Affiliate Equity

Affiliate equity interests provide holders with a ratable portion of ownership in Affiliates. The Company periodically issues Affiliate equity interests to and repurchases Affiliate equity interests from its Affiliate partners and officers of AMG, with vesting, rights to cash flows and repurchase rights established at the time of grant or sale. Affiliate partners also transfer Affiliate equity interests amongst themselves.

Sales and repurchases of Affiliate equity generally occur at fair value; however, the Company also grants Affiliate equity to its Affiliate partners, employees and officers as a form of compensation. If the equity is issued for consideration below the fair value of the equity or repurchased for consideration above the fair value of the equity, then such difference is recorded as compensation expense over the requisite service period.

A summary of Affiliate equity compensation expense is as follows:



Period	Affiliate Equity Compensation Expense		Tax Benefit
2011	$	38.1	$	12.0
2012	60.4		17.0
2013	72.3		21.7

There was $6.8 million, $16.3 million and $15.9 million of Affiliate equity compensation attributable to the non-controlling interest in 2011, 2012 and 2013, respectively. There was $85.3 million and $68.2 million of unrecognized compensation expense related to Affiliate equity compensation arrangements as of December 31, 2012 and 2013, respectively. Of this unrecognized compensation expense, $33.0 million and $32.1 million is attributable to the non-controlling interest, respectively. These expenses will be recognized over a weighted average period of approximately four years (assuming no forfeitures).

The Company's Affiliate equity arrangements provide the Company a conditional right to call and holders the conditional right to put their retained equity interests at certain intervals. The purchase price of these conditional purchases are generally calculated based upon a multiple of cash flow distributions, which is intended to represent fair value. Holders are also permitted to sell their equity interests to other individuals or entities in certain cases, subject to the Company's approval or other restrictions. The Company, at its option, may pay for Affiliate equity purchases in cash, shares of its common stock or other forms of consideration and can consent to the transfer of these interests to other individuals or entities.

The current redemption value of these interests has been presented as Redeemable non-controlling interests on the Company's Consolidated Balance Sheets. Changes in the current redemption value are recorded to Additional paid-in capital. The following table presents the changes in Redeemable non-controlling interests during the period:



	December 31,
	2012			2013
Balance, as of January 1	$	451.8		$	477.5
Transactions in Redeemable non-controlling interests	(17.2		)	(52.5		)
Changes in redemption value	42.9			216.9
Balance, as of December 31	$	477.5		$	641.9

During the years ended 2011, 2012 and 2013, the Company acquired interests from and transferred interests to holders. The following schedule discloses the effect of changes in the Company's ownership interests in its Affiliates on the controlling interest's equity:



	For the Years Ended December 31,
	2011			2012			2013
Net income (controlling interest)	$	164.9		$	174.0		$	360.5
Increase (decrease) in controlling interest paid-in capital from the sale of Affiliate equity	(28.1		)	(44.0		)	(74.0		)
Change from Net income (controlling interest) and net transfers with non-controlling interests	$	136.8		$	130.0		$	286.5