Shareholders’ Equity

Noncontrolling Interests

We reflect a noncontrolling interest which represents the interests of the holders of Partnership exchangeable units in Partnership that are not held by RBI. The holders of Partnership exchangeable units held an economic interest of approximately 45.2% and 47.2% in Partnership common equity through the ownership of 207,523,591 and 217,708,924 Partnership exchangeable units as of December 31, 2018 and 2017, respectively.

Pursuant to the terms of the partnership agreement, each holder of a Partnership exchangeable unit is entitled to distributions from Partnership in an amount equal to any dividends or distributions that we declare and pay with respect to our common shares. Additionally, each holder of a Partnership exchangeable unit is entitled to vote in respect of matters on which holders of RBI common shares are entitled to vote through our special voting share. Since December 12, 2015, a holder of a Partnership exchangeable unit may require Partnership to exchange all or any portion of such holder’s Partnership exchangeable units for our common shares at a ratio of one common share for each Partnership exchangeable unit, subject to our right as the general partner of Partnership, in our sole discretion, to deliver a cash payment in lieu of our common shares. If we elect to make a cash payment in lieu of issuing common shares, the amount of the payment will be the weighted average trading price of the common shares on the New York Stock Exchange for the 20 consecutive trading days ending on the last business day prior to the exchange date.

During 2018, Partnership exchanged 10,185,333 Partnership exchangeable units, pursuant to exchange notices received. In accordance with the terms of the partnership agreement, Partnership satisfied the exchange notices by repurchasing 10,000,000 Partnership exchangeable units for approximately $561 million in cash and exchanging 185,333 Partnership exchangeable units for the same number of newly issued RBI common shares. During 2017, Partnership exchanged 9,286,480 Partnership exchangeable units, pursuant to exchange notices received. In accordance with the terms of the partnership agreement, Partnership satisfied the exchange notices by repurchasing 5,000,000 Partnership exchangeable units for approximately $330 million in cash and exchanging 4,286,480 Partnership exchangeable units for the same number of newly issued RBI common shares. During 2016, Partnership exchanged 6,744,244 Partnership exchangeable units, pursuant to exchange notices received. In accordance with the terms of the partnership agreement, Partnership satisfied the exchange notices by exchanging these Partnership exchangeable units for the same number of newly issued RBI common shares. The exchanges represented increases in our ownership interest in Partnership and were accounted for as equity transactions, with no gain or loss recorded in the consolidated statements of operations. Pursuant to the terms of the partnership agreement, upon the exchange of Partnership exchangeable units, each such Partnership exchangeable unit was cancelled concurrently with the exchange.

Prior to and in connection with the redemption of the Preferred Shares, under the terms of the partnership agreement, Partnership made preferred unit distributions to RBI in amounts equal to (i) dividends RBI paid on the Preferred Shares and (ii) the Redemption Consideration of the Preferred Shares. Although the Partnership preferred units and related distributions eliminate in consolidation, they affect the amount of net income (loss) attributable to noncontrolling interests that we report. Net income (loss) attributable to noncontrolling interests represents the noncontrolling interests’ portion of (i) Partnership net income (loss) for the corresponding period less (ii) preferred unit dividends accrued by Partnership.

Accumulated Other Comprehensive Income (Loss)

The following table displays the change in the components of AOCI (in millions):



	Derivatives			Pensions			Foreign Currency Translation			Accumulated Other Comprehensive Income (Loss)
Balances at December 31, 2015	$	318		$	(12	)	$	(1,039	)	$	(733	)
Foreign currency translation adjustment	—			—			223			223
Net change in fair value of derivatives, net of tax	(119		)	—			—			(119		)
Amounts reclassified to earnings of cash flow hedges, net of tax	16			—			—			16
Pension and post-retirement benefit plans, net of tax	—			(8		)	—			(8		)
Amounts attributable to noncontrolling interests	61			4			(142		)	(77		)
Balances at December 31, 2016	276			(16		)	(958		)	(698		)
Foreign currency translation adjustment	—			—			824			824
Net change in fair value of derivatives, net of tax	(382		)	—			—			(382		)
Amounts reclassified to earnings of cash flow hedges, net of tax	25			—			—			25
Pension and post-retirement benefit plans, net of tax	—			4			—			4
Amounts attributable to noncontrolling interests	178			(3		)	(424		)	(249		)
Balances at December 31, 2017	97			(15		)	(558		)	(476		)
Foreign currency translation adjustment	—			—			(831		)	(831		)
Net change in fair value of derivatives, net of tax	263			—			—			263
Amounts reclassified to earnings of cash flow hedges, net of tax	14			—			—			14
Pension and post-retirement benefit plans, net of tax	—			1			—			1
Amounts attributable to noncontrolling interests	(121		)	(1		)	351			229
Balances at December 31, 2018	$	253		$	(15	)	$	(1,038	)	$	(800	)