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Noncontrolling and Redeemable Noncontrolling Interests

9 Months Ended

Sep. 30, 2021

Noncontrolling Interest [Abstract]

Noncontrolling and Redeemable Noncontrolling Interests

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 Retained earnings (but not less than their initial redemption value), except for foreign currency translation adjustments.

Changes in the Company’s ownership interests in our less than 100% owned subsidiaries during the three and nine months ended September 30, 2021 and 2020 were as follows:

			Three Months Ended September 30,												Nine Months Ended September 30,
			2021						2020						2021						2020
Net income (loss) attributable to Stagwell Inc. common shareholders			$	(2,071)					$	17,808					$	20,199					$	34,124
Transfers from the noncontrolling interest:
Increase in Stagwell Inc. paid-in capital for purchase of redeemable noncontrolling interests and noncontrolling interests			9,679						—						9,679						—
Net transfers from noncontrolling interests			9,679						—						9,679						—
Change from net income (loss) attributable to Stagwell Inc. and transfers to noncontrolling interests			$	7,608					$	17,808					$	29,878					$	34,124

Redeemable Noncontrolling Interests

The following table presents changes in redeemable noncontrolling interests:

			September 30,						December 31,
			2021						2020
Beginning Balance			$	604					$	3,603
Redemptions			(2,831)						—
Acquisitions(1)			30,830						—
Changes in redemption value			1,680						127
Net loss attributable to redeemable noncontrolling interests			(956)						(3,126)
Other			460						—
Ending Balance			$	29,787					$	604

(1) Represents redeemable noncontrolling interests acquired in connection with the acquisition of MDC.

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 2021 to 2025. 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 $29,787 as of September 30, 2021, consists of $14,847, assuming that the subsidiaries perform over the relevant periods at their current profit levels, $14,940 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. There is no related impact on the Company’s income per share calculations.

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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.

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