Redeemable Noncontrolling Interests and Noncontrolling Interests

Redeemable Noncontrolling Interests

Our redeemable noncontrolling interests relate to our consolidated subsidiary, Celesio AG (“Celesio”). The domination and profit and loss transfer agreement (the “Domination Agreement”) was entered into between McKesson and Celesio in connection with our 2014 acquisition of Celesio and became effective in December 2014. Under the Domination Agreement, the noncontrolling shareholders of Celesio have a right to put (“Put Right”) their Celesio shares at €22.99 per share increased annually for interest in the amount of 5 percentage points above a base rate published by the German Bundesbank semiannually, less any compensation amount or guaranteed dividend already paid by McKesson in respect of the relevant time period (“Put Amount”). The exercise of the Put Right will reduce the balance of redeemable noncontrolling interests. During the first quarter of 2018, we paid $50 million to purchase 1.9 million shares of Celesio through the exercises of the Put Right by the noncontrolling shareholders, which decreased the carrying value of redeemable noncontrolling interests by $53 million. The balance of redeemable noncontrolling interests is reported at the greater of its carrying value or its maximum redemption value at each reporting date. The redemption value is the Put Amount adjusted for exchange rate fluctuations each period. At June 30, 2017 and March 31, 2017, the carrying value of redeemable noncontrolling interests of $1.39 billion and $1.33 billion exceeded the maximum redemption value of $1.24 billion and $1.21 billion. At June 30, 2017 and March 31, 2017, we owned approximately 77% and 76% of Celesio’s outstanding common shares.

Under the Domination Agreement, the noncontrolling shareholders of Celesio received a one-time guaranteed dividend of €0.83 per Celesio share for the 2014 calendar year and are also entitled to receive an annual recurring compensation amount of €0.83 per Celesio share since January 2015. As a result, during the first quarters of 2018 and 2017, we recorded a total attribution of net income to the noncontrolling shareholders of Celesio of $9 million and $11 million. All amounts were recorded in our condensed consolidated statement of operations within the caption, “Net Income Attributable to Noncontrolling Interests,” and the corresponding liability balance was recorded within other accrued liabilities on our condensed consolidated balance sheet.

During fiscal 2014, subsequent to the effectiveness of the Domination Agreement, certain noncontrolling shareholders of Celesio initiated appraisal proceedings (“Appraisal Proceedings”) with the Stuttgart Regional Court to challenge the adequacy of the compensation amount, the guaranteed dividend and/or the Put Amount. As long as any Appraisal Proceedings are pending, the compensation amount, guaranteed dividend and/or Put Amount will be paid as specified currently in the Domination Agreement.

Noncontrolling Interests

Our noncontrolling interests represent third-party equity interests in our consolidated entities, primarily Vantage and ClarusONE Sourcing Services LLP, were $210 million and $178 million at June 30, 2017 and March 31, 2017. During the first quarters of 2018 and 2017, we allocated a total of $47 million and $7 million of net income to noncontrolling interests.

Changes in redeemable noncontrolling interests and noncontrolling interests for the first quarter of 2018 were as follows:



(In millions)	Noncontrolling Interests			Redeemable Noncontrolling Interests
Balance, March 31, 2017	$	178		$	1,327
Net income attributable to noncontrolling interests	47			9
Other comprehensive income	—			116
Reclassification of recurring compensation to other accrued liabilities	—			(9		)
Payments to noncontrolling interests	(18		)	—
Exercises of Put Right	—			(53		)
Other	3			—
Balance, June 30, 2017	$	210		$	1,390

Changes in redeemable noncontrolling interests and noncontrolling interests for the first quarter of 2017 were as follows:



(In millions)	Noncontrolling Interests			Redeemable Noncontrolling Interests
Balance, March 31, 2016	$	84		$	1,406
Net income attributable to noncontrolling interests	7			11
Other comprehensive loss	—			(66		)
Reclassification of recurring compensation to other accrued liabilities	—			(11		)
Purchase of noncontrolling interests	152			—
Other	(1		)	—
Balance, June 30, 2016	$	242		$	1,340

The effect of changes in our ownership interests with noncontrolling interests on our equity of $3 million was recorded as a net increase to McKesson’s stockholders’ paid-in capital during the first quarter of 2018. Net income attributable to McKesson and transfers from noncontrolling interests amounted to $312 million during the first quarter of 2018.