Equity and Redeemable Non-controlling Interest

9 Months Ended

Sep. 30, 2020

Equity and Redeemable Non-controlling Interest

12. Equity and Redeemable Non-controlling Interest

Authorized Capital

As of September 30, 2020, the Company had the authority to issue 10,100,000,000 shares, consisting of the following:

Classification	Number of Shares (in thousands)		Par Value
Preferred Stock		100,000	$	0.01
Class S Shares		3,000,000	$	0.01
Class I Shares		6,000,000	$	0.01
Class T Shares		500,000	$	0.01
Class D Shares		500,000	$	0.01
Total		10,100,000

Common Stock

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

	Three Months Ended September 30, 2020
	Class S			Class I			Class T			Class D			Total
June 30, 2020		632,208			820,813			43,957			103,162			1,600,140
Common stock issued		31,168			55,788			1,471			6,772			95,199
Distribution reinvestment		5,465			5,278			343			865			11,951
Common stock repurchased		(6,807	)		(22,552	)		(719	)		(1,203	)		(31,281	)
Independent directors' restricted stock grant⁽¹⁾		—			37			—			—			37
September 30, 2020		662,034			859,364			45,052			109,596			1,676,046

	Nine Months Ended September 30, 2020
	Class S			Class I			Class T			Class D			Total
December 31, 2019		530,813			474,279			39,767			84,657			1,129,516
Common stock issued		155,466			428,070			7,459			28,210			619,205
Distribution reinvestment		15,396			14,098			992			2,396			32,882
Common stock repurchased		(39,641	)		(57,120	)		(3,166	)		(5,667	)		(105,594	)
Independent directors' restricted stock grant⁽¹⁾	—				37		—			—				37
September 30, 2020		662,034			859,364			45,052			109,596			1,676,046

(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 and Unit Repurchases

For the three months ended September 30, 2020, the Company repurchased 31,281,214 shares of common stock and 13,907 BREIT OP units representing a total of $332.8 million. For the nine months ended September 30, 2020, the Company repurchased 105,593,735 shares of common stock and 7,484,350 BREIT OP units representing a total of $1.2 billion. The Company had no unfulfilled repurchase requests during the three or nine months ended September 30, 2020.

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.

Each class of common stock receives the same gross distribution per share. The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and paid directly to the applicable distributor.

The following tables detail the aggregate distributions declared for each applicable class of common stock for the three and nine months ended September 30, 2020:

	Three Months Ended September 30, 2020
	Class S			Class I		Class T			Class D
Aggregate gross distributions declared per share of common stock	$	0.1586		$	0.1586	$	0.1586		$	0.1586
Stockholder servicing fee per share of common stock		(0.0233	)		—		(0.0230	)		(0.0068	)
Net distributions declared per share of common stock	$	0.1353		$	0.1586	$	0.1356		$	0.1518

	Nine Months Ended September 30, 2020
	Class S			Class I		Class T			Class D
Aggregate gross distributions declared per share of common stock	$	0.4755		$	0.4755	$	0.4755		$	0.4755
Stockholder servicing fee per share of common stock		(0.0696	)		—		(0.0687	)		(0.0203	)
Net distributions declared per share of common stock	$	0.4059		$	0.4755	$	0.4068		$	0.4552

Redeemable Non-controlling Interest

In connection with its performance participation interest, the Special Limited Partner holds Class I units in BREIT OP. See Note 9 for further details of the Special Limited Partner’s performance participation interest. 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 following table summarizes the redeemable non-controlling interest activity related to the Special Limited Partner for the nine months ended September 30, 2020 ($ in thousands):

	Amount
December 31, 2019	$	272
Settlement of 2019 performance participation allocation		141,396
Repurchases		(83,625	)
Conversion to Class I and Class B units		(48,543	)
Conversion to Class I shares		(9,228	)
GAAP income allocation		(13	)
Distributions		(10	)
Fair value allocation		17
September 30, 2020	$	266

In addition to the Special Limited Partner’s interest noted above, certain of the Company’s third party joint ventures also have a redeemable non-controlling interest in such joint ventures. As of September 30, 2020, $27.7 million related to such third party joint ventures was included in Redeemable Non-controlling Interests on the Company’s Condensed Consolidated Balance Sheets.

The Redeemable Non-controlling Interests are recorded at the greater of their carrying amount, adjusted for their share of the allocation of income or loss and distributions, or their redemption value, which is equivalent to fair value, of such interests at the end of each measurement period. Accordingly, the Company recorded an allocation adjustment of $6.4 million and $6.7 million during the three and nine months ended September 30, 2020, respectively, between Additional Paid-in Capital and Redeemable Non-controlling Interest.