
3.	Noncontrolling Interests

At March 31, 2014, we owned approximately 75.4% of Celesio’s outstanding and fully diluted common shares and the noncontrolling interests in Celesio were presented within the permanent equity section of our consolidated balance sheet. In April 2014, we completed a tender offer and paid $32 million in cash to acquire approximately 1 million additional common shares of Celesio at €23.50 per share, which increased our ownership share by 0.5% and decreased noncontrolling interests by $35 million.

On December 2, 2014, the Domination Agreement between Celesio and McKesson, through its wholly-owned subsidiary, McKesson Deutschland, became effective as previously discussed in Financial Note 2, “Business Combinations”. Prior to the effectiveness of the Domination Agreement, the net income or loss from Celesio was attributed to the noncontrolling shareholders of Celesio based on their proportionate ownership interest in Celesio. Upon the effectiveness of the Domination Agreement, McKesson became obligated to pay the $50 million Guaranteed Dividend to the noncontrolling shareholders of Celesio in relation to Celesio’s fiscal year ended December 31, 2014. Under the Domination Agreement, McKesson also became obligated to pay the annual recurring Compensation Amount of €0.83 per Celesio share effective January 1, 2015. The Compensation Amount is recognized ratably during the applicable annual period. As a result, during 2015, we recorded a total attribution of net income to the noncontrolling shareholders of Celesio of $62 million. All amounts were recorded in our consolidated statement of operations within the caption, “Net Income Attributable to Noncontrolling Interests,” and the corresponding liability balance was recorded within other accrued liabilities on our consolidated balance sheet.

In addition, upon effectiveness of the Domination Agreement, the noncontrolling interests in Celesio became redeemable as a result of a put right. Accordingly, the carrying value of noncontrolling interests related to Celesio of $1.5 billion was reclassified from “Total Equity” to “Redeemable Noncontrolling Interests” on our consolidated balance sheet. During the fourth quarter of 2015, we paid $8 million to purchase 0.3 million shares of Celesio through the exercise of the put right by the noncontrolling shareholders, which decreased the carrying value of redeemable noncontrolling interests by $9 million. The balance of redeemable noncontrolling interests is reported at the greater of its carrying value or its maximum redemption value at each reporting date. The redemption value is the Put Amount adjusted for exchange rate fluctuations each period. At March 31, 2015, the carrying value of redeemable noncontrolling interests of $1.4 billion exceeded the maximum redemption value of $1.2 billion. At March 31, 2015, we owned approximately 76.0% of Celesio’s outstanding common shares.

Changes in noncontrolling interests and redeemable noncontrolling interests were as follows:



(In millions)	Noncontrolling Interests			Redeemable Noncontrolling Interests
Balance, March 31, 2014	$	1,796		$	—
Net income attributable to noncontrolling interests ⁽¹⁾	5			62
Other comprehensive loss	(174		)	(105		)
Purchase of noncontrolling interests	(60		)	(9		)
Reclassification from Total Equity to Redeemable Noncontrolling Interests ⁽²⁾	(1,500		)	1,500
Reclassification of guaranteed dividends and recurring compensation to other accrued liabilities	—			(62		)
Other	17			—
Balance, March 31, 2015	$	84		$	1,386


(1)	Includes the Guaranteed Dividend of $50 million for Celesio’s fiscal year ended December 31, 2014 and the Compensation Amount of $12 million for the fourth quarter of 2015


(2)	Includes net foreign currency losses of $138 million attributable to noncontrolling interests

The effect of changes in our ownership interests with noncontrolling interests on our equity of $2 million was recorded as a net decrease to McKesson’s stockholders’ paid-in capital during 2015. Net income attributable to McKesson and transfers from noncontrolling interests amounted to $1,474 million during 2015.