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Redeemable Noncontrolling Interests

3 Months Ended

Mar. 31, 2022

Noncontrolling Interest [Abstract]

Redeemable Noncontrolling Interests

Redeemable Noncontrolling Interests

The minority partners in two of the Company’s merchant alliance joint ventures maintain redeemable noncontrolling interests which are presented outside of equity and carried at their estimated redemption values. Each minority partner owns 1% of the equity in the respective joint venture; in addition, each minority partner is entitled to a contractually determined share of the respective entity’s income. The agreements contain redemption features whereby interests held by the minority partner are redeemable either (i) at the option of the holder or (ii) upon the occurrence of an event that is not solely within the Company’s control. The joint ventures may be terminated by either party for convenience any time after September 1, 2021 and December 31, 2024, respectively. In the event of termination for cause, as a result of a change in control, or for convenience after the predetermined date, the Company may be required to purchase the minority partner membership interests at a price equal to the fair market value of the minority interest through a distribution in the form of cash, certain merchant contracts of the joint venture, or a combination thereof to the minority partner. In conjunction with the termination of the joint venture, the minority partner may also exercise an option to purchase certain additional merchant contracts at fair market value.

In September 2021, the Company and a joint venture minority partner mutually agreed to terminate one of the Company’s merchant alliance joint ventures. In conjunction with this agreement, the joint venture minority partner elected to exercise its option to purchase certain additional merchant contracts of the joint venture. Upon termination of the joint venture effective March 2, 2022, the Company received proceeds of $175 million from the sale of certain merchant contracts of the joint venture, resulting in the recognition of a pre-tax gain of $147 million within gain on sale of assets, with related tax expense of $9 million recorded through the income tax provision, in the consolidated statement of income during the three months ended March 31, 2022.

The following table presents a summary of the redeemable noncontrolling interests activity during the three months ended March 31:

(In millions)						2022						2021
Balance at beginning of period						$	278					$	259
Distributions paid to redeemable noncontrolling interests						(13)						(10)
Share of income						10						10
Derecognition of redeemable noncontrolling interest						(111)						—
Balance at end of period						$	164					$	259

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- Definition

The entire disclosure for noncontrolling interest in consolidated subsidiaries, which could include the name of the subsidiary, the ownership percentage held by the parent, the ownership percentage held by the noncontrolling owners, the amount of the noncontrolling interest, the location of this amount on the balance sheet (when not reported separately), an explanation of the increase or decrease in the amount of the noncontrolling interest, the noncontrolling interest share of the net Income or Loss of the subsidiary, the location of this amount on the income statement (when not reported separately), the nature of the noncontrolling interest such as background information and terms, the amount of the noncontrolling interest represented by preferred stock, a description of the preferred stock, and the dividend requirements of the preferred stock.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-URI http://asc.fasb.org/topic&trid=2197479

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X

- References

No definition available.

+ Details

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