SEC Company Response from Hudson Pacific Properties, Inc. (HPP, HPP-PC) (CIK 0001482512) (HPP) — Nov 12, 2014
Hudson Pacific Properties, Inc. (HPP, HPP-PC) (CIK 0001482512)
Date: Nov. 12, 2014 · CIK: 0001482512 · Accession: 0001482512-14-000052
AI Filing Summary & Sentiment
Reasoning
Referenced dates: August 7, 2014, September 10, 2014
Letter
VIA EDGAR CORRESPONDENCE Hudson Pacific Properties, Inc. Form 10-K for the fiscal year ended December 31, 2013 Filed March 3, 2014 File No. 1-34789
Dear Mrs. Ayoola:
On behalf of our client, Hudson Pacific Properties, Inc. (the “Company”), this letter sets forth the Company’s response to the comment of the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission dated September 10, 2014 to the Company’s Form 10-K for the fiscal year ended December 31, 2013, filed March 3, 2014.
For your convenience, we have set forth the Staff’s comment immediately preceding our response.
Form 10-K for the year ended December 31, 2013
General
1.
We note your response to comment 1 of our letter dated August 7, 2014 in which you indicate that you consider FFO to be a meaningful metric for a REIT to assess its operational performance in conjunction with other metrics. In future Exchange Act periodic reports, please include FFO disclosure. Also provide the appropriate GAAP reconciliation and highlight any differences from the NAREIT definition.
Response:
The Company advises the Staff that, in future Exchange Act periodic reports, beginning with the Company’s Annual Report on Form 10-K for the year ended December 31, 2014, the Company will provide disclosure regarding its FFO. This disclosure will include an appropriate GAAP reconciliation and highlight any differences between the Company’s definition of FFO and the NAREIT definition of FFO.
* * * * *
We are enclosing a letter from Mark T. Lammas, Chief Financial Officer of the Company, containing a statement from the Company acknowledging each of the matters requested by the Staff.
If you have any questions or comments with regard to these responses or other matters, please call the undersigned at (213) 891-8371.
Sincerely,
/s/ Julian Kleindorfer
Julian Kleindorfer, Esq.
of Latham & Watkins LLP
cc: Mark T. Lammas, Chief Financial Officer
November 12, 2014
VIA EDGAR CORRESPONDENCE
Folake Ayoola
Senior Counsel, Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re:
Hudson Pacific Properties, Inc.
Form 10-K for the fiscal year ended December 31, 2013
Filed March 3, 2014
File No. 1-34789
Dear Mrs. Ayoola:
In response to your letter dated September 10, 2014, Hudson Pacific Properties, Inc. (the “Company”) is today submitting to the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) a letter from our counsel, Julian Kleindorfer of Latham & Watkins LLP.
Pursuant to the Staff’s request, the Company hereby acknowledges 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.
Very truly yours,
HUDSON PACIFIC PROPERTIES, INC.
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CORRESP 1 filename1.htm HPP Response Letter 2 (2013 Form 10K) 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 Milan Barcelona Moscow Beijing Munich Boston New Jersey Brussels New York Chicago Orange County Doha Paris Dubai Riyadh Düsseldorf Rome Frankfurt San Diego Hamburg San Francisco Hong Kong Shanghai Houston Silicon Valley London Singapore Los Angeles Tokyo Madrid Washington, D.C. November 12, 2014 VIA EDGAR CORRESPONDENCE Folake Ayoola Senior Counsel, Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Hudson Pacific Properties, Inc. Form 10-K for the fiscal year ended December 31, 2013 Filed March 3, 2014 File No. 1-34789 Dear Mrs. Ayoola: On behalf of our client, Hudson Pacific Properties, Inc. (the “Company”), this letter sets forth the Company’s response to the comment of the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission dated September 10, 2014 to the Company’s Form 10-K for the fiscal year ended December 31, 2013, filed March 3, 2014. For your convenience, we have set forth the Staff’s comment immediately preceding our response. Form 10-K for the year ended December 31, 2013 General 1. We note your response to comment 1 of our letter dated August 7, 2014 in which you indicate that you consider FFO to be a meaningful metric for a REIT to assess its operational performance in conjunction with other metrics. In future Exchange Act periodic reports, please include FFO disclosure. Also provide the appropriate GAAP reconciliation and highlight any differences from the NAREIT definition. Response: The Company advises the Staff that, in future Exchange Act periodic reports, beginning with the Company’s Annual Report on Form 10-K for the year ended December 31, 2014, the Company will provide disclosure regarding its FFO. This disclosure will include an appropriate GAAP reconciliation and highlight any differences between the Company’s definition of FFO and the NAREIT definition of FFO. * * * * * We are enclosing a letter from Mark T. Lammas, Chief Financial Officer of the Company, containing a statement from the Company acknowledging each of the matters requested by the Staff. If you have any questions or comments with regard to these responses or other matters, please call the undersigned at (213) 891-8371. Sincerely, /s/ Julian Kleindorfer Julian Kleindorfer, Esq. of Latham & Watkins LLP cc: Mark T. Lammas, Chief Financial Officer November 12, 2014 VIA EDGAR CORRESPONDENCE Folake Ayoola Senior Counsel, Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Hudson Pacific Properties, Inc. Form 10-K for the fiscal year ended December 31, 2013 Filed March 3, 2014 File No. 1-34789 Dear Mrs. Ayoola: In response to your letter dated September 10, 2014, Hudson Pacific Properties, Inc. (the “Company”) is today submitting to the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) a letter from our counsel, Julian Kleindorfer of Latham & Watkins LLP. Pursuant to the Staff’s request, the Company hereby acknowledges 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. Very truly yours, HUDSON PACIFIC PROPERTIES, INC. /s/ Mark T. Lammas Name: Mark T. Lammas Title: Chief Financial Officer