11. Noncontrolling Interests

In January 2013, we completed our acquisition of ARCT. We issued a total of 45,573,144 shares of our common stock to ARCT shareholders and we received 208,709 shares of our common stock that were previously held by ARCT. The total value of the 45,573,144 common shares was approximately $2 billion.

Equity issued as consideration for this transaction included common and preferred partnership units issued by Tau Operating Partnership, L.P., or Tau Operating Partnership, the consolidated subsidiary which owns properties acquired through the ARCT acquisition. Realty Income and its subsidiaries hold a 99.4% interest in Tau Operating Partnership, and consolidate the entity.

In June 2013, we completed the acquisition of a portfolio of properties by issuing common partnership units in a newly formed entity, Realty Income, L.P. The units were issued as consideration for the acquisition. At December 31, 2015, the remaining units from this issuance represent a 1.4% ownership in Realty Income, L.P. Realty Income holds the remaining 98.6% interests in this entity and consolidates the entity.

A. Neither of the common partnership units have voting rights. Both common partnership units are entitled to monthly distributions equal to the amount paid to common stockholders of Realty Income, and are redeemable in cash or Realty Income common stock, at our option, and at a conversion ratio of one to one, subject to certain exceptions. Noncontrolling interests with redemption provisions that permit the issuer to settle in either cash or common stock, at the option of the issuer, were evaluated to determine whether temporary or permanent equity classification on the balance sheet was appropriate. We determined that the units meet the requirements to qualify for presentation as permanent equity.

The following table represents the change in the carrying value of all noncontrolling interests through December 31, 2015 (dollars in thousands):

	Tau Operating			Realty Income, L.P.
	Partnership units		(1)	units		(2)	Total
Carrying value at December 31, 2014	$	13,067		$	14,631		$	27,698
Reallocation of equity	836			(1,887		)	(1,051		)
Redemptions	-			(4,347		)	(4,347		)
Distributions	(722		)	(930		)	(1,652		)
Allocation of net income	229			860			1,089

Carrying value at December 31, 2015	$	13,410		$	8,327		$	21,737

	Tau Operating			Realty Income, L.P.
	Partnership units		(1)	units		(2)	Total
Carrying value at December 31, 2013	$	13,489		$	22,422		$	35,911
Reallocation of equity	-			(6,647		)	(6,647		)
Redemptions	-			(1,032		)	(1,032		)
Distributions	(695		)	(1,144		)	(1,839		)
Allocation of net income	273			1,032			1,305

Carrying value at December 31, 2014	$	13,067		$	14,631		$	27,698

⁽¹⁾ 317,022 Tau Operating Partnership units were issued on January 22, 2013 and remained outstanding as of December 31, 2015 and December 31, 2014.

⁽²⁾ 534,546 Realty Income, L.P. units were issued on June 27, 2013, 499,546 units were outstanding as of December 31, 2014, and 331,364 remain outstanding as of December 31, 2015.

During 2015 and 2014, we recorded net equity reclassification adjustments of $1.1 million and $6.6 million, respectively, between noncontrolling interests and additional paid in capital to adjust the carrying value of noncontrolling interests to be in-line with their equity ownership interests in the entities.

B. The Tau Operating Partnership preferred units were recorded at fair value as of the date of acquisition. Since they were redeemable at a fixed price on a determinable date, we initially classified them in other liabilities on our consolidated balance sheets. Payments on these preferred units were made monthly at a rate of 2% per annum and were included in interest expense. As of December 31, 2014, the preferred units had a carrying value of $6.75 million. In January 2015, we redeemed all 6,750 Tau Operating Partnership preferred units for $1,000 per unit, plus accrued and unpaid distributions.