9. Equity and Redeemable Non-controlling Interest

Common Stock

The following table details the movement in the Company’s outstanding shares of common stock (in thousands):

	Nine Months Ended September 30, 2018
	Class S			Class T			Class D			Class I			Total
December 31, 2017		130,085			5,625			3,955			30,719			170,384
Common stock issued		104,482			13,387			20,084			55,983			193,936
Distribution reinvestment		4,217			238			255			1,537			6,247
Common stock repurchased		(1,521	)		(23	)		(115	)		(1,194	)		(2,853	)
Independent directors' restricted stock grant⁽¹⁾		—			—			—			37			37
September 30, 2018		237,263			19,227			24,179			87,082			367,751

(1)

The independent directors’ restricted stock grant represents $0.1 million of the annual compensation paid to each of the independent directors. The grant is amortized over the one-year service period of such grant.

Share Repurchase Plan

The Company has adopted a share repurchase plan whereby, subject to certain limitations, stockholders may request on a monthly basis that the Company repurchases all or any portion of their shares. Should repurchase requests, in the Company’s judgment, place an undue burden on its liquidity, adversely affect its operations or risk having an adverse impact on the Company as a whole, or should the Company otherwise determine that investing its liquid assets in real properties or other illiquid investments rather than repurchasing its shares is in the best interests of the Company as a whole, then the Company may choose to repurchase fewer shares than have been requested to be repurchased, or none at all. Further, the Company’s board of directors may modify, suspend or terminate the Company’s share repurchase plan if it deems such action to be in the Company’s best interest and the best interest of its stockholders. In the event that the Company determines to repurchase some but not all of the shares submitted for repurchase during any month, shares repurchased at the end of the month will be repurchased on a pro rata basis.

For the nine months ended September 30, 2018, the Company repurchased 2,853,188 shares of common stock representing a total of $30.6 million. The Company had no unfulfilled repurchase requests during the nine months ended September 30, 2018.

Distributions

The Company generally intends to distribute substantially all of its taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to its stockholders each year to comply with the REIT provisions of the Internal Revenue Code.

The following table details the aggregate distributions declared for each applicable class of common stock for the nine months ended September 30, 2018 ($ in thousands, except share and per share data):

	Class S			Class T			Class D			Class I
Aggregate gross distributions declared per share of common stock	$	0.4699		$	0.4699		$	0.4699		$	0.4699
Stockholder servicing fee per share of common stock		(0.0683	)		(0.0672	)		(0.0199	)		—
Net distributions declared per share of common stock	$	0.4016		$	0.4027		$	0.4500		$	0.4699

Redeemable Non-controlling Interest

During 2017, the Special Limited Partner earned a performance participation allocation in the amount of $17.0 million. On January 1, 2018, the Company issued 1.6 million Class I units in BREIT OP to the Special Limited Partner as payment for the 2017 performance participation allocation based on the Company’s Net Asset Value (“NAV”) at December 31, 2017. In June 2018, the Special Limited Partner redeemed 0.8 million Class I units in BREIT OP for $8.4 million based on the NAV of the Class I units at May 31, 2018. As of September 30, 2018, Blackstone and its employees, including the Company’s executive officers, continue to own an aggregate of $57.4 million worth of shares of the Company and Class I units of BREIT OP.

Because the Special Limited Partner has the ability to redeem its Class I units for Class I shares in the Company or cash, at the election of the Special Limited Partner, the Company has classified these Class I units as Redeemable Non-controlling Interest in mezzanine equity on the Company’s Condensed Consolidated Balance Sheets. The Redeemable Non-controlling Interest is recorded at the greater of the carrying amount, adjusted for their share of the allocation of income or loss and dividends, or the redemption value, which is equivalent to fair value, of such units at the end of each measurement period. As the redemption value was greater than the adjusted carrying value at September 30, 2018, the Company recorded an allocation adjustment of $1.8 million between Additional Paid-in Capital and Redeemable Non-controlling Interest.

Non-controlling Interests

The following table summarizes the components of non-controlling interests ($ in thousands):

	September 30, 2018		December 31, 2017
Non-controlling interests attributable to third party joint ventures	$	61,664	$	23,848
Non-controlling interests attributable to Class B Units		49,125		—
Non-controlling interests	$	110,789	$	23,848

On July 27, 2018, the Company entered into an Amended and Restated Limited Partnership Agreement (the “A&R OP Agreement”) for BREIT OP. The A&R OP Agreement amended the limited partnership agreement governing BREIT OP to provide for a new class of units (“Class B Units”) of BREIT OP, among other changes. Class B Units are available to certain suitable investors in private placements generally utilizing a “draw-down” structure. Class B Units are sold at their NAV per unit, which will equal the NAV per Class I unit of BREIT OP and will generally correspond to the NAV per share of the Company’s Class I shares.

Class B Units are subject to the same fees and expenses of Class I Units and do not have any preferential rights relative to the Company’s interest in BREIT OP, nor are they exchangeable for any shares of the Company’s common stock. Holders of the Class B Units have a right to redeem their units for cash in a manner similar to the ability of the Company’s stockholders to have their shares repurchased under the Company’s share repurchase plan. Class B Unit redemptions are subject to similar limitations as share repurchases under the Company’s share repurchase plan, namely the early repurchase deduction and caps on monthly and quarterly repurchases (calculated on an aggregate basis with shares of the Company’s common stock submitted for repurchase for the applicable period). The redemption rights of the Class B unitholders do not affect the terms of the Company’s share repurchase plan. Class B Units have the same limited voting rights as the other BREIT OP units and such rights do not affect the Company’s exclusive power, as general partner of BREIT OP, to manage and conduct the business of BREIT OP.

During the three months ended September 30, 2018, BREIT OP received $50.0 million in Class B Units subscriptions from a Blackstone-advised entity. As of September 30, 2018, there were 4,646,441 Class B Units outstanding. The total commitment made by the Blackstone-advised entity was $100.0 million and the remaining $50.0 million commitment was funded subsequent to September 30, 2018. Class B Units subscriptions are recorded as a component of Non-controlling Interests on the Company’s Condensed Consolidated Balance Sheets.