Noncontrolling Interests

9 Months Ended

Sep. 30, 2023

NOTE 7. NONCONTROLLING INTERESTS

Prologis, L.P.

We report noncontrolling interests related to several entities we consolidate but of which we do not own 100% of the equity. These entities include two real estate partnerships that have issued limited partnership units to third parties. Depending on the specific partnership agreements, these limited partnership units are redeemable for cash or, at our option, shares of the Parent’s common

stock, generally at a rate of one share of common stock to one limited partnership unit. We also consolidate certain entities in which we do not own 100% of the equity but the equity of these entities is not exchangeable into our common stock.

Prologis, Inc.

The noncontrolling interests of the Parent include the noncontrolling interests described above for the OP, as well as the limited partnership units in the OP that are not owned by the Parent. The outstanding limited partnership units receive quarterly cash distributions equal to the quarterly dividends paid on our common stock pursuant to the terms of the applicable partnership agreements.

The following table summarizes these entities (dollars in thousands):


	Our Ownership Percentage						Noncontrolling Interests				Total Assets				Total Liabilities
	Sep 30, 2023			Dec 31, 2022			Sep 30, 2023		Dec 31, 2022		Sep 30, 2023		Dec 31, 2022		Sep 30, 2023		Dec 31, 2022
Prologis U.S. Logistics Venture		55.0	%		55.0	%	$	3,152,160	$	3,182,858	$	7,161,018	$	7,225,438	$	165,959	$	158,453
Other consolidated entities (1)		-		various				146,136		134,909		1,060,117		1,737,311		142,533		259,524
Prologis, L.P.								3,298,296		3,317,767		8,221,135		8,962,749		308,492		417,977
Limited partners in Prologis, L.P. (2)(3)								1,326,735		1,308,044		-		-		-		-
Prologis, Inc.							$	4,625,031	$	4,625,811	$	8,221,135	$	8,962,749	$	308,492	$	417,977

(1)

Includes two partnerships that have issued limited partnership units to third parties, as discussed above, along with various other consolidated entities. The limited partnership units outstanding at September 30, 2023 and December 31, 2022 were exchangeable into cash or, at our option, 0.3 million shares of the Parent’s common stock.

(2)

We had 8.6 million Class A Units that were convertible into 8.1 million and 8.0 million limited partnership units of the OP at September 30, 2023 and December 31, 2022, respectively.

(3)

There were limited partnership units in the OP, excluding the Class A Units, that were exchangeable into cash or, at our option, 9.2 million and 10.0 million shares of the Parent’s common stock, at September 30, 2023 and December 31, 2022, respectively. Also included are the vested OP Long-Term Incentive Plan Units (“LTIP Units”) associated with our long-term compensation plans of 5.5 million and 4.6 million shares of the Parent’s common stock at September 30, 2023 and December 31, 2022, respectively. See further discussion of LTIP Units in Note 8.