Noncontrolling and Redeemable Noncontrolling Interests

9 Months Ended

Sep. 30, 2020

Noncontrolling and Redeemable Noncontrolling Interests

When acquiring less than 100% ownership of an entity, the Company may enter into agreements that give the Company an option to purchase, or require the Company to purchase, the incremental ownership interests under certain circumstances. Where the option to purchase the incremental ownership is within the Company’s control, the amounts are recorded as noncontrolling interests in the equity section of the Company’s Unaudited Condensed Consolidated Balance Sheets. Where the incremental purchase may be required of the Company, the amounts are recorded as redeemable noncontrolling interests in mezzanine equity at their estimated acquisition date redemption value and adjusted at each reporting period for changes to their estimated redemption value through additional paid-in capital (but not less than their initial redemption value), except for foreign currency translation adjustments. On occasion, the Company may initiate a renegotiation to acquire an incremental ownership interest and the amount of consideration paid may differ materially from the amounts recorded in the Company’s Unaudited Condensed Consolidated Balance Sheets.

Noncontrolling Interests

Changes in amounts due to noncontrolling interest holders included in Accruals and other liabilities on the Unaudited Condensed Consolidated Balance Sheets for the year ended December 31, 2019 and nine months ended September 30, 2020 were as follows:


	Noncontrolling Interests
Balance, December 31, 2018	$	9,278
Income attributable to noncontrolling interests	16,156
Distributions made	(11,392)
Other	(14)
Balance, December 31, 2019	$	14,028
Income attributable to noncontrolling interests	14,620
Distributions made	(14,499)
Other	(218)
Balance, September 30, 2020	$	13,931

Changes in the Company’s ownership interests in our less than 100% owned subsidiaries during the three and nine months ended September 30, 2020 and 2019 were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Net income (loss) attributable to MDC Partners Inc.	$	4,076	$	(1,752)	$	4,486	$	2,425
Transfers from the noncontrolling interest:
Increase (decrease) in MDC Partners Inc. paid-in capital for purchase of redeemable noncontrolling interests and noncontrolling interests	2,129		(648)		1,626		(745)
Net transfers from noncontrolling interests	$	2,129	$	(648)	$	1,626	$	(745)
Change from net income (loss) attributable to MDC Partners Inc. and transfers to noncontrolling interests	$	6,205	$	(2,400)	$	6,112	$	1,680

Redeemable Noncontrolling Interests

The following table presents changes in redeemable noncontrolling interests:


	Nine Months Ended September 30, 2020		Year Ended December 31, 2019
Beginning Balance	$	36,973	$	51,546
Redemptions	(12,289)		(14,530)
Granted	—		—
Changes in redemption value	1,056		(3,163)
Currency translation adjustments	(568)		3
Other	—		3,117
Ending Balance	$	25,172	$	36,973

The noncontrolling shareholders’ ability to exercise any such option right is subject to the satisfaction of certain conditions, including conditions requiring notice in advance of exercise and specific employment termination conditions. In addition, these rights cannot be exercised prior to specified staggered exercise dates. The exercise of these rights at their earliest contractual date would result in obligations of the Company to fund the related amounts during 2020 to 2024. It is not determinable, at this time, if or when the owners of these rights will exercise all or a portion of these rights.

The redeemable noncontrolling interest of $25,172 as of September 30, 2020, consists of $17,640 based on the performance of subsidiaries assuming the reporting date is the redemption date and such rights are exercised, $7,532 upon termination of such owner’s employment with the applicable subsidiary or death and $0 representing the initial redemption value (required floor) recorded for certain acquisitions in excess of the amount the Company would have to pay should the Company acquire the remaining ownership interests for such subsidiaries.

These adjustments will not impact the calculation of earnings (loss) per share if the redemption values are less than the estimated fair values. For the nine months ended September 30, 2020 and 2019, there was no related impact on the Company’s loss per share calculation.