 Filed March 4, 2014 File No. 1-32336 Digital Realty Trust, L.P. Amendment 1 to Form 10-K for fiscal year ended December 31, 2013 Filed March 4, 2014 File No. 0-54023 Dear Ms. Marrone: This letter sets forth the response of Digital Realty Trust, Inc. and Digital Realty Trust, L.P. (collectively, the “Subject Companies”) to the comments received on June 30, 2014 from the staff (the “Staff”) of the Division of Corporation Finance of the United States Securities and Exchange Commission (the “Commission”) regarding Amendment 1 to the Form 10-K (the “2013 Form 10-K”) filed by the Subject Companies on March 4, 2014. For ease of review, we have set forth below the numbered comment of the Staff in its letter dated June 30, 2014 and the Subject Companies’ response thereto. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations Results of Operations, page 65 1. Please include a discussion of the gain on contribution of investment properties to unconsolidated joint venture in your MD&A in future filings, as this gain had a significant impact on net income. Response: In response to the Staff’s comment, the Subject Companies intend to include disclosure in future filings substantially similar to the following: “During the twelve months ended December 31, 2013, we recognized a gain of $115.6 million related to the contribution of nine properties to a newly formed joint venture with an investment fund managed by July 15, 2014 Page 2 Prudential Real Estate Investors (PREI®). We received net proceeds of $328.6 million in connection with this transaction and retained a 20% interest in the joint venture. During the three months ended March 31, 2014, we recognized a gain of $1.9 million related to the contribution of one property to the PREI joint venture. We received net proceeds of $11.4 million in connection with this transaction and retained our 20% interest in the joint venture.” * * * Please do not hesitate to contact me by telephone at (713) 546-7459 with any questions or comments regarding this correspondence. Very truly yours, /s/ Keith Benson Keith Benson of Latham & Watkins LLP cc: Joshua A. Mills, Digital Realty Trust, Inc. and Digital Realty Trust, L.P. Julian T. Kleindorfer, Latham & Watkins LLP