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Noncontrolling Interests
3 Months Ended
Mar. 31, 2018
Noncontrolling Interests  
Noncontrolling Interests

 

10.Noncontrolling Interests

 

In January 2013, we completed our acquisition of ARCT.  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.  We and our 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 Realty Income, L.P.  The units were issued as consideration for the acquisition. Additionally, in March 2018, we completed the acquisition of an additional portfolio of properties, by both paying cash and issuing additional common partnership units in Realty Income, L.P as consideration for the acquisition. At March 31, 2018, the remaining units from this issuance represent a 1.1% ownership in Realty Income, L.P.  We hold the remaining 98.9% interests in this entity and consolidate the entity.

 

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.

 

In 2016, we completed the acquisition of two properties by acquiring a controlling interest in two separate joint ventures. We are the managing member of each of these joint ventures, and possess the ability to control the business and manage the affairs of these entities. At March 31, 2018, we and our subsidiaries held 95.0% and 74.0% interests, respectively, and fully consolidated these entities in our consolidated financial statements.

 

The following table represents the change in the carrying value of all noncontrolling interests through March 31, 2018 (dollars in thousands):

 

 

 

Tau Operating

 

Realty Income, L.P.

 

Other
Noncontrolling

 

 

 

 

 

Partnership units(1)

 

units(2)

 

Interests

 

Total

 

Carrying value at December 31, 2017

 

$

13,322

 

$

2,160

 

$

3,725

 

$

19,207

 

Reallocation of equity

 

-

 

-

 

-

 

-

 

Redemptions

 

-

 

(1,468

)

-

 

(1,468

)

Shares issued in conjunction with acquisition

 

-

 

12,144

 

 

 

12,144

 

Distributions

 

(208

)

(72

)

(76

)

(356

)

Allocation of net income

 

77

 

55

 

20

 

152

 

 

 

 

 

 

 

 

 

 

 

Carrying value at March 31, 2018

 

$

13,191

 

$

12,819

 

$

3,669

 

$

29,679

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)  317,022 Tau Operating Partnership units were issued on January 22, 2013 and remained outstanding as of March 31, 2018 and December 31, 2017.

(2)  534,546 Realty Income, L.P. units were issued on June 27, 2013, and 242,007 units were issued on March 30, 2018. 270,189 and 88,182 remained outstanding as of March 31, 2018 and December 31, 2017, respectively.

 

Both Tau Operating Partnership and Realty Income, L.P. are considered variable interest entities, or VIEs, in which we are deemed the primary beneficiary based on our controlling financial interests. Below is a summary of selected financial data of consolidated VIEs, including the joint ventures acquired during 2016, for which we are the primary beneficiary included in the consolidated balance sheets at March 31, 2018 and December 31, 2017 (in thousands):

 

 

 

March 31, 2018

 

December 31, 2017

 

Net real estate

 

$

2,955,112

 

$

2,936,397

 

Total assets

 

3,352,666

 

3,342,443

 

Total debt

 

198,670

 

210,384

 

Total liabilities

 

312,315

 

313,295