SEC Comment Letter for Blackstone (BX) — Jul 13, 2012
Blackstone Inc.
Date: July 13, 2012 · CIK: 0001393818 · Accession: 0000000000-12-036721
AI Filing Summary & Sentiment
Referenced dates: June 11, 2012, June 11, 2012
Letter
July 13 , 2012 Via E -mail Mr. Laurence A. Tosi Chief Financial Officer The Blackstone Group L.P. 345 Park Avenue New York, New York 10154
RE: The Blackstone Group L.P. Form 10 -K for the Year E nded December 31, 2011 Filed February 28, 2012 Form 10 -Q for the Period Ended March 31, 2012 Filed May 7, 2012 Response dated June 25 , 2012 File No. 1-33551
Dear Mr. Tosi:
We have reviewed you r response letter dated June 25 , 2012 and 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 providing the requested information, or by adv ising 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 the Year Ended December 31, 2011
Financial Statements
Consolidated Statement of Changes in Partners’ Capital, page 133
1. We note your response to comment seven in our letter dated June 11, 2012. In connection with the acquisition of certain management contracts from Allied Irish Banks, you determined that you are the primary beneficiary of four CLO vehicles and correspondin gly consolidate these entities. It is unclear how you determined that the difference between the fair value of the assets and liabilities related to these four CLO vehicles should be recorded in
Mr. Laurence A. Tosi The Blackstone Group L.P. July 13, 2012 Page 2
appropriated partners’ capital rather than through net incom e (loss). Please further advise. Please ensure that your explanation addresses the following: Please help us understand how the application of ASC 810 -10-30-4 led you to determine that you did not need to record a gain or loss in current period earnings on the acquisition date. Please provide us with your calculation as well as a corresponding explanation of how you arrived at each of the amounts used in your calculation; and The recording of the excess of fair value of assets over liabilities directly to appropriated retained earnings was intended to be applied only upon the initial adoption of ASU 2009 - 17 (that is, at the transition date). In this regard, it is not clear how you determined that it was appropriate to use this accounting treatment subse quent to your initial adoption of ASU 2009 -17.
Item 11. Executive Compensation
Summary Compensation Table, page 212
2. We are continuing to evaluate your response to comment eight in our letter dated June 11, 2012 and may have additional comments.
You may contact Chambre Malone , Staff Attorney , at (202) 551 -3262 or, in her absence, Era Anagnosti , Staff Attorney , at (202) 551 -3369 if you have any questions regarding legal matters. Please contact Nudrat Salik, Staff Acc ountant, at (202) 551 -3692 or, in h er absence, the undersigned at (202) 551 -3769 if you have questions regarding comments on the financial statements and related matters .
Sincerely,
/s/ Rufus Decker
Show Raw Text
July 13 , 2012
Via E -mail
Mr. Laurence A. Tosi
Chief Financial Officer
The Blackstone Group L.P.
345 Park Avenue
New York, New York 10154
RE: The Blackstone Group L.P.
Form 10 -K for the Year E nded December 31, 2011
Filed February 28, 2012
Form 10 -Q for the Period Ended March 31, 2012
Filed May 7, 2012
Response dated June 25 , 2012
File No. 1-33551
Dear Mr. Tosi:
We have reviewed you r response letter dated June 25 , 2012 and 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 providing the requested
information, or by adv ising 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 the Year Ended December 31, 2011
Financial Statements
Consolidated Statement of Changes in Partners’ Capital, page 133
1. We note your response to comment seven in our letter dated June 11, 2012. In connection
with the acquisition of certain management contracts from Allied Irish Banks, you
determined that you are the primary beneficiary of four CLO vehicles and correspondin gly
consolidate these entities. It is unclear how you determined that the difference between the
fair value of the assets and liabilities related to these four CLO vehicles should be recorded in
Mr. Laurence A. Tosi
The Blackstone Group L.P.
July 13, 2012
Page 2
appropriated partners’ capital rather than through net incom e (loss). Please further advise.
Please ensure that your explanation addresses the following:
Please help us understand how the application of ASC 810 -10-30-4 led you to determine
that you did not need to record a gain or loss in current period earnings on the acquisition
date. Please provide us with your calculation as well as a corresponding explanation of
how you arrived at each of the amounts used in your calculation; and
The recording of the excess of fair value of assets over liabilities directly to appropriated
retained earnings was intended to be applied only upon the initial adoption of ASU 2009 -
17 (that is, at the transition date). In this regard, it is not clear how you determined that it
was appropriate to use this accounting treatment subse quent to your initial adoption of
ASU 2009 -17.
Item 11. Executive Compensation
Summary Compensation Table, page 212
2. We are continuing to evaluate your response to comment eight in our letter dated June 11,
2012 and may have additional comments.
You may contact Chambre Malone , Staff Attorney , at (202) 551 -3262 or, in her absence,
Era Anagnosti , Staff Attorney , at (202) 551 -3369 if you have any questions regarding legal
matters. Please contact Nudrat Salik, Staff Acc ountant, at (202) 551 -3692 or, in h er absence, the
undersigned at (202) 551 -3769 if you have questions regarding comments on the financial
statements and related matters .
Sincerely,
/s/ Rufus Decker
Rufus Decker
Accounting Branch Chief