NOTE 6. NONCONTROLLING INTERESTS

Prologis, L.P.

We report noncontrolling interests related to several entities we consolidate but of which we do not own 100% of the equity. These entities include two real estate partnerships that have issued limited partnership units to third parties. Depending on the specific partnership agreements, these limited partnership units are redeemable for cash or, at our option, shares of the Parent’s common stock, generally at a rate of one share of common stock to one unit. We also consolidate several entities in which we do not own 100% of the equity and the units of the entity are not convertible or redeemable.

Prologis, Inc.

The noncontrolling interests of the Parent include the noncontrolling interests presented in the Operating Partnership, as well as the common limited partnership units in the Operating Partnership that are not owned by the Parent.

The following table summarizes our ownership percentages and noncontrolling interests and the consolidated entities’ total assets and liabilities at September 30, 2017, and December 31, 2016 (dollars in thousands):

	Our Ownership Percentage						Noncontrolling Interests				Total Assets				Total Liabilities
	2017			2016			2017		2016		2017		2016		2017		2016
Prologis U.S. Logistics Venture		55.0	%		55.0	%	$	2,512,472	$	2,424,800	$	6,105,053	$	6,201,278	$	515,962	$	797,593
Prologis North American Industrial Fund (1)	N/A				66.1	%		-		486,648		-		2,479,072		-		1,038,708
Prologis Brazil Logistics Partners Fund I (2)	N/A				50.0	%		-		61,836		-		131,581		-		720
Other consolidated entities (3)	various			various				79,072		99,185		845,660		866,821		30,396		34,073
Prologis, L.P. noncontrolling interests								2,591,544		3,072,469		6,950,713		9,678,752		546,358		1,871,094
Limited partners in Prologis, L.P. (4) (5)								423,961		394,590		-		-		-		-
Prologis, Inc. noncontrolling interests							$	3,015,505	$	3,467,059	$	6,950,713	$	9,678,752	$	546,358	$	1,871,094

(1)	In March 2017, we acquired all of our partner’s interest for $710.2 million. The difference between the amount we paid and the noncontrolling interest balance was adjusted through Additional Paid-in Capital with no gain or loss recognized.

(2)

In March 2017, we acquired all of our partner’s interest for $79.8 million. The difference between the amount we paid and the noncontrolling interest balance was adjusted through Additional Paid-in Capital with no gain or loss recognized. At December 31, 2016, the assets of the Prologis Brazil Logistics Partners Fund I were primarily investments in unconsolidated entities of $113.1 million. For additional information on our unconsolidated investments, see Note 3.

(3)

This line item includes our two partnerships that have issued limited partnership units to third parties, as discussed above, along with various other consolidated entities. At September 30, 2017, and December 31, 2016, limited partnership units were redeemable for cash or, at our option, 1.0 million and 1.8 million shares of the Parent’s common stock. During the first nine months of 2017, limited partnership units were redeemed for 0.8 million shares of the Parent’s common stock.

(4)	We had 8.9 million Class A Units that were convertible into 8.6 million and 8.7 million common limited partnership units of the Operating Partnership at September 30, 2017 and December 31, 2016, respectively.

(5)

At September 30, 2017, and December 31, 2016, excluding the Class A Units, there were common limited partnership units in the Operating Partnership outstanding that were redeemable for cash or, at our option, 4.1 million shares and 4.6 million shares of the Parent’s common stock with a fair value of $262.2 million and $241.8 million, respectively, based on the closing stock price of the Parent’s common stock. In 2017, unitholders redeemed 0.7 million common limited partnership units for an equal number of shares of the Parent’s common stock with a value of $18.8 million. At September 30, 2017, and December 31, 2016, there were 3.7 million and 2.2 million LTIP Units (as defined in Note 7) outstanding, respectively, associated with our long-term compensation plan that are convertible into common units of the Operating Partnership after they vest and other applicable conditions are met.