filings.toolsItem 8. , ITEM 15 (a) (1) and (2)
310K characters. Original on sec.gov · Markdown
Item 8. , ITEM 15 (a) (1) and (2)
INDEX TO FINANCIAL STATEMENTS
AND
FINANCIAL STATEMENT SCHEDULES
| Form 10-K Page | ||
|---|---|---|
| KIMCO REALTY CORPORATION AND SUBSIDIARIES | ||
| Report of Independent Registered Public Accounting Firm | 40 | |
| Consolidated Financial Statements and Financial Statement Schedules: | ||
| Consolidated Balance Sheets as of December 31, 2016 and 2015 | 41 | |
| Consolidated Statements of Income for the years ended December 31, 2016, 2015 and 2014 | 42 | |
| Consolidated Statements of Comprehensive Income for the years ended December 31, 2016, 2015 and 2014 | 43 | |
| Consolidated Statements of Changes in Equity for the years ended December 31, 2016, 2015 and 2014 | 44 | |
| Consolidated Statements of Cash Flows for the years ended December 31, 2016, 2015 and 2014 | 45 | |
| Notes to Consolidated Financial Statements | 46 | |
| Financial Statement Schedules: | ||
| II. | Valuation and Qualifying Accounts | 87 |
| III. | Real Estate and Accumulated Depreciation | 88 |
| IV. | Mortgage Loans on Real Estate | 90 |
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders
of Kimco Realty Corporation:
In our opinion, the consolidated financial statements listed in the index appearing under Item 15(a)(1) present fairly, in all material respects, the financial position of Kimco Realty Corporation and its subsidiaries at December 31, 2016 and 2015, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2016 in conformity with accounting principles generally accepted in the United States of America. In addition, in our opinion, the financial statement schedules listed in the index appearing under Item 15(a)(2) present fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2016, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company's management is responsible for these financial statements and financial statement schedules, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in Management's Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on these financial statements, on the financial statement schedules, and on the Company's internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ PricewaterhouseCoopers LLP
New York, New York
February 24, 2017
KIMCO REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share information)
| December 31, 2016 | December 31, 2015 | |||||||
|---|---|---|---|---|---|---|---|---|
| Assets: | ||||||||
| Real Estate | ||||||||
| Rental property | ||||||||
| Land | $ | 2,845,186 | $ | 2,728,257 | ||||
| Building and improvements | 8,827,861 | 8,661,362 | ||||||
| 11,673,047 | 11,389,619 | |||||||
| Less: accumulated depreciation and amortization | (2,278,292 | ) | (2,115,320 | ) | ||||
| 9,394,755 | 9,274,299 | |||||||
| Real estate under development | 335,028 | 179,190 | ||||||
| Real estate, net | 9,729,783 | 9,453,489 | ||||||
| Investments and advances in real estate joint ventures | 504,209 | 742,559 | ||||||
| Other real estate investments | 209,146 | 215,836 | ||||||
| Mortgages and other financing receivables | 23,197 | 23,824 | ||||||
| Cash and cash equivalents | 142,486 | 189,534 | ||||||
| Marketable securities | 8,101 | 7,565 | ||||||
| Accounts and notes receivable, net | 181,823 | 175,252 | ||||||
| Deferred charges and prepaid expenses | 147,694 | 152,349 | ||||||
| Other assets | 284,161 | 383,763 | ||||||
| Total assets | $ | 11,230,600 | $ | 11,344,171 | ||||
| Liabilities: | ||||||||
| Notes payable | $ | 3,927,251 | $ | 3,761,328 | ||||
| Mortgages payable | 1,139,117 | 1,614,982 | ||||||
| Accounts payable and accrued expenses | 145,751 | 150,059 | ||||||
| Dividends payable | 124,517 | 115,182 | ||||||
| Other liabilities | 404,137 | 433,960 | ||||||
| Total liabilities | 5,740,773 | 6,075,511 | ||||||
| Redeemable noncontrolling interests | 86,953 | 86,709 | ||||||
| Commitments and Contingencies | ||||||||
| Stockholders' equity: | ||||||||
| Preferred stock, $1.00 par value, authorized 6,029,100 shares, 32,000 shares issued and outstanding (in series) | ||||||||
| Aggregate liquidation preference $800,000 | 32 | 32 | ||||||
| Common stock, $.01 par value, authorized 750,000,000 shares issued and outstanding 425,034,113 and 413,430,756 shares, respectively | 4,250 | 4,134 | ||||||
| Paid-in capital | 5,922,958 | 5,608,881 | ||||||
| Cumulative distributions in excess of net income | (676,867 | ) | (572,335 | ) | ||||
| Accumulated other comprehensive income | 5,766 | 5,588 | ||||||
| Total stockholders' equity | 5,256,139 | 5,046,300 | ||||||
| Noncontrolling interests | 146,735 | 135,651 | ||||||
| Total equity | 5,402,874 | 5,181,951 | ||||||
| Total liabilities and equity | $ | 11,230,600 | $ | 11,344,171 |
The accompanying notes are an integral part of these consolidated financial statements.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except share information)
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2016 | 2015 | 2014 | ||||||||||
| Revenues | ||||||||||||
| Revenues from rental properties | $ | 1,152,401 | $ | 1,144,474 | $ | 958,888 | ||||||
| Management and other fee income | 18,391 | 22,295 | 35,009 | |||||||||
| Total revenues | 1,170,792 | 1,166,769 | 993,897 | |||||||||
| Operating expenses | ||||||||||||
| Rent | 10,993 | 12,347 | 14,250 | |||||||||
| Real estate taxes | 146,615 | 147,150 | 124,670 | |||||||||
| Operating and maintenance | 140,910 | 144,980 | 119,697 | |||||||||
| General and administrative expenses | 117,302 | 122,735 | 122,201 | |||||||||
| Provision for doubtful accounts | 5,563 | 6,075 | 4,882 | |||||||||
| Impairment charges | 93,266 | 45,383 | 39,808 | |||||||||
| Depreciation and amortization | 355,320 | 344,527 | 258,074 | |||||||||
| Total operating expenses | 869,969 | 823,197 | 683,582 | |||||||||
| Operating income | 300,823 | 343,572 | 310,315 | |||||||||
| Other income/(expense) | ||||||||||||
| Mortgage financing income | 1,634 | 2,940 | 3,129 | |||||||||
| Interest, dividends and other investment income | 1,478 | 39,061 | 966 | |||||||||
| Other income/(expense), net | 2,313 | 2,234 | (8,544 | ) | ||||||||
| Interest expense | (192,549 | ) | (218,891 | ) | (203,759 | ) | ||||||
| Early extinguishment of debt charges | (45,674 | ) | - | - | ||||||||
| Income from continuing operations before income taxes, equity in income of joint ventures, gain on change in control of interests and equity in income from other real estate investments | 68,025 | 168,916 | 102,107 | |||||||||
| Provision for income taxes, net | (72,545 | ) | (60,230 | ) | (22,438 | ) | ||||||
| Equity in income of joint ventures, net | 218,714 | 480,395 | 159,560 | |||||||||
| Gain on change in control of interests, net | 57,386 | 149,234 | 107,235 | |||||||||
| Equity in income of other real estate investments, net | 27,773 | 36,090 | 38,042 | |||||||||
| Income from continuing operations | 299,353 | 774,405 | 384,506 | |||||||||
| Discontinued operations | ||||||||||||
| (Loss)/income from discontinued operating properties, net of tax | - | (15 | ) | 36,780 | ||||||||
| Impairment/loss on operating properties, net of tax | - | (60 | ) | (176,315 | ) | |||||||
| Gain on disposition of operating properties, net of tax | - | - | 190,520 | |||||||||
| (Loss)/income from discontinued operations | - | (75 | ) | 50,985 | ||||||||
| Gain on sale of operating properties, net, net of tax | 86,785 | 125,813 | 389 | |||||||||
| Net income | 386,138 | 900,143 | 435,880 | |||||||||
| Net income attributable to noncontrolling interests | (7,288 | ) | (6,028 | ) | (11,879 | ) | ||||||
| Net income attributable to the Company | 378,850 | 894,115 | 424,001 | |||||||||
| Preferred stock redemption charges | - | (5,816 | ) | - | ||||||||
| Preferred dividends | (46,220 | ) | (57,084 | ) | (58,294 | ) | ||||||
| Net income available to the Company's common shareholders | $ | 332,630 | $ | 831,215 | $ | 365,707 | ||||||
| Per common share: | ||||||||||||
| Income from continuing operations: | ||||||||||||
| -Basic | $ | 0.79 | $ | 2.01 | $ | 0.77 | ||||||
| -Diluted | $ | 0.79 | $ | 2.00 | $ | 0.77 | ||||||
| Net income available to the Company: | ||||||||||||
| -Basic | $ | 0.79 | $ | 2.01 | $ | 0.89 | ||||||
| -Diluted | $ | 0.79 | $ | 2.00 | $ | 0.89 | ||||||
| Weighted average shares: | ||||||||||||
| -Basic | 418,402 | 411,319 | 409,088 | |||||||||
| -Diluted | 419,709 | 412,851 | 411,038 | |||||||||
| Amounts available to the Company's common shareholders: | ||||||||||||
| Income from continuing operations | $ | 332,630 | $ | 831,290 | $ | 316,839 | ||||||
| (Loss)/income from discontinued operations | - | (75 | ) | 48,868 | ||||||||
| Net income | $ | 332,630 | $ | 831,215 | $ | 365,707 |
The accompanying notes are an integral part of these consolidated financial statements.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2016 | 2015 | 2014 | ||||||||||
| Net income | $ | 386,138 | $ | 900,143 | $ | 435,880 | ||||||
| Other comprehensive income: | ||||||||||||
| Change in unrealized gain on marketable securities | 8 | (45,799 | ) | 20,202 | ||||||||
| Change in unrealized loss on interest rate swaps | 451 | (22 | ) | (1,404 | ) | |||||||
| Change in foreign currency translation adjustment | (281 | ) | 6,287 | 96,895 | ||||||||
| Other comprehensive income/(loss) | 178 | (39,534 | ) | 115,693 | ||||||||
| Comprehensive income | 386,316 | 860,609 | 551,573 | |||||||||
| Comprehensive income attributable to noncontrolling interests | (7,288 | ) | (6,028 | ) | (17,468 | ) | ||||||
| Comprehensive income attributable to the Company | $ | 379,028 | $ | 854,581 | $ | 534,105 |
The accompanying notes are an integral part of these consolidated financial statements.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the Years Ended December 31, 2016, 2015 and 2014
(in thousands)
| Cumulative | Accumulated | |||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Distributions in Excess | Other Comprehensive | Preferred Stock | Common Stock | Total | ||||||||||||||||||||||||||||||||||||
| of Net Income | Income | Issued | Amount | Issued | Amount | Paid-in Capital | Stockholders' Equity | Noncontrolling Interests | Total Eq****uity | |||||||||||||||||||||||||||||||
| Balance, January 1, 2014 | $ | (996,058 | ) | $ | (64,982 | ) | 102 | $ | 102 | 409,731 | $ | 4,097 | $ | 5,689,258 | $ | 4,632,417 | $ | 137,109 | $ | 4,769,526 | ||||||||||||||||||||
| Contributions from noncontrolling interests | - | - | - | - | - | - | - | - | 6,259 | 6,259 | ||||||||||||||||||||||||||||||
| Comprehensive income: | ||||||||||||||||||||||||||||||||||||||||
| Net income | 424,001 | - | - | - | - | - | - | 424,001 | 11,879 | 435,880 | ||||||||||||||||||||||||||||||
| Other comprehensive income, net of tax: | ||||||||||||||||||||||||||||||||||||||||
| Change in unrealized gain on marketable securities | - | 20,202 | - | - | - | - | - | 20,202 | - | 20,202 | ||||||||||||||||||||||||||||||
| Change in unrealized loss on interest rate swaps | - | (1,404 | ) | - | - | - | - | - | (1,404 | ) | - | (1,404 | ) | |||||||||||||||||||||||||||
| Change in foreign currency translation adjustment | - | 91,306 | - | - | - | - | - | 91,306 | 5,589 | 96,895 | ||||||||||||||||||||||||||||||
| Redeemable noncontrolling interests income | - | - | - | - | - | - | - | - | (6,335 | ) | (6,335 | ) | ||||||||||||||||||||||||||||
| Dividends ($0.915 per common share; $1.725 per | ||||||||||||||||||||||||||||||||||||||||
| Class H Depositary Share, $1.5000 per | ||||||||||||||||||||||||||||||||||||||||
| Class I Depositary Share, $1.3750 per | ||||||||||||||||||||||||||||||||||||||||
| Class J Depositary Share, and $1.40625 per | ||||||||||||||||||||||||||||||||||||||||
| Class K Depositary Share, respectively) | (434,521 | ) | - | - | - | - | - | - | (434,521 | ) | - | (434,521 | ) | |||||||||||||||||||||||||||
| Distributions to noncontrolling interests | - | - | - | - | - | - | - | - | (26,755 | ) | (26,755 | ) | ||||||||||||||||||||||||||||
| Issuance of common stock | - | - | - | - | 805 | 8 | 14,039 | 14,047 | - | 14,047 | ||||||||||||||||||||||||||||||
| Surrender of restricted stock | - | - | - | - | (190 | ) | (2 | ) | (4,049 | ) | (4,051 | ) | - | (4,051 | ) | |||||||||||||||||||||||||
| Exercise of common stock options | - | - | - | - | 1,474 | 15 | 23,859 | 23,874 | - | 23,874 | ||||||||||||||||||||||||||||||
| Acquisition of noncontrolling interests | - | - | - | - | - | - | (294 | ) | (294 | ) | (766 | ) | (1,060 | ) | ||||||||||||||||||||||||||
| Amortization of equity awards | - | - | - | - | - | - | 9,208 | 9,208 | - | 9,208 | ||||||||||||||||||||||||||||||
| Balance, December 31, 2014 | (1,006,578 | ) | 45,122 | 102 | 102 | 411,820 | 4,118 | 5,732,021 | 4,774,785 | 126,980 | 4,901,765 | |||||||||||||||||||||||||||||
| Contributions from noncontrolling interests | - | - | - | - | - | - | - | - | 66,163 | 66,163 | ||||||||||||||||||||||||||||||
| Comprehensive income: | ||||||||||||||||||||||||||||||||||||||||
| Net income | 894,115 | - | - | - | - | - | - | 894,115 | 6,028 | 900,143 | ||||||||||||||||||||||||||||||
| Other comprehensive income, net of tax: | ||||||||||||||||||||||||||||||||||||||||
| Change in unrealized gain on marketable securities | - | (45,799 | ) | - | - | - | - | - | (45,799 | ) | - | (45,799 | ) | |||||||||||||||||||||||||||
| Change in unrealized loss on interest rate swaps | - | (22 | ) | - | - | - | - | - | (22 | ) | - | (22 | ) | |||||||||||||||||||||||||||
| Change in foreign currency translation adjustment | - | 6,287 | - | - | - | - | - | 6,287 | - | 6,287 | ||||||||||||||||||||||||||||||
| Redeemable noncontrolling interests income | - | - | - | - | - | - | - | - | (7,061 | ) | (7,061 | ) | ||||||||||||||||||||||||||||
| Dividends ($0.975 per common share; $1.485 per | ||||||||||||||||||||||||||||||||||||||||
| Class H Depositary Share, $1.5000 per | ||||||||||||||||||||||||||||||||||||||||
| Class I Depositary Share, $1.3750 per | ||||||||||||||||||||||||||||||||||||||||
| Class J Depositary Share, and $1.40625 per | ||||||||||||||||||||||||||||||||||||||||
| Class K Depositary Share, respectively) | (459,872 | ) | - | - | - | - | - | - | (459,872 | ) | - | (459,872 | ) | |||||||||||||||||||||||||||
| Distributions to noncontrolling interests | - | - | - | - | - | - | - | - | (8,539 | ) | (8,539 | ) | ||||||||||||||||||||||||||||
| Issuance of common stock | - | - | - | - | 824 | 8 | 485 | 493 | - | 493 | ||||||||||||||||||||||||||||||
| Surrender of restricted stock | - | - | - | - | (232 | ) | (2 | ) | (5,680 | ) | (5,682 | ) | - | (5,682 | ) | |||||||||||||||||||||||||
| Exercise of common stock options | - | - | - | - | 1,019 | 10 | 18,698 | 18,708 | - | 18,708 | ||||||||||||||||||||||||||||||
| Sale of interests in investments, net of tax of $16.0 million | - | - | - | - | - | - | 23,993 | 23,993 | - | 23,993 | ||||||||||||||||||||||||||||||
| Acquisition of noncontrolling interests | - | - | - | - | - | - | 262 | 262 | (47,920 | ) | (47,658 | ) | ||||||||||||||||||||||||||||
| Amortization of equity awards | - | - | - | - | - | - | 14,032 | 14,032 | - | 14,032 | ||||||||||||||||||||||||||||||
| Redemption of preferred stock | - | - | (70 | ) | (70 | ) | - | - | (174,930 | ) | (175,000 | ) | - | (175,000 | ) | |||||||||||||||||||||||||
| Balance, December 31, 2015 | (572,335 | ) | 5,588 | 32 | 32 | 413,431 | 4,134 | 5,608,881 | 5,046,300 | 135,651 | 5,181,951 | |||||||||||||||||||||||||||||
| Contributions from noncontrolling interests | - | - | - | - | - | - | - | - | 16,667 | 16,667 | ||||||||||||||||||||||||||||||
| Comprehensive income: | ||||||||||||||||||||||||||||||||||||||||
| Net income | 378,850 | - | - | - | - | - | - | 378,850 | 7,288 | 386,138 | ||||||||||||||||||||||||||||||
| Other comprehensive income, net of tax: | ||||||||||||||||||||||||||||||||||||||||
| Change in unrealized gain on marketable securities | - | 8 | - | - | - | - | - | 8 | - | 8 | ||||||||||||||||||||||||||||||
| Change in unrealized loss on interest rate swaps | - | 451 | - | - | - | - | - | 451 | - | 451 | ||||||||||||||||||||||||||||||
| Change in foreign currency translation adjustment | - | (281 | ) | - | - | - | - | - | (281 | ) | - | (281 | ) | |||||||||||||||||||||||||||
| Redeemable noncontrolling interests income | - | - | - | - | - | - | - | - | (4,349 | ) | (4,349 | ) | ||||||||||||||||||||||||||||
| Dividends ($1.035 per common share; $1.5000 per | ||||||||||||||||||||||||||||||||||||||||
| Class I Depositary Share, $1.3750 per | ||||||||||||||||||||||||||||||||||||||||
| Class J Depositary Share, and $1.40625 per | ||||||||||||||||||||||||||||||||||||||||
| Class K Depositary Share, respectively) | (483,382 | ) | - | - | - | - | - | - | (483,382 | ) | - | (483,382 | ) | |||||||||||||||||||||||||||
| Distributions to noncontrolling interests | - | - | - | - | - | - | - | - | (8,522 | ) | (8,522 | ) | ||||||||||||||||||||||||||||
| Issuance of common stock | - | - | - | - | 10,711 | 107 | 286,314 | 286,421 | - | 286,421 | ||||||||||||||||||||||||||||||
| Surrender of restricted stock | - | - | - | - | (276 | ) | (3 | ) | (7,005 | ) | (7,008 | ) | - | (7,008 | ) | |||||||||||||||||||||||||
| Exercise of common stock options | - | - | - | - | 1,168 | 12 | 21,048 | 21,060 | - | 21,060 | ||||||||||||||||||||||||||||||
| Amortization of equity awards | - | - | - | - | - | - | 13,720 | 13,720 | - | 13,720 | ||||||||||||||||||||||||||||||
| Balance, December 31, 2016 | $ | (676,867 | ) | $ | 5,766 | 32 | $ | 32 | 425,034 | $ | 4,250 | $ | 5,922,958 | $ | 5,256,139 | $ | 146,735 | $ | 5,402,874 |
The accompanying notes are an integral part of these consolidated financial statements.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2016 | 2015 | 2014 | ||||||||||
| Cash flow from operating activities: | ||||||||||||
| Net income | $ | 386,138 | $ | 900,143 | $ | 435,880 | ||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||
| Depreciation and amortization | 355,320 | 344,527 | 273,093 | |||||||||
| Impairment charges | 93,266 | 45,464 | 217,858 | |||||||||
| Deferred taxes | 55,068 | 4,498 | 15,128 | |||||||||
| Early extinguishment of debt charges | 45,674 | - | - | |||||||||
| Equity award expense | 19,071 | 18,465 | 17,879 | |||||||||
| Gain on sale of operating properties | (92,823 | ) | (132,907 | ) | (203,889 | ) | ||||||
| Gain on sale of marketable securities | - | (39,852 | ) | - | ||||||||
| Gain on change in control of interests, net | (57,386 | ) | (149,234 | ) | (107,235 | ) | ||||||
| Equity in income of joint ventures, net | (218,714 | ) | (480,395 | ) | (159,560 | ) | ||||||
| Equity in income from other real estate investments, net | (27,773 | ) | (36,090 | ) | (38,042 | ) | ||||||
| Distributions from joint ventures and other real estate investments | 90,589 | 126,263 | 255,532 | |||||||||
| Change in accounts and notes receivable | (6,571 | ) | (2,867 | ) | (8,060 | ) | ||||||
| Change in accounts payable and accrued expenses | (7,886 | ) | 164 | (1,095 | ) | |||||||
| Change in Canadian withholding tax receivable | 23,571 | (37,040 | ) | - | ||||||||
| Change in other operating assets and liabilities | (65,448 | ) | (67,438 | ) | (68,146 | ) | ||||||
| Net cash flow provided by operating activities | 592,096 | 493,701 | 629,343 | |||||||||
| Cash flow from investing activities: | ||||||||||||
| Acquisition of operating real estate and other related net assets | (203,190 | ) | (661,423 | ) | (384,828 | ) | ||||||
| Improvements to operating real estate | (143,489 | ) | (166,670 | ) | (131,795 | ) | ||||||
| Acquisition of real estate under development | (51,588 | ) | (16,355 | ) | (65,724 | ) | ||||||
| Improvements to real estate under development | (72,759 | ) | (16,861 | ) | (418 | ) | ||||||
| Investment in marketable securities | (2,466 | ) | (257 | ) | (11,445 | ) | ||||||
| Proceeds from sale/repayments of marketable securities | 1,937 | 76,170 | 3,780 | |||||||||
| Investments and advances to real estate joint ventures | (86,453 | ) | (91,609 | ) | (93,845 | ) | ||||||
| Reimbursements of investments and advances to real estate joint ventures | 71,656 | 94,053 | 222,590 | |||||||||
| Distributions from liquidation of real estate joint ventures | 138,475 | 373,833 | - | |||||||||
| Return of investment from liquidation of real estate joint ventures | 191,902 | 88,672 | - | |||||||||
| Investment in other real estate investments | (233 | ) | (641 | ) | (4,338 | ) | ||||||
| Reimbursements of investments and advances to other real estate investments | 11,019 | 40,556 | 16,312 | |||||||||
| Investment in mortgage loans receivable | - | - | (50,000 | ) | ||||||||
| Collection of mortgage loans receivable | 921 | 55,145 | 8,302 | |||||||||
| Investment in other investments | - | (190,278 | ) | - | ||||||||
| Reimbursements of other investments | 500 | - | - | |||||||||
| Proceeds from sale of operating properties | 304,600 | 437,030 | 612,748 | |||||||||
| Proceeds from sale of development properties | 4,551 | - | 5,366 | |||||||||
| Net cash flow provided by investing activities | 165,383 | 21,365 | 126,705 | |||||||||
| Cash flow from financing activities: | ||||||||||||
| Principal payments on debt, excluding normal amortization | (700,853 | ) | (555,627 | ) | (327,963 | ) | ||||||
| Principal payments on rental property debt | (19,039 | ) | (28,632 | ) | (22,841 | ) | ||||||
| Proceeds from mortgage loan financings | - | - | 15,700 | |||||||||
| Proceeds/(repayments) under the unsecured revolving credit facility, net | 26,445 | (100,000 | ) | (94,354 | ) | |||||||
| Proceeds from issuance of unsecured term loan/notes | 1,400,000 | 1,500,030 | 500,000 | |||||||||
| Repayments under unsecured term loan/notes | (1,261,850 | ) | (750,000 | ) | (370,842 | ) | ||||||
| Financing origination costs | (25,679 | ) | (19,017 | ) | (11,911 | ) | ||||||
| Payment of early extinguishment of debt charges | (45,674 | ) | - | - | ||||||||
| Change in tenants' security deposits | 1,367 | 2,116 | - | |||||||||
| Contributions from noncontrolling interests | - | 106,154 | 1,917 | |||||||||
| Conversion/distribution of noncontrolling interests | (12,594 | ) | (55,753 | ) | (3,201 | ) | ||||||
| Dividends paid | (474,045 | ) | (455,833 | ) | (427,873 | ) | ||||||
| Proceeds from issuance of stock | 307,395 | 18,708 | 23,874 | |||||||||
| Redemption of preferred stock | - | (175,000 | ) | - | ||||||||
| Net cash flow used for financing activities | (804,527 | ) | (512,854 | ) | (717,494 | ) | ||||||
| Change in cash and cash equivalents | (47,048 | ) | 2,212 | 38,554 | ||||||||
| Cash and cash equivalents, beginning of year | 189,534 | 187,322 | 148,768 | |||||||||
| Cash and cash equivalents, end of year | $ | 142,486 | $ | 189,534 | $ | 187,322 | ||||||
| Interest paid during the year including payment of early extinguishment of debt charges of $45,674, $0 and $0, respectively (net of capitalized interest of $9,247, $5,618 and $2,383, respectively) | $ | 252,482 | $ | 232,950 | $ | 207,632 | ||||||
| Income taxes paid during the year (net of refunds received of $113,934, $0 and $0, respectively) | $ | 6,090 | $ | 100,366 | $ | 23,292 |
The accompanying notes are an integral part of these consolidated financial statements.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Amounts relating to the number of buildings, square footage, tenant and occupancy data, joint venture debt average interest rates and terms and estimated project costs are unaudited.
| 1. | Summary of Significant Accounting Policies: |
|---|
Business
Kimco Realty Corporation and subsidiaries (the "Company" or "Kimco"), affiliates and related real estate joint ventures are engaged principally in the ownership, management, development and operation of open-air shopping centers, which are anchored generally by discount department stores, grocery stores or drugstores. Additionally, the Company provides complementary services that capitalize on the Company’s established retail real estate expertise. The Company evaluates performance on a property specific or transactional basis and does not distinguish its principal business or group its operations on a geographical basis for purposes of measuring performance. Accordingly, the Company believes it has a single reportable segment for disclosure purposes in accordance with accounting principles generally accepted in the United States of America ("GAAP").
The Company elected status as a Real Estate Investment Trust (“REIT”) for federal income tax purposes beginning in its taxable year January 1, 1992 and operates in a manner that enables the Company to maintain its status as a REIT. Additionally, in connection with the Tax Relief Extension Act of 1999 (the "RMA"), which became effective January 1, 2001, the Company is permitted to participate in activities which it was precluded from previously in order to maintain its qualification as a REIT, so long as these activities are conducted in entities which elect to be treated as taxable subsidiaries under the Internal Revenue Code, as amended (the "Code"), subject to certain limitations. As such, the Company, through its wholly-owned taxable REIT subsidiaries (“TRS”), has been engaged in various retail real estate related opportunities including retail real estate management and disposition services which primarily focuses on leasing and disposition strategies of retail real estate controlled by both healthy and distressed and/or bankrupt retailers. The Company may consider other investments through its TRS should suitable opportunities arise.
Effective August 1, 2016, the Company merged Kimco Realty Services Inc. ("KRS"), a TRS, into a wholly-owned Limited Liability Company (“LLC”) of the Company (the “Merger”) and no longer operates KRS as a TRS. The Company analyzed the individual assets of KRS and determined that substantially all of KRS’s assets constitute real estate assets and investments that can be directly owned by the Company without adversely affecting the Company’s status as a REIT. Any non-REIT qualifying assets or activities were transferred to a newly formed TRS (see Footnote 22 of the Notes to Consolidated Financial Statements).
Principles of Consolidation and Estimates
The accompanying Consolidated Financial Statements include the accounts of the Company. The Company’s subsidiaries include subsidiaries which are wholly-owned and all entities in which the Company has a controlling interest, including where the Company has been determined to be a primary beneficiary of a variable interest entity (“VIE”) in accordance with the Consolidation guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). All inter-company balances and transactions have been eliminated in consolidation.
GAAP requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during a reporting period. The most significant assumptions and estimates relate to the valuation of real estate and related intangible assets and liabilities, equity method investments, other investments, including the assessment of impairments, as well as, depreciable lives, revenue recognition, the collectability of trade accounts receivable, realizability of deferred tax assets and the assessment of uncertain tax positions. Application of these assumptions requires the exercise of judgment as to future uncertainties, and, as a result, actual results could differ from these estimates.
Subsequent Events
The Company has evaluated subsequent events and transactions for potential recognition or disclosure in its consolidated financial statements (see Footnote 13 of the Notes to Consolidated Financial Statements).
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Real Estate
Real estate assets are stated at cost, less accumulated depreciation and amortization. Upon acquisition of real estate operating properties, the Company estimates the fair value of acquired tangible assets (consisting of land, building, building improvements and tenant improvements) and identified intangible assets and liabilities (consisting of above-market and below-market leases, in-place leases and tenant relationships, where applicable), assumed debt and redeemable units issued at the date of acquisition, based on evaluation of information and estimates available at that date. Fair value is determined based on an exit price approach, which contemplates the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. If, up to one year from the acquisition date for an acquisition qualifying as a business combination, information regarding fair value of the assets acquired and liabilities assumed is received and estimates are refined, appropriate adjustments are recognized in the reporting period in which the adjustment is identified. The Company expenses transaction costs associated with business combinations in the period incurred. The Company has elected to early adopt ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business at the beginning of its fiscal year ended December 31, 2017, including its interim periods within the year, and will appropriately apply the guidance to its prospective asset acquisitions of operating properties, which includes the capitalization of acquisition costs.
In allocating the purchase price to identified intangible assets and liabilities of an acquired property, the value of above-market and below-market leases is estimated based on the present value of the difference between the contractual amounts, including fixed rate below-market lease renewal options, to be paid pursuant to the leases and management’s estimate of the market lease rates and other lease provisions (i.e., expense recapture, base rental changes, etc.) measured over a period equal to the estimated remaining term of the lease. The capitalized above-market or below-market intangible is amortized to rental income over the estimated remaining term of the respective leases, which includes the expected renewal option period for below-market leases. Mortgage debt discounts or premiums are amortized into interest expense over the remaining term of the related debt instrument.
In determining the value of in-place leases, management considers current market conditions and costs to execute similar leases in arriving at an estimate of the carrying costs during the expected lease-up period from vacant to existing occupancy. In estimating carrying costs, management includes real estate taxes, insurance, other operating expenses, estimates of lost rental revenue during the expected lease-up periods and costs to execute similar leases including leasing commissions, legal and other related costs based on current market demand. The value assigned to in-place leases and tenant relationships is amortized over the estimated remaining term of the leases. If a lease were to be terminated prior to its scheduled expiration, all unamortized costs relating to that lease would be written off.
Depreciation and amortization are provided on the straight-line method over the estimated useful lives of the assets, as follows:
| Buildings and building improvements (in years) | 15 | to | 50 | |||
|---|---|---|---|---|---|---|
| Fixtures, leasehold and tenant improvements (including certain identified intangible assets) | Terms of leases or useful lives, whichever is shorter |
The Company periodically assesses the useful lives of its depreciable real estate assets, including those expected to be redeveloped in future periods, and accounts for any revisions prospectively. Expenditures for maintenance, repairs and demolition costs are charged to operations as incurred. Significant renovations and replacements, which improve or extend the life of the asset, are capitalized. The useful lives of amortizable intangible assets are evaluated each reporting period with any changes in estimated useful lives being accounted for over the revised remaining useful life.
When a real estate asset is identified by management as held-for-sale, the Company ceases depreciation of the asset and estimates the fair value. If the fair value of the asset is less than the net book value of the asset, an adjustment to the carrying value would be recorded to reflect the estimated fair value of the property, less estimated costs of sale and the asset is classified as other assets.
On a continuous basis, management assesses whether there are any indicators, including property operating performance, changes in anticipated holding period and general market conditions, that the value of the real estate properties (including any related amortizable intangible assets or liabilities) may be impaired. A property value is considered impaired only if management’s estimate of current and projected operating cash flows (undiscounted and unleveraged) of the property over its remaining hold period is less than the net carrying value of the property. Such cash flow projections consider factors such as expected future operating income, trends and prospects, as well as the effects of demand, competition and other factors. To the extent impairment has occurred, the carrying value of the property would be adjusted to an amount to reflect the estimated fair value of the property.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Real Estate Under Development
Real estate under development represents the development of open-air shopping center projects which the Company plans to hold as long-term investments. These properties are carried at cost. The cost of land and buildings under development includes specifically identifiable costs. The capitalized costs include pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs of personnel directly involved and other costs incurred during the period of development. The Company ceases cost capitalization when the property is held available for occupancy and placed into service. This usually occurs upon substantial completion of all costs necessary to bring the property to the condition needed for its intended use, but no later than one year from the completion of major construction activity. However, the Company may continue to capitalize costs even though a project is substantially completed if construction is still ongoing at the site. If, in management’s opinion, the current and projected undiscounted cash flows of these assets to be held as long-term investments is less than the net carrying value plus estimated costs to complete the development, the carrying value would be adjusted to an amount that reflects the estimated fair value of the property.
Investments in Unconsolidated Joint Ventures
The Company accounts for its investments in unconsolidated joint ventures under the equity method of accounting as the Company exercises significant influence, but does not control these entities. These investments are recorded initially at cost and subsequently adjusted for cash contributions, distributions and our share of earnings and losses. Earnings or losses for each investment are recognized in accordance with each respective investment agreement and where applicable, based upon an allocation of the investment’s net assets at book value as if the investment was hypothetically liquidated at the end of each reporting period.
The Company’s joint ventures and other real estate investments primarily consist of co-investments with institutional and other joint venture partners in open-air shopping center properties, consistent with its core business. These joint ventures typically obtain non-recourse third-party financing on their property investments, thus contractually limiting the Company’s exposure to losses primarily to the amount of its equity investment; and due to the lender’s exposure to losses, a lender typically will require a minimum level of equity in order to mitigate its risk. The Company, on a limited selective basis, has obtained unsecured financing for certain joint ventures. These unsecured financings may be guaranteed by the Company with guarantees from the joint venture partners for their proportionate amounts of any guaranty payment the Company is obligated to make. As of December 31, 2016, the Company did not guaranty any unsecured joint venture debt.
To recognize the character of distributions from equity investees within its consolidated statements of cash flows, all distributions received are presumed to be returns on investment and classified as cash inflows from operating activities unless the Company’s cumulative distributions received less distributions received in prior periods that were determined to be returns of investment exceed its cumulative equity in earnings recognized by the investor (as adjusted for amortization of basis differences). When such an excess occurs, the current-period distribution up to this excess is considered a return of investment and classified as cash inflows from investing.
On a continuous basis, management assesses whether there are any indicators, including the underlying investment property operating performance and general market conditions, that the value of the Company’s investments in unconsolidated joint ventures may be impaired. An investment’s value is impaired only if management’s estimate of the fair value of the investment is less than the carrying value of the investment and such difference is deemed to be other-than-temporary. To the extent impairment has occurred, the loss shall be measured as the excess of the carrying amount of the investment over the estimated fair value of the investment.
The Company’s estimated fair values are based upon a discounted cash flow model for each joint venture that includes all estimated cash inflows and outflows over a specified holding period. Capitalization rates, discount rates and credit spreads utilized in these models are based upon rates that the Company believes to be within a reasonable range of current market rates.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Other Real Estate Investments
Other real estate investments primarily consist of preferred equity investments for which the Company provides capital to owners and developers of real estate. The Company typically accounts for its preferred equity investments on the equity method of accounting, whereby earnings for each investment are recognized in accordance with each respective investment agreement and based upon an allocation of the investment’s net assets at book value as if the investment was hypothetically liquidated at the end of each reporting period.
On a continuous basis, management assesses whether there are any indicators, including the underlying investment property operating performance and general market conditions, that the value of the Company’s Other real estate investments may be impaired. An investment’s value is impaired only if management’s estimate of the fair value of the investment is less than the carrying value of the investment and such difference is deemed to be other-than-temporary. To the extent impairment has occurred, the loss shall be measured as the excess of the carrying amount of the investment over the estimated fair value of the investment.
The Company’s estimated fair values are based upon a discounted cash flow model for each investment that includes all estimated cash inflows and outflows over a specified holding period and, where applicable, any estimated debt premiums. Capitalization rates, discount rates and credit spreads utilized in these models are based upon rates that the Company believes to be within a reasonable range of current market rates.
Mortgages and Other Financing Receivables
Mortgages and other financing receivables consist of loans acquired and loans originated by the Company. Borrowers of these loans are primarily experienced owners, operators or developers of commercial real estate. The Company’s loans are primarily mortgage loans that are collateralized by real estate. Mortgages and other financing receivables are recorded at stated principal amounts, net of any discount or premium or deferred loan origination costs or fees. The related discounts or premiums on mortgages and other loans purchased are amortized or accreted over the life of the related loan receivable. The Company defers certain loan origination and commitment fees, net of certain origination costs and amortizes them as an adjustment of the loan’s yield over the term of the related loan. On a quarterly basis, the Company reviews credit quality indicators such as (i) payment status to identify performing versus non-performing loans, (ii) changes affecting the underlying real estate collateral and (iii) national and regional economic factors.
Interest income on performing loans is accrued as earned. A non-performing loan is placed on non-accrual status when it is probable that the borrower may be unable to meet interest payments as they become due. Generally, loans 90 days or more past due are placed on non-accrual status unless there is sufficient collateral to assure collectability of principal and interest. Upon the designation of non-accrual status, all unpaid accrued interest is reserved and charged against current income. Interest income on non-performing loans is generally recognized on a cash basis. Recognition of interest income on non-performing loans on an accrual basis is resumed when it is probable that the Company will be able to collect amounts due according to the contractual terms.
The Company has determined that it has one portfolio segment, primarily represented by loans collateralized by real estate, whereby it determines, as needed, reserves for loan losses on an asset-specific basis. The reserve for loan losses reflects management's estimate of loan losses as of the balance sheet date. The reserve is increased through loan loss expense and is decreased by charge-offs when losses are confirmed through the receipt of assets such as cash or via ownership control of the underlying collateral in full satisfaction of the loan upon foreclosure or when significant collection efforts have ceased.
The Company considers a loan to be impaired when, based upon current information and events, it is probable that the Company will be unable to collect all amounts due under the existing contractual terms. A reserve allowance is established for an impaired loan when the estimated fair value of the underlying collateral (for collateralized loans) or the present value of expected future cash flows is lower than the carrying value of the loan. An internal valuation is performed generally using the income approach to estimate the fair value of the collateral at the time a loan is determined to be impaired. The model is updated if circumstances indicate a significant change in value has occurred. The Company does not provide for an additional allowance for loan losses based on the grouping of loans as the Company believes the characteristics of the loans are not sufficiently similar to allow an evaluation of these loans as a group for a possible loan loss allowance. As such, all of the Company’s loans are evaluated individually for impairment purposes.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Cash and Cash Equivalents
Cash and cash equivalents include demand deposits in banks, commercial paper and certificates of deposit with original maturities of three months or less. Cash and cash equivalent balances may, at a limited number of banks and financial institutions, exceed insurable amounts. The Company believes it mitigates risk by investing in or through major financial institutions and primarily in funds that are currently U.S. federal government insured up to applicable account limits. Recoverability of investments is dependent upon the performance of the issuers.
Marketable Securities
The Company classifies its marketable equity securities as available-for-sale in accordance with the FASB’s Investments-Debt and Equity Securities guidance. These securities are carried at fair market value with unrealized gains and losses reported in stockholders’ equity as a component of Accumulated other comprehensive income ("AOCI"). Gains or losses on securities sold are based on the specific identification method and are recognized in Interest, dividends and other investment income on the Company’s Consolidated Statements of Income.
All debt securities are generally classified as held-to-maturity because the Company has the positive intent and ability to hold the securities to maturity. It is more likely than not that the Company will not be required to sell the debt security before its anticipated recovery and the Company expects to recover the security’s entire amortized cost basis even if the entity does not intend to sell. Held-to-maturity securities are stated at amortized cost, adjusted for amortization of premiums and accretion of discounts to maturity. Debt securities which contain conversion features generally are classified as available-for-sale.
On a continuous basis, management assesses whether there are any indicators that the value of the Company’s marketable securities may be impaired, which includes reviewing the underlying cause of any decline in value and the estimated recovery period, as well as the severity and duration of the decline. In the Company’s evaluation, the Company considers its ability and intent to hold these investments for a reasonable period of time sufficient for the Company to recover its cost basis. A marketable security is impaired if the fair value of the security is less than the carrying value of the security and such difference is deemed to be other-than-temporary. To the extent impairment has occurred, the loss shall be measured as the excess of the carrying amount of the security over the estimated fair value in the security.
Deferred Leasing Costs
Costs incurred in obtaining tenant leases, included in deferred charges and prepaid expenses in the accompanying Consolidated Balance Sheets, are amortized on a straight-line basis, over the terms of the related leases, as applicable. Such capitalized costs include salaries, lease incentives and related costs of personnel directly involved in successful leasing efforts.
Software Development Costs
Expenditures for major software purchases and software developed for internal use are capitalized and amortized on a straight-line basis generally over a three to five-year period. The Company’s policy provides for the capitalization of external direct costs of materials and services associated with developing or obtaining internal use computer software. In addition, the Company also capitalizes certain payroll and payroll-related costs for employees who are directly associated with internal use computer software projects. The amount of payroll costs that can be capitalized with respect to these employees is limited to the time directly spent on such projects. Costs associated with preliminary project stage activities, training, maintenance and all other post-implementation stage activities are expensed as incurred. As of December 31, 2016 and 2015, the Company had unamortized software development costs of $10.2 million and $16.1 million, respectively, which is included in Other assets on the Company’s Consolidated Balance Sheets. The Company expensed $8.0 million, $10.7 million and $9.2 million in amortization of software development costs during the years ended December 31, 2016, 2015 and 2014, respectively.
Deferred Financing Costs
Costs incurred in obtaining long-term financing, included in Notes Payable and Mortgages Payable in the accompanying Consolidated Balance Sheets, are amortized on a straight-line basis, which approximates the effective interest method, over the terms of the related debt agreements, as applicable.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Revenue, Gain Recognition and Accounts Receivable
Base rental revenues from rental properties are recognized on a straight-line basis over the terms of the related leases. Certain of these leases also provide for percentage rents based upon the level of sales achieved by the lessee. These percentage rents are recognized once the required sales level is achieved. Rental income may also include payments received in connection with lease termination agreements. In addition, leases typically provide for reimbursement to the Company of common area maintenance costs, real estate taxes and other operating expenses. Operating expense reimbursements are recognized as earned.
Management and other fee income consists of property management fees, leasing fees, property acquisition and disposition fees, development fees and asset management fees. These fees arise from contractual agreements with third parties or with entities in which the Company has a noncontrolling interest. Management and other fee income, including acquisition and disposition fees, are recognized as earned under the respective agreements. Management and other fee income related to partially owned entities are recognized to the extent attributable to the unaffiliated interest.
Gains and losses from the sale of depreciated operating property and real estate under development projects are recognized using the full accrual method in accordance with the FASB’s real estate sales guidance, provided that various criteria relating to the terms of sale and subsequent involvement by the Company with the properties are met.
Gains and losses on transfers of operating properties result from the sale of a partial interest in properties to unconsolidated joint ventures and are recognized using the partial sale provisions of the FASB’s real estate sales guidance.
The Company makes estimates of the uncollectable accounts receivables related to base rents, straight-line rent, expense reimbursements and other revenues. The Company analyzes accounts receivable and historical bad debt levels, customer credit worthiness and current economic trends when evaluating the adequacy of the allowance for doubtful accounts. In addition, tenants in bankruptcy are analyzed and estimates are made in connection with the expected recovery of pre-petition and post-petition claims. The Company’s reported net earnings are directly affected by management’s estimate of the collectability of accounts receivable.
Accounts and notes receivable in the accompanying Consolidated Balance Sheets are net of estimated unrecoverable amounts of $12.3 million and $13.9 million of billed accounts receivable at December 31, 2016 and 2015, respectively. Additionally, Accounts and notes receivable in the accompanying Consolidated Balance Sheets are net of estimated unrecoverable amounts of $11.9 million and $17.9 million of straight-line rent receivable at December 31, 2016 and 2015, respectively.
Income Taxes
The Company has made an election to qualify, and believes it is operating so as to qualify, as a REIT for federal income tax purposes. Accordingly, the Company generally will not be subject to federal income tax, provided that distributions to its stockholders equal at least the amount of its REIT taxable income as defined under Section 856 through 860 of the Code. Most states, where the Company holds investments in real estate, conform to the federal rules recognizing REITs.
In connection with the RMA, which became effective January 1, 2001, the Company is permitted to participate in certain activities which it was previously precluded from in order to maintain its qualification as a REIT, so long as these activities are conducted by entities which elect to be treated as taxable REIT subsidiaries (“TRSs”) under the Code. Certain subsidiaries of the Company have made a joint election with the Company to be treated as TRSs. A TRS is subject to federal and state income taxes on its income, and the Company includes a provision for taxes in its consolidated financial statements. The Company is subject to and also includes in its tax provision non-U.S. income taxes on certain investments located in jurisdictions outside the U.S. These investments are held by the Company at the REIT level and not in the Company’s taxable REIT subsidiaries. Accordingly, the Company does not expect a U.S. income tax impact associated with the repatriation of undistributed earnings from the Company’s foreign subsidiaries.
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The Company provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The Company reviews the need to establish a valuation allowance against deferred tax assets on a quarterly basis. The review includes an analysis of various factors, such as future reversals of existing taxable temporary differences, the capacity for the carryback or carryforward of any losses, the expected occurrence of future income or loss and available tax planning strategies.
The Company applies the FASB’s guidance relating to uncertainty in income taxes recognized in a Company’s financial statements. Under this guidance the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The guidance on accounting for uncertainty in income taxes also provides guidance on de-recognition, classification, interest and penalties on income taxes, and accounting in interim periods.
Foreign Currency Translation and Transactions
Assets and liabilities of the Company’s foreign operations are translated using year-end exchange rates, and revenues and expenses are translated using exchange rates as determined throughout the year. Gains or losses resulting from translation are included in AOCI, as a separate component of the Company’s stockholders’ equity. Gains or losses resulting from foreign currency transactions are translated to local currency at the rates of exchange prevailing at the dates of the transactions. The effect of the transaction’s gain or loss is included in the caption Other income/(expense), net in the Consolidated Statements of Income. The Company is required to release cumulative translation adjustment (“CTA”) balances into earnings when the Company has substantially liquidated its investment in a foreign entity.
Derivative/Financial Instruments
The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risk through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative financial instruments. Specifically, the Company may use derivatives to manage exposures that arise from changes in interest rates, foreign currency exchange rate fluctuations and market value fluctuations of equity securities. The Company limits these risks by following established risk management policies and procedures including the use of derivatives.
The Company measures its derivative instruments at fair value and records them in the Consolidated Balance Sheet as an asset or liability, depending on the Company’s rights or obligations under the applicable derivative contract. The accounting for changes in the fair value of the derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting under the Derivatives and Hedging guidance issued by the FASB.
The effective portion of the changes in fair value of derivatives designated and that qualify as cash flow hedges is recorded in AOCI and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. Any ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. During 2016, 2015 and 2014, the Company had no hedge ineffectiveness.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Noncontrolling Interests
The Company accounts for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. Noncontrolling interests represent the portion of equity that the Company does not own in those entities it consolidates. The Company identifies its noncontrolling interests separately within the equity section on the Company’s Consolidated Balance Sheets. The amounts of consolidated net earnings attributable to the Company and to the noncontrolling interests are presented separately on the Company’s Consolidated Statements of Income.
Noncontrolling interests also includes amounts related to partnership units issued by consolidated subsidiaries of the Company in connection with certain property acquisitions. These units have a stated redemption value or a defined redemption amount based upon the trading price of the Company’s common stock and provides the unit holders various rates of return during the holding period. The unit holders generally have the right to redeem their units for cash at any time after one year from issuance. For convertible units, the Company typically has the option to settle redemption amounts in cash or common stock.
The Company evaluates the terms of the partnership units issued in accordance with the FASB’s Distinguishing Liabilities from Equity guidance. Units which embody an unconditional obligation requiring the Company to redeem the units for cash after a specified or determinable date (or dates) or upon the occurrence of an event that is not solely within the control of the issuer are determined to be contingently redeemable under this guidance and are included as Redeemable noncontrolling interest and classified within the mezzanine section between Total liabilities and Stockholders’ equity on the Company’s Consolidated Balance Sheets. Convertible units for which the Company has the option to settle redemption amounts in cash or Common Stock are included in the caption Noncontrolling interest within the equity section on the Company’s Consolidated Balance Sheets.
Earnings Per Share
The following table sets forth the reconciliation of earnings and the weighted-average number of shares used in the calculation of basic and diluted earnings per share (amounts presented in thousands, except per share data):
| For the year ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 201****6 | 201****5 | 201****4 | ||||||||||
| Computation of Basic Earnings Per Share: | ||||||||||||
| Income from continuing operations | $ | 299,353 | $ | 774,405 | $ | 384,506 | ||||||
| Gain on sale of operating properties, net, net of tax | 86,785 | 125,813 | 389 | |||||||||
| Net income attributable to noncontrolling interests | (7,288 | ) | (6,028 | ) | (11,879 | ) | ||||||
| Discontinued operations attributable to noncontrolling interests | - | - | 2,117 | |||||||||
| Preferred stock redemption charges | - | (5,816 | ) | - | ||||||||
| Preferred stock dividends | (46,220 | ) | (57,084 | ) | (58,294 | ) | ||||||
| Income from continuing operations available to the common Shareholders | 332,630 | 831,290 | 316,839 | |||||||||
| Earnings attributable to participating securities | (2,018 | ) | (4,134 | ) | (1,749 | ) | ||||||
| Income from continuing operations available to common Shareholders | 330,612 | 827,156 | 315,090 | |||||||||
| (Loss)/income from discontinued operations attributable to the Company | - | (75 | ) | 48,868 | ||||||||
| Net income available to the Company’s common shareholders for basic earnings per share | $ | 330,612 | $ | 827,081 | $ | 363,958 | ||||||
| Weighted average common shares outstanding – basic | 418,402 | 411,319 | 409,088 | |||||||||
| Basic Earnings Per Share Available to the Company’s Common Shareholders: | ||||||||||||
| Income from continuing operations | $ | 0.79 | $ | 2.01 | $ | 0.77 | ||||||
| Income from discontinued operations | - | - | 0.12 | |||||||||
| Net income | $ | 0.79 | $ | 2.01 | $ | 0.89 | ||||||
| Computation of Diluted Earnings Per Share: | ||||||||||||
| Income from continuing operations available to common shareholders | $ | 330,612 | $ | 827,156 | $ | 315,090 | ||||||
| (Loss)/income from discontinued operations attributable to the Company | - | (75 | ) | 48,868 | ||||||||
| Distributions on convertible units | - | 192 | 529 | |||||||||
| Net income available to the Company’s common shareholders for diluted earnings per share | $ | 330,612 | $ | 827,273 | $ | 364,487 | ||||||
| Weighted average common shares outstanding – basic | 418,402 | 411,319 | 409,088 | |||||||||
| Effect of dilutive securities (a): Equity awards | 1,307 | 1,414 | 1,227 | |||||||||
| Assumed conversion of convertible units | - | 118 | 723 | |||||||||
| Shares for diluted earnings per common share | 419,709 | 412,851 | 411,038 | |||||||||
| Diluted Earnings Per Share Available to the Company’s Common Shareholders: | ||||||||||||
| Income from continuing operations | $ | 0.79 | $ | 2.00 | $ | 0.77 | ||||||
| Income from discontinued operations | - | - | 0.12 | |||||||||
| Net income | $ | 0.79 | $ | 2.00 | $ | 0.89 |
| (a) | The effect of the assumed conversion of certain convertible units had an anti-dilutive effect upon the calculation of Income from continuing operations per share. Accordingly, the impact of such conversions has not been included in the determination of diluted earnings per share calculations. Additionally, there were 3,490,400, 5,300,680 and 7,137,120 stock options that were not dilutive as of December 31, 2016, 2015 and 2014, respectively. |
|---|
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The Company's unvested restricted share awards contain non-forfeitable rights to distributions or distribution equivalents. The impact of the unvested restricted share awards on earnings per share has been calculated using the two-class method whereby earnings are allocated to the unvested restricted share awards based on dividends declared and the unvested restricted shares' participation rights in undistributed earnings.
Stock Compensation
The Company maintains two equity participation plans, the Second Amended and Restated 1998 Equity Participation Plan (the “Prior Plan”) and the 2010 Equity Participation Plan (the “2010 Plan”) (collectively, the “Plans”). The Prior Plan provides for a maximum of 47,000,000 shares of the Company’s common stock to be issued for qualified and non-qualified stock options and restricted stock grants. Effective May 1, 2012, the 2010 Plan provides for a maximum of 10,000,000 shares of the Company’s common stock to be issued for qualified and non-qualified stock options and other awards, plus the number of shares of common stock which are or become available for issuance under the Prior Plan and which are not thereafter issued under the Prior Plan, subject to certain conditions. Unless otherwise determined by the Board of Directors at its sole discretion, stock options granted under the Plans generally vest ratably over a range of three to five years, expire ten years from the date of grant and are exercisable at the market price on the date of grant. Restricted stock grants generally vest (i) 100% on the fourth or fifth anniversary of the grant, (ii) ratably over three, four and five years or (iii) over ten years at 20% per year commencing after the fifth year. Performance share awards, which vest over a period of one to three years, may provide a right to receive shares of the Company’s common stock or restricted stock based on the Company’s performance relative to its peers, as defined, or based on other performance criteria as determined by the Board of Directors. In addition, the Plans provide for the granting of certain stock options and restricted stock to each of the Company’s non-employee directors (the “Independent Directors”) and permit such Independent Directors to elect to receive deferred stock awards in lieu of directors’ fees.
The Company accounts for equity awards in accordance with the FASB’s Stock Compensation guidance which requires that all share based payments to employees, be recognized in the Statement of Income over the service period based on their fair values. Fair value is determined, depending on the type of award, using either the Black-Scholes option pricing formula or the Monte Carlo method, both of which are intended to estimate the fair value of the awards at the grant date (see Footnote 21 of the Notes to Consolidated Financial Statements for additional disclosure on the assumptions and methodology).
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
New Accounting Pronouncements
In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (“ASU 2017-01”). The update clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The standard is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those fiscal years, with early application of the guidance permitted. The Company has elected to early adopt ASU 2017-01 at the beginning of its fiscal year ended December 31, 2017, including its interim periods within the year, and appropriately apply the guidance to its prospective asset acquisitions of operating properties. Under this amendment, the Company’s prospective operating property acquisitions will qualify for asset acquisition treatment under ASC 360, Property, Plant, and Equipment, rather than business combination treatment under ASC 805 Business Combinations, and will result in capitalization of asset acquisition costs instead of directly expensing these costs.
In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, a consensus of the FASB’s Emerging Issues Task Force (“ASU 2016-15”). The new guidance addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. One identified cash flow issue relates to distributions received from equity method investees whereby the reporting entity should make an accounting policy election to classify distributions received from equity method investees using either the cumulative earnings approach or the nature of the distribution approach. Another issue relates to the classification of cash payments for debt prepayment or debt extinguishment costs. The standard is retrospectively effective for public companies on January 1, 2018, with early adoption permitted. The Company elected to early adopt ASU 2016-15 beginning in its quarter ended September 30, 2016. In connection with the adoption of ASU 2016-15, the Company made a policy election to classify distributions received from equity method investees using the cumulative earnings approach. This election did not have a material impact on the presentation in the Company’s Consolidated Statements of Cash Flows. During the quarter ended September 30, 2016, the Company incurred early extinguishment of debt charges and in accordance with the adoption of ASU 2016-15 has included these charges in cash flows used for financing activities on the Company’s Consolidated Statements of Cash Flows. The adoption of the remaining cash flow issues addressed in ASU 2016-15 did not have a material impact on the Company’s Consolidated Statements of Cash Flows.
In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). The new guidance introduces a new model for estimating credit losses for certain types of financial instruments, including loans receivable, held-to-maturity debt securities, and net investments in direct financing leases, amongst other financial instruments. ASU 2016-13 also modifies the impairment model for available-for-sale debt securities and expands the disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance for losses. The standard is effective for annual reporting periods beginning after December 15, 2019, including interim periods within those fiscal years, with early application of the guidance permitted. The adoption of ASU 2016-13 is not expected to have a material effect on the Company’s financial position and/or results of operations.
In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). The update simplifies several aspects of accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The ASU is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods. Early adoption is permitted. The adoption of ASU 2016-09 is not expected to have a material effect on the Company’s financial position and/or results of operations.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. ASU 2016-02 supersedes the previous leases standard, Leases (Topic 840). The standard is effective for the Company on January 1, 2019, with early adoption permitted. The Company continues to evaluate the effect the adoption of ASU 2016-02 will have on the Company’s financial position and/or results of operations. However, the Company currently believes that the adoption of ASU 2016-02 will not have a material impact for operating leases where it is a lessor and will continue to record revenues from rental properties for its operating leases on a straight-line basis. However, for leases where the Company is a lessee, primarily for the Company’s ground leases and administrative office leases, the Company will be required to record a lease liability and a right of use asset on its Consolidated Balance Sheets at fair value upon adoption. In addition, direct internal leasing overhead costs will continue to be capitalized, however, indirect internal leasing overhead costs previously capitalized will be expensed under the ASU 2016-02.
In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis (“ASU 2015-02”). ASU 2015-02 focuses to minimize situations under previously existing guidance in which a reporting entity was required to consolidate another legal entity in which that reporting entity did not have: (1) the ability through contractual rights to act primarily on its own behalf; (2) ownership of the majority of the legal entity's voting rights; or (3) the exposure to a majority of the legal entity's economic benefits. ASU 2015-02 affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. Legal entities are subject to reevaluation under the revised consolidation model. ASU 2015-02 is effective for periods beginning after December 15, 2015. The adoption of ASU 2015-02 did not have a material effect on the Company’s financial position or results of operations.
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”), which requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016 and interim periods thereafter, early adoption is permitted. The adoption of ASU 2014-15 did not have a material effect on the Company’s consolidated financial statements.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). ASU 2014-09 is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. In adopting ASU 2014-09, companies may use either a full retrospective or a modified retrospective approach. ASU 2014-09 was anticipated to be effective for the first interim period within annual reporting periods beginning after December 15, 2016, and early adoption was not permitted. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date (“ASU 2015-14”), which delayed the effective date of ASU 2014-09 by one year making it effective for the first interim period within annual reporting periods beginning after December 15, 2017. Subsequently, in March 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations,” which further clarifies the implementation guidance on principal versus agent considerations, and in April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying performance obligations and licensing,” an update on identifying performance obligations and accounting for licenses of intellectual property. Additionally, in May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow-scope improvements and practical expedients,” which includes amendments for enhanced clarification of the guidance. Early adoption is permitted as of the original effective date. The Company’s revenue-producing contracts are primarily leases that are not within the scope of this standard. As a result, the Company does not expect the adoption of ASU 2014-09 to have a material impact on the Company’s rental income. The Company continues to evaluate the effect the adoption of ASU 2014-09 will have on the Company’s other sources of revenue. These include management and other fee income and reimbursement amounts the Company receives from tenants for operating expenses such as real estate taxes, insurance and other common area maintenance. However, the Company currently does not believe the adoption of ASU 2014-09 will significantly affect the timing of the recognition of the Company’s management and other fee income and reimbursement revenue.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
- Real Estate:
The Company’s components of Rental property consist of the following (in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 201****6 | 201****5 | |||||||
| Land | $ | 2,786,255 | $ | 2,660,722 | ||||
| Undeveloped land | 58,931 | 67,535 | ||||||
| Buildings and improvements: | ||||||||
| Buildings | 5,790,681 | 5,643,629 | ||||||
| Building improvements | 1,562,439 | 1,559,652 | ||||||
| Tenant improvements | 733,993 | 727,036 | ||||||
| Fixtures and leasehold improvements | 47,199 | 47,055 | ||||||
| Above-market leases | 150,207 | 155,451 | ||||||
| In-place leases and tenant relationships | 543,342 | 528,539 | ||||||
| 11,673,047 | 11,389,619 | |||||||
| Accumulated depreciation and amortization (1) | (2,278,292 | ) | (2,115,320 | ) | ||||
| Total | $ | 9,394,755 | $ | 9,274,299 |
| (1) | At December 31, 2016 and 2015, the Company had accumulated amortization relating to in-place leases, tenant relationships and above-market leases aggregating $409,062 and $357,581, respectively. |
|---|
In addition, at December 31, 2016 and 2015, the Company had intangible liabilities relating to below-market leases from property acquisitions of $292.6 million and $291.7 million, respectively, net of accumulated amortization of $193.9 million and $193.7 million, respectively. These amounts are included in the caption Other liabilities on the Company’s Consolidated Balance Sheets.
The Company’s amortization associated with above-market and below-market leases for the years ended December 31, 2016, 2015 and 2014, resulted in net increases to revenue of $21.4 million, $18.5 million and $13.5 million, respectively. The Company’s amortization expense associated with leases in place and tenant relationships, which is included in depreciation and amortization, for the years ended December 31, 2016, 2015 and 2014 was $66.6 million, $68.3 million and $41.2 million, respectively.
The estimated net amortization income/(expense) associated with the Company’s above-market and below-market leases, tenant relationships and leases in place for the next five years are as follows (in millions):
| 2017 | 2018 | 2019 | 2020 | 202****1 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Above-market and below-market leases amortization, net | $ | 10.7 | $ | 10.8 | $ | 11.3 | $ | 11.5 | $ | 11.5 | ||||||||||
| In-place leases and tenant relationships amortization | $ | (46.5 | ) | $ | (34.1 | ) | $ | (26.3 | ) | $ | (19.3 | ) | $ | (15.4 | ) |
- Property Acquisitions, Developments and Other Investments:
Acquisition of Operating Properties
During the year ended December 31, 2016, the Company acquired the following operating properties, in separate transactions (in thousands):
| Purchase Price | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Property Name | Location | Month Acquired | Cash* | Debt Assumed | Other** | Total | GLA*** | |||||||||||||||
| Jericho Atrium | Jericho, NY | Apr-16 | $ | 29,750 | $ | - | $ | - | $ | 29,750 | 147 | |||||||||||
| Oakwood Plaza | Hollywood, FL (1) | Apr-16 | 53,412 | 100,000 | 61,588 | 215,000 | 899 | |||||||||||||||
| Webster Square North | Nashua, NH | Jul-16 | 8,200 | - | - | 8,200 | 21 | |||||||||||||||
| Gateway Plaza | Mill Creek, WA (1) | Jul-16 | 493 | 17,500 | - | 17,993 | 97 | |||||||||||||||
| Kentlands Market Square | Gaithersburg, MD | Aug-16 | 61,826 | 33,174 | - | 95,000 | 221 | |||||||||||||||
| GEPT Portfolio (4 properties) | Various (1) | Sep-16 | 79,974 | 76,989 | 10,882 | 167,845 | 681 | |||||||||||||||
| Coulter Avenue (2 parcels) | Ardmore, PA | Various | 6,750 | - | - | 6,750 | 20 | |||||||||||||||
| KimPru Portfolio (2 properties) | Various (1) | Oct-16 | 15,505 | 35,700 | 3,218 | 54,423 | 234 | |||||||||||||||
| Hamden Mart | Hamden, CT (1) | Nov-16 | - | 21,369 | 29,294 | 50,663 | 345 | |||||||||||||||
| $ | 255,910 | $ | 284,732 | $ | 104,982 | $ | 645,624 | 2,665 |
- The Company utilized $66.0 million associated with Internal Revenue Code §1031 sales proceeds.
** Includes the Company’s previously held equity interest investment.
*** Gross leasable area ("GLA")
| (1) | The Company acquired from its partners their ownership interest in properties that were held in joint ventures in which the Company had noncontrolling interests. The Company evaluated these transactions pursuant to the FASB’s Consolidation guidance and as a result, recognized gains on change in control of interests resulting from the fair value adjustments associated with the Company’s previously held equity interests, which are included in the purchase price above in Other. The Company’s previous ownership interests and gains on change in control of interests recognized as a result of these transactions are as follows (in millions): |
|---|
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
| Property Name | Previous Ownership Interest | Gain on change in control of interests, net | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Oakwood Plaza | 55.0 | % | $ | 46.5 | ||||||||
| Gateway Plaza | 15.0 | % | - | |||||||||
| GEPT Portfolio (4 properties) | 15.0 | % | 6.6 | |||||||||
| KimPru Portfolio (2 properties) | 15.0 | % | 0.8 | |||||||||
| Hamden Mart | 47.95 | % | 3.5 | |||||||||
| $ | 57.4 |
During the year ended December 31, 2015, the Company acquired the following properties, in separate transactions (in thousands):
| Purchase Price | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Property Name | Location | Month Acquired | Cash* | Debt Assumed | Other ****** | Total | GLA******* | |||||||||||||||
| Elmont Plaza | Elmont, NY (1) | Jan-15 | $ | 2,400 | $ | - | $ | 3,358 | $ | 5,758 | 13 | |||||||||||
| Garden State Pavilion Parcel | Cherry Hill, NJ | Jan-15 | 16,300 | - | - | 16,300 | 111 | |||||||||||||||
| Kimstone Portfolio (39 properties) | Various (1) | Feb-15 | 513,513 | 637,976 | 236,011 | 1,387,500 | 5,631 | |||||||||||||||
| Copperfield Village | Houston, TX | Feb-15 | 18,700 | 20,800 | - | 39,500 | 165 | |||||||||||||||
| Snowden Square Parcel | Columbia, MD | Mar-15 | 4,868 | - | - | 4,868 | 25 | |||||||||||||||
| Dulles Town Crossing Parcel | Sterling, VA | Mar-15 | 4,830 | - | - | 4,830 | 9 | |||||||||||||||
| Flagler Park S.C. | Miami, FL | Mar-15 | 1,875 | - | - | 1,875 | 5 | |||||||||||||||
| West Farms Parcel | New Britain, CT | Apr-15 | 6,200 | - | - | 6,200 | 24 | |||||||||||||||
| Milleridge Inn | Jericho, NY | Apr-15 | 7,500 | - | - | 7,500 | - | |||||||||||||||
| Woodgrove Festival (2 Parcels) | Woodridge, IL | Jun-15 | 5,611 | - | - | 5,611 | 12 | |||||||||||||||
| Montgomery Plaza | Fort Worth, TX (1) | Jul-15 | 34,522 | 29,311 | 9,044 | 72,877 | 291 | |||||||||||||||
| 125 Coulter Avenue Parcel | Ardmore, PA | Sep-15 | 1,925 | - | - | 1,925 | 6 | |||||||||||||||
| Conroe Marketplace | Conroe, TX (1) | Oct-15 | 18,546 | 42,350 | 3,104 | 64,000 | 289 | |||||||||||||||
| Laurel Plaza | Laurel, MD | Oct-15 | 1,200 | - | - | 1,200 | 4 | |||||||||||||||
| District Heights | District Heights, MD (1) | Nov-15 | 13,140 | 13,255 | 950 | 27,345 | 91 | |||||||||||||||
| Village on the Park | Aurora, CO | Nov-15 | 824 | - | - | 824 | 10 | |||||||||||||||
| Christown Mall | Phoenix, AZ | Nov-15 | 51,351 | 63,899 | - | 115,250 | 833 | |||||||||||||||
| Washington St. Plaza Parcels | Brighton, MA | Dec-15 | 8,750 | - | - | 8,750 | - | |||||||||||||||
| $ | 712,055 | $ | 807,591 | $ | 252,467 | $ | 1,772,113 | 7,519 |
- The Company utilized $89.5 million associated with Internal Revenue Code §1031 sales proceeds.
** Includes the Company’s previously held equity interest investment.
*** Gross leasable area ("GLA")
| (1) | The Company acquired from its partners their ownership interest in properties that were held in joint ventures in which the Company had noncontrolling interests. The Company evaluated these transactions pursuant to the FASB’s Consolidation guidance and as a result, recognized gains on change in control of interests resulting from the fair value adjustments associated with the Company’s previously held equity interests, which are included in the purchase price above in Other. The Company’s previous ownership interests and gains on change in control of interests recognized as a result of these transactions are as follows (in millions): |
|---|
| Property Name | Previous Ownership Interest | Gain on change in control of interests, net | ||||||
|---|---|---|---|---|---|---|---|---|
| Elmont Plaza | 50.0 | % | $ | (0.2 | ) | |||
| Kimstone Portfolio (39 properties) | 33.3 | % | 140.0 | |||||
| Montgomery Plaza | 20.0 | % | 6.3 | |||||
| Conroe Marketplace | 15.0 | % | 2.4 | |||||
| District Heights | 15.0 | % | 0.7 | |||||
| $ | 149.2 |
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Included in the Company’s Consolidated Statements of Income are $23.8 million, $112.2 million and $75.3 million in revenues from rental properties from the date of acquisition through December 31, 2016, 2015 and 2014, respectively, for operating properties acquired during each of the respective years.
Purchase Price Allocations
The purchase price for acquisitions is preliminarily allocated to real estate and related intangible assets acquired and liabilities assumed, as applicable, in accordance with our accounting policies for business combinations. The purchase price allocations and related accounting is finalized upon completion of the Company’s valuation studies. Accordingly, the fair values allocated to these assets and liabilities are subject to revision. The Company records allocation adjustments, where applicable, when purchase price allocations are finalized.
The preliminary allocations, allocation adjustments and revised allocations for properties acquired during the year ended December 31, 2016, are as follows (in thousands):
| Preliminary Allocation | Allocation Adjustments | Revised Allocation as of December 31, 2016 | Weighted-Average Amortization Period (in Years) | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Land | $ | 179,150 | $ | (13,352 | ) | $ | 165,798 | - | ||||||||
| Buildings | 309,493 | 69,581 | 379,074 | 50.0 | ||||||||||||
| Above-market leases | 11,982 | (4,304 | ) | 7,678 | 8.1 | |||||||||||
| Below-market leases | (31,903 | ) | (4,327 | ) | (36,230 | ) | 19.1 | |||||||||
| In-place leases | 44,094 | (4,162 | ) | 39,932 | 6.4 | |||||||||||
| Building improvements | 124,105 | (40,194 | ) | 83,911 | 45.0 | |||||||||||
| Tenant improvements | 12,788 | (2,548 | ) | 10,240 | 7.1 | |||||||||||
| Mortgage fair value adjustment | (4,292 | ) | (694 | ) | (4,986 | ) | 4.1 | |||||||||
| Other assets | 234 | - | 234 | - | ||||||||||||
| Other liabilities | (27 | ) | - | (27 | ) | - | ||||||||||
| Net assets acquired | $ | 645,624 | $ | - | $ | 645,624 |
The allocation adjustments and revised allocations for properties acquired during the year ended December 31, 2015, are as follows (in thousands):
| Allocation as of December 31, 2015 | Allocation Adjustments | Revised Allocation as of December 31, 2016 | Weighted-Average Amortization Period (in Years) | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Land | $ | 444,626 | $ | 33,918 | $ | 478,544 | - | |||||||||
| Buildings | 1,063,124 | (7,980 | ) | 1,055,144 | 50.0 | |||||||||||
| Above-market leases | 34,182 | (2,133 | ) | 32,049 | 7.2 | |||||||||||
| Below-market leases | (74,997 | ) | (6,306 | ) | (81,303 | ) | 17.7 | |||||||||
| In-place leases | 125,993 | 1,425 | 127,418 | 4.7 | ||||||||||||
| Building improvements | 169,116 | (20,724 | ) | 148,392 | 45.0 | |||||||||||
| Tenant improvements | 34,814 | 1,800 | 36,614 | 6.1 | ||||||||||||
| Mortgage fair value adjustment | (27,615 | ) | - | (27,615 | ) | 3.0 | ||||||||||
| Other assets | 3,058 | - | 3,058 | - | ||||||||||||
| Other liabilities | (188 | ) | - | (188 | ) | - | ||||||||||
| Net assets acquired | $ | 1,772,113 | $ | - | $ | 1,772,113 |
Other Investments
During the year ended December 31, 2015, the Company entered into an agreement to acquire the remaining 50.0% interest in a property previously held in a joint venture in which the Company had a noncontrolling interest for a gross purchase price of $23.0 million. Upon signing this contract, which closed in January 2016, the Company effectively gained control of the entity and is entitled to all economics and risk of loss and as such, the Company consolidated this property pursuant to the FASB’s Consolidation guidance. Additionally, as the Company was required to purchase the partners interest at a fixed and determinable price in January 2016, the Company recognized $11.5 million within Other liabilities in the Company’s Consolidated Balance Sheets at December 31, 2015. Based upon the Company’s intent to redevelop a portion of the property, the Company allocated $8.4 million of the gross purchase price to Real estate under development on the Company’s Consolidated Balance Sheets and the remaining $14.6 million was allocated to Operating real estate on the Company’s Consolidated Balance Sheets.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
During the year ended December 31, 2015, the Company acquired three land parcels, in separate transactions, for an aggregate purchase price of $30.0 million.
Pro Forma Financial Information (Unaudited)
As discussed above, the Company and certain of its subsidiaries acquired interests in certain operating properties during 2016 and 2015. The pro forma financial information set forth below is based upon the Company's historical Consolidated Statements of Income for the years ended December 31, 2016 and 2015, adjusted to give effect to properties acquired during the years ended December 31, 2016 and 2015, as if they were acquired at the beginning of 2014 and 2013. The pro forma financial information is presented for informational purposes only and may not be indicative of what actual results of income would have been, nor does it purport to represent the results of income for future periods. (Amounts presented in millions, except per share figures).
| Year ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 201****6 | 201****5 | 201****4 | ||||||||||
| Revenues from rental properties | $ | 1,174.9 | $ | 1,198.6 | $ | 1,097.8 | ||||||
| Net income | $ | 397.7 | $ | 921.6 | $ | 521.9 | ||||||
| Net income available to the Company | $ | 344.2 | $ | 852.6 | $ | 451.7 | ||||||
| Net income available to the Company per common share: | ||||||||||||
| Basic | $ | 0.82 | $ | 2.07 | $ | 1.10 | ||||||
| Diluted | $ | 0.82 | $ | 2.07 | $ | 1.10 |
- Real Estate Under Development:
The Company is engaged in various real estate under development projects, which will be held as long-term investments by the Company. As of December 31, 2016, the Company had in progress a total of six real estate under development projects located in the U.S. These projects will be developed into open-air shopping centers aggregating 2.2 million square feet of GLA with a total estimated aggregate project cost of $514.0 million.
The costs incurred to date for these real estate under development projects are as follows (in thousands):
| December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Property Name | Location | 2016 | 2015 | |||||||
| Grand Parkway Marketplace | Spring, TX | $ | 94,841 | $ | 42,032 | |||||
| Dania Pointe (1) | Dania Beach, FL | 107,113 | - | |||||||
| Promenade at Christiana | New Castle, DE | 25,521 | 16,063 | |||||||
| Owings Mills | Owings Mills, MD | 25,119 | 8,640 | |||||||
| Avenues Walk | Jacksonville, FL | 73,048 | 77,544 | |||||||
| Staten Island Plaza (2) | Staten Island, NY | 9,386 | - | |||||||
| Shoppes at Wynnewood (3) | Lower Merion, PA | - | 34,911 | |||||||
| $ | 335,028 | $ | 179,190 |
| (1) | During the year ended December 31, 2016, the Company acquired from its partner the remaining ownership interest in a property that was held in a joint venture in which the Company has a 55.0% noncontrolling interest for a gross purchase price of $84.2 million. The Company evaluated this transaction pursuant to the FASB’s Consolidation guidance and as a result, no gain on change in control of interest was recognized as there was no fair value adjustment associated with the Company’s previously held equity interest. Based upon the Company’s intent to develop the property, the Company allocated the gross purchase price to Real estate under development on the Company’s Consolidated Balance Sheets. |
|---|
| (2) | Land held for future development. |
|---|
| (3) | During the year ended December 31, 2016, this development project, aggregating $38.0 million, was completed and reclassified into Land and Building and improvements on the Company’s Consolidated Balance Sheets. |
|---|
During 2016 and 2015, the Company acquired, in separate transactions, three additional land parcels adjacent to two existing development projects and two additional land parcels adjacent to existing development projects for an aggregate purchase price of $13.8 million and $20.7 million, respectively.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
- Dispositions of Real Estate and Assets Held-for-Sale:
Operating Real Estate
During 2016, the Company disposed of 30 consolidated operating properties and two out-parcels, in separate transactions, for an aggregate sales price of $378.7 million. These transactions resulted in an aggregate gain of $86.8 million, after income tax expense, and aggregate impairment charges of $37.2 million, which were taken prior to sale, before income tax benefit of $10.0 million.
During 2015, the Company disposed of 89 consolidated operating properties and eight out-parcels, in separate transactions, for an aggregate sales price of $492.5 million. These transactions resulted in an aggregate gain of $143.6 million, after income tax expense, and aggregate impairment charges of $10.2 million, before income tax benefit of $2.3 million.
Additionally, during 2015, the Company disposed of its remaining operating property in Chile for a sales price of $51.3 million. This transaction resulted in the release of a cumulative foreign currency translation loss of $19.6 million due to the Company’s liquidation of its investment in Chile offset by a gain on sale of $1.8 million, after income tax expense.
During 2014, the Company disposed of 90 consolidated operating properties, in separate transactions, for an aggregate sales price of $833.5 million, including 27 operating properties in Latin America. These transactions, which are included in Discontinued operations on the Company’s Consolidated Statements of Income, resulted in an aggregate gain of $203.3 million, before income taxes and noncontrolling interests and aggregate impairment charges of $178.0 million, before income taxes and noncontrolling interests, including $92.9 million related to the release of a cumulative foreign currency translation loss due to the Company’s substantial liquidation of its investment in Mexico. The Company provided financing aggregating $52.7 million on three of these transactions which bore interest at rates ranging from LIBOR plus 250 basis points to 7% per annum, which matured and were repaid in full during 2015. The Company evaluated these transactions pursuant to the FASB’s real estate guidance to determine sale and gain recognition.
Land Sales
During 2016, 2015 and 2014, the Company sold six, 13 and three land parcels, respectively, for an aggregate sales price of $3.9 million, $31.5 million and $5.1 million, respectively. These transactions resulted in an aggregate gain of $1.9 million, $4.3 million and $3.5 million, before income taxes expense and noncontrolling interest for the years ended December 31, 2016, 2015 and 2014, respectively. The gains from these transactions are recorded as other income, which is included in Other income/(expense), net, in the Company’s Consolidated Statements of Income.
Held-for-Sale
At December 31, 2016, the Company had two consolidated property interests in Mexico classified as held-for-sale at an aggregate carrying amount of Mexican peso (“MXN”) 121.9 million (USD $9.2 million), net of accumulated depreciation of MXN 51.1 million (USD $3.5 million), which are included in Other assets on the Company’s Consolidated Balance Sheets. The Company’s determination of the fair value of the properties was based upon executed contracts of sale with third parties. The book value of one of these properties exceeded its estimated fair value, less costs to sell, and as such an impairment charge of MXN 25.8 million (USD $1.3 million) was recognized.
- Discontinued Operations:
The components of Income from discontinued operations for the years ended December 31, 2015 and 2014 are shown below. These include the results of income through the date of each respective sale for properties sold during 2014, and the operations for the applicable periods for those assets classified as held-for-sale as of December 31, 2014 (in thousands):
| 201****5 | 201****4 | |||||||
|---|---|---|---|---|---|---|---|---|
| Discontinued operations: | ||||||||
| Revenues from rental properties | $ | 124 | $ | 71,906 | ||||
| Rental property expenses | (49 | ) | (16,657 | ) | ||||
| Depreciation and amortization | - | (15,019 | ) | |||||
| Provision for doubtful accounts | (57 | ) | (719 | ) | ||||
| Interest expense | - | (1,823 | ) | |||||
| Income from other real estate investments | - | 680 | ||||||
| Other expense, net | (12 | ) | (756 | ) | ||||
| Income from discontinued operating properties, before income taxes | 6 | 37,612 | ||||||
| Impairment of property carrying value, before income taxes (1) | (82 | ) | (178,048 | ) | ||||
| Gain on disposition of operating properties, before income taxes | - | 203,271 | ||||||
| Benefit/(provision) for income taxes | 1 | (11,850 | ) | |||||
| (Loss)/income from discontinued operating properties | (75 | ) | 50,985 | |||||
| Net income attributable to noncontrolling interests | - | (2,117 | ) | |||||
| (Loss)/income from discontinued operations attributable to the Company | $ | (75 | ) | $ | 48,868 |
(1) The year ended December 31, 2014, includes $92.9 million related to the release of a cumulative foreign currency translation loss due to the Company’s substantial liquidation of its investment in Mexico.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
- Impairments:
Management assesses on a continuous basis whether there are any indicators, including property operating performance, changes in anticipated holding period and general market conditions, that the value of the Company’s assets (including any related amortizable intangible assets or liabilities) may be impaired. To the extent impairment has occurred, the carrying value of the asset would be adjusted to an amount to reflect the estimated fair value of the asset.
During 2014, the Company implemented a plan to accelerate the disposition of certain U.S. properties and substantially liquidated its investment in Mexico, which resulted in the release of a cumulative foreign currency translation loss. These disposition plans effectively shortened the Company’s anticipated hold period for these properties and as a result the Company recognized impairment charges on various consolidated operating properties (see Footnote 16 of the Notes to Consolidated Financial Statements for fair value disclosure).
The Company’s efforts to market certain assets and management’s assessment as to the likelihood and timing of such potential transactions and/or the property hold period resulted in the Company recognizing impairment charges for the years ended December 31, 2016, 2015 and 2014 as follows (in millions):
| 201****6 | 201****5 | 201****4 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Impairment of property carrying values* (1) (2) (3) | $ | 93.3 | $ | 30.3 | $ | 33.3 | ||||||
| Impairment of investments in other real estate investments* (4) | - | 5.3 | 1.7 | |||||||||
| Impairment of marketable securities and other investments* (5) | - | 9.8 | 4.8 | |||||||||
| Total Impairment charges included in operating expenses | 93.3 | 45.4 | 39.8 | |||||||||
| Cumulative foreign currency translation loss included in discontinued operations (6) | - | - | 92.9 | |||||||||
| Impairment of property carrying values included in discontinued operations** | - | 0.1 | 85.1 | |||||||||
| Total gross impairment charges | 93.3 | 45.5 | 217.8 | |||||||||
| Noncontrolling interests | (0.4 | ) | (5.6 | ) | (0.4 | ) | ||||||
| Income tax benefit included in discontinued operations | - | - | (1.7 | ) | ||||||||
| Income tax benefit | (21.1 | ) | (9.0 | ) | (6.1 | ) | ||||||
| Total net impairment charges | $ | 71.8 | $ | 30.9 | $ | 209.6 |
- See Footnote 16 of the Notes to Consolidated Financial Statements for additional disclosure on fair value
**See Footnotes 5 & 6 of the Notes to Consolidated Financial Statements above for additional disclosure
| (1) | During 2016, the Company recognized aggregate impairment charges of $93.3 million, before an income tax benefit of $21.1 million and noncontrolling interests of $0.4 million, primarily related to sale of certain operating properties, certain properties maintained in the Company’s TRS for which the hold period was re-evaluated in connection with the Merger (see Footnote 22 of the Notes to Consolidated Financial Statements for additional disclosure) and adjustments to property carrying values in connection with the Company’s efforts to market certain properties and management’s assessment as to the likelihood and timing of such potential transactions and the anticipated hold period for such properties. |
|---|
| (2) | During 2015, the Company recognized aggregate impairment charges of $30.3 million, before an income tax benefit of $5.4 million and noncontrolling interests of $5.6 million. |
|---|
| (3) | During 2014, the Company recognized aggregate impairment charges of $33.3 million, before an income tax benefit of $6.1 million and noncontrolling interests of $0.3 million. |
|---|
| (4) | Impairment charges primarily based upon review of residual values, sales prices and debt maturity status and the likelihood of foreclosure of certain underlying properties within the Company’s preferred equity investments, during 2015 and 2014. The Company believes it will not recover its investment in certain preferred equity investments and as such recorded full impairments on these investments. |
|---|
| (5) | During 2015 and 2014, the Company reviewed the underlying cause of the decline in value of certain cost method investments, as well as the severity and the duration of the decline and determined that the decline was other-than-temporary. Impairment charges were recognized based upon the calculation of the investments’ estimated fair value. |
|---|
| (6) | Due to the substantial liquidation of its investment in Mexico, the Company recognized a loss from foreign currency translation related to consolidated properties in the amount of $92.9 million, before noncontrolling interest of $5.8 million. |
|---|
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
In addition to the impairment charges above, the Company recognized pretax impairment charges during 2016, 2015 and 2014 of $15.0 million, $22.2 million, and $54.5 million (including $47.3 million in cumulative foreign currency translation loss relating to the Company’s substantial liquidation of its investment in Mexico), respectively, relating to certain properties held by various unconsolidated joint ventures in which the Company holds noncontrolling interests. These impairment charges are included in Equity in income of joint ventures, net in the Company’s Consolidated Statements of Income (see Footnote 8 of the Notes to Consolidated Financial Statements).
The Company will continue to assess the value of its assets on an on-going basis. Based on these assessments, the Company may determine that one or more of its assets may be impaired and would therefore write-down its carrying basis accordingly.
- Investment and Advances in Real Estate Joint Ventures:
The Company and its subsidiaries have investments and advances in various real estate joint ventures. These joint ventures are engaged primarily in the operation of shopping centers which are either owned or held under long-term operating leases. The Company and the joint venture partners have joint approval rights for major decisions, including those regarding property operations. As such, the Company holds noncontrolling interests in these joint ventures and accounts for them under the equity method of accounting.
As of December 31, 2016 and 2015, the Company’s had interests in 135 and 191 shopping center properties, respectively, aggregating 26.2 million and 35.4 million square feet of GLA, respectively, held in joint venture investments. The table below presents joint venture investments for which the Company held an ownership interest at December 31, 2016 and 2015 (in millions, except number of properties):
| As of December 31**,** 2016 | As of December 31**,** 2015 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Venture | Ownership Interest | Number of Properties | The Company's Investment | Ownership Interest | Number of Properties | The Company's Investment | ||||||||||||||||||
| Prudential Investment Program (“KimPru” and “KimPru II”) (1) (2) | 15.0% | 48 | $ | 182.5 | 15.0% | 53 | $ | 175.5 | ||||||||||||||||
| Kimco Income Opportunity Portfolio (“KIR”) (2) | 48.6% | 45 | 145.2 | 48.6% | 47 | 131.0 | ||||||||||||||||||
| Canada Pension Plan Investment Board (“CPP”) (2) (3) | 55.0% | 5 | 111.8 | 55.0% | 7 | 195.6 | ||||||||||||||||||
| Other Institutional Programs (2) | Various | 2 | 0.4 | Various | 9 | 5.2 | ||||||||||||||||||
| Other Joint Venture Programs (4) | Various | 34 | 60.4 | Various | 40 | 64.0 | ||||||||||||||||||
| Canadian Properties | 50.0% | 1 | 3.9 | Various | 35 | 171.3 | ||||||||||||||||||
| Total | 135 | $ | 504.2 | 191 | $ | 742.6 |
| (1) | Represents four separate joint ventures, with four separate accounts managed by Prudential Global Investment Management (“PGIM”), three of these ventures are collectively referred to as KimPru and the remaining venture is referred to as KimPru II. |
|---|
| (2) | The Company manages these joint venture investments and, where applicable, earns acquisition fees, leasing commissions, property management fees, asset management fees and construction management fees. |
|---|
| (3) | During the year ended December 31, 2016, the CPP joint venture acquired a property interest adjacent to an existing operating property in Temecula, CA for a gross purchase price of $27.5 million. |
|---|
| (4) | Includes five land parcels located in Mexico. |
|---|
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The table below presents the Company’s share of net income for these investments which is included in the Company’s Consolidated Statements of Income under Equity in income of joint ventures, net for the years ended December 31, 2016, 2015 and 2014 (in millions):
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2016 | 2015 | 2014 | ||||||||||
| KimPru and KimPru II | $ | 16.4 | $ | 7.1 | $ | 8.1 | ||||||
| KIR | 44.0 | 41.0 | 26.5 | |||||||||
| CPP | 7.7 | 9.6 | 7.1 | |||||||||
| Other Institutional Programs | 1.1 | 4.7 | 28.8 | |||||||||
| Other Joint Venture Programs | 3.9 | 14.2 | 49.7 | |||||||||
| Canadian Properties | 145.6 | 403.8 | 39.4 | |||||||||
| Total | $ | 218.7 | $ | 480.4 | $ | 159.6 |
During 2016, the Company’s real estate joint ventures disposed of or transferred interest to joint venture partners 45 operating properties and one land parcel, in separate transactions, for an aggregate sales price of $1.1 billion. These transactions resulted in an aggregate net gain to the Company of $151.2 million, before income taxes, for the year ended December 31, 2016. In addition, during 2016, the Company acquired the remaining interest in nine operating properties and one development project from various joint ventures, in separate transactions, for a gross purchase price of $590.1 million. See Footnotes 3 and 4 of the Notes to Consolidated Financial Statements for the operating properties and development projects acquired by the Company.
During 2015, the Company’s real estate joint ventures disposed of or transferred interest to joint venture partners 98 operating properties and 11 land parcels, in separate transactions, for an aggregate sales price of $1.8 billion. These transactions resulted in an aggregate net gain to the Company of $380.6 million, before income taxes, for the year ended December 31, 2015. In addition, during 2015, the Company acquired the remaining interest in 43 operating properties from various joint ventures, in separate transactions for a gross purchase price of $1.6 billion. See Footnote 3 of the Notes to Consolidated Financial Statements for the operating properties acquired by the Company.
During 2014, the Company’s real estate joint ventures disposed of or transferred interest to joint venture partners 37 operating properties, in separate transactions, for an aggregate sales price of $811.7 million. These transactions resulted in an aggregate net gain to the Company of $96.0 million, before income taxes, for the year ended December 31, 2014. In addition, during 2014, the Company acquired the remaining interest in 34 operating properties from various joint ventures, in separate transactions for a gross purchase price of $1.0 billion.
The table below presents debt balances within the Company’s joint venture investments for which the Company held noncontrolling ownership interests at December 31, 2016 and 2015 (dollars in millions):
| As of December 31**, 2016** | As of December 31, 2015 | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Venture | Mortgages and Notes Payable | Weighted Average Interest Rate | Weighted Average Remaining Term (months)* | Mortgages and Notes Payable | Weighted Average Interest Rate | Weighted Average Remaining Term (months)* | |||||||||||||||||||
| KimPru and KimPru II | $ | 647.4 | 3.07 | % | 67.5 | $ | 777.1 | 5.54 | % | 12.6 | |||||||||||||||
| KIR | 746.5 | 4.64 | % | 54.9 | 811.6 | 4.64 | % | 62.3 | |||||||||||||||||
| CPP | 84.8 | 2.17 | % | 16.0 | 109.9 | 5.25 | % | 3.5 | |||||||||||||||||
| Other Institutional Programs | 94.7 | 4.09 | % | 19.0 | 218.5 | 4.92 | % | 20.5 | |||||||||||||||||
| Other Joint Venture Programs | 482.1 | 5.67 | % | 24.5 | 540.7 | 5.61 | % | 36.1 | |||||||||||||||||
| Canadian Properties | 7.5 | 4.70 | % | 9.1 | 341.3 | 4.64 | % | 56.4 | |||||||||||||||||
| Total | $ | 2,063.0 | $ | 2,799.1 |
- Average remaining term includes extensions
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Summarized financial information for the Company’s investment and advances in real estate joint ventures is as follows (in millions):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 201****6 | 2015 | |||||||
| Assets: | ||||||||
| Real estate, net | $ | 3,741.9 | $ | 4,855.5 | ||||
| Other assets | 224.6 | 279.3 | ||||||
| $ | 3,966.5 | $ | 5,134.8 | |||||
| Liabilities and Partners’/Members’ Capital: | ||||||||
| Notes payable | $ | 214.5 | $ | 29.7 | ||||
| Mortgages payable and construction loans | 1,848.5 | 2,769.4 | ||||||
| Other liabilities | 82.3 | 119.6 | ||||||
| Noncontrolling interests | 15.9 | 16.2 | ||||||
| Partners’/Members’ capital | 1,805.3 | 2,199.9 | ||||||
| $ | 3,966.5 | $ | 5,134.8 |
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 201****6 | 2015 | 2014 | ||||||||||
| Revenues from rental properties | $ | 597.5 | $ | 842.5 | $ | 1,059.9 | ||||||
| Operating expenses | (178.1 | ) | (265.9 | ) | (333.5 | ) | ||||||
| Interest expense | (117.3 | ) | (202.8 | ) | (247.3 | ) | ||||||
| Depreciation and amortization | (138.1 | ) | (191.9 | ) | (260.0 | ) | ||||||
| Impairment charges | (38.6 | ) | (63.4 | ) | (23.1 | ) | ||||||
| Other income/(expense), net | 20.1 | 4.4 | (14.4 | ) | ||||||||
| (452.0 | ) | (719.6 | ) | (878.3 | ) | |||||||
| Income from continuing operations | 145.5 | 122.9 | 181.6 | |||||||||
| Discontinued Operations: | ||||||||||||
| Income from discontinued operations | - | - | 2.8 | |||||||||
| Impairment on dispositions of properties | - | - | (3.8 | ) | ||||||||
| Gain on dispositions of properties | - | - | 471.1 | |||||||||
| - | - | 470.1 | ||||||||||
| Gain on sale of operating properties | 296.2 | 1,166.7 | - | |||||||||
| Net income | $ | 441.7 | $ | 1,289.6 | $ | 651.7 |
Other liabilities included in the Company’s accompanying Consolidated Balance Sheets include accounts with certain real estate joint ventures totaling $11.0 million and $12.6 million at December 31, 2016 and 2015, respectively. The Company and its subsidiaries have varying equity interests in these real estate joint ventures, which may differ from their proportionate share of net income or loss recognized in accordance with GAAP.
The Company’s maximum exposure to losses associated with its unconsolidated joint ventures is primarily limited to its carrying value in these investments. Generally, such investments contain operating properties and the Company has determined these entities do not contain the characteristics of a VIE. As of December 31, 2016 and 2015, the Company’s carrying value in these investments is $504.2 million and $742.6 million, respectively.
- Other Real Estate Investments:
Preferred Equity Capital –
The Company previously provided capital to owners and developers of real estate properties through its Preferred Equity program. The Company’s maximum exposure to losses associated with its preferred equity investments is primarily limited to its net investment. As of December 31, 2016, the Company’s net investment under the Preferred Equity program was $193.7 million relating to 365 properties, including 346 net leased properties which are accounted for as direct financing leases. For the year ended December 31, 2016, the Company earned $27.5 million from its preferred equity investments, including $10.5 million in profit participation earned from five capital transactions. As of December 31, 2015, the Company’s net investment under the Preferred Equity program was $199.9 million relating to 421 properties, including 385 net leased properties. For the year ended December 31, 2015, the Company earned $27.0 million from its preferred equity investments, including $9.3 million in profit participation earned from nine capital transactions.
As of December 31, 2016, these preferred equity investment properties had non-recourse mortgage loans aggregating $427.4 million. These loans have scheduled maturities ranging from one month to eight years and bear interest at rates ranging from 4.19% to 10.47%. Due to the Company’s preferred position in these investments, the Company’s share of each investment is subject to fluctuation and is dependent upon property cash flows. The Company’s maximum exposure to losses associated with its preferred equity investments is limited to its invested capital.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Summarized financial information relating to the Company’s preferred equity investments is as follows (in millions):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 201****6 | 2015 | |||||||
| Assets: | ||||||||
| Real estate, net | $ | 187.0 | $ | 258.0 | ||||
| Other assets | 587.1 | 628.3 | ||||||
| $ | 774.1 | $ | 886.3 | |||||
| Liabilities and Partners’/Members’ Capital: | ||||||||
| Notes and mortgages payable | $ | 454.7 | $ | 563.7 | ||||
| Other liabilities | 8.3 | 12.9 | ||||||
| Partners’/Members’ capital | 311.1 | 309.7 | ||||||
| $ | 774.1 | $ | 886.3 |
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 201****6 | 2015 | 2014 | ||||||||||
| Revenues from rental properties | $ | 102.6 | $ | 122.1 | $ | 146.0 | ||||||
| Operating expenses | (27.4 | ) | (35.6 | ) | (47.0 | ) | ||||||
| Interest expense | (26.7 | ) | (35.7 | ) | (47.1 | ) | ||||||
| Depreciation and amortization | (6.7 | ) | (11.4 | ) | (19.2 | ) | ||||||
| Other expense, net | (11.5 | ) | (9.2 | ) | (7.2 | ) | ||||||
| Income from continuing operations | 30.3 | 30.2 | 25.5 | |||||||||
| Discontinued Operations: | ||||||||||||
| Gain on disposition of properties | - | - | 31.5 | |||||||||
| - | - | 31.5 | ||||||||||
| Gain on sale of operating properties | 5.3 | 6.0 | - | |||||||||
| Net income | $ | 35.6 | $ | 36.2 | $ | 57.0 |
Kimsouth –
Kimsouth Realty Inc. (“Kimsouth”) is a wholly-owned subsidiary of the Company. KRS AB Acquisition, LLC (the “ABS Venture”) is a subsidiary of Kimsouth that has a noncontrolling interest in AB Acquisition, LLC (“AB Acquisition”), a joint venture which owns Albertsons Inc. (“Albertsons”) and NAI Group Holdings Inc. (“NAI”). The Company holds a controlling interest in the ABS Venture and consolidates this entity.
During January 2015, two new noncontrolling members were admitted into the ABS Venture, including Colony Capital, Inc. and affiliates (“Colony”), after which the Company contributed $85.3 million and the two noncontrolling members contributed an aggregate $105.0 million, of which Colony contributed $100.0 million, to the ABS Venture, which was subsequently contributed to AB Acquisition to facilitate the acquisition of all of the outstanding shares of Safeway Inc. (“Safeway”). In January 2017, Colony Capital, Inc. merged with NorthStar Asset Management Group Inc. and NorthStar Realty Finance Corp. to form Colony NorthStar, Inc. (“Colony NorthStar”). As a result, the ABS Venture now holds a combined 14.35% interest in AB Acquisition, of which the Company holds a combined 9.8% ownership interest and Colony NorthStar holds a 4.3% ownership interest. Richard B. Saltzman, a member of the Board of Directors of the Company, is the chief executive officer and president of Colony NorthStar. The combined company of Albertsons, NAI and Safeway operates over 2,200 grocery stores across 33 states. The Company continues to consolidate the ABS Venture as there was no change in control following the admission of the members described above. As such, the Company recorded (i) the gross investment in Safeway of $190.3 million in Other assets on the Company’s Consolidated Balance Sheets and accounts for this investment under the cost method of accounting (ii) a noncontrolling interest of $65.0 million and (iii) an increase in Paid-in capital of $24.0 million, net of a deferred tax effect of $16.0 million, representing the amount contributed by the newly admitted members in excess of their proportionate share of the historic book value of the net assets of ABS Venture.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
- Variable Interest Entities:
Consolidated Operating Properties
Included within the Company’s consolidated operating properties at December 31, 2016, are 21 consolidated entities that are VIEs, for which the Company is the primary beneficiary. These entities have been established to own and operate real estate property. The Company’s involvement with these entities is through its majority ownership and management of the properties. The entities were deemed VIEs primarily based on the fact that the unrelated investors do not have substantial kick-out rights to remove the general or managing partner by a vote of a simple majority or less and they do not have participating rights. The Company determined that it was the primary beneficiary of these VIEs as a result of its controlling financial interest.
At December 31, 2016, total assets of these VIEs were $902.0 million and total liabilities were $174.2 million. The classification of these assets are primarily within operating real estate, cash and cash equivalents and accounts and notes receivable and the classification of these liabilities are primarily within other liabilities and mortgages payable on the Company’s Consolidated Balance Sheets.
The majority of the operations of these VIEs are funded with cash flows generated from the properties. The Company has not provided financial support to any of these VIEs that it was not previously contractually required to provide, which consists primarily of funding any capital expenditures, including tenant improvements, which are deemed necessary to continue to operate the entity and any operating cash shortfalls that the entity may experience.
Consolidated Real Estate Under Development Projects
Included within the Company’s real estate under development projects at December 31, 2016, are two consolidated entities that are VIEs, for which the Company is the primary beneficiary. These entities have been established to develop real estate properties to hold as long-term investments. The Company’s involvement with these entities is through its majority ownership and management of the properties. These entities were deemed VIEs primarily based on the fact that the equity investments at risk are not sufficient to permit the entities to finance their activities without additional financial support. The initial equity contributed to these entities was not sufficient to fully finance the real estate construction as development costs are funded by the partners throughout the construction period. The Company determined that it was the primary beneficiary of these VIEs as a result of its controlling financial interest.
At December 31, 2016, total assets of these real estate under development VIEs were $183.1 million and total liabilities were $2.3 million. The classification of these assets is primarily within Real estate under development in the Company’s Consolidated Balance Sheets and the classification of these liabilities are primarily within Accounts payable and accrued expenses on the Company’s Consolidated Balance Sheets.
Substantially all of the projected development costs to be funded for these development projects, aggregating $68.7 million, will be funded with capital contributions from the Company, when contractually obligated. The Company has not provided financial support to these VIEs that it was not previously contractually required to provide.
Unconsolidated Redevelopment Investment
Included in the Company’s joint venture investments at December 31, 2016, is an unconsolidated joint venture, which is a VIE for which the Company is not the primary beneficiary. This joint venture was primarily established to develop real estate property for long-term investment and was deemed a VIE primarily based on the fact that the equity investment at risk was not sufficient to permit the entity to finance its activities without additional financial support. The initial equity contributed to this entity was not sufficient to fully finance the real estate construction as development costs are funded by the partners throughout the construction period. The Company determined that it was not the primary beneficiary of this VIE based on the fact that the Company has shared control of this entity along with the entity’s partners and therefore does not have a controlling financial interest.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
As of December 31, 2016, the Company’s investment in this VIE was a negative $7.4 million, due to the fact that the Company had a remaining capital commitment obligation, which is included in Other liabilities on the Company’s Consolidated Balance Sheets. The Company’s maximum exposure to loss as a result of its involvement with this VIE is estimated to be $7.4 million, which is the remaining capital commitment obligation. The Company has not provided financial support to this VIE that it was not previously contractually required to provide. All future costs of redevelopment will be funded with capital contributions from the Company and the outside partner in accordance with their respective ownership percentages.
- Mortgages and Other Financing Receivables:
The Company has various mortgages and other financing receivables which consist of loans acquired and loans originated by the Company. For a complete listing of the Company’s mortgages and other financing receivables at December 31, 2016, see Financial Statement Schedule IV included in this annual report on Form 10-K.
The following table reconciles mortgage loans and other financing receivables from January 1, 2014 to December 31, 2016 (in thousands):
| 201****6 | 2015 | 2014 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance at January 1, | $ | 23,824 | $ | 74,013 | $ | 30,243 | ||||||
| Additions: | ||||||||||||
| New mortgage loans | - | 5,730 | 52,728 | |||||||||
| Write-off of loan discounts | - | - | 286 | |||||||||
| Foreign currency translation | 397 | - | - | |||||||||
| Amortization of loan discounts | 112 | 112 | 126 | |||||||||
| Deductions: | ||||||||||||
| Loan repayments | - | (53,646 | ) | (7,330 | ) | |||||||
| Charge off/foreign currency translation | (213 | ) | (884 | ) | (1,066 | ) | ||||||
| Collections of principal | (921 | ) | (1,499 | ) | (972 | ) | ||||||
| Amortization of loan costs | (2 | ) | (2 | ) | (2 | ) | ||||||
| Balance at December 31, | $ | 23,197 | $ | 23,824 | $ | 74,013 |
The Company reviews payment status to identify performing versus non-performing loans. As of December 31, 2016, the Company had a total of 12 loans, all of which were identified as performing loans.
- Marketable Securities:
The amortized cost and gross unrealized gains/(losses) of securities available-for-sale and held-to-maturity at December 31, 2016 and 2015, are as follows (in thousands):
| December 31, 201****6 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amortized Cost | Gross Unrealized Gains | Total | ||||||||||
| Available-for-sale: | ||||||||||||
| Equity securities | $ | 6,096 | $ | 406 | $ | 6,502 | ||||||
| Held-to-maturity: | ||||||||||||
| Debt securities | 1,599 | - | 1,599 | |||||||||
| Total marketable securities | $ | 7,695 | $ | 406 | $ | 8,101 |
| December 31, 201****5 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amortized Cost | Gross Unrealized Gains/****(Losses) | Total | ||||||||||
| Available-for-sale: | ||||||||||||
| Equity securities | $ | 5,511 | $ | 398 | $ | 5,909 | ||||||
| Held-to-maturity: | ||||||||||||
| Debt securities | 1,656 | (1 | ) | 1,655 | ||||||||
| Total marketable securities | $ | 7,167 | $ | 397 | $ | 7,564 |
During 2015, the Company received $76.2 million in proceeds from the sale or redemption of certain marketable securities. In connection with these transactions, the Company recognized $39.9 million of realizable gains.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
As of December 31, 2016, the contractual maturities of debt securities classified as held-to-maturity are within the next five years. Actual maturities may differ from contractual maturities as issuers may have the right to prepay debt obligations with or without prepayment penalties.
- Notes Payable:
As of December 31, 2016 and 2015 the Company’s Notes payable consisted of the following (dollars in millions):
| Balance at 12/31/1****6 | Interest Rate Range (Low) | Interest Rate Range (High) | Maturity Date Range (Low) | Maturity Date Range (High) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Senior Unsecured Notes | $ | 3,400.0 | 2.70% | 6.88% | Oct-2019 | Dec-2046 | ||||||||||||||
| Medium Term Notes (“MTN”) | 300.0 | 4.30% | 4.30% | Feb-2018 | Feb-2018 | |||||||||||||||
| Term Loan (a) | 250.0 | (a) | (a) | Jan-2017 | Jan-2017 | |||||||||||||||
| Credit Facility (b) | 25.0 | (b) | (b) | Mar-2018 (b) | Mar-2018 (b) | |||||||||||||||
| Deferred financing costs, net | (47.7 | ) | - | - | - | - | ||||||||||||||
| $ | 3,927.3 |
| Balance at 12/31/1****5 | Interest Rate Range (Low) | Interest Rate Range (High) | Maturity Date Range (Low) | Maturity Date Range (High) | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Senior Unsecured Notes | $ | 2,290.9 | 3.13% | 6.88% | May-2017 | Apr-2045 | |||||||||||||||
| MTN | 600.0 | 4.30% | 5.78% | Mar-2016 | Feb-2018 | ||||||||||||||||
| Term Loan (a) | 650.0 | (a) | (a) | Jan-2017 | Jan-2017 | ||||||||||||||||
| Canadian Notes Payable | 251.8 | 3.86% | 5.99% | Apr-2018 | Aug-2020 | ||||||||||||||||
| Credit Facility (b) | - | (b) | (b) | Mar-2018 (b) | Mar-2018 (b) | ||||||||||||||||
| Deferred financing costs, net | (31.4 | ) | - | - | - | - | |||||||||||||||
| $ | 3,761.3 |
| (a) | Interest rate is equal to LIBOR + 0.95% (1.60% and 1.37% at December 31, 2016 and 2015, respectively). During January 2017, the Company repaid the $250.0 million outstanding balance on the Term Loan and terminated the agreement. |
|---|
| (b) | Interest rate is equal to LIBOR + 0.925% (1.67% and 1.35% at December 31, 2016 and 2015, respectively). During February 2017, the Company repaid the outstanding balance on the Credit Facility and terminated the agreement. The Company closed on a new $2.25 billion unsecured revolving credit facility which is scheduled to mature March 2021 with two six-month extension options at an interest rate of LIBOR plus 87.5 basis points. |
|---|
The weighted-average interest rate for all unsecured notes payable is 3.58% as of December 31, 2016. The scheduled maturities of all unsecured notes payable excluding unamortized debt issuance costs of $47.7 million, as of December 31, 2016, were as follows (in millions): 2017, $250.0; 2018, $325.0; 2019, $300.0; 2020, $0.0; 2021, $500.0 and thereafter, $2,600.0.
During the years ended December 31, 2016 and 2015, the Company repaid the following notes (dollars in millions):
| Type | Date Paid | Maturity Date | Amount Repaid (USD) | Interest Rate | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Canadian Notes Payable (1) | Aug-16 | (1) | $ | 270.9 | (1) | ||||||||
| Senior Unsecured Note (2) | Aug-16 | May-17 | $ | 290.9 | 5.70% | ||||||||
| MTN | Mar-16 | Mar-16 | $ | 300.0 | 5.783% | ||||||||
| MTN | Nov-15 | Nov-15 | $ | 150.0 | 5.584% | ||||||||
| Senior Unsecured Note | Sep-15 | Sep-15 | $ | 100.0 | 5.25% | ||||||||
| MTN | Feb-15 | Feb-15 | $ | 100.0 | 4.904% |
| (1) | On August 26, 2016, the redemption date, the Company repaid (i) its Canadian denominated (“CAD”) $150.0 million 5.99% notes, which were scheduled to mature in April 2018 and (ii) its CAD $200.0 million 3.855% notes, which were scheduled to mature in August 2020. The Company recorded aggregate early extinguishment of debt charges of CAD $34.1 million (USD $26.3 million) resulting from the early repayment of these notes. |
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| (2) | The Company recorded an early extinguishment of debt charge of $10.2 million resulting from the early repayment of this note. |
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KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Senior Unsecured Notes / MTN –
The Company’s supplemental indentures governing its MTN and Senior Unsecured Notes contain covenants whereby the Company is subject to maintaining (a) certain maximum leverage ratios on both unsecured senior corporate and secured debt, minimum debt service coverage ratios and minimum equity levels, (b) certain debt service ratios and (c) certain asset to debt ratios. In addition, the Company is restricted from paying dividends in amounts that exceed by more than $26.0 million the funds from operations, as defined, generated through the end of the calendar quarter most recently completed prior to the declaration of such dividend; however, this dividend limitation does not apply to any distributions necessary to maintain the Company's qualification as a REIT providing the Company is in compliance with its total leverage limitations. The Company was in compliance with all of the covenants as of December 31, 2016.
Interest on the Company’s fixed-rate senior unsecured notes and medium term notes is payable semi-annually in arrears. Proceeds from these issuances were primarily used for the acquisition of shopping centers, the expansion and improvement of properties in the Company’s portfolio and the repayment of certain debt obligations of the Company.
The Company had a MTN program pursuant to which it offered for sale its senior unsecured debt for any general corporate purposes, including (i) funding specific liquidity requirements in its business, including property acquisitions, development and redevelopment costs and (ii) managing the Company's debt maturities.
During the years ended December 31, 2016 and 2015, the Company issued the following Senior Unsecured Notes (dollars in millions):
| Date Issued | Maturity Date | Amount Issued | Interest Rate | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Nov-16 | Mar-24 | $ | 400.0 | 2.7% | |||||
| Nov-16 | Dec-46 | $ | 350.0 | 4.125% | |||||
| Aug-16 | Oct-26 | $ | 500.0 | 2.8% | |||||
| May-16 | Apr-45 | $ | 150.0 | 4.25% | |||||
| Oct-15 | Nov-22 | $ | 500.0 | 3.40% | |||||
| Mar-15 | Apr-45 | $ | 350.0 | 4.25% |
The Company used the net proceeds from these issuances, after the underwriting discounts and related offering costs, for general corporate purposes, including to pre-fund near-term debt maturities or to reduce borrowings under the Company’s revolving credit facility.
Credit Facility –
The Company had a $1.75 billion unsecured revolving credit facility (the “Credit Facility”) with a group of banks, which was scheduled to expire in March 2018 with two additional six month options to extend the maturity date, at the Company’s discretion, to March 2019. The Credit Facility, which could be increased to $2.25 billion through an accordion feature, accrued interest at a rate of LIBOR plus 92.5 basis points (1.67% as of December 31, 2016) on drawn funds. In addition, the Credit Facility included a $500 million sub-limit which provided the Company the opportunity to borrow in alternative currencies including Canadian Dollars, British Pounds Sterling, Japanese Yen or Euros. Pursuant to the terms of the Credit Facility, the Company, among other things, was subject to covenants requiring the maintenance of (i) maximum leverage ratios on both unsecured and secured debt and (ii) minimum interest and fixed coverage ratios. The Company was in compliance with all of the covenants as of December 31, 2016. As of December 31, 2016, the Credit Facility had a balance of $25.0 million outstanding and $0.7 million appropriated for letters of credit.
In February 2017, the Company closed on a new $2.25 billion unsecured revolving credit facility with a group of banks, which is scheduled to expire in March 2021, with two additional six month options to extend the maturity date, at the Company’s discretion, to March 2022. This new credit facility, which accrues interest at a rate of LIBOR plus 87.5 basis points, could be increased to $2.75 billion through an accordion feature. The new credit facility replaces the Company’s $1.75 billion Credit Facility that was scheduled to mature in March 2018. In addition, the facility includes a $500.0 million sub-limit which provides the company the opportunity to borrow in alternative currencies including Canadian Dollars, British Pounds Sterling, Japanese Yen or Euros. Under this new credit facility, the Company continues to be subject to certain covenants as in the Credit Facility described above.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Term Loan -
During January 2015, the Company entered into a $650.0 million unsecured term loan (“Term Loan”) which had an initial maturity date in January 2017 (with three one-year extension options at the Company’s discretion) and accrued interest at a spread (95 basis points at December 31, 2016) to LIBOR or at the Company’s option at a base rate as defined per the agreement (1.60% at December 31, 2016). The proceeds from the Term Loan were used to repay the Company’s $400.0 million term loan, which was scheduled to mature in April 2015 (with two additional one-year extension options) and bore interest at LIBOR plus 105 basis points, and for general corporate purposes. During November 2016, the Company repaid $400.0 million of borrowings under the Company’s Term Loan. As of December 31, 2016, the Term Loan had a balance of $250.0 million. Pursuant to the terms of the credit agreement for the Term Loan, the Company, among other things, was subject to covenants requiring the maintenance of (i) maximum indebtedness ratios and (ii) minimum interest and fixed charge coverage ratios. The Company was in compliance with all of the covenants as of December 31, 2016. During January 2017, the Company paid the remaining $250.0 million outstanding balance on the Company’s Term Loan and terminated the agreement.
- Mortgages Payable:
During 2016, the Company (i) assumed $289.0 million of individual non-recourse mortgage debt relating to the acquisition of 10 properties, including $4.3 million associated with fair value debt adjustments and (ii) paid off $703.0 million of mortgage debt (including fair market value adjustment of $2.1 million) that encumbered 47 operating properties. In connection with the early prepayment of certain of these mortgage debts, the Company recorded an early extinguishment of debt charge of $9.2 million.
Additionally, during 2016, the Company disposed of an encumbered property through foreclosure. This transaction resulted in a net decrease in mortgage debt of $25.6 million (including fair market value adjustment of $0.4 million) and a gain on forgiveness of debt of $3.1 million, which is included in Other income/(expense), net in the Company’s Consolidated Statements of Income.
During 2015, the Company (i) assumed $835.2 million of individual non-recourse mortgage debt relating to the acquisition of 38 operating properties, including an increase of $27.6 million associated with fair value debt adjustments and (ii) repaid $557.0 million of mortgage debt (including fair market value adjustment of $1.4 million) that encumbered 27 operating properties.
Mortgages payable, collateralized by certain shopping center properties (see Financial Statement Schedule III included in this annual report on Form 10-K) and related tenants' leases, are generally due in monthly installments of principal and/or interest, which mature at various dates through 2031. Interest rates range from LIBOR plus 135 basis points (1.91% as of December 31, 2016) to 9.75% (weighted-average interest rate of 4.94% as of December 31, 2016). The scheduled principal payments (excluding any extension options available to the Company) of all mortgages payable, excluding unamortized fair value debt adjustments of $27.7 million and unamortized debt issuance costs of $3.0 million, as of December 31, 2016, were as follows (in millions): 2017, $462.4; 2018, $124.4; 2019, $115.9; 2020, $101.2; 2021, $145.4 and thereafter, $165.1.
- Noncontrolling Interests:
Noncontrolling interests represent the portion of equity that the Company does not own in those entities it consolidates as a result of having a controlling interest or determined that the Company was the primary beneficiary of a VIE in accordance with the provisions of the FASB’s Consolidation guidance.
The Company accounts and reports for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. The Company identifies its noncontrolling interests separately within the equity section on the Company’s Consolidated Balance Sheets. Units that are determined to be contingently redeemable are classified as Redeemable noncontrolling interests and presented in the mezzanine section between Total liabilities and Stockholder’s equity on the Company’s Consolidated Balance Sheets. The amounts of consolidated net income attributable to the Company and to the noncontrolling interests are presented separately on the Company’s Consolidated Statements of Income.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The Company owns seven shopping center properties located throughout Puerto Rico. These properties were acquired partially through the issuance of $158.6 million of non-convertible units and $45.8 million of convertible units. Noncontrolling interests related to these acquisitions totaled $233.0 million of units, including premiums of $13.5 million and a fair market value adjustment of $15.1 million (collectively, the "Units"). Noncontrolling interests relating to the remaining units was $86.2 million and $88.9 million as of December 31, 2016 and 2015, respectively. The Units, related annual cash distribution rates and related conversion features consisted of the following as of December 31, 2016 and 2015:
| Type | Par Value Per Unit | Number of Units Remaining | Return Per Annum | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Preferred A Units (1) | $ | 1.00 | 79,642,697 | 5.0% | |||||||||
| Class B-1 Preferred Units (2) | $ | 10,000 | 189 | 7.0% | |||||||||
| Class B-2 Preferred Units (1) | $ | 10,000 | 42 | 7.0% | |||||||||
| Class C DownReit Units (2) | $ | 30.52 | 52,797 | Equal to the Company’s common stock dividend |
| (1) | These units are redeemable for cash by the holder or callable by the Company and are included in Redeemable noncontrolling interests on the Company’s Consolidated Balance Sheets. |
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| (2) | These units are redeemable for cash by the holder or at the Company’s option, shares of the Company’s common stock, based upon the conversion calculation as defined in the agreement. These units are included in Noncontrolling interests on the Company’s Consolidated Balance Sheets. |
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The Company owns a shopping center located in Bay Shore, NY, which was acquired in 2006 with the issuance of 647,758 redeemable Class B Units at a par value of $37.24 per unit. The units accrue a return equal to the Company’s common stock dividend and are redeemable for cash by the holder or at the Company’s option, shares of the Company’s common stock at a ratio of 1:1. These units are callable by the Company any time after April 3, 2026, and are included in Noncontrolling interests on the Company’s Consolidated Balance Sheets. During 2007, 30,000 units, or $1.1 million par value, of the Class B Units were redeemed and at the Company’s option settled in cash. As of both December 31, 2016 and 2015, noncontrolling interest relating to the remaining Class B Units was $26.5 million.
Noncontrolling interests also includes 138,015 convertible units issued during 2006 by the Company, which were valued at $5.3 million, including a fair market value adjustment of $0.3 million, related to an interest acquired in an office building located in Albany, NY. These units are currently redeemable at the option of the holder for cash or at the option of the Company for the Company’s common stock at a ratio of 1:1. The holder is entitled to a distribution equal to the dividend rate of the Company’s common stock. The Company is restricted from disposing of these assets, other than through a tax free transaction, through January 2017.
The following table presents the change in the redemption value of the Redeemable noncontrolling interests for the years ended December 31, 2016 and 2015 (in thousands):
| 201****6 | 201****5 | |||||||
|---|---|---|---|---|---|---|---|---|
| Balance at January 1, | $ | 86,709 | $ | 91,480 | ||||
| Income (1) | 4,349 | 7,061 | ||||||
| Distribution | (4,105 | ) | (5,922 | ) | ||||
| Conversion of redeemable units | - | (5,910 | ) | |||||
| Balance at December 31, | $ | 86,953 | $ | 86,709 |
| (1) | Includes $1.0 million in fair market value remeasurement for the year ended December 31, 2015. |
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During the year ended December 31, 2015, the Company acquired its partner’s interest in three previously consolidated joint ventures for $31.6 million. The Company continues to consolidate these entities as there was no change in control from these transactions. The purchase of the remaining interests resulted in an aggregate decrease in noncontrolling interest of $25.2 million for the year ended December 31, 2015, and a net decrease of $6.4 million to the Company’s Paid-in capital, during 2015.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
- Fair Value Disclosure of Financial Instruments:
All financial instruments of the Company are reflected in the accompanying Consolidated Balance Sheets at amounts which, in management’s estimation, based upon an interpretation of available market information and valuation methodologies, reasonably approximate their fair values except those listed below, for which fair values are disclosed. The valuation method used to estimate fair value for fixed-rate and variable-rate debt is based on discounted cash flow analyses, with assumptions that include credit spreads, market yield curves, trading activity, loan amounts and debt maturities. The fair values for marketable securities are based on published values, securities dealers’ estimated market values or comparable market sales. Such fair value estimates are not necessarily indicative of the amounts that would be realized upon disposition.
As a basis for considering market participant assumptions in fair value measurements, the FASB’s Fair Value Measurements and Disclosures guidance establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy).
The following are financial instruments for which the Company’s estimate of fair value differs from the carrying amounts (in thousands):
| December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 201****6 | 201****5 | |||||||||||||||
| Carrying Amounts | Estimated Fair Value | Carrying Amounts | Estimated Fair Value | |||||||||||||
| Marketable securities (1) | $ | 8,101 | $ | 8,101 | $ | 7,565 | $ | 7,564 | ||||||||
| Notes payable (2) | $ | 3,927,251 | $ | 3,890,797 | $ | 3,761,328 | $ | 3,820,205 | ||||||||
| Mortgages payable (3) | $ | 1,139,117 | $ | 1,141,047 | $ | 1,614,982 | $ | 1,629,760 |
| (1) | As of December 31, 2016 and 2015, the Company determined that $6.5 million and $5.9 million, respectively, of the Marketable securities estimated fair value were classified within Level 1 of the fair value hierarchy and the remaining $1.6 million and $1.7 million, respectively, were classified within Level 3 of the fair value hierarchy. |
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| (2) | The Company determined that its valuation of the Senior Unsecured Notes and MTNs were classified within Level 2 of the fair value hierarchy and the Term Loan and Credit Facility were classified within Level 3 of the fair value hierarchy. |
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| (3) | The Company determined that its valuation of these Mortgages payable was classified within Level 3 of the fair value hierarchy. |
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The Company has certain financial instruments that must be measured under the FASB’s Fair Value Measurements and Disclosures guidance, including available for sale securities. The Company currently does not have non-financial assets and non-financial liabilities that are required to be measured at fair value on a recurring basis.
In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability.
The Company from time to time has used interest rate swaps to manage its interest rate risk. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. Based on these inputs, the Company has determined that interest rate swap valuations are classified within Level 2 of the fair value hierarchy.
The tables below present the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2016 and 2015, aggregated by the level in the fair value hierarchy within which those measurements fall (in thousands):
| Balance at December 31, 201****6 | Level 1 | Level 2 | Level 3 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Assets: | ||||||||||||||||
| Marketable equity securities | $ | 6,502 | $ | 6,502 | $ | - | $ | - | ||||||||
| Liabilities: | ||||||||||||||||
| Interest rate swaps | $ | 975 | $ | - | $ | 975 | $ | - |
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
| Balance at December 31, 201****5 | Level 1 | Level 2 | Level 3 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Assets: | ||||||||||||||||
| Marketable equity securities | $ | 5,909 | $ | 5,909 | $ | - | $ | - | ||||||||
| Liabilities: | ||||||||||||||||
| Interest rate swaps | $ | 1,426 | $ | - | $ | 1,426 | $ | - |
Assets measured at fair value on a non-recurring basis at December 31, 2016 and 2015 are as follows (in thousands):
| Balance at December 31, 201****6 | Level 1 | Level 2 | Level 3 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Real estate | $ | 117,930 | $ | - | $ | - | $ | 117,930 |
| Balance at December 31, 201****5 | Level 1 | Level 2 | Level 3 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Real estate | $ | 52,439 | $ | - | $ | - | $ | 52,439 |
During the year ended December 31, 2016, the Company recognized impairment charges related solely to adjustments to property carrying values of $93.3 million. The Company’s estimated fair values were primarily based upon estimated sales prices from third party offers that were based on signed contracts, appraisals or letters of intent for which the Company does not have access to the unobservable inputs used to determine these estimated fair values. For the appraisals, the capitalization rates primarily range from 7.75% to 9.00% and discount rates primarily range from 9.25% to 12.17% which were utilized in the models based upon unobservable rates that the Company believes to be within a reasonable range of current market rates for each respective investment. Based on these inputs the Company determined that its valuation of these investments was classified within Level 3 of the fair value hierarchy.
During the year ended December 31, 2015, the Company recognized impairment charges of $45.5 million, of which $0.1 million, before noncontrolling interests and income taxes, is included in discontinued operations. These impairment charges consist of (i) $20.2 million related to adjustments to property carrying values, (ii) $10.2 million related to the sale of operating properties, (iii) $9.0 million related to a cost method investment, (iv) $5.3 million related to certain investments in other real estate investments and (v) $0.8 million related to marketable debt securities investments.
The Company’s estimated fair values for the year ended December 31, 2015, as it relates to property carrying values were primarily based upon (i) estimated sales prices from third party offers based on signed contracts or letters of intent (this method was used to determine $5.7 million of the $20.2 million in impairments recognized during the year ended December 31, 2015), for which the Company does not have access to the unobservable inputs used to determine these estimated fair values, (ii) third party appraisals (this method was used to determine $8.9 million of the $20.2 million in impairments recognized during the year ended December 31, 2015) and (iii) discounted cash flow models (this method was used to determine $5.6 million of the $20.2 million in impairments recognized during the year ended December 31, 2015). The discounted cash flow models include all estimated cash inflows and outflows over a specified holding period. These cash flows were comprised of unobservable inputs which include forecasted revenues and expenses based upon market conditions and expectations for growth. The capitalization rates primarily ranging from 8.25% to 8.5% and discount rates primarily ranging from 9.25% to 9.75% which were utilized in the models were based upon observable rates that the Company believes to be within a reasonable range of current market rates for each respective investment.
Based on these inputs the Company determined that its valuation of these investments was classified within Level 3 of the fair value hierarchy. The property carrying value impairment charges resulted from the Company’s efforts to market certain assets and management’s assessment as to the likelihood and timing of such potential transactions.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
- Preferred Stock, Common Stock and Convertible Unit Transactions:
Preferred Stock
The Company’s outstanding Preferred Stock is detailed below (in thousands, except share information and par values):
| As of December 31, 2016 and 201****5 | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Series of Preferred Stock | Shares Authorized | Shares Issued and Outstanding | Liquidation Preference | Dividend Rate | Annual Dividend per Depositary Share | Par Value | ||||||||||||||||||
| Series I | 18,400 | 16,000 | $ | 400,000 | 6.00 | % | $ | 1.50000 | $ | 1.00 | ||||||||||||||
| Series J | 9,000 | 9,000 | 225,000 | 5.50 | % | $ | 1.37500 | $ | 1.00 | |||||||||||||||
| Series K | 8,050 | 7,000 | 175,000 | 5.625 | % | $ | 1.40625 | $ | 1.00 | |||||||||||||||
| 35,450 | 32,000 | $ | 800,000 |
| Series of Preferred Stock | Date Issued | Depositary Shares Issued | Fractional Interest per Share | Net Proceeds, After Expenses (in millions) | Offering/ Redemption Price | Optional Redemption Date | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Series I | 3/20/2012 | 16,000,000 | 1/1000 | $ | 387.2 | $ | 25.00 | 3/20/2017 | ||||||||
| Series J | 7/25/2012 | 9,000,000 | 1/1000 | $ | 217.8 | $ | 25.00 | 7/25/2017 | ||||||||
| Series K | 12/7/2012 | 7,000,000 | 1/1000 | $ | 169.1 | $ | 25.00 | 12/7/2017 |
The following Preferred Stock series was redeemed during the year ended December 31, 2015:
| Series of Preferred Stock | Date Issued | Depositary Shares Issued | Redemption Amount (in millions) | Offering/ Redemption Price | Optional Redemption Date | Actual Redemption Date | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Series H (1) | 8/30/2010 | 7,000,000 | $ | 175.0 | $ | 25.00 | 8/30/2015 | 11/25/2015 |
| (1) | In connection with this redemption the Company recorded a non-cash charge of $5.8 million resulting from the difference between the redemption amount and the carrying amount of the Class H Preferred Stock on the Company’s Consolidated Balance Sheets in accordance with the FASB’s guidance on Distinguishing Liabilities from Equity. The $5.8 million was subtracted from net income to arrive at net income available to common shareholders and is used in the calculation of earnings per share for the year ended December 31, 2015. |
|---|
The Company’s Preferred Stock Depositary Shares for all series are not convertible or exchangeable for any other property or securities of the Company.
Voting Rights - The Class I Preferred Stock, Class J Preferred Stock and Class K Preferred Stock rank pari passu as to voting rights, priority for receiving dividends and liquidation preference as set forth below.
As to any matter on which the Class I, J, or K Preferred Stock may vote, including any actions by written consent, each share of the Class I, J or K Preferred Stock shall be entitled to 1,000 votes, each of which 1,000 votes may be directed separately by the holder thereof. With respect to each share of Class I, J or K Preferred Stock, the holder thereof may designate up to 1,000 proxies, with each such proxy having the right to vote a whole number of votes (totaling 1,000 votes per share of Class I, J or K Preferred Stock). As a result, each Class I, J or K Depositary Share is entitled to one vote.
Liquidation Rights
In the event of any liquidation, dissolution or winding up of the affairs of the Company, preferred stock holders are entitled to be paid, out of the assets of the Company legally available for distribution to its stockholders, a liquidation preference of $25,000.00 Class I Preferred Stock per share, $25,000.00 Class J Preferred Stock per share and $25,000.00 Class K Preferred Stock per share ($25.00 per each Class I, Class J and Class K Depositary Share), plus an amount equal to any accrued and unpaid dividends to the date of payment, before any distribution of assets is made to holders of the Company’s common stock or any other capital stock that ranks junior to the preferred stock as to liquidation rights.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Common Stock
During February 2015, the Company established an at the market continuous offering program (the “ATM program”), pursuant to which the Company may offer and sell shares of its common stock, par value $0.01 per share, with an aggregate gross sales price of up to $500.0 million through a consortium of banks acting as sales agents. Sales of the shares of common stock may be made, as needed, from time to time in “at the market” offerings as defined in Rule 415 of the Securities Act of 1933, including by means of ordinary brokers’ transactions on the New York Stock Exchange (the “NYSE”) or otherwise (i) at market prices prevailing at the time of sale, (ii) at prices related to prevailing market prices or (iii) as otherwise agreed to with the applicable sales agent. During the year ended December 31, 2016, the Company issued 9,806,377 shares and received proceeds of $285.2 million, net of commissions and fees of $2.9 million. As of December 31, 2016 the Company had $211.9 million available under this ATM program.
The Company, from time to time, repurchases shares of its common stock in amounts that offset new issuances of common shares in connection with the exercise of stock options or the issuance of restricted stock awards. These share repurchases may occur in open market purchases, privately negotiated transactions or otherwise subject to prevailing market conditions, the Company’s liquidity requirements, contractual restrictions and other factors. During 2016, 2015 and 2014, the Company repurchased 257,477 shares, 179,696 shares and 128,147 shares, respectively, in connection with common shares surrendered to the Company to satisfy statutory minimum tax withholding obligations in connection with the vesting of restricted stock awards under the Company’s equity-based compensation plans.
Convertible Units
The Company has various types of convertible units that were issued in connection with the purchase of operating properties (see Footnote 15 of the Notes to Consolidated Financial Statements). The amount of consideration that would be paid to unaffiliated holders of units issued from the Company’s consolidated subsidiaries which are not mandatorily redeemable, as if the termination of these consolidated subsidiaries occurred on December 31, 2016, is $24.1 million. The Company has the option to settle such redemption in cash or shares of the Company’s common stock. If the Company exercised its right to settle in Common Stock, the unit holders would receive 0.9 million shares of Common Stock.
- Supplemental Schedule of Non-Cash Investing/Financing Activities:
The following schedule summarizes the non-cash investing and financing activities of the Company for the years ended December 31, 2016, 2015 and 2014 (in thousands):
| 201****6 | 201****5 | 201****4 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Acquisition of real estate interests by assumption of mortgage debt | $ | 33,174 | $ | 84,699 | $ | 210,232 | ||||||
| Acquisition of real estate interests by issuance of redeemable units | $ | - | $ | - | $ | 8,219 | ||||||
| Acquisition of real estate interests through proceeds held in escrow | $ | 66,044 | $ | 89,504 | $ | 179,387 | ||||||
| Proceeds held in escrow through sale of real estate interests | $ | 66,044 | $ | 71,623 | $ | 197,270 | ||||||
| Disposition of real estate interests by assignment of debt | $ | - | $ | 47,742 | $ | - | ||||||
| Disposition of real estate interests through the issuance of mortgage receivable | $ | - | $ | 5,730 | $ | 2,728 | ||||||
| Disposition of real estate interests by foreclosure of debt | $ | 22,080 | $ | - | $ | - | ||||||
| Forgiveness of debt due to foreclosure | $ | 26,000 | $ | - | $ | - | ||||||
| Investment in real estate joint venture through contribution of real estate | $ | - | $ | - | $ | 35,080 | ||||||
| Decrease of noncontrolling interests through sale of real estate | $ | - | $ | - | $ | 17,650 | ||||||
| Increase in capital expenditures accrual | $ | 15,078 | $ | 8,581 | $ | 12,622 | ||||||
| Issuance of common stock | $ | 85 | $ | 493 | $ | 14,047 | ||||||
| Surrender of common stock | $ | (7,008 | ) | $ | (5,682 | ) | $ | (4,051 | ) | |||
| Declaration of dividends paid in succeeding period | $ | 124,517 | $ | 115,182 | $ | 111,143 | ||||||
| Consolidation of Joint Ventures: | ||||||||||||
| Increase in real estate and other assets | $ | 407,813 | $ | 1,039,335 | $ | 687,538 | ||||||
| Increase in mortgages payable, other liabilities and noncontrolling interests | $ | 268,194 | $ | 750,135 | $ | 492,318 |
- Transactions with Related Parties:
The Company provides management services for shopping centers owned principally by affiliated entities and various real estate joint ventures in which certain stockholders of the Company have economic interests. Such services are performed pursuant to management agreements which provide for fees based upon a percentage of gross revenues from the properties and other direct costs incurred in connection with management of the centers. Substantially all of the Management and other fee income on the Company’s Consolidated Statements of Income constitute fees earned from affiliated entities. Reference is made to Footnotes 3, 8 and 9 of the Notes to Consolidated Financial Statements for additional information regarding transactions with related parties.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Ripco Real Estate Corp. (“Ripco”) business activities include serving as a leasing agent and representative for national and regional retailers including Target, Best Buy, Kohl’s and many others, providing real estate brokerage services and principal real estate investing. Mr. Todd Cooper, an officer and 50% shareholder of Ripco, is a son of Mr. Milton Cooper, Executive Chairman of the Board of Directors of the Company. During 2016, 2015 and 2014, the Company paid brokerage commissions of $0.2 million, $0.6 million and $0.3 million, respectively, to Ripco for services rendered primarily as leasing agent for various national tenants in shopping center properties owned by the Company.
ProHEALTH is a multi-specialty physician group practice offering one-stop health care. ProHEALTH’s CEO, Dr. David Cooper, M.D. is a son of Milton Cooper, Executive Chairman of the Company. ProHEALTH and/or its affiliates (“ProHEALTH”) have leasing arrangements with the Company whereby two consolidated property locations are currently under lease. Total annual base rent for these properties leased to ProHEALTH for the years ended December 31, 2016, 2015 and 2014 aggregated to $0.4 million, $0.4 million and $0.1 million, respectively.
During January 2015, Colony contributed $100.0 million, to the ABS Venture, which was subsequently contributed to AB Acquisition to facilitate the acquisition of all of the outstanding shares of Safeway. The ABS Venture now holds a combined 14.35% interest in AB Acquisition, of which the Company holds a combined 9.8% ownership interest, Colony NorthStar holds a 4.3% ownership interest and an unrelated third party holds a 0.25% ownership interest. Richard B. Saltzman, a member of the Board of Directors of the Company, is the chief executive officer and president of Colony NorthStar. (see Footnote 9 of the Notes to Consolidated Financial Statements).
- Commitments and Contingencies:
Operations
The Company and its subsidiaries are primarily engaged in the operation of shopping centers that are either owned or held under long-term leases that expire at various dates through 2115. The Company and its subsidiaries, in turn, lease premises in these centers to tenants pursuant to lease agreements which provide for terms ranging generally from 5 to 25 years and for annual minimum rentals plus incremental rents based on operating expense levels and tenants' sales volumes. Annual minimum rentals plus incremental rents based on operating expense levels and percentage rents comprised 98% of total revenues from rental properties for each of the three years ended December 31, 2016, 2015 and 2014.
The minimum revenues from rental properties under the terms of all non-cancelable tenant leases for future years, assuming no new or renegotiated leases are executed for such premises, are as follows (in millions): 2017, $834.6; 2018, $755.9; 2019, $664.1; 2020, $567.7; 2021, $471.5 and thereafter; $1,971.7.
Base rental revenues from rental properties are recognized on a straight-line basis over the terms of the related leases. The difference between the amount of rental income contracted through leases and rental income recognized on a straight-line basis before allowances for the years ended December 31, 2016, 2015 and 2014 was $16.5 million, $14.8 million and $8.4 million, respectively.
Minimum rental payments to be made by the Company under the terms of all non-cancelable operating ground leases for future years are as follows (in millions): 2017, $10.3; 2018, $9.9; 2019, $9.2; 2020, $8.6; 2021, $8.3 and thereafter, $143.0.
Letters of Credit
The Company has issued letters of credit in connection with the completion and repayment guarantees for loans encumbering certain of the Company’s development and redevelopment projects and guaranty of payment related to the Company’s insurance program. At December 31, 2016, these letters of credit aggregated $40.8 million.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Other
In connection with the construction of its development and redevelopment projects and related infrastructure, certain public agencies require posting of performance and surety bonds to guarantee that the Company’s obligations are satisfied. These bonds expire upon the completion of the improvements and infrastructure. As of December 31, 2016, there were $30.1 million in performance and surety bonds outstanding.
On January 28, 2013, the Company received a subpoena from the Enforcement Division of the SEC in connection with an investigation, In the Matter of Wal-Mart Stores, Inc. (FW-3678), that the SEC Staff is currently conducting with respect to possible violations of the Foreign Corrupt Practices Act. The Company has cooperated, and will continue to cooperate, with the SEC and the U.S. Department of Justice (“DOJ”), which is conducting a parallel investigation. At this point, we are unable to predict the duration, scope or result of the SEC or DOJ investigations.
The Company is subject to various other legal proceedings and claims that arise in the ordinary course of business. Management believes that the final outcome of such matters will not have a material adverse effect on the financial position, results of operations or liquidity of the Company as of December 31, 2016.
- Incentive Plans:
The Company accounts for equity awards in accordance with FASB’s Compensation – Stock Compensation guidance which requires that all share based payments to employees, including grants of employee stock options, restricted stock and performance shares, be recognized in the Statement of Income over the service period based on their fair values. Fair value is determined, depending on the type of award, using either the Black-Scholes option pricing formula or the Monte Carlo method for performance shares, both of which are intended to estimate the fair value of the awards at the grant date. Fair value of restricted shares is calculated based on the price on the date of grant.
The Company recognized expense associated with its equity awards of $19.1 million, $18.5 million and $17.9 million, for the years ended December 31, 2016, 2015 and 2014, respectively. As of December 31, 2016, the Company had $31.1 million of total unrecognized compensation cost related to unvested stock compensation granted under the Plans. That cost is expected to be recognized over a weighted average period of 3.3 years. The Company had 10,015,040, 9,095,416 and 9,251,021, shares of the Company’s common stock available for issuance under the Plans at December 31, 2016, 2015 and 2014, respectively.
Stock Options
During 2016, 2015 and 2014, the Company did not grant any stock options. Information with respect to stock options outstanding under the Plan for the years ended December 31, 2016, 2015 and 2014 are as follows:
| Shares | Weighted-Average Exercise Price Per Share | Aggregate Intrinsic Value (in millions) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Options outstanding, January 1, 2014 | 15,374,145 | $ | 28.79 | $ | 13.1 | |||||||
| Exercised | (1,474,432 | ) | $ | 16.19 | $ | 9.4 | ||||||
| Forfeited | (2,005,952 | ) | $ | 28.68 | ||||||||
| Options outstanding, December 31, 2014 | 11,893,761 | $ | 30.23 | $ | 29.8 | |||||||
| Exercised | (1,019,240 | ) | $ | 18.36 | $ | 7.4 | ||||||
| Forfeited | (1,862,080 | ) | $ | 32.55 | ||||||||
| Options outstanding, December 31, 2015 | 9,012,441 | $ | 31.09 | $ | 27.4 | |||||||
| Exercised | (1,167,819 | ) | $ | 18.03 | $ | 12.4 | ||||||
| Forfeited | (1,830,893 | ) | $ | 39.69 | ||||||||
| Options outstanding, December 31, 2016 | 6,013,729 | $ | 32.09 | $ | 12.1 | |||||||
| Options exercisable (fully vested) - | ||||||||||||
| December 31, 2014 | 10,159,570 | $ | 31.96 | $ | 19.9 | |||||||
| December 31, 2015 | 7,617,882 | $ | 32.90 | $ | 20.0 | |||||||
| December 31, 2016 | 5,144,416 | $ | 32.56 | $ | 11.3 |
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The exercise prices for options outstanding as of December 31, 2016, range from $11.54 to $53.14 per share. The Company estimates forfeitures based on historical data. The weighted-average remaining contractual life for options outstanding as of December 31, 2016 was 2.4 years. The weighted-average remaining contractual term of options currently exercisable as of December 31, 2016, was 2.3 years. The weighted-average remaining contractual term of options expected to vest as of December 31, 2016, was 6.2 years. As of December 31, 2016, the Company had 225,695 options expected to vest, with a weighted-average exercise price per share of $21.54 and an aggregate intrinsic value of $0.8 million. Cash received from options exercised under the Plan was $21.1 million, $18.7 million and $23.9 million for the years ended December 31, 2016, 2015 and 2014, respectively.
Restricted Stock
Information with respect to restricted stock under the Plan for the years ended December 31, 2016, 2015 and 2014 are as follows:
| 201****6 | 201****5 | 2014 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted stock outstanding as of January 1, | 1,712,534 | 1,911,145 | 1,591,082 | |||||||||
| Granted | 756,530 | 729,160 | 804,465 | |||||||||
| Vested | (520,539 | ) | (875,202 | ) | (418,309 | ) | ||||||
| Forfeited | (17,793 | ) | (52,569 | ) | (66,093 | ) | ||||||
| Restricted stock outstanding as of December 31, | 1,930,732 | 1,712,534 | 1,911,145 |
Restricted shares have the same voting rights as the Company’s common stock and are entitled to a cash dividend per share equal to the Company’s common dividend which is taxable as ordinary income to the holder. The dividends paid on restricted shares were $2.2 million, $1.8 million, and $1.5 million for the years ended December 31, 2016, 2015 and 2014, respectively. The weighted-average grant date fair value for restricted stock issued during the years ended December 31, 2016, 2015 and 2014 were $26.15, $25.98 and $21.60, respectively.
Performance Shares
As of December 31, 2016, 2015 and 2014, the Company had performance share awards outstanding of 197,249, 202,754 and 171,400, respectively. The weighted-average grant date fair value for performance shares issued during the years ended December 31, 2016, 2015 and 2014 were $28.60, $27.87 and $22.65, respectively. The more significant assumptions underlying the determination of fair values for these awards granted during 2016, 2015 and 2014 were as follows:
| 201****6 | 201****5 | 201****4 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock price | $ | 26.29 | $ | 26.83 | $ | 21.49 | ||||||||||
| Dividend yield (1) | 0 | % | 0 | % | 0 | % | ||||||||||
| Risk-free rate | 0.87 | % | 0.98 | % | 0.65 | % | ||||||||||
| Volatility | 18.80 | % | 16.81 | % | 25.93 | % | ||||||||||
| Term of the award (years) | 2.88 | 1.88, | 2.88 | 0.88, | 1.88, | 2.88 |
| (1) | Total Shareholder Returns, as used in the performance share awards computation, are measured based on cumulative dividend stock prices, as such a zero percent dividend yield is utilized. |
|---|
Other
The Company maintains a 401(k) retirement plan covering substantially all officers and employees, which permits participants to defer up to the maximum allowable amount determined by the Internal Revenue Service of their eligible compensation. This deferred compensation, together with Company matching contributions, which generally equal employee deferrals up to a maximum of 5% of their eligible compensation, is fully vested and funded as of December 31, 2016. The Company’s contributions to the plan were $2.0 million, $2.1 million and $2.2 million for the years ended December 31, 2016, 2015 and 2014, respectively.
The Company recognized severance costs associated with employee terminations during the years ended December 31, 2016, 2015 and 2014, of $1.7 million, $4.8 million and $6.3 million, respectively.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
- Income Taxes:
The Company elected to qualify as a REIT in accordance with the Code commencing with its taxable year which began January 1, 1992. To qualify as a REIT, the Company must meet several organizational and operational requirements, including a requirement that it currently distribute at least 90% of its REIT taxable income to its stockholders. Management intends to adhere to these requirements and maintain the Company’s REIT status. As a REIT, the Company generally will not be subject to corporate federal income tax, provided that dividends to its stockholders equal at least the amount of its REIT taxable income. If the Company failed to qualify as a REIT in any taxable year, it would be subject to federal income taxes at regular corporate rates (including any applicable alternative minimum tax) and may not be permitted to elect REIT status for four subsequent taxable years. Even if the Company qualifies for taxation as a REIT, the Company is subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed taxable income. In addition, taxable income from non-REIT activities managed through TRSs is subject to federal, state and local income taxes. The Company is also subject to local taxes on certain Non-U.S. investments.
Reconciliation between GAAP Net Income and Federal Taxable Income
The following table reconciles GAAP net income to taxable income for the years ended December 31, 2016, 2015 and 2014 (in thousands):
| 201****6 | 201****5 | 201****4 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Estimated) | (Actual) | (Actual) | ||||||||||
| GAAP net income attributable to the Company | $ | 378,850 | $ | 894,115 | $ | 424,001 | ||||||
| GAAP net loss/(income) of taxable REIT Subsidiaries | 2,414 | (6,073 | ) | (13,110 | ) | |||||||
| GAAP net income from REIT operations (a) | 381,264 | 888,042 | 410,891 | |||||||||
| Net book depreciation in excess of tax depreciation | 73,409 | 21,515 | 24,890 | |||||||||
| Capitalized leasing/legal commissions | (11,894 | ) | (14,246 | ) | (13,576 | ) | ||||||
| Deferred/prepaid/above-market and below-market rents, net | (35,230 | ) | (32,848 | ) | (17,967 | ) | ||||||
| Fair market value debt amortization | (15,953 | ) | (19,723 | ) | (6,236 | ) | ||||||
| Restricted stock | (4,490 | ) | (3,094 | ) | (1,078 | ) | ||||||
| Book/tax differences from non-qualified stock options | (11,301 | ) | (4,786 | ) | (5,144 | ) | ||||||
| Book/tax differences from investments in real estate joint ventures | (4,205 | ) | (294 | ) | 8,614 | |||||||
| Book/tax difference on sale of properties | (75,445 | ) | (64,270 | ) | (146,173 | ) | ||||||
| Foreign income tax from capital gains | - | 5,873 | - | |||||||||
| Cumulative foreign currency translation adjustment & deferred tax adjustment | 3,267 | - | 139,976 | |||||||||
| Book adjustment to property carrying values and marketable equity securities | 29,042 | 4,484 | 62,817 | |||||||||
| Taxable currency exchange loss, net | (6,775 | ) | (47,297 | ) | (100,602 | ) | ||||||
| Tangible property regulations deduction (b) | (58,000 | ) | (126,957 | ) | - | |||||||
| Dividends from taxable REIT subsidiaries | - | 647 | 67,590 | |||||||||
| GAAP change in control gain | (57,386 | ) | (149,407 | ) | (107,235 | ) | ||||||
| Valuation allowance against net deferred tax assets (see discussion below) | 40,097 | - | - | |||||||||
| Other book/tax differences, net | (9,505 | ) | (3,618 | ) | (16,100 | ) | ||||||
| Adjusted REIT taxable income | $ | 236,895 | $ | 454,021 | $ | 300,667 |
Certain amounts in the prior periods have been reclassified to conform to the current year presentation, in the table above.
| (a) | All adjustments to "GAAP net income from REIT operations" are net of amounts attributable to noncontrolling interest and taxable REIT subsidiaries. |
|---|
| (b) | In September 2013, the Internal Revenue Service released final Regulations governing when taxpayers must capitalize and depreciate costs for acquiring, maintaining, repairing and replacing tangible property and when taxpayers must deduct such costs as repairs. Pursuant to these Regulations the Company deducted certain expenditures that would previously have been capitalized for tax purposes. The Regulations also allowed the Company to make an election to immediately deduct certain amounts that were capitalized in previous years but qualify as repairs under the new Regulations. The Company made such election in 2015 and deducted approximately $85.9 million. |
|---|
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Characterization of Distributions
The following characterizes distributions paid for tax purposes for the years ended December 31, 2016, 2015 and 2014, (in thousands):
| 201****6 | 2015 | 2014 | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Preferred H Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | - | - | $ | - | - | $ | 6,762 | 56 | % | ||||||||||||||
| Capital gain | - | - | 13,417 | 100 | % | 5,313 | 44 | % | ||||||||||||||||
| $ | - | - | $ | 13,417 | 100 | % | $ | 12,075 | 100 | % | ||||||||||||||
| Preferred I Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | 16,320 | 68 | % | $ | - | - | $ | 13,440 | 56 | % | |||||||||||||
| Capital gain | 7,680 | 32 | % | 24,000 | 100 | % | 10,560 | 44 | % | |||||||||||||||
| $ | 24,000 | 100 | % | $ | 24,000 | 100 | % | $ | 24,000 | 100 | % | |||||||||||||
| Preferred J Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | 8,415 | 68 | % | $ | - | - | $ | 6,930 | 56 | % | |||||||||||||
| Capital gain | 3,960 | 32 | % | 12,375 | 100 | % | 5,445 | 44 | % | |||||||||||||||
| $ | 12,375 | 100 | % | $ | 12,375 | 100 | % | $ | 12,375 | 100 | % | |||||||||||||
| Preferred K Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | 6,694 | 68 | % | $ | - | - | $ | 5,513 | 56 | % | |||||||||||||
| Capital gain | 3,150 | 32 | % | 9,844 | 100 | % | 4,331 | 44 | % | |||||||||||||||
| $ | 9,844 | 100 | % | $ | 9,844 | 100 | % | $ | 9,844 | 100 | % | |||||||||||||
| Common Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | 263,892 | 62 | % | $ | - | - | $ | 132,498 | 36 | % | |||||||||||||
| Capital gain | 127,689 | 30 | % | 394,400 | 100 | % | 103,054 | 28 | % | |||||||||||||||
| Return of capital | 34,050 | 8 | % | - | - | 132,498 | 36 | % | ||||||||||||||||
| $ | 425,631 | 100 | % | $ | 394,400 | 100 | % | $ | 368,050 | 100 | % | |||||||||||||
| Total dividends distributed for tax purposes | $ | 471,850 | $ | 454,036 | $ | 426,344 |
For the years ended December 31, 2016, 2015 and 2014 cash dividends paid for tax purposes were equivalent to, or in excess of, the dividends paid deduction.
Taxable REIT Subsidiaries and Taxable Entities
The Company is subject to federal, state and local income taxes on income reported through its TRS activities, which include wholly-owned subsidiaries of the Company. The Company’s TRSs included KRS, FNC Realty Corporation, Kimco Insurance Company (collectively “KRS Consolidated”) and the consolidated entity, Blue Ridge Real Estate Company/Big Boulder Corporation. As part of the Company’s overall strategy to simplify its business model, the Company merged KRS, a TRS holding REIT-qualifying real estate and the Company’s investment in Albertsons, into a wholly-owned LLC and KRS was dissolved effective August 1, 2016. Any non-REIT-qualifying assets or activities received by the Company in the Merger were transferred to a newly formed TRS, Kimco Realty Services II, Inc.
The Company is also subject to local non-U.S. taxes on certain investments located outside the U.S. In general, under local country law applicable to the entity ownership structures the Company has in place and applicable tax treaties, the repatriation of cash to the Company from its subsidiaries and joint ventures in Canada, Puerto Rico and Mexico generally is not subject to withholding tax. The Company is subject to and includes in its tax provision non-U.S. income taxes on certain investments located in jurisdictions outside the U.S. These investments are held by the Company at the REIT level and not in the Company’s taxable REIT subsidiary. Accordingly, the Company does not expect a U.S. income tax impact associated with the repatriation of undistributed earnings from the Company’s foreign subsidiaries.
Income taxes have been provided for on the asset and liability method as required by the FASB’s Income Tax guidance. Under the asset and liability method, deferred income taxes are recognized for the temporary differences between the financial reporting basis and the tax basis of taxable assets and liabilities.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The Company’s pre-tax book (loss)/income and benefit/(provision) for income taxes relating to the Company’s TRS and taxable entities which have been consolidated for accounting reporting purposes, for the years ended December 31, 2016, 2015 and 2014, are summarized as follows (in thousands):
| 201****6 | 201****5 | 201****4 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Loss)/income before income taxes – U.S. | $ | (23,810 | ) | $ | 23,729 | $ | 22,176 | |||||
| Benefit/(provision) for income taxes, net: | ||||||||||||
| Federal: | ||||||||||||
| Current | 2,199 | (638 | ) | (522 | ) | |||||||
| Deferred | (45,097 | ) | (7,355 | ) | (7,156 | ) | ||||||
| Federal tax provision | (42,898 | ) | (7,993 | ) | (7,678 | ) | ||||||
| State and local: | ||||||||||||
| Current | 1,057 | (2,535 | ) | (165 | ) | |||||||
| Deferred | (8,812 | ) | (1,474 | ) | (1,223 | ) | ||||||
| State tax provision | (7,755 | ) | (4,009 | ) | (1,388 | ) | ||||||
| Total tax provision – U.S. | (50,653 | ) | (12,002 | ) | (9,066 | ) | ||||||
| Net (loss)/income from U.S. taxable REIT subsidiaries | $ | (74,463 | ) | $ | 11,727 | $ | 13,110 | |||||
| Income before taxes – Non-U.S. | $ | 138,253 | $ | 381,999 | $ | 116,184 | ||||||
| (Provision)/benefit for Non-U.S. income taxes: | ||||||||||||
| Current (1) | $ | (24,393 | ) | $ | (58,365 | ) | $ | (18,131 | ) | |||
| Deferred | (3,537 | ) | 4,331 | (6,749 | ) | |||||||
| Non-U.S. tax provision | $ | (27,930 | ) | $ | (54,034 | ) | $ | (24,880 | ) |
| (1) | For the years ended December 31, 2016 and 2015 includes $24.9 million and $53.5 million, respectively, in expense related to the sale of interests in properties located in Canada. |
|---|
(Provision)/ benefit differ from the amounts computed by applying the statutory federal income tax rate to taxable income before income taxes as follows (in thousands):
| 201****6 | 201****5 | 201****4 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Federal provision at statutory tax rate (35%) (1) | $ | (47,155 | ) | $ | (8,304 | ) | $ | (7,762 | ) | |||
| State and local provision, net of federal benefit (2) | (3,498 | ) | (3,698 | ) | (1,304 | ) | ||||||
| Total tax provision – U.S. | $ | (50,653 | ) | $ | (12,002 | ) | $ | (9,066 | ) |
(1) For the year ended December 31, 2016, includes a $55.6 million charge related to the recording of a deferred tax valuation allowance.
(2) For the year ended December 31, 2016, includes a $7.9 million charge related to the recording of a deferred tax valuation allowance.
Deferred Tax Assets, Liabilities and Valuation Allowances
The Company’s deferred tax assets and liabilities at December 31, 2016 and 2015, were as follows (in thousands):
| 201****6 | 201****5 | |||||||
|---|---|---|---|---|---|---|---|---|
| Deferred tax assets: | ||||||||
| Tax/GAAP basis differences | $ | 63,167 | $ | 49,601 | ||||
| Net operating losses (1) | 44,833 | 40,100 | ||||||
| Related party deferred losses | 952 | 1,549 | ||||||
| Tax credit carryforwards (2) | 5,368 | 5,304 | ||||||
| Capital loss carryforwards | 3,659 | 4,593 | ||||||
| Charitable contribution carryforwards | 35 | 22 | ||||||
| Non-U.S. tax/GAAP basis differences | 513 | 4,555 | ||||||
| Valuation allowance – U.S. | (95,126 | ) | (25,045 | ) | ||||
| Valuation allowance – Non-U.S. | - | (2,860 | ) | |||||
| Total deferred tax assets | 23,401 | 77,819 | ||||||
| Deferred tax liabilities – U.S. | (19,599 | ) | (19,326 | ) | ||||
| Deferred tax liabilities – Non-U.S. | (559 | ) | (3,493 | ) | ||||
| Net deferred tax assets | $ | 3,243 | $ | 55,000 |
| (1) | Expiration dates ranging from 2021 to 2033. |
|---|
| (2) | Expiration dates ranging from 2027 to 2034 and includes alternative minimum tax credit carryovers of $3.1 million that do not expire. |
|---|
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The major differences between the GAAP basis of accounting and the basis of accounting used for federal and state income tax reporting consist of impairment charges recorded for GAAP purposes, but not recognized for tax purposes, depreciation and amortization, rental revenue recognized on the straight line method for GAAP, reserves for doubtful accounts, differences in GAAP and tax basis of assets sold, and the period in which certain gains were recognized for tax purposes, but not yet recognized under GAAP.
Deferred tax assets and deferred tax liabilities are included in the captions Other assets and Other liabilities on the accompanying Consolidated Balance Sheets at December 31, 2016 and 2015. Operating losses and the valuation allowance are related primarily to the Company’s consolidation of its taxable REIT subsidiaries for accounting and reporting purposes. For the tax year ended August 1, 2016, KRS Consolidated produced $20.6 million of taxable income and utilized $20.6 million of its $44.0 million of available net operating loss carryovers. For the year ended December 31, 2015, KRS Consolidated produced $19.7 million of taxable income and utilized $19.7 million of its $70.3 million of available net operating loss carryovers.
Under GAAP a reduction of the carrying amounts of deferred tax assets by a valuation allowance is required, if, based on the evidence available, it is more likely than not (a likelihood of more than 50 percent) that some portion or all of the deferred tax assets will not be realized. The valuation allowance should be sufficient to reduce the deferred tax asset to the amount that is more likely than not to be realized. As a result of the Merger, the Company determined that the realization of $63.5 million of its net deferred tax assets was not deemed more likely than not and as such, the Company recorded a full valuation allowance against these net deferred tax assets that existed at the time of the Merger.
The Company prepared an analysis of the tax basis built-in tax gain or built-in loss inherent in each asset acquired from KRS in the Merger. Assets of a TRS that become REIT assets in a merger transaction of the type entered into by the Company and KRS are subject to corporate tax on the aggregate net built-in gain (built-in gains in excess of built-in losses) during a recognition period. Accordingly, the Company is subject to corporate-level taxation on the aggregate net built-in gain from the sale of KRS assets within 60 months from the Merger date (the recognition period). The maximum taxable amount with respect to all merged assets disposed within 60 months of the Merger is limited to the aggregate net built-in gain at the Merger date. The Company compared fair value to tax basis for each property or asset to determine its built-in gain (value over basis) or built-in loss (basis over value) which could be subject to corporate level taxes if the Company disposed of the asset previously held by KRS during the 60 months following the Merger date. In the event that sales of KRS assets during the recognition period result in corporate level tax, the unrecognized tax benefits reported as deferred tax assets from KRS will be utilized to reduce the corporate level tax for GAAP purposes.
Uncertain Tax Positions
The Company is subject to income tax in certain jurisdictions outside the U.S., principally Canada and Mexico. The statute of limitations on assessment of tax varies from three to seven years depending on the jurisdiction and tax issue. Tax returns filed in each jurisdiction are subject to examination by local tax authorities. The Company is currently under audit by the Canadian Revenue Agency and Mexican Tax Authority. The resolution of these audits are not expected to have a material effect on the Company’s financial statements. The Company does not believe that the total amount of unrecognized tax benefits as of December 31, 2016, will significantly increase or decrease within the next 12 months.
The liability for uncertain tax benefits principally consists of estimated foreign, federal and state income tax liabilities in years for which the statute of limitations is open. Open years range from 2010 through 2016 and vary by jurisdiction and issue. The aggregate changes in the balance of unrecognized tax benefits for the years ended December 31, 2016 and 2015 were as follows (in thousands):
| 201****6 | 201****5 | |||||||
|---|---|---|---|---|---|---|---|---|
| Balance at January 1, | $ | 4,263 | $ | 4,649 | ||||
| Increases for tax positions related to current year | 41 | 1,084 | ||||||
| Increase for tax position due to ASU 2013-11 | 4,930 | - | ||||||
| Decreases relating to settlements with taxing authorities | (2,000 | ) | - | |||||
| Reductions due to lapsed statute of limitations | (2,272 | ) | (1,470 | ) | ||||
| Balance at December 31, | $ | 4,962 | $ | 4,263 |
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The Company previously had unrecognized tax benefits reported as deferred tax assets primarily related to book to tax timing differences for depreciation expense on its Canadian real estate operating properties. With respect to the Company’s uncertain tax positions in Canada and in accordance with ASU 2013-11 "Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists," (“ASU 2013-11”), the uncertain tax position liabilities in Canada were netted against these deferred tax assets. As of December 31, 2016, the Company, due to the sale of certain operating real estate properties in Canada, no longer had these related deferred tax assets to net against the related deferred tax liability and thus, the amount of its liability increased for uncertain tax positions associated with its Canadian operations. As of December 31, 2016, the Company’s Canadian uncertain tax positions aggregated $4.9 million.
The Company and its subsidiaries had been under audit by the U.S. Internal Revenue Service (“IRS”) with respect to taxable years 2004-2009. The IRS proposed, pursuant to Section 482 of the Code, to disallow a capital loss claimed by KRS on the disposition of common shares of Valad Property Ltd., an Australian publicly listed company, and to assert a 100 percent “penalty” tax on the Company pursuant to Section 857(b)(7) of the Code in the amount of $40.9 million with respect to its 2009 taxable year. In 2016, the Company and its subsidiaries favorably settled all matters relating to the audit, agreeing to a net refund of $0.1 million. In connection with this favorable settlement, the Company released its uncertain tax position liability of $2.0 million.
In August 2016, the Mexican Tax Authority issued tax assessments for various wholly-owned entities of the Company that had previously held interests in operating properties in Mexico. These assessments relate to certain interest expense and withholding tax items subject to the United States-Mexico Income Tax Convention (the “Treaty”). The assessments are for the 2010 tax year and include amounts for taxes aggregating $33.7 million, interest aggregating $16.5 million and penalties aggregating $11.4 million. The Company believes that it has operated in accordance with the Treaty provisions and has therefore concluded that no amounts are payable with respect to this matter. The Company has submitted appeals for these assessments and the U.S. Competent Authority (Department of Treasury) is representing the Company regarding this matter with the Mexican Competent Authority. The Company intends to vigorously defend its position and believes it will prevail, however this outcome cannot be assured.
- Accumulated Other Comprehensive Income:
The following table displays the change in the components of AOCI for the years ended December 31, 2016 and 2015:
| Foreign Currency Translation Adjustments | Unrealized Gains on Available-for- Sale Investments | Unrealized Gain/(Loss) on Interest Rate Swaps | Total | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of January 1, 2016 | $ | 6,616 | $ | 398 | $ | (1,426 | ) | $ | 5,588 | |||||||
| Other comprehensive income before reclassifications | (281 | ) | 8 | 451 | 178 | |||||||||||
| Amounts reclassified from AOCI | - | - | - | - | ||||||||||||
| Net current-period other comprehensive income | (281 | ) | 8 | 451 | 178 | |||||||||||
| Balance as of December 31, 2016 | $ | 6,335 | $ | 406 | $ | (975 | ) | $ | 5,766 |
| Foreign Currency Translation Adjustments | Unrealized Gains on Available-for- Sale Investments | Unrealized Gain/(Loss) on Interest Rate Swaps | Total | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of January 1, 2015 | $ | 329 | $ | 46,197 | $ | (1,404 | ) | $ | 45,122 | |||||||
| Other comprehensive income before reclassifications | (12,493 | ) | (5,946 | ) | (22 | ) | (18,461 | ) | ||||||||
| Amounts reclassified from AOCI | 18,780 | (1) | (39,853 | )(2) | - | (21,073 | ) | |||||||||
| Net current-period other comprehensive income | 6,287 | (45,799 | ) | (22 | ) | (39,534 | ) | |||||||||
| Balance as of December 31, 2015 | $ | 6,616 | $ | 398 | $ | (1,426 | ) | $ | 5,588 |
| (1) | During 2015, the Company recognized a cumulative foreign currency translation loss as a result of the liquidation of the Company’s investment in Chile. Amounts were reclassified on the Company’s Consolidated Statements of Income as follows (i) $19.6 million of loss was reclassified to Gain on sale of operating properties, net of tax, offset by (ii) $0.8 million of gain was reclassified to Equity in income of joint ventures, net. |
|---|
| (2) | Amounts reclassified to Interest, dividends and other investment income on the Company’s Consolidated Statements of Income. |
|---|
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
At December 31, 2016, the Company had a net $6.3 million of unrealized cumulative foreign currency translation adjustment (“CTA”) gains relating to its foreign entity investments in Canada. CTA results from currency fluctuations between local currency and the U.S. dollar during the period in which the Company held its investment. CTA amounts are subject to future changes resulting from ongoing fluctuations in the respective foreign currency exchange rates. Under U.S. GAAP, the Company is required to release CTA balances into earnings when the Company has substantially liquidated its investment in a foreign entity. During 2015, the Company began selling properties within its Canadian portfolio and as such, the Company may, in the near term, substantially liquidate its remaining investment in Canada, which will require the then unrealized gain on foreign currency translation to be recognized as a benefit to earnings.
- Supplemental Financial Information:
The following represents the quarterly results of income, expressed in thousands except per share amounts, for each quarter during the years 2016 and 2015:
| 201****6 (Unaudited) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Mar. 31 | Jun**.** 30 | Sept. 30 | Dec. 31 | |||||||||||||
| Revenues from rental properties | $ | 293,091 | $ | 287,115 | $ | 279,286 | $ | 292,909 | ||||||||
| Net income/(loss) attributable to the Company | $ | 140,713 | $ | 203,409 | $ | (43,545 | ) | $ | 78,273 | |||||||
| Net income/(loss) per common share: | ||||||||||||||||
| Basic | $ | 0.31 | $ | 0.46 | $ | (0.13 | ) | $ | 0.16 | |||||||
| Diluted | $ | 0.31 | $ | 0.46 | $ | (0.13 | ) | $ | 0.16 |
| 201****5 (Unaudited) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Mar. 31 | Jun**.** 30 | Sept. 30 | Dec. 31 | |||||||||||||
| Revenues from rental properties | $ | 275,506 | $ | 289,080 | $ | 283,387 | $ | 296,501 | ||||||||
| Net income attributable to the Company | $ | 310,342 | $ | 127,000 | $ | 77,572 | $ | 379,201 | ||||||||
| Net income per common share: | ||||||||||||||||
| Basic | $ | 0.72 | $ | 0.27 | $ | 0.15 | $ | 0.87 | ||||||||
| Diluted | $ | 0.71 | $ | 0.27 | $ | 0.15 | $ | 0.87 |
- Captive Insurance Company:
In October 2007, the Company formed a wholly-owned captive insurance company, KIC, which provides general liability insurance coverage for all losses below the deductible under the Company’s third-party liability insurance policy. The Company created KIC as part of its overall risk management program and to stabilize its insurance costs, manage exposure and recoup expenses through the functions of the captive program. The Company capitalized KIC in accordance with the applicable regulatory requirements. KIC established annual premiums based on projections derived from the past loss experience of the Company’s properties. KIC has engaged an independent third party to perform an actuarial estimate of future projected claims, related deductibles and projected expenses necessary to fund associated risk management programs. Premiums paid to KIC may be adjusted based on this estimate. Like premiums paid to third-party insurance companies, premiums paid to KIC may be reimbursed by tenants pursuant to specific lease terms.
KIC assumes occurrence basis general liability coverage for the Company and its affiliates under the terms of a reinsurance agreement entered into by KIC and the reinsurance provider.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
From October 1, 2007 through October 1, 2017, KIC assumes 100% of the first $250,000 per occurrence risk layer. This coverage is subject to annual aggregates ranging between $7.8 million and $11.5 million per policy year. The annual aggregate is adjustable based on the amount of audited square footage of the insureds’ locations and can be adjusted for subsequent program years. Defense costs erode the stated policy limits. KIC is required to pay the reinsurance provider for unallocated loss adjustment expenses an amount ranging between 9.5% and 12.2% of incurred losses for the policy periods ending September 30, 2008 through September 30, 2017. These amounts do not erode the Company’s per occurrence or aggregate limits.
As of December 31, 2016 and 2015, the Company maintained a letter of credit in the amount of $23.0 million issued in favor of the reinsurance provider to provide security for the Company’s obligations under its agreement with the reinsurance provider. The letter of credit maintained as of December 31, 2016, has an expiration date of February 15, 2018, with automatic renewals for one year.
Activity in the liability for unpaid losses and loss adjustment expenses for the years ended December 31, 2016 and 2015, is summarized as follows (in thousands):
| 201****6 | 201****5 | |||||||
|---|---|---|---|---|---|---|---|---|
| Balance at the beginning of the year | $ | 20,046 | $ | 18,078 | ||||
| Incurred related to: | ||||||||
| Current year | 6,247 | 7,469 | ||||||
| Prior years | (67 | ) | 652 | |||||
| Total incurred | 6,180 | 8,121 | ||||||
| Paid related to: | ||||||||
| Current year | (962 | ) | (1,214 | ) | ||||
| Prior years | (5,749 | ) | (4,939 | ) | ||||
| Total paid | (6,711 | ) | (6,153 | ) | ||||
| Balance at the end of the year | $ | 19,515 | $ | 20,046 |
For the years ended December 31, 2016 and 2015, the changes in estimates in insured events in the prior years, incurred losses and loss adjustment expenses resulted in a decrease of $0.1 million and an increase of $0.7 million, respectively, which was primarily due to continued regular favorable loss development on the general liability coverage assumed.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS
For Years Ended December 31, 2016, 2015 and 2014
(in thousands)
| Balance at beginning of period | Charged to expenses | Adjustments to valuation accounts | Deductions | Balance at end of period | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Year Ended December 31, 2016 | ||||||||||||||||||||
| Allowance for uncollectable accounts | $ | 13,918 | $ | 5,249 | $ | - | $ | (6,894 | ) | $ | 12,273 | |||||||||
| Allowance for deferred tax asset | $ | 27,905 | $ | - | $ | 67,221 | $ | - | $ | 95,126 | ||||||||||
| Year Ended December 31, 2015 | ||||||||||||||||||||
| Allowance for uncollectable accounts | $ | 10,368 | $ | 7,333 | $ | - | $ | (3,783 | ) | $ | 13,918 | |||||||||
| Allowance for deferred tax asset | $ | 34,302 | $ | - | $ | (6,397 | ) | $ | - | $ | 27,905 | |||||||||
| Year Ended December 31, 2014 | ||||||||||||||||||||
| Allowance for uncollectable accounts | $ | 10,771 | $ | 3,886 | $ | - | $ | (4,289 | ) | $ | 10,368 | |||||||||
| Allowance for deferred tax asset | $ | 63,712 | $ | - | $ | (29,410 | ) | $ | - | $ | 34,302 |
KIMCO REALTY CORPORATION AND SUBSIDIARIES
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
December 31, 2016
| INITIAL COST | TOTAL COST, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| BUILDING | SUBSEQUENT | BUILDING | ACCUMULATED | NET OF ACCUMULATED | DATE OF | DATE OF | |||||
| LAND | & IMPROVEMENT | TO ACQUISITION | LAND | & IMPROVEMENT | TOTAL | DEPRECIATION | DEPRECIATION | ENCUMBRANCES | ACQUISITION(A) | CONSTRUCTION(C) | |
| KEY BANK BUILDING | 1,500,000 | 40,486,755 | (12,256,024) | 672,719 | 29,058,012 | 29,730,731 | 18,250,563 | 11,480,168 | - | 2006 | |
| THE GROVE | 18,951,763 | 6,403,809 | 2,321,874 | 6,793,454 | 20,883,992 | 27,677,446 | 6,572,921 | 21,104,525 | - | 2007 | |
| EL MIRAGE | 6,786,441 | 503,987 | 130,064 | 6,786,441 | 634,051 | 7,420,492 | 73,155 | 7,347,337 | - | 2008 | |
| TALAVI TOWN CENTER | 8,046,677 | 17,291,542 | 394,536 | 8,046,677 | 17,686,078 | 25,732,755 | 10,390,068 | 15,342,687 | - | 2007 | |
| MESA PAVILIONS NORTH | 6,060,018 | 35,955,005 | 24,517 | 6,060,018 | 35,979,522 | 42,039,540 | 7,909,208 | 34,130,332 | - | 2009 | |
| MESA RIVERVIEW | 15,000,000 | - | 139,963,982 | 307,992 | 154,655,990 | 154,963,982 | 48,059,971 | 106,904,011 | - | 2005 | |
| MESA PAVILLIONS - SOUTH | - | 148,508 | 99,649 | - | 248,157 | 248,157 | 96,454 | 151,703 | - | 2011 | |
| METRO SQUARE | 4,101,017 | 16,410,632 | 1,249,341 | 4,101,017 | 17,659,973 | 21,760,990 | 8,377,898 | 13,383,092 | - | 1998 | |
| HAYDEN PLAZA NORTH | 2,015,726 | 4,126,509 | 5,114,019 | 2,015,726 | 9,240,528 | 11,256,254 | 4,030,084 | 7,226,170 | - | 1998 | |
| PLAZA DEL SOL | 5,324,502 | 21,269,943 | 2,164,169 | 4,577,870 | 24,180,744 | 28,758,614 | 8,268,728 | 20,489,886 | - | 1998 | |
| PLAZA @ MOUNTAINSIDE | 2,450,341 | 9,802,046 | 1,809,711 | 2,450,341 | 11,611,757 | 14,062,098 | 5,707,659 | 8,354,439 | - | 1997 | |
| VILLAGE CROSSROADS | 5,662,554 | 24,981,223 | 607,424 | 5,662,554 | 25,588,647 | 31,251,201 | 4,248,058 | 27,003,143 | - | 2011 | |
| NORTH VALLEY | 6,861,564 | 18,200,901 | 6,140,408 | 3,861,272 | 27,341,601 | 31,202,873 | 4,277,047 | 26,925,826 | - | 2011 | |
| CHRISTOWN SPECTRUM | 33,831,349 | 91,004,070 | 12,655,279 | 76,638,512 | 60,852,186 | 137,490,698 | 5,027,963 | 132,462,735 | 63,919,515 | 2015 | |
| ASANTE RETAIL CENTER | 8,702,635 | 3,405,683 | 2,866,807 | 11,039,471 | 3,935,654 | 14,975,125 | 422,495 | 14,552,630 | - | 2004 | |
| SURPRISE SPECTRUM | 4,138,760 | 94,572 | 1,035 | 4,138,760 | 95,607 | 4,234,367 | 11,331 | 4,223,036 | - | 2008 | |
| BELL CAMINO CENTER | 2,427,465 | 6,439,065 | 209,620 | 2,427,465 | 6,648,685 | 9,076,150 | 1,662,105 | 7,414,045 | - | 2012 | |
| COLLEGE PARK SHOPPING CENTER | 3,276,952 | 7,741,323 | 937,255 | 3,276,952 | 8,678,578 | 11,955,530 | 2,032,716 | 9,922,814 | - | 2011 | |
| COSTCO PLAZA - 541 | 4,995,639 | 19,982,557 | 454,041 | 4,995,639 | 20,436,598 | 25,432,237 | 9,919,333 | 15,512,904 | - | 1998 | |
| BROOKHURST CENTER | 10,492,714 | 31,357,513 | - | 10,492,715 | 31,357,512 | 41,850,227 | 170,330 | 41,679,897 | - | 2016 | |
| LAKEWOOD PLAZA | 1,294,176 | 3,669,266 | (90,654) | - | 4,872,788 | 4,872,788 | 1,253,991 | 3,618,797 | - | 2014 | |
| MADISON PLAZA | 5,874,396 | 23,476,190 | 2,639,269 | 5,874,395 | 26,115,460 | 31,989,855 | 11,883,068 | 20,106,787 | - | 1998 | |
| BROADWAY PLAZA - 544 | 6,460,743 | 25,863,153 | 12,015,147 | 6,460,743 | 37,878,300 | 44,339,043 | 15,834,816 | 28,504,227 | - | 1998 | |
| CORONA HILLS PLAZA | 13,360,965 | 53,373,453 | 7,747,951 | 13,360,965 | 61,121,404 | 74,482,369 | 30,140,783 | 44,341,586 | - | 1998 | |
| 280 METRO CENTER | 38,734,566 | 94,903,404 | 978,329 | 38,734,567 | 95,881,732 | 134,616,299 | 8,594,553 | 126,021,746 | - | 2015 | |
| LABAND VILLAGE SHOPPING CENTER | 5,600,000 | 13,289,347 | 161,263 | 5,607,237 | 13,443,373 | 19,050,610 | 7,224,966 | 11,825,644 | 8,089,040 | 2008 | |
| CUPERTINO VILLAGE | 19,886,099 | 46,534,919 | 21,651,908 | 19,886,099 | 68,186,827 | 88,072,926 | 18,539,471 | 69,533,455 | - | 2006 | |
| NORTH COUNTY PLAZA | 10,205,305 | 28,934,219 | (1,428,787) | 20,894,811 | 16,815,926 | 37,710,737 | 2,511,204 | 35,199,533 | - | 2014 | |
| CHICO CROSSROADS | 9,975,810 | 30,534,524 | 1,278,945 | 9,985,651 | 31,803,628 | 41,789,279 | 8,872,060 | 32,917,219 | - | 2008 | |
| CHICO EAST & ESPLANADE(RALEYS) | 2,508,716 | 12,886,184 | (1,312,384) | 2,284,856 | 11,797,660 | 14,082,516 | 687,471 | 13,395,045 | 3,994,238 | 2015 | |
| CORONA HILLS MARKETPLACE | 9,727,446 | 24,778,390 | 667,593 | 9,727,446 | 25,445,983 | 35,173,429 | 8,199,536 | 26,973,893 | - | 2007 | |
| RIVER PARK CROSSING | 4,324,000 | 18,018,653 | 1,136,480 | 4,324,000 | 19,155,133 | 23,479,133 | 3,859,696 | 19,619,437 | - | 2009 | |
| CREEKSIDE CENTER | 3,870,823 | 11,562,580 | - | 3,870,823 | 11,562,580 | 15,433,403 | 62,601 | 15,370,802 | - | 2016 | |
| GOLD COUNTRY CENTER | 3,272,212 | 7,864,878 | 29,687 | 3,278,290 | 7,888,487 | 11,166,777 | 3,425,408 | 7,741,369 | - | 2008 | |
| LA MIRADA THEATRE CENTER | 8,816,741 | 35,259,965 | (3,469,732) | 6,888,680 | 33,718,294 | 40,606,974 | 14,838,975 | 25,767,999 | - | 1998 | |
| KENNETH HAHN PLAZA | 4,114,863 | 7,660,855 | 880,557 | 4,114,863 | 8,541,412 | 12,656,275 | 3,046,335 | 9,609,940 | - | 2010 | |
| LA VERNE TOWN CENTER | 8,414,328 | 23,856,418 | 10,840,420 | 16,362,169 | 26,748,997 | 43,111,166 | 2,401,901 | 40,709,265 | - | 2014 | |
| LINCOLN HILLS TOWN CENTER | 8,228,587 | 26,127,322 | 28,378 | 8,228,586 | 26,155,701 | 34,384,287 | 2,281,415 | 32,102,872 | 24,416,451 | 2015 | |
| NOVATO FAIR S.C. | 9,259,778 | 15,599,790 | 723,259 | 9,259,778 | 16,323,049 | 25,582,827 | 5,779,281 | 19,803,546 | - | 2009 | |
| SOUTH NAPA MARKET PLACE | 1,100,000 | 22,159,086 | 20,615,121 | 23,119,071 | 20,755,136 | 43,874,207 | 9,867,595 | 34,006,612 | - | 2006 | |
| PLAZA DI NORTHRIDGE | 12,900,000 | 40,574,842 | 892,428 | 12,900,000 | 41,467,270 | 54,367,270 | 14,601,761 | 39,765,509 | - | 2005 | |
| LINDA MAR SHPPING CENTER | 16,548,592 | 37,521,194 | 1,418,767 | 16,548,592 | 38,939,961 | 55,488,553 | 5,972,288 | 49,516,265 | - | 2014 | |
| POWAY CITY CENTRE | 5,854,585 | 13,792,470 | 8,378,985 | 7,247,813 | 20,778,227 | 28,026,040 | 8,030,783 | 19,995,257 | - | 2005 | |
| REDWOOD CITY PLAZA | 2,552,000 | 6,215,168 | 5,900,877 | 2,552,000 | 12,116,045 | 14,668,045 | 1,083,976 | 13,584,069 | - | 2009 | |
| STANFORD RANCH | 10,583,764 | 30,007,231 | (1,670,000) | 9,982,626 | 28,938,369 | 38,920,995 | 2,938,618 | 35,982,377 | 14,751,853 | 2014 | |
| TYLER STREET PLAZA | 3,020,883 | 7,811,339 | (12,456) | 3,200,516 | 7,619,250 | 10,819,766 | 2,612,860 | 8,206,906 | - | 2008 | |
| CROCKER RANCH | 7,526,146 | 24,877,611 | 16,984 | 7,526,146 | 24,894,595 | 32,420,741 | 1,545,850 | 30,874,891 | 11,237,112 | 2015 | |
| HOME DEPOT PLAZA | 4,592,364 | 18,345,258 | - | 4,592,365 | 18,345,257 | 22,937,622 | 8,870,544 | 14,067,078 | - | 1998 | |
| SANTEE TROLLEY SQUARE | 40,208,683 | 62,963,757 | 535,614 | 40,208,683 | 63,499,371 | 103,708,054 | 13,018,268 | 90,689,786 | - | 2015 | |
| SAN/DIEGO CARMEL MOUNTAIN | 5,322,600 | 8,873,991 | 88,334 | 5,322,600 | 8,962,325 | 14,284,925 | 2,125,865 | 12,159,060 | - | 2009 | |
| FULTON MARKET PLACE | 2,966,018 | 6,920,710 | 1,237,558 | 2,966,018 | 8,158,268 | 11,124,286 | 2,988,086 | 8,136,200 | - | 2005 | |
| MARIGOLD SHOPPING CENTER | 15,300,000 | 25,563,978 | 4,183,111 | 15,300,000 | 29,747,089 | 45,047,089 | 14,620,807 | 30,426,282 | - | 2005 | |
| CANYON SQUARE PLAZA | 2,648,112 | 13,876,095 | 978,581 | 2,648,112 | 14,854,676 | 17,502,788 | 2,484,006 | 15,018,782 | - | 2013 | |
| BLACK MOUNTAIN VILLAGE | 4,678,015 | 11,913,344 | 684,763 | 4,678,014 | 12,598,108 | 17,276,122 | 4,228,513 | 13,047,609 | - | 2007 | |
| RANCHO PENASQUITOS TOWNE CTR I | 14,851,595 | 20,342,165 | 304,024 | 14,851,595 | 20,646,189 | 35,497,784 | 1,745,657 | 33,752,127 | 14,384,811 | 2015 | |
| RANCHO PENASQUITOS TWN CTR. II | 12,944,972 | 20,323,961 | 177,977 | 12,944,972 | 20,501,938 | 33,446,910 | 1,794,662 | 31,652,248 | 11,038,466 | 2015 | |
| CITY HEIGHTS | 10,687,472 | 28,324,896 | (752,643) | 13,908,563 | 24,351,162 | 38,259,725 | 2,778,412 | 35,481,313 | - | 2012 | |
| TRUCKEE CROSSROADS | 2,140,000 | 8,255,753 | 1,146,729 | 2,140,000 | 9,402,482 | 11,542,482 | 5,382,067 | 6,160,415 | 2,340,536 | 2006 | |
| GATEWAY AT DONNER PASS | 4,515,688 | 8,318,667 | 226,813 | 4,515,688 | 8,545,480 | 13,061,168 | 997,166 | 12,064,002 | 2,719,649 | 2015 | |
| WESTLAKE SHOPPING CENTER | 16,174,307 | 64,818,562 | 99,467,618 | 16,174,307 | 164,286,180 | 180,460,487 | 48,298,485 | 132,162,002 | - | 2002 | |
| LAKEWOOD VILLAGE | 8,597,100 | 24,374,615 | (1,241,442) | 11,683,364 | 20,046,909 | 31,730,273 | 2,648,966 | 29,081,307 | - | 2014 | |
| SAVI RANCH | 7,295,646 | 29,752,511 | 126,568 | 7,295,646 | 29,879,079 | 37,174,725 | 4,753,605 | 32,421,120 | - | 2012 | |
| VILLAGE ON THE PARK | 2,194,463 | 8,885,987 | 9,224,144 | 3,018,391 | 17,286,203 | 20,304,594 | 5,791,482 | 14,513,112 | - | 1998 | |
| QUINCY PLACE S.C. | 1,148,317 | 4,608,249 | 1,611,804 | 1,148,318 | 6,220,052 | 7,368,370 | 2,869,681 | 4,498,689 | - | 1998 | |
| EAST BANK S.C. | 1,500,568 | 6,180,103 | 1,873,781 | 1,500,568 | 8,053,884 | 9,554,452 | 3,620,475 | 5,933,977 | - | 1998 | |
| NORTHRIDGE SHOPPING CENTER | 4,932,690 | 16,496,176 | 1,722,954 | 8,934,385 | 14,217,435 | 23,151,820 | 1,758,919 | 21,392,901 | - | 2013 | |
| SPRING CREEK S.C. | 1,423,260 | 5,718,813 | (1,654,650) | 603,270 | 4,884,153 | 5,487,423 | 3,549,720 | 1,937,703 | - | 1998 | |
| DENVER WEST 38TH STREET | 161,167 | 646,983 | 69 | 161,167 | 647,052 | 808,219 | 313,795 | 494,424 | - | 1998 | |
| ENGLEWOOD PLAZA | 805,837 | 3,232,650 | 442,081 | 805,836 | 3,674,732 | 4,480,568 | 1,798,011 | 2,682,557 | - | 1998 | |
| FORT COLLINS S.C. | 1,253,497 | 7,625,278 | 1,599,607 | 1,253,496 | 9,224,886 | 10,478,382 | 3,647,392 | 6,830,990 | - | 2000 | |
| GREELEY COMMONS | 3,313,095 | 20,069,559 | 104,137 | 3,313,095 | 20,173,696 | 23,486,791 | 3,605,618 | 19,881,173 | - | 2012 | |
| HIGHLANDS RANCH VILLAGE S.C. | 8,135,427 | 21,579,936 | (659,420) | 5,337,081 | 23,718,862 | 29,055,943 | 3,641,248 | 25,414,695 | - | 2011 | |
| VILLAGE CENTER WEST | 2,010,519 | 8,361,085 | 60,687 | 2,010,520 | 8,421,771 | 10,432,291 | 1,248,737 | 9,183,554 | 5,503,328 | 2011 | |
| HIGHLANDS RANCH II | 3,514,837 | 11,755,916 | 204,961 | 3,514,837 | 11,960,877 | 15,475,714 | 2,272,093 | 13,203,621 | - | 2013 | |
| HIGHLANDS RANCH PARCEL | 1,140,000 | 2,660,000 | 64,239 | 1,140,000 | 2,724,239 | 3,864,239 | 120,726 | 3,743,513 | - | 2014 | |
| HERITAGE WEST S.C. | 1,526,576 | 6,124,074 | 1,126,064 | 1,526,576 | 7,250,138 | 8,776,714 | 3,320,154 | 5,456,560 | - | 1998 | |
| MARKET AT SOUTHPARK | 9,782,769 | 20,779,522 | 264,140 | 9,782,769 | 21,043,662 | 30,826,431 | 3,881,881 | 26,944,550 | - | 2011 | |
| NEWTOWN S.C. | - | 15,635,442 | - | - | 15,635,442 | 15,635,442 | 1,421,090 | 14,214,352 | 8,502,201 | 2014 | |
| WEST FARM SHOPPING CENTER | 5,805,969 | 23,348,024 | 14,403,752 | 7,585,116 | 35,972,629 | 43,557,745 | 13,063,627 | 30,494,118 | - | 1998 | |
| HAMDEN MART | 13,668,167 | 40,890,166 | - | 13,668,167 | 40,890,166 | 54,558,333 | 221,050 | 54,337,283 | 22,404,073 | 2016 | |
| HOME DEPOT PLAZA | 7,704,968 | 30,797,640 | 2,712,557 | 7,704,968 | 33,510,197 | 41,215,165 | 13,564,341 | 27,650,824 | - | 1998 | |
| WILTON RIVER PARK SHOPPING CTR | 7,154,585 | 27,509,279 | (224,537) | 7,154,585 | 27,284,742 | 34,439,327 | 3,581,639 | 30,857,688 | - | 2012 | |
| BRIGHT HORIZONS | 1,211,748 | 4,610,610 | 9,499 | 1,211,748 | 4,620,109 | 5,831,857 | 684,714 | 5,147,143 | - | 2012 | |
| WILTON CAMPUS | 10,168,872 | 31,893,016 | 254,233 | 10,168,872 | 32,147,249 | 42,316,121 | 6,500,963 | 35,815,158 | - | 2013 | |
| CAMDEN SQUARE | 122,741 | 66,738 | 4,309,722 | 3,024,375 | 1,474,826 | 4,499,201 | 155,208 | 4,343,993 | - | 2003 | |
| PROMENADE AT CHRISTIANA | 14,371,686 | - | 11,148,877 | 25,520,563 | - | 25,520,563 | - | 25,520,563 | - | 2014 | |
| BRANDYWINE COMMONS | - | 36,057,487 | (505,731) | - | 35,551,756 | 35,551,756 | 3,276,507 | 32,275,249 | - | 2014 | |
| CAMINO SQUARE | 573,875 | 2,295,501 | 2,665,024 | 733,875 | 4,800,525 | 5,534,400 | 3,636,784 | 1,897,616 | - | 1992 | |
| BONITA GRANDE CROSSINGS | 3,370,941 | 8,179,481 | 52,500 | 3,370,941 | 8,231,981 | 11,602,922 | 668,033 | 10,934,889 | - | 2015 | |
| HOLLYWOOD VIDEO BONITA GRANDE | 341,958 | 771,935 | - | 341,958 | 771,935 | 1,113,893 | 68,673 | 1,045,220 | - | 2015 | |
| CORAL SQUARE PROMENADE | 710,000 | 2,842,907 | 3,993,496 | 710,000 | 6,836,403 | 7,546,403 | 3,565,857 | 3,980,546 | - | 1994 | |
| MAPLEWOOD PLAZA | 1,649,000 | 6,626,301 | 1,161,119 | 1,649,000 | 7,787,420 | 9,436,420 | 3,541,619 | 5,894,801 | - | 1997 | |
| CURLEW CROSSING SHOPPING CTR | 5,315,955 | 12,529,467 | 2,107,472 | 5,315,954 | 14,636,940 | 19,952,894 | 5,461,751 | 14,491,143 | - | 2005 | |
| SHOPS AT SANTA BARBARA PHASE 1 | 743,463 | 5,373,994 | - | 743,463 | 5,373,994 | 6,117,457 | 462,609 | 5,654,848 | - | 2015 | |
| SHOPS AT SANTA BARBARA PHASE 2 | 331,692 | 2,488,832 | - | 331,692 | 2,488,832 | 2,820,524 | 200,524 | 2,620,000 | - | 2015 | |
| SHOPS AT SANTA BARBARA PHASE 3 | 329,726 | 2,358,700 | (12,082) | 329,726 | 2,346,618 | 2,676,344 | 217,112 | 2,459,232 | - | 2015 | |
| CORAL POINTE S.C. | 2,411,608 | 20,507,735 | (25,164) | 2,411,608 | 20,482,571 | 22,894,179 | 1,580,664 | 21,313,515 | - | 2015 | |
| PUBLIX AT ADDISON | 3,211,156 | 6,747,895 | - | 3,211,156 | 6,747,895 | 9,959,051 | 350,697 | 9,608,354 | - | 2015 | |
| ADDISON CENTER PROF.BUILDING | 802,789 | 1,310,012 | (45,779) | 802,789 | 1,264,233 | 2,067,022 | 75,322 | 1,991,700 | - | 2015 | |
| DANIA POINTE | 105,113,024 | - | 2,000,000 | 107,113,024 | - | 107,113,024 | - | 107,113,024 | - | 2016 | |
| FT.LAUDERDALE/CYPRESS CREEK | 14,258,760 | 28,042,390 | 2,415,038 | 14,258,760 | 30,457,428 | 44,716,188 | 9,171,140 | 35,545,048 | - | 2009 | |
| HOMESTEAD-WACHTEL LAND LEASE | 150,000 | - | - | 150,000 | - | 150,000 | - | 150,000 | - | 2013 | |
| OAKWOOD PLAZA NORTH | 35,300,961 | 141,731,019 | - | 35,300,961 | 141,731,019 | 177,031,980 | 4,333,815 | 172,698,165 | 100,000,000 | 2016 | |
| OAKWOOD PLAZA SOUTH | 11,126,610 | 40,592,103 | - | 11,126,610 | 40,592,103 | 51,718,713 | 1,487,871 | 50,230,842 | - | 2016 | |
| OAKWOOD BUSINESS CTR-BLDG 1 | 6,792,500 | 18,662,565 | 3,027,668 | 6,792,500 | 21,690,233 | 28,482,733 | 5,592,134 | 22,890,599 | - | 2009 | |
| AMELIA CONCOURSE | 7,600,000 | - | 2,508,435 | 676,791 | 9,431,644 | 10,108,435 | 2,819,327 | 7,289,108 | - | 2003 | |
| KIMCO AVENUES WALK, LLC | 26,984,546 | - | 47,260,955 | 29,784,056 | 44,461,445 | 74,245,501 | 63,344 | 74,182,157 | - | 2005 | |
| DUVAL STATION S.C. | 1,807,792 | 11,863,692 | 114,840 | 1,807,792 | 11,978,532 | 13,786,324 | 828,285 | 12,958,039 | - | 2015 | |
| RIVERPLACE SHOPPING CTR. | 7,503,282 | 31,011,027 | 1,375,379 | 7,200,050 | 32,689,638 | 39,889,688 | 8,655,946 | 31,233,742 | - | 2010 | |
| MERCHANTS WALK | 2,580,816 | 10,366,090 | 6,496,524 | 2,580,816 | 16,862,614 | 19,443,430 | 7,283,589 | 12,159,841 | - | 2001 | |
| WAL-MART PLAZA | 293,686 | 792,119 | 1,726,636 | 293,686 | 2,518,755 | 2,812,441 | 2,210,865 | 601,576 | - | 1968 | |
| LEESBURG SHOPS | - | 171,636 | 193,651 | - | 365,287 | 365,287 | 365,287 | - | - | 1969 | |
| TRI-CITY PLAZA | 2,832,296 | 11,329,185 | 19,606,325 | 2,832,296 | 30,935,510 | 33,767,806 | 2,730,210 | 31,037,596 | - | 1992 | |
| FT LAUDERDALE #1, FL | 1,002,733 | 2,602,415 | 12,831,516 | 1,774,443 | 14,662,221 | 16,436,664 | 9,613,856 | 6,822,808 | - | 1974 | |
| LAKE WALES S.C. | 601,052 | - | - | 601,052 | - | 601,052 | - | 601,052 | - | 2009 | |
| NASA PLAZA | - | 1,754,000 | 2,653,265 | - | 4,407,265 | 4,407,265 | 3,243,997 | 1,163,268 | - | 1968 | |
| GROVE GATE S.C. | 365,893 | 1,049,172 | 1,207,100 | 365,893 | 2,256,272 | 2,622,165 | 1,959,640 | 662,525 | - | 1968 | |
| CHEVRON OUTPARCEL | 530,570 | 1,253,410 | - | 530,570 | 1,253,410 | 1,783,980 | 334,762 | 1,449,218 | - | 2010 | |
| IVES DAIRY CROSSING | 732,914 | 4,080,460 | 11,065,138 | 732,914 | 15,145,598 | 15,878,512 | 9,101,199 | 6,777,313 | - | 1985 | |
| MILLER ROAD S.C. | 1,138,082 | 4,552,327 | 4,535,416 | 1,138,082 | 9,087,743 | 10,225,825 | 5,760,824 | 4,465,001 | - | 1986 | |
| TRI-CITIES SHOPPING PLAZA | 1,011,000 | 4,062,890 | 3,190,909 | 1,011,000 | 7,253,799 | 8,264,799 | 596,772 | 7,668,027 | - | 1997 | |
| KENDALE LAKES PLAZA | 18,491,461 | 28,496,001 | (2,055,786) | 15,362,227 | 29,569,449 | 44,931,676 | 6,605,625 | 38,326,051 | - | 2009 | |
| PLANTATION CROSSING | 7,524,800 | - | (5,003,280) | 2,008,617 | 512,903 | 2,521,520 | 91,054 | 2,430,466 | - | 2005 | |
| CENTRE OF MERRITT | 1,806,275 | 9,592,435 | - | 1,806,275 | 9,592,435 | 11,398,710 | 623,343 | 10,775,367 | - | 2015 | |
| MILLER WEST PLAZA | 6,725,660 | 10,661,420 | - | 6,725,660 | 10,661,420 | 17,387,080 | 774,598 | 16,612,482 | - | 2015 | |
| CORSICA SQUARE S.C. | 7,225,100 | 10,757,386 | 112,000 | 7,225,100 | 10,869,386 | 18,094,486 | 918,110 | 17,176,376 | 10,840,743 | 2015 | |
| MILTON, FL | 1,275,593 | - | - | 1,275,593 | - | 1,275,593 | - | 1,275,593 | - | 2007 | |
| FLAGLER PARK | 26,162,980 | 80,737,041 | 3,482,952 | 26,725,480 | 83,657,493 | 110,382,973 | 20,442,791 | 89,940,182 | - | 2007 | |
| PARK HILL PLAZA | 10,763,612 | 19,264,248 | 187,262 | 10,763,612 | 19,451,510 | 30,215,122 | 3,784,223 | 26,430,899 | - | 2011 | |
| WINN DIXIE-MIAMI | 2,989,640 | 9,410,360 | (51,872) | 3,544,297 | 8,803,831 | 12,348,128 | 677,157 | 11,670,971 | - | 2013 | |
| MARATHON SHOPPING CENTER | 2,412,929 | 8,069,450 | 1,013,493 | 1,514,731 | 9,981,141 | 11,495,872 | 1,112,710 | 10,383,162 | - | 2013 | |
| SODO S.C. | - | 68,139,271 | 8,283,273 | 142,195 | 76,280,349 | 76,422,544 | 16,306,907 | 60,115,637 | - | 2008 | |
| RENAISSANCE CENTER | 9,104,379 | 36,540,873 | 14,913,118 | 9,122,758 | 51,435,612 | 60,558,370 | 17,171,361 | 43,387,009 | - | 1998 | |
| MILLENIA PLAZA PHASE II | 7,711,000 | 20,702,992 | 1,650,193 | 7,698,200 | 22,365,985 | 30,064,185 | 7,880,425 | 22,183,760 | - | 2009 | |
| RIVERSIDE LANDINGS S.C. | 3,512,202 | 14,439,668 | 96,924 | 3,512,202 | 14,536,592 | 18,048,794 | 1,012,519 | 17,036,275 | - | 2015 | |
| GRAND OAKS VILLAGE | 7,409,319 | 19,653,869 | (627,365) | 5,846,339 | 20,589,484 | 26,435,823 | 3,451,536 | 22,984,287 | - | 2011 | |
| LOWES S.C. | 1,620,203 | - | 40,689 | 954,876 | 706,016 | 1,660,892 | 125,514 | 1,535,378 | - | 2007 | |
| POMPANO POINTE S.C. | 10,516,500 | 10,469,592 | 530,900 | 10,516,500 | 11,000,492 | 21,516,992 | 456,268 | 21,060,724 | - | 2012 | |
| UNIVERSITY TOWN CENTER | 5,515,265 | 13,041,400 | 426,693 | 5,515,265 | 13,468,093 | 18,983,358 | 2,378,907 | 16,604,451 | - | 2011 | |
| PALM BEACH GARDENS | 2,764,953 | 11,059,812 | 668,875 | 2,764,953 | 11,728,687 | 14,493,640 | 1,551,717 | 12,941,923 | - | 2009 | |
| OAK TREE PLAZA | - | 917,360 | 1,562,941 | - | 2,480,301 | 2,480,301 | 1,264,152 | 1,216,149 | - | 1968 | |
| TUTTLEBEE PLAZA | 254,961 | 828,465 | 2,142,270 | 254,961 | 2,970,735 | 3,225,696 | 2,193,861 | 1,031,835 | - | 2008 | |
| SOUTH MIAMI S.C. | 1,280,440 | 5,133,825 | 3,121,059 | 1,280,440 | 8,254,884 | 9,535,324 | 4,254,038 | 5,281,286 | - | 1995 | |
| CARROLLWOOD COMMONS | 5,220,445 | 16,884,228 | 2,339,166 | 5,220,445 | 19,223,394 | 24,443,839 | 8,996,615 | 15,447,224 | - | 1997 | |
| VILLAGE COMMONS SHOPPING CENT. | 2,192,331 | 8,774,158 | 2,760,666 | 2,192,331 | 11,534,824 | 13,727,155 | 5,417,404 | 8,309,751 | - | 1998 | |
| MISSION BELL SHOPPING CENTER | 5,056,426 | 11,843,119 | 8,634,466 | 5,067,033 | 20,466,978 | 25,534,011 | 6,509,898 | 19,024,113 | - | 2004 | |
| VILLAGE COMMONS S.C. | 2,026,423 | 5,106,476 | 1,923,704 | 2,026,423 | 7,030,180 | 9,056,603 | 1,236,632 | 7,819,971 | - | 2013 | |
| BELMART PLAZA | 1,656,097 | 3,394,420 | 5,585,602 | 1,656,097 | 8,980,022 | 10,636,119 | 403,154 | 10,232,965 | - | 2014 | |
| AUGUSTA SQUARE | 1,482,564 | 5,928,122 | 2,007,334 | 1,482,564 | 7,935,456 | 9,418,020 | 4,260,861 | 5,157,159 | - | 1995 | |
| MARKET AT HAYNES BRIDGE | 4,880,659 | 21,549,424 | 1,238,043 | 4,889,863 | 22,778,263 | 27,668,126 | 6,751,969 | 20,916,157 | - | 2008 | |
| EMBRY VILLAGE | 18,147,054 | 33,009,514 | 908,584 | 18,160,525 | 33,904,627 | 52,065,152 | 17,260,605 | 34,804,547 | - | 2008 | |
| PERIMETER EXPO PROPERTY | 14,770,275 | 44,295,457 | - | 14,770,275 | 44,295,457 | 59,065,732 | 477,748 | 58,587,984 | 40,983,821 | 2016 | |
| RIVERWALK MARKETPLACE | 3,512,202 | 18,862,571 | - | 3,512,202 | 18,862,571 | 22,374,773 | 995,324 | 21,379,449 | - | 2015 | |
| VILLAGE SHOPPES-FLOWERY BRANCH | 4,444,148 | 10,510,657 | 303,983 | 4,444,148 | 10,814,640 | 15,258,788 | 2,395,174 | 12,863,614 | - | 2011 | |
| LAWRENCEVILLE MARKET | 8,878,266 | 29,691,191 | (44,182) | 9,060,436 | 29,464,839 | 38,525,275 | 4,125,715 | 34,399,560 | - | 2013 | |
| FIVE FORKS CROSSING | 2,363,848 | 7,906,257 | 372,465 | 2,363,848 | 8,278,722 | 10,642,570 | 1,646,665 | 8,995,905 | - | 2013 | |
| BRAELINN VILLAGE | 7,314,719 | 20,738,792 | 1,149,049 | 6,342,926 | 22,859,634 | 29,202,560 | 2,185,264 | 27,017,296 | - | 2014 | |
| SAVANNAH CENTER | 2,052,270 | 8,232,978 | 3,599,399 | 2,052,270 | 11,832,377 | 13,884,647 | 6,520,291 | 7,364,356 | - | 1993 | |
| CHATHAM PLAZA | 13,390,238 | 35,115,882 | 2,092,634 | 13,403,262 | 37,195,492 | 50,598,754 | 12,496,124 | 38,102,630 | - | 2008 | |
| CLIVE PLAZA | 500,525 | 2,002,101 | - | 500,525 | 2,002,101 | 2,502,626 | 1,073,777 | 1,428,849 | - | 1996 | |
| DUBUQUE CENTER | - | 2,152,476 | 239,217 | - | 2,391,693 | 2,391,693 | 1,516,782 | 874,911 | - | 1997 | |
| TREASURE VALLEY | 6,501,240 | - | (4,284,637) | 1,110,530 | 1,106,073 | 2,216,603 | 127,733 | 2,088,870 | - | 2005 | |
| BLOOMINGTON COMMONS | 805,521 | 2,222,353 | 4,494,864 | 805,521 | 6,717,217 | 7,522,738 | 4,816,390 | 2,706,348 | - | 1972 | |
| 87TH STREET CENTER | - | 2,687,046 | 8,092,727 | 6,992,648 | 3,787,125 | 10,779,773 | 2,284,313 | 8,495,460 | - | 1997 | |
| ELSTON CHICAGO | 1,010,374 | 5,692,212 | 498,828 | 1,010,374 | 6,191,040 | 7,201,414 | 2,763,188 | 4,438,226 | - | 1997 | |
| DOWNERS PARK PLAZA | 2,510,455 | 10,164,494 | 1,967,032 | 2,510,455 | 12,131,526 | 14,641,981 | 5,418,098 | 9,223,883 | - | 1999 | |
| DOWNERS PARK PLAZA | 811,778 | 4,322,956 | 3,348,460 | 811,778 | 7,671,416 | 8,483,194 | 3,600,499 | 4,882,695 | - | 1997 | |
| TOWN & COUNTRY S.C. | 842,555 | 2,108,674 | 2,767,311 | 500,927 | 5,217,613 | 5,718,540 | 3,320,591 | 2,397,949 | - | 1972 | |
| FAIRVIEW CITY CENTRE | - | 11,866,880 | 12,943,654 | 1,900,000 | 22,910,534 | 24,810,534 | 1,853,323 | 22,957,211 | - | 1998 | |
| SHOPS AT KILDEER | 5,259,542 | 28,141,501 | 2,486,761 | 5,259,542 | 30,628,262 | 35,887,804 | 4,422,498 | 31,465,306 | - | 2013 | |
| MOUNT PROSPECT CENTER | 1,017,345 | 6,572,176 | 4,047,329 | 1,017,345 | 10,619,505 | 11,636,850 | 5,762,647 | 5,874,203 | - | 1997 | |
| MUNDELEIN SHOPPING CENTER | 1,127,720 | 5,826,129 | 136,968 | 1,129,634 | 5,961,183 | 7,090,817 | 2,800,456 | 4,290,361 | - | 1998 | |
| MARKETPLACE OF OAKLAWN | - | 678,668 | 108,483 | - | 787,151 | 787,151 | 714,718 | 72,433 | - | 1998 | |
| OAK LAWN CENTER | 1,530,111 | 8,776,631 | 666,590 | 1,530,111 | 9,443,221 | 10,973,332 | 4,656,435 | 6,316,897 | - | 1997 | |
| 22ND STREET PLAZA | 1,527,188 | 8,679,108 | 4,081,004 | 1,527,188 | 12,760,112 | 14,287,300 | 5,611,968 | 8,675,332 | - | 1997 | |
| ROCKFORD CROSSINGS | 4,575,990 | 11,654,022 | (2,628,093) | 3,816,080 | 9,785,839 | 13,601,919 | 3,208,253 | 10,393,666 | - | 2008 | |
| SKOKIE POINTE | - | 2,276,360 | 9,487,443 | 2,628,440 | 9,135,363 | 11,763,803 | 3,686,787 | 8,077,016 | - | 1997 | |
| HAWTHORN HILLS SQUARE | 6,783,928 | 33,033,624 | 4,028,883 | 6,783,928 | 37,062,507 | 43,846,435 | 6,266,665 | 37,579,770 | 19,375,231 | 2012 | |
| WOODGROVE FESTIVAL | 5,049,149 | 20,822,993 | 5,130,768 | 4,805,866 | 26,197,044 | 31,002,910 | 12,562,704 | 18,440,206 | - | 1998 | |
| GROVE PARCEL | 907,291 | 2,240,810 | - | 907,291 | 2,240,810 | 3,148,101 | 216,402 | 2,931,699 | - | 2016 | |
| WOODRIDGE PAD | 702,757 | 1,746,223 | - | 702,757 | 1,746,223 | 2,448,980 | 81,704 | 2,367,276 | - | 2016 | |
| GREENWOOD S.C. | 423,371 | 1,883,421 | 10,388,475 | 1,801,822 | 10,893,445 | 12,695,267 | 4,145,861 | 8,549,406 | - | 1970 | |
| SOUTH PARK S.C. | 1,675,031 | 6,848,209 | 6,362,777 | 1,551,079 | 13,334,938 | 14,886,017 | 7,913,763 | 6,972,254 | - | 1993 | |
| CENTRE AT WESTBANK | 9,554,230 | 24,401,082 | 1,070,226 | 9,329,880 | 25,695,658 | 35,025,538 | 8,296,073 | 26,729,465 | 18,533,743 | 2008 | |
| AMBASSADOR PLAZA | 1,803,672 | 4,260,966 | 251,561 | 1,796,972 | 4,519,227 | 6,316,199 | 1,186,224 | 5,129,975 | 4,374,638 | 2010 | |
| EAST SIDE PLAZA | 3,295,799 | 7,785,942 | 180,773 | 3,295,635 | 7,966,879 | 11,262,514 | 2,197,127 | 9,065,387 | - | 2010 | |
| ABINGTON PLAZA | 10,457,183 | 494,652 | - | 10,457,183 | 494,652 | 10,951,835 | 89,429 | 10,862,406 | 4,387,721 | 2014 | |
| WASHINGTON ST.PLAZA | 11,007,593 | 5,652,368 | 8,851,085 | 12,957,593 | 12,553,453 | 25,511,046 | 878,925 | 24,632,121 | 5,914,448 | 2014 | |
| MEMORIAL PLAZA | 16,411,388 | 27,553,908 | 323,380 | 16,411,388 | 27,877,288 | 44,288,676 | 2,467,356 | 41,821,320 | 16,309,360 | 2014 | |
| MAIN ST. PLAZA | 555,898 | 2,139,494 | - | 555,898 | 2,139,494 | 2,695,392 | 215,377 | 2,480,015 | 1,375,084 | 2014 | |
| MORRISSEY PLAZA | 4,097,251 | 3,751,068 | - | 4,097,251 | 3,751,068 | 7,848,319 | 505,455 | 7,342,864 | 3,150,546 | 2014 | |
| GLENDALE SQUARE | 4,698,891 | 7,141,090 | 133,070 | 4,698,891 | 7,274,160 | 11,973,051 | 920,547 | 11,052,504 | 5,647,196 | 2014 | |
| FALMOUTH PLAZA | 2,361,071 | 13,065,817 | 334,684 | 2,361,071 | 13,400,501 | 15,761,572 | 1,276,155 | 14,485,417 | 7,946,761 | 2014 | |
| WAVERLY PLAZA | 1,215,005 | 3,622,911 | 5,426 | 1,203,205 | 3,640,137 | 4,843,342 | 443,908 | 4,399,434 | 2,317,720 | 2014 | |
| BARRINGTON PLAZA S.C. | 642,170 | 2,547,830 | 7,667,513 | 751,124 | 10,106,389 | 10,857,513 | 4,923,540 | 5,933,973 | - | 1994 | |
| FESTIVAL OF HYANNIS S.C. | 15,038,197 | 40,682,853 | 948,247 | 15,038,197 | 41,631,100 | 56,669,297 | 5,524,945 | 51,144,352 | - | 2014 | |
| FELLSWAY PLAZA | 5,300,388 | 11,013,543 | 92,558 | 5,300,388 | 11,106,101 | 16,406,489 | 1,145,971 | 15,260,518 | 6,742,131 | 2014 | |
| DEL ALBA PLAZA | 3,163,033 | 8,967,874 | 19,995 | 3,163,033 | 8,987,869 | 12,150,902 | 665,099 | 11,485,803 | 7,942,609 | 2014 | |
| NORTH QUINCY PLAZA | 6,332,542 | 17,954,110 | (782,383) | 3,894,436 | 19,609,833 | 23,504,269 | 1,591,805 | 21,912,464 | - | 2014 | |
| ADAMS PLAZA | 2,089,363 | 3,226,648 | 248,359 | 2,089,363 | 3,475,007 | 5,564,370 | 307,934 | 5,256,436 | 1,870,765 | 2014 | |
| BROADWAY PLAZA | 6,485,065 | 343,422 | - | 6,485,065 | 343,422 | 6,828,487 | 67,420 | 6,761,067 | 2,870,966 | 2014 | |
| SHREWSBURY S.C. | 1,284,168 | 5,284,853 | 5,466,855 | 1,284,168 | 10,751,708 | 12,035,876 | 4,277,257 | 7,758,619 | - | 2000 | |
| VINNIN SQUARE PLAZA | 5,545,425 | 16,324,060 | (214,252) | 5,545,425 | 16,109,808 | 21,655,233 | 2,032,293 | 19,622,940 | 9,173,706 | 2014 | |
| PARADISE PLAZA | 4,183,038 | 12,194,885 | 536,224 | 4,183,038 | 12,731,109 | 16,914,147 | 1,470,800 | 15,443,347 | 8,865,650 | 2014 | |
| BELMONT PLAZA | 11,104,983 | 848,844 | - | 11,104,983 | 848,844 | 11,953,827 | 112,244 | 11,841,583 | 5,237,954 | 2014 | |
| VINNIN SQUARE IN-LINE | 582,228 | 2,094,560 | (109,616) | 582,228 | 1,984,944 | 2,567,172 | 196,341 | 2,370,831 | - | 2014 | |
| LINDEN PLAZA | 4,628,215 | 3,535,431 | 437,334 | 4,628,215 | 3,972,765 | 8,600,980 | 555,369 | 8,045,611 | 3,527,131 | 2014 | |
| NORTH AVE. PLAZA | 1,163,875 | 1,194,673 | 15,933 | 1,163,875 | 1,210,606 | 2,374,481 | 149,740 | 2,224,741 | 897,489 | 2014 | |
| WASHINGTON ST. S.C. | 7,380,918 | 9,987,119 | 391,907 | 7,380,918 | 10,379,026 | 17,759,944 | 887,059 | 16,872,885 | 6,286,514 | 2014 | |
| MILL ST. PLAZA | 4,195,024 | 6,203,410 | 205,071 | 4,195,024 | 6,408,481 | 10,603,505 | 821,636 | 9,781,869 | 4,110,675 | 2014 | |
| FULLERTON PLAZA | 14,237,901 | 6,743,980 | (352,777) | 14,237,901 | 6,391,203 | 20,629,104 | 855,593 | 19,773,511 | 12,551,399 | 2014 | |
| GREENBRIER S.C. | 8,891,468 | 30,304,760 | (48,812) | 8,891,468 | 30,255,948 | 39,147,416 | 2,842,793 | 36,304,623 | 12,488,817 | 2014 | |
| INGLESIDE S.C. | 10,416,726 | 17,889,235 | (156,601) | 10,416,726 | 17,732,634 | 28,149,360 | 2,186,844 | 25,962,516 | 19,320,814 | 2014 | |
| ROLLING ROAD PLAZA | 2,510,395 | 11,930,217 | (82,994) | 2,508,715 | 11,848,903 | 14,357,618 | 904,646 | 13,452,972 | - | 2015 | |
| SECURITY SQUARE SHOPPING CTR. | 5,342,463 | 15,147,024 | (3,355,446) | 4,572,639 | 12,561,402 | 17,134,041 | 1,269,556 | 15,864,485 | 16,221,870 | 2014 | |
| WILKENS BELTWAY PLAZA | 9,948,235 | 22,125,942 | 147,794 | 9,948,235 | 22,273,736 | 32,221,971 | 2,730,525 | 29,491,446 | - | 2014 | |
| YORK ROAD PLAZA | 4,276,715 | 37,205,757 | 29,473 | 4,276,715 | 37,235,230 | 41,511,945 | 3,247,427 | 38,264,518 | - | 2014 | |
| PUTTY HILL PLAZA | 4,192,152 | 11,112,111 | 456,319 | 4,192,152 | 11,568,430 | 15,760,582 | 2,153,516 | 13,607,066 | - | 2013 | |
| SNOWDEN SQUARE S.C. | 1,929,402 | 4,557,934 | 5,155,349 | 3,326,422 | 8,316,263 | 11,642,685 | 1,213,234 | 10,429,451 | - | 2012 | |
| COLUMBIA CROSSING | 3,612,550 | 34,344,509 | 159,554 | 3,612,550 | 34,504,063 | 38,116,613 | 2,323,495 | 35,793,118 | - | 2015 | |
| DORSEY'S SEARCH VILLAGE CENTER | 6,321,963 | 27,996,087 | (33,532) | 6,321,963 | 27,962,555 | 34,284,518 | 1,673,230 | 32,611,288 | - | 2015 | |
| HICKORY RIDGE | 7,183,646 | 26,947,776 | 469,483 | 7,183,646 | 27,417,259 | 34,600,905 | 2,333,408 | 32,267,497 | - | 2015 | |
| HICKORY RIDGE (SUNOCO) | 543,197 | 2,122,234 | - | 543,197 | 2,122,234 | 2,665,431 | 174,802 | 2,490,629 | - | 2015 | |
| KINGS CONTRIVANCE | 9,308,349 | 31,759,940 | 289,751 | 9,308,349 | 32,049,691 | 41,358,040 | 2,880,736 | 38,477,304 | 23,036,820 | 2014 | |
| HARPER'S CHOICE | 8,429,284 | 18,373,994 | 246,478 | 8,429,284 | 18,620,472 | 27,049,756 | 1,475,298 | 25,574,458 | - | 2015 | |
| WILDE LAKE | 1,468,038 | 5,869,862 | 22,579,270 | 2,577,073 | 27,340,097 | 29,917,170 | 8,351,586 | 21,565,584 | - | 2002 | |
| RIVERHILL VILLAGE CENTER | 16,825,496 | 23,282,222 | 156,233 | 16,825,496 | 23,438,455 | 40,263,951 | 2,955,172 | 37,308,779 | 22,686,843 | 2014 | |
| OLD BRANCH PLAZA | 39,779 | 130,716 | 2,026,165 | 121,747 | 2,074,913 | 2,196,660 | 246,706 | 1,949,954 | - | 2003 | |
| COLUMBIA CROSSING OUTPARCELS | 1,279,200 | 2,870,800 | 13,977,613 | 4,597,200 | 13,530,413 | 18,127,613 | 1,993,683 | 16,133,930 | - | 2011 | |
| COLUMBIA CROSSING II SHOP.CTR. | 3,137,628 | 19,868,075 | 2,625,989 | 3,137,628 | 22,494,064 | 25,631,692 | 3,667,910 | 21,963,782 | - | 2013 | |
| SHOPS AT DISTRICT HEIGHTS | 8,165,638 | 21,970,661 | (1,396,775) | 7,298,215 | 21,441,309 | 28,739,524 | 754,538 | 27,984,986 | 14,005,190 | 2015 | |
| ENCHANTED FOREST S.C. | 20,123,946 | 34,345,102 | 145,118 | 20,123,946 | 34,490,220 | 54,614,166 | 4,157,739 | 50,456,427 | - | 2014 | |
| SHOPPES AT EASTON | 6,523,713 | 16,402,204 | 93,697 | 6,523,713 | 16,495,901 | 23,019,614 | 1,549,799 | 21,469,815 | - | 2014 | |
| VILLAGES AT URBANA | 3,190,074 | 6,067 | 13,493,944 | 4,828,774 | 11,861,311 | 16,690,085 | 1,531,750 | 15,158,335 | - | 2003 | |
| GAITHERSBURG S.C. | 244,890 | 6,787,534 | 384,231 | 244,890 | 7,171,765 | 7,416,655 | 3,110,363 | 4,306,292 | - | 1999 | |
| KENTLANDS MARKET SQUARE | 20,167,048 | 84,615,052 | - | 20,167,048 | 84,615,052 | 104,782,100 | 1,569,436 | 103,212,664 | 34,521,793 | 2016 | |
| SHAWAN PLAZA | 4,466,000 | 20,222,367 | (1,451,885) | 4,466,000 | 18,770,482 | 23,236,482 | 10,346,400 | 12,890,082 | 4,270,079 | 2008 | |
| LAUREL PLAZA | 349,562 | 1,398,250 | 3,704,961 | 1,571,288 | 3,881,485 | 5,452,773 | 1,731,567 | 3,721,206 | - | 1995 | |
| LAUREL PLAZA | 274,580 | 1,100,968 | 173,969 | 274,580 | 1,274,937 | 1,549,517 | 1,156,349 | 393,168 | - | 1972 | |
| NORTH EAST STATION | 8,219,613 | 9,536,990 | (4,446,037) | 5,593,160 | 7,717,406 | 13,310,566 | 1,127,040 | 12,183,526 | 8,276,083 | 2014 | |
| OWINGS MILLS THEATER/RSTRNTS | 23,378,543 | 1,089,760 | 16,500,314 | 39,856,836 | 1,111,781 | 40,968,617 | 67,754 | 40,900,863 | - | 2015 | |
| CENTRE COURT-RETAIL/BANK | 1,035,359 | 7,785,830 | (76,204) | 1,035,359 | 7,709,626 | 8,744,985 | 1,175,696 | 7,569,289 | 1,907,905 | 2011 | |
| CENTRE COURT-GIANT | 3,854,099 | 12,769,628 | - | 3,854,099 | 12,769,628 | 16,623,727 | 2,045,590 | 14,578,137 | 6,208,957 | 2011 | |
| CENTRE COURT-OLD COURT/COURTYD | 2,279,177 | 5,284,577 | (177) | 2,279,177 | 5,284,400 | 7,563,577 | 913,182 | 6,650,395 | - | 2011 | |
| RADCLIFFE CENTER | 12,042,713 | 21,187,946 | - | 12,042,713 | 21,187,946 | 33,230,659 | 2,067,536 | 31,163,123 | - | 2014 | |
| TIMONIUM CROSSING | 2,525,377 | 14,862,817 | 339,960 | 2,525,377 | 15,202,777 | 17,728,154 | 1,626,614 | 16,101,540 | 14,623,506 | 2014 | |
| TIMONIUM SQUARE | 6,000,000 | 24,282,998 | 14,483,175 | 7,331,195 | 37,434,978 | 44,766,173 | 15,649,683 | 29,116,490 | - | 2003 | |
| TOWSON PLACE | 43,886,876 | 101,764,931 | 613,012 | 43,270,792 | 102,994,027 | 146,264,819 | 16,147,159 | 130,117,660 | - | 2012 | |
| MALLSIDE PLAZA | 6,930,996 | 18,148,727 | (1,781,449) | 5,956,485 | 17,341,789 | 23,298,274 | 6,672,789 | 16,625,485 | - | 2008 | |
| WHITE LAKE COMMONS | 2,300,050 | 9,249,607 | 3,264,058 | 2,300,050 | 12,513,665 | 14,813,715 | 6,292,985 | 8,520,730 | - | 1996 | |
| DOWNTOWN FARMINGTON CENTER | 1,098,426 | 4,525,723 | 4,277,242 | 1,098,426 | 8,802,965 | 9,901,391 | 3,010,957 | 6,890,434 | - | 1993 | |
| FLINT - VACANT LAND | 101,424 | - | - | 101,424 | - | 101,424 | - | 101,424 | - | 2012 | |
| CENTURY PLAZA | 178,785 | 925,818 | 1,224,093 | 178,785 | 2,149,911 | 2,328,696 | 1,593,653 | 735,043 | - | 1968 | |
| CROSS CREEK S.C. | 1,451,397 | 5,806,263 | 647,769 | 1,451,397 | 6,454,032 | 7,905,429 | 3,662,287 | 4,243,142 | - | 1993 | |
| GREEN ORCHARD SHOPPING CENTER | 3,682,478 | 14,730,060 | 5,711,459 | 3,682,478 | 20,441,519 | 24,123,997 | 9,908,388 | 14,215,609 | - | 1993 | |
| THE FOUNTAINS AT ARBOR LAKES | 28,585,296 | 66,699,024 | 13,287,679 | 29,485,296 | 79,086,703 | 108,571,999 | 24,480,182 | 84,091,817 | - | 2006 | |
| ROSEVILLE PLAZA | 132,842 | 957,340 | 9,736,267 | 1,675,667 | 9,150,782 | 10,826,449 | 1,457,654 | 9,368,795 | - | 2005 | |
| CREVE COUER SHOPPING CENTER | 1,044,598 | 5,475,623 | 896,084 | 960,814 | 6,455,491 | 7,416,305 | 2,959,637 | 4,456,668 | - | 1998 | |
| NORTH POINT SHOPPING CENTER | 1,935,380 | 7,800,746 | 933,471 | 1,935,380 | 8,734,217 | 10,669,597 | 4,077,420 | 6,592,177 | - | 1998 | |
| KIRKWOOD CROSSING | - | 9,704,005 | 14,512,599 | - | 24,216,604 | 24,216,604 | 14,603,879 | 9,612,725 | - | 1998 | |
| LEMAY S.C. | 125,879 | 503,510 | 3,846,838 | 451,155 | 4,025,072 | 4,476,227 | 1,662,327 | 2,813,900 | - | 1974 | |
| GRAVOIS PLAZA | 1,032,416 | 4,455,514 | 11,033,266 | 1,032,413 | 15,488,783 | 16,521,196 | 9,021,664 | 7,499,532 | - | 2008 | |
| HOME DEPOT PLAZA | 431,960 | - | 758,855 | 431,960 | 758,855 | 1,190,815 | 307,406 | 883,409 | - | 1998 | |
| PRIMROSE MARKET PLACE | 2,745,595 | 10,985,778 | 8,433,741 | 2,904,022 | 19,261,092 | 22,165,114 | 10,101,312 | 12,063,802 | - | 1994 | |
| PRIMROSE MARKETPLACE | 905,674 | 3,666,386 | 5,261,809 | 905,674 | 8,928,195 | 9,833,869 | 3,206,994 | 6,626,875 | 127,225 | 2002 | |
| CENTER POINT S.C. | - | 550,204 | - | - | 550,204 | 550,204 | 357,716 | 192,488 | - | 1998 | |
| KINGS HIGHWAY S.C. | 809,087 | 4,430,514 | 2,781,299 | 809,087 | 7,211,813 | 8,020,900 | 3,372,037 | 4,648,863 | - | 1998 | |
| OVERLAND CROSSING | - | 4,928,677 | 759,896 | - | 5,688,573 | 5,688,573 | 3,156,042 | 2,532,531 | - | 1997 | |
| CAVE SPRINGS S.C. | 1,182,194 | 7,423,459 | 7,110,186 | 1,563,694 | 14,152,145 | 15,715,839 | 10,167,687 | 5,548,152 | - | 1997 | |
| SPRINGFIELD S.C. | - | 608,793 | 11,012,797 | 8,800,000 | 2,821,590 | 11,621,590 | 1,260,636 | 10,360,954 | - | 1998 | |
| OVERLOOK VILLAGE | 8,276,500 | 17,249,587 | 212,226 | 8,276,500 | 17,461,813 | 25,738,313 | 3,204,115 | 22,534,198 | - | 2012 | |
| WOODLAWN MARKETPLACE | 919,251 | 3,570,981 | 2,621,647 | 919,251 | 6,192,628 | 7,111,879 | 3,174,870 | 3,937,009 | - | 2008 | |
| TYVOLA SQUARE | - | 4,736,345 | 6,968,268 | - | 11,704,613 | 11,704,613 | 8,870,713 | 2,833,900 | - | 1986 | |
| CROSSROADS PLAZA | 767,864 | 3,098,881 | 1,233,350 | 767,864 | 4,332,231 | 5,100,095 | 1,574,024 | 3,526,071 | - | 2000 | |
| JETTON VILLAGE SHOPPES | 3,875,224 | 10,292,231 | 263,116 | 2,143,695 | 12,286,876 | 14,430,571 | 1,761,917 | 12,668,654 | - | 2011 | |
| MOUNTAIN ISLAND MARKETPLACE | 3,318,587 | 7,331,413 | 736,014 | 3,818,587 | 7,567,427 | 11,386,014 | 1,291,311 | 10,094,703 | - | 2012 | |
| WOODLAWN SHOPPING CENTER | 2,010,725 | 5,833,626 | 1,550,109 | 2,010,725 | 7,383,735 | 9,394,460 | 946,605 | 8,447,855 | - | 2012 | |
| CROSSROADS PLAZA | 13,405,529 | 86,455,763 | (540,910) | 13,405,529 | 85,914,853 | 99,320,382 | 11,613,154 | 87,707,228 | 70,739,527 | 2014 | |
| QUAIL CORNERS | 7,318,321 | 26,675,644 | 1,326,080 | 7,318,321 | 28,001,724 | 35,320,045 | 2,468,557 | 32,851,488 | 16,975,639 | 2014 | |
| OAKCREEK VILLAGE | 1,882,800 | 7,551,576 | 2,333,493 | 1,882,800 | 9,885,069 | 11,767,869 | 5,331,393 | 6,436,476 | - | 1996 | |
| DAVIDSON COMMONS | 2,978,533 | 12,859,867 | 194,020 | 2,978,533 | 13,053,887 | 16,032,420 | 1,849,478 | 14,182,942 | - | 2012 | |
| SENATE/HILLSBOROUGH CROSSI | 519,395 | - | - | 519,395 | - | 519,395 | - | 519,395 | - | 2003 | |
| PARK PLACE SC | 5,461,478 | 16,163,494 | 320,144 | 5,469,809 | 16,475,307 | 21,945,116 | 6,841,674 | 15,103,442 | - | 2008 | |
| MOORESVILLE CROSSING | 12,013,727 | 30,604,173 | 109,598 | 11,625,801 | 31,101,697 | 42,727,498 | 10,220,209 | 32,507,289 | - | 2007 | |
| PLEASANT VALLEY PROMENADE | 5,208,885 | 20,885,792 | 13,796,952 | 5,208,885 | 34,682,744 | 39,891,629 | 19,390,497 | 20,501,132 | - | 1993 | |
| WAKEFIELD COMMONS III | 6,506,450 | - | (5,120,646) | 1,843,341 | (457,537) | 1,385,804 | 221,296 | 1,164,508 | - | 2001 | |
| WAKEFIELD CROSSINGS | 3,413,932 | - | (3,017,959) | 336,236 | 59,737 | 395,973 | 6,960 | 389,013 | - | 2001 | |
| BRENNAN STATION | 7,749,751 | 20,556,891 | (700,646) | 6,321,923 | 21,284,073 | 27,605,996 | 4,474,520 | 23,131,476 | - | 2011 | |
| BRENNAN STATION OUTPARCEL | 627,906 | 1,665,576 | (93,482) | 450,232 | 1,749,768 | 2,200,000 | 347,904 | 1,852,096 | - | 2011 | |
| CLOVERDALE PLAZA | 540,667 | 719,655 | 6,879,635 | 540,667 | 7,599,290 | 8,139,957 | 3,978,961 | 4,160,996 | - | 1969 | |
| WEBSTER SQUARE | 11,683,145 | 41,708,383 | 5,174,840 | 11,683,145 | 46,883,223 | 58,566,368 | 5,143,811 | 53,422,557 | - | 2014 | |
| WEBSTER SQUARE NORTH | 2,163,138 | 6,511,424 | - | 2,163,138 | 6,511,424 | 8,674,562 | 199,146 | 8,475,416 | - | 2016 | |
| ROCKINGHAM PLAZA-SHAWS PARCEL | 2,660,915 | 10,643,660 | 14,302,905 | 3,148,715 | 24,458,765 | 27,607,480 | 11,447,997 | 16,159,483 | - | 2008 | |
| SHOP RITE PLAZA | 2,417,583 | 6,364,094 | 1,599,403 | 2,417,583 | 7,963,497 | 10,381,080 | 7,151,851 | 3,229,229 | - | 1985 | |
| MARLTON PLAZA | - | 4,318,534 | 114,215 | - | 4,432,749 | 4,432,749 | 2,269,505 | 2,163,244 | - | 1996 | |
| HILLVIEW SHOPPING CENTER | 16,007,647 | 32,607,423 | (1,517,229) | 16,007,647 | 31,090,194 | 47,097,841 | 3,404,107 | 43,693,734 | 25,096,230 | 2014 | |
| GARDEN STATE PAVILIONS | 7,530,709 | 10,801,949 | 20,360,667 | 12,203,841 | 26,489,484 | 38,693,325 | 5,290,027 | 33,403,298 | - | 2011 | |
| CLARK SHOPRITE 70 CENTRAL AVE | 3,496,673 | 11,693,769 | 994,829 | 13,959,593 | 2,225,678 | 16,185,271 | 515,706 | 15,669,565 | - | 2013 | |
| COMMERCE CENTER WEST | 385,760 | 1,290,080 | 160,534 | 793,595 | 1,042,779 | 1,836,374 | 218,405 | 1,617,969 | - | 2013 | |
| COMMERCE CENTER EAST | 1,518,930 | 5,079,690 | 1,753,865 | 7,235,196 | 1,117,289 | 8,352,485 | 270,427 | 8,082,058 | - | 2013 | |
| CENTRAL PLAZA | 3,170,465 | 10,602,845 | (186,938) | 5,145,167 | 8,441,205 | 13,586,372 | 1,389,217 | 12,197,155 | - | 2013 | |
| EAST WINDSOR VILLAGE | 9,335,011 | 23,777,978 | (728,416) | 9,335,011 | 23,049,562 | 32,384,573 | 5,463,964 | 26,920,609 | - | 2008 | |
| HOLMDEL TOWNE CENTER | 10,824,624 | 43,301,494 | 7,797,435 | 10,824,624 | 51,098,929 | 61,923,553 | 18,456,550 | 43,467,003 | - | 2002 | |
| COMMONS AT HOLMDEL | 16,537,556 | 38,759,952 | 3,395,971 | 16,537,556 | 42,155,923 | 58,693,479 | 16,134,863 | 42,558,616 | - | 2004 | |
| PLAZA AT HILLSDALE | 7,601,596 | 6,994,196 | 544,603 | 7,601,596 | 7,538,799 | 15,140,395 | 782,960 | 14,357,435 | 6,021,151 | 2014 | |
| MAPLE SHADE | - | 9,957,611 | (845,234) | - | 9,112,377 | 9,112,377 | 916,239 | 8,196,138 | - | 2009 | |
| PLAZA AT SHORT HILLS | 20,155,471 | 11,061,984 | 36,110 | 20,155,471 | 11,098,094 | 31,253,565 | 1,615,234 | 29,638,331 | 9,721,798 | 2014 | |
| NORTH BRUNSWICK PLAZA | 3,204,978 | 12,819,912 | 27,813,346 | 3,204,978 | 40,633,258 | 43,838,236 | 17,565,395 | 26,272,841 | - | 1994 | |
| PISCATAWAY TOWN CENTER | 3,851,839 | 15,410,851 | 1,216,192 | 3,851,839 | 16,627,043 | 20,478,882 | 7,981,590 | 12,497,292 | - | 1998 | |
| RIDGEWOOD S.C. | 450,000 | 2,106,566 | 1,068,571 | 450,000 | 3,175,137 | 3,625,137 | 1,651,823 | 1,973,314 | - | 1993 | |
| UNION CRESCENT III-BEST BUY | 7,895,483 | 3,010,640 | 28,918,367 | 8,696,579 | 31,127,911 | 39,824,490 | 12,610,403 | 27,214,087 | - | 2007 | |
| WESTMONT PLAZA | 601,655 | 2,404,604 | 11,025,881 | 601,655 | 13,430,485 | 14,032,140 | 6,132,664 | 7,899,476 | - | 1994 | |
| WILLOWBROOK PLAZA | 15,320,436 | 40,996,874 | 3,368,891 | 15,320,436 | 44,365,765 | 59,686,201 | 5,917,315 | 53,768,886 | - | 2009 | |
| DEL MONTE PLAZA | 2,489,429 | 5,590,415 | 561,061 | 2,210,000 | 6,430,905 | 8,640,905 | 3,033,951 | 5,606,954 | 2,598,997 | 2006 | |
| REDFIELD PROMENADE | 4,415,339 | 32,035,192 | 81,095 | 4,415,339 | 32,116,287 | 36,531,626 | 3,116,035 | 33,415,591 | - | 2015 | |
| MCQUEEN CROSSINGS | 5,017,431 | 20,779,024 | 193,820 | 5,017,431 | 20,972,844 | 25,990,275 | 2,026,006 | 23,964,269 | - | 2015 | |
| GALENA JUNCTION | 8,931,027 | 17,503,387 | (14,107) | 8,931,027 | 17,489,280 | 26,420,307 | 1,715,262 | 24,705,045 | 19,862,619 | 2015 | |
| D'ANDREA MARKETPLACE | 11,556,067 | 29,435,364 | 183,997 | 11,556,067 | 29,619,361 | 41,175,428 | 7,252,367 | 33,923,061 | 11,828,709 | 2007 | |
| SPARKS MERCANTILE | 6,221,614 | 17,069,172 | 35,957 | 6,221,614 | 17,105,129 | 23,326,743 | 1,639,300 | 21,687,443 | 19,162,216 | 2015 | |
| BRIDGEHAMPTON COMMONS-W&E SIDE | 1,811,752 | 3,107,232 | 27,119,033 | 1,858,188 | 30,179,829 | 32,038,017 | 19,471,600 | 12,566,417 | - | 1972 | |
| OCEAN PLAZA | 564,097 | 2,268,768 | 8,468 | 564,097 | 2,277,236 | 2,841,333 | 802,290 | 2,039,043 | - | 2003 | |
| KINGS HIGHWAY | 2,743,820 | 6,811,268 | 1,841,513 | 2,743,820 | 8,652,781 | 11,396,601 | 3,199,221 | 8,197,380 | - | 2004 | |
| RALPH AVENUE PLAZA | 4,414,466 | 11,339,857 | 3,567,551 | 4,414,467 | 14,907,407 | 19,321,874 | 4,905,187 | 14,416,687 | - | 2004 | |
| BELLMORE S.C. | 1,272,269 | 3,183,547 | 1,590,605 | 1,272,269 | 4,774,152 | 6,046,421 | 1,531,268 | 4,515,153 | - | 2004 | |
| MARKET AT BAY SHORE | 12,359,621 | 30,707,802 | 2,883,868 | 12,359,621 | 33,591,670 | 45,951,291 | 11,418,553 | 34,532,738 | 11,899,751 | 2006 | |
| KEY FOOD - ATLANTIC AVE | 2,272,500 | 5,624,589 | 509,260 | 4,808,822 | 3,597,527 | 8,406,349 | 471,685 | 7,934,664 | - | 2012 | |
| KING KULLEN PLAZA | 5,968,082 | 23,243,404 | 6,064,033 | 5,980,130 | 29,295,389 | 35,275,519 | 13,498,533 | 21,776,986 | - | 1998 | |
| BIRCHWOOD PLAZA COMMACK | 3,630,000 | 4,774,791 | 1,073,476 | 3,630,000 | 5,848,267 | 9,478,267 | 1,743,532 | 7,734,735 | - | 2007 | |
| ELMONT S.C. | 3,011,658 | 7,606,066 | 2,770,293 | 3,011,658 | 10,376,359 | 13,388,017 | 3,327,198 | 10,060,819 | - | 2004 | |
| NORTHPORT LAND PARCEL | - | 14,460 | - | - | 14,460 | 14,460 | - | 14,460 | - | 2012 | |
| ELMONT PLAZA | - | 5,119,714 | - | - | 5,119,714 | 5,119,714 | 371,728 | 4,747,986 | - | 2015 | |
| ELMSFORD CENTER 1 | 4,134,273 | 1,193,084 | - | 4,134,273 | 1,193,084 | 5,327,357 | 118,420 | 5,208,937 | - | 2013 | |
| ELMSFORD CENTER 2 | 4,076,403 | 15,598,504 | 949,902 | 4,076,403 | 16,548,406 | 20,624,809 | 1,872,113 | 18,752,696 | - | 2013 | |
| FRANKLIN SQUARE S.C. | 1,078,541 | 2,516,581 | 3,937,137 | 1,078,541 | 6,453,718 | 7,532,259 | 2,216,400 | 5,315,859 | - | 2004 | |
| AIRPORT PLAZA | 22,711,189 | 107,011,500 | 3,764,964 | 22,711,189 | 110,776,464 | 133,487,653 | 10,317,734 | 123,169,919 | - | 2015 | |
| KISSENA BOULEVARD SHOPPING CTR | 11,610,000 | 2,933,487 | 147,329 | 11,610,000 | 3,080,816 | 14,690,816 | 1,012,304 | 13,678,512 | - | 2007 | |
| HAMPTON BAYS PLAZA | 1,495,105 | 5,979,320 | 3,533,406 | 1,495,105 | 9,512,726 | 11,007,831 | 6,950,371 | 4,057,460 | - | 1989 | |
| HICKSVILLE PLAZA | 3,542,739 | 8,266,375 | 3,095,524 | 3,542,739 | 11,361,899 | 14,904,638 | 3,700,135 | 11,204,503 | - | 2004 | |
| WOODBURY CENTRE | 4,314,991 | 32,585,508 | 1,661,793 | 4,314,991 | 34,247,301 | 38,562,292 | 2,699,939 | 35,862,353 | - | 2015 | |
| TURNPIKE PLAZA | 2,471,832 | 5,839,416 | 583,236 | 2,471,832 | 6,422,652 | 8,894,484 | 1,669,509 | 7,224,975 | - | 2011 | |
| JERICHO COMMONS SOUTH | 12,368,330 | 33,071,495 | 721,082 | 12,368,330 | 33,792,577 | 46,160,907 | 9,612,581 | 36,548,326 | 9,006,205 | 2007 | |
| 501 NORTH BROADWAY | - | 1,175,543 | 197,738 | - | 1,373,281 | 1,373,281 | 672,031 | 701,250 | - | 2007 | |
| MERRY LANE (PARKING LOT) | 1,485,531 | 1,749 | (1,749) | 1,485,531 | - | 1,485,531 | - | 1,485,531 | - | 2007 | |
| MILLERIDGE INN | 7,500,330 | 481,316 | 69,437 | 7,500,000 | 551,083 | 8,051,083 | 14,430 | 8,036,653 | - | 2015 | |
| JERICHO ATRIUM | 10,624,099 | 20,065,496 | - | 10,624,099 | 20,065,496 | 30,689,595 | 1,816,983 | 28,872,612 | - | 2016 | |
| FAMILY DOLLAR UNION TURNPIKE | 909,000 | 2,249,775 | 258,033 | 1,056,709 | 2,360,099 | 3,416,808 | 413,009 | 3,003,799 | - | 2012 | |
| LITTLE NECK PLAZA | 3,277,254 | 13,161,218 | 5,837,212 | 3,277,253 | 18,998,431 | 22,275,684 | 6,285,079 | 15,990,605 | - | 2003 | |
| KEY FOOD - 21ST STREET | 1,090,800 | 2,699,730 | (159,449) | 1,669,153 | 1,961,928 | 3,631,081 | 210,207 | 3,420,874 | - | 2012 | |
| MANHASSET CENTER | 4,567,003 | 19,165,808 | 29,214,394 | 3,471,939 | 49,475,266 | 52,947,205 | 21,514,253 | 31,432,952 | - | 1999 | |
| MANHASSET CENTER(residential) | 950,000 | - | - | 950,000 | - | 950,000 | - | 950,000 | - | 2012 | |
| MASPETH QUEENS-DUANE READE | 1,872,013 | 4,827,940 | 1,036,886 | 1,872,013 | 5,864,826 | 7,736,839 | 1,957,523 | 5,779,316 | 1,677,019 | 2004 | |
| NORTH MASSAPEQUA S.C. | 1,880,816 | 4,388,549 | 699,203 | 1,623,601 | 5,344,967 | 6,968,568 | 2,000,668 | 4,967,900 | - | 2004 | |
| MINEOLA CROSSINGS | 4,150,000 | 7,520,692 | 224,517 | 4,150,000 | 7,745,209 | 11,895,209 | 1,943,416 | 9,951,793 | - | 2007 | |
| BIRCHWOOD PARK | 3,507,162 | 4,126 | (1,510,445) | 2,000,000 | 843 | 2,000,843 | 843 | 2,000,000 | - | 2007 | |
| SMITHTOWN PLAZA | 3,528,000 | 7,364,098 | 414,233 | 3,528,000 | 7,778,331 | 11,306,331 | 2,258,789 | 9,047,542 | - | 2009 | |
| MANETTO HILL PLAZA | 263,693 | 584,031 | 10,227,903 | 263,693 | 10,811,934 | 11,075,627 | 6,176,092 | 4,899,535 | - | 1969 | |
| SYOSSET S.C. | 106,655 | 76,197 | 1,781,201 | 106,655 | 1,857,398 | 1,964,053 | 1,047,980 | 916,073 | - | 1990 | |
| RICHMOND S.C. | 2,280,000 | 9,027,951 | 12,459,766 | 2,280,000 | 21,487,717 | 23,767,717 | 12,038,465 | 11,729,252 | - | 1989 | |
| GREENRIDGE - OUT PARCEL | 2,940,000 | 11,811,964 | 6,268,972 | 3,148,424 | 17,872,512 | 21,020,936 | 6,833,007 | 14,187,929 | - | 1997 | |
| STATEN ISLAND PLAZA | 5,600,744 | 6,788,460 | (3,003,049) | 9,386,155 | - | 9,386,155 | - | 9,386,155 | - | 2005 | |
| HYLAN PLAZA | 28,723,536 | 38,232,267 | 36,986,741 | 28,723,536 | 75,219,008 | 103,942,544 | 38,896,894 | 65,045,650 | - | 2006 | |
| FOREST AVENUE PLAZA | 4,558,592 | 10,441,408 | 155,848 | 4,558,592 | 10,597,256 | 15,155,848 | 3,701,092 | 11,454,756 | - | 2005 | |
| INDEPENDENCE PLAZA | 12,279,093 | 34,813,852 | 215,399 | 16,131,632 | 31,176,712 | 47,308,344 | 5,877,127 | 41,431,217 | 31,490,535 | 2014 | |
| KEY FOOD - CENTRAL AVE. | 2,787,600 | 6,899,310 | (394,910) | 2,603,321 | 6,688,679 | 9,292,000 | 749,341 | 8,542,659 | - | 2012 | |
| WHITE PLAINS S.C. | 1,777,775 | 4,453,894 | 2,471,597 | 1,777,775 | 6,925,491 | 8,703,266 | 2,246,846 | 6,456,420 | - | 2004 | |
| CHAMPION FOOD SUPERMARKET | 757,500 | 1,874,813 | (24,388) | 2,241,118 | 366,807 | 2,607,925 | 107,809 | 2,500,116 | - | 2012 | |
| SHOPRITE S.C. | 871,977 | 3,487,909 | - | 871,977 | 3,487,909 | 4,359,886 | 2,144,278 | 2,215,608 | - | 1998 | |
| ROMAINE PLAZA | 782,459 | 1,825,737 | 588,133 | 782,459 | 2,413,870 | 3,196,329 | 616,916 | 2,579,413 | - | 2005 | |
| KENT CENTER | 2,261,530 | - | (1,826,497) | 435,033 | - | 435,033 | - | 435,033 | - | 1995 | |
| HIGH PARK CTR RETAIL | 3,783,875 | - | (2,778,460) | 921,704 | 83,711 | 1,005,415 | 24,910 | 980,505 | - | 2001 | |
| OREGON TRAIL CENTER | 5,802,422 | 12,622,879 | 590,069 | 5,802,422 | 13,212,948 | 19,015,370 | 4,770,972 | 14,244,398 | - | 2009 | |
| POWELL VALLEY JUNCTION | 5,062,500 | 3,152,982 | (2,508,712) | 2,035,125 | 3,671,645 | 5,706,770 | 1,406,074 | 4,300,696 | - | 2009 | |
| HOSPITAL GARAGE & MED. OFFICE | - | 30,061,177 | 59,094 | - | 30,120,271 | 30,120,271 | 8,509,839 | 21,610,432 | - | 2004 | |
| SUBURBAN SQUARE | 70,679,871 | 166,351,381 | 10,146,149 | 71,279,871 | 175,897,530 | 247,177,401 | 44,800,084 | 202,377,317 | - | 2007 | |
| COULTER AVE. PARCEL | 577,630 | 1,348,019 | 6,720,666 | 8,645,796 | 519 | 8,646,315 | - | 8,646,315 | - | 2015 | |
| CHIPPEWA PLAZA | 2,881,525 | 11,526,101 | 153,290 | 2,881,525 | 11,679,391 | 14,560,916 | 5,133,586 | 9,427,330 | 1,931,697 | 2000 | |
| CARNEGIE PLAZA | - | 3,298,908 | 17,747 | - | 3,316,655 | 3,316,655 | 1,445,722 | 1,870,933 | - | 1999 | |
| CENTER SQUARE SHOPPING CENTER | 731,888 | 2,927,551 | 1,342,103 | 731,888 | 4,269,654 | 5,001,542 | 2,661,695 | 2,339,847 | - | 1996 | |
| WAYNE PLAZA | 6,127,623 | 15,605,012 | 400,438 | 6,135,670 | 15,997,403 | 22,133,073 | 3,985,695 | 18,147,378 | - | 2008 | |
| DEVON VILLAGE | 4,856,379 | 25,846,910 | 3,995,839 | 4,856,379 | 29,842,749 | 34,699,128 | 5,029,943 | 29,669,185 | - | 2012 | |
| POCONO PLAZA | 1,050,000 | 2,372,628 | 1,431,729 | 1,050,000 | 3,804,357 | 4,854,357 | 3,174,132 | 1,680,225 | - | 1973 | |
| RIDGE PIKE PLAZA | 1,525,337 | 4,251,732 | (2,602,946) | 914,299 | 2,259,824 | 3,174,123 | 938,226 | 2,235,897 | - | 2008 | |
| WHITELAND - HOBBY LOBBY | 176,666 | 4,895,360 | 1,447,703 | 176,666 | 6,343,063 | 6,519,729 | 2,192,866 | 4,326,863 | - | 1999 | |
| WHITELAND TOWN CENTER | 731,888 | 2,927,551 | - | 731,888 | 2,927,551 | 3,659,439 | 1,526,331 | 2,133,108 | - | 1996 | |
| EASTWICK WELLNESS CENTER | 889,001 | 2,762,888 | 3,074,728 | 889,001 | 5,837,616 | 6,726,617 | 2,869,745 | 3,856,872 | - | 1997 | |
| HARRISBURG EAST SHOPPING CTR. | 452,888 | 6,665,238 | 6,889,185 | 3,002,888 | 11,004,423 | 14,007,311 | 6,690,361 | 7,316,950 | - | 2002 | |
| TOWNSHIP LINE S.C. | 731,888 | 2,927,551 | - | 731,888 | 2,927,551 | 3,659,439 | 1,526,331 | 2,133,108 | - | 1996 | |
| HORSHAM POINT | 3,813,247 | 18,189,450 | 45,820 | 3,813,247 | 18,235,270 | 22,048,517 | 1,141,314 | 20,907,203 | - | 2015 | |
| HOLIDAY CENTER | 7,726,844 | 20,014,243 | 50,582 | 7,726,844 | 20,064,825 | 27,791,669 | 2,002,263 | 25,789,406 | - | 2015 | |
| NORRITON SQUARE | 686,134 | 2,664,535 | 3,817,458 | 774,084 | 6,394,043 | 7,168,127 | 4,679,752 | 2,488,375 | - | 1984 | |
| NEW KENSINGTON S.C | 521,945 | 2,548,322 | 862,730 | 521,945 | 3,411,052 | 3,932,997 | 3,125,467 | 807,530 | - | 1986 | |
| SEARS HARDWARE | 10,000 | - | - | 10,000 | - | 10,000 | - | 10,000 | - | 2015 | |
| FRANKFORD AVENUE S.C. | 731,888 | 2,927,551 | - | 731,888 | 2,927,551 | 3,659,439 | 1,526,331 | 2,133,108 | - | 1996 | |
| WEXFORD PLAZA | 6,413,635 | 9,774,600 | 9,955,083 | 6,299,299 | 19,844,019 | 26,143,318 | 3,657,982 | 22,485,336 | - | 2010 | |
| CRANBERRY TOWNSHIP-PARCEL 1&2 | 10,270,846 | 30,769,592 | - | 10,270,846 | 30,769,592 | 41,040,438 | 333,570 | 40,706,868 | 21,636,092 | 2016 | |
| CROSSROADS PLAZA | 788,761 | 3,155,044 | 12,759,977 | 976,439 | 15,727,343 | 16,703,782 | 9,633,622 | 7,070,160 | - | 1986 | |
| SPRINGFIELD S.C. | 919,998 | 4,981,589 | 12,704,250 | 920,000 | 17,685,837 | 18,605,837 | 9,073,040 | 9,532,797 | - | 1983 | |
| SHREWSBURY SQUARE S.C. | 8,066,107 | 16,997,997 | (1,648,173) | 6,534,966 | 16,880,965 | 23,415,931 | 1,804,686 | 21,611,245 | - | 2014 | |
| WHITEHALL MALL | - | 5,195,577 | - | - | 5,195,577 | 5,195,577 | 2,708,806 | 2,486,771 | - | 1996 | |
| WHOLE FOODS AT WYNNEWOOD | 15,042,165 | - | 11,598,520 | 13,772,394 | 12,868,291 | 26,640,685 | 66,430 | 26,574,255 | - | 2014 | |
| SHOPPES AT WYNNEWOOD | 7,478,907 | - | 3,768,083 | 7,478,907 | 3,768,083 | 11,246,990 | 62,308 | 11,184,682 | - | 2015 | |
| WEST MARKET ST. PLAZA | 188,562 | 1,158,307 | 41,712 | 188,562 | 1,200,019 | 1,388,581 | 1,169,083 | 219,498 | - | 1986 | |
| REXVILLE TOWN CENTER | 24,872,981 | 48,688,161 | 8,014,056 | 25,678,064 | 55,897,134 | 81,575,198 | 32,302,168 | 49,273,030 | - | 2006 | |
| PLAZA CENTRO - COSTCO | 3,627,973 | 10,752,212 | 1,535,656 | 3,866,206 | 12,049,635 | 15,915,841 | 6,391,287 | 9,524,554 | - | 2006 | |
| PLAZA CENTRO - MALL | 19,873,263 | 58,719,179 | 7,545,697 | 19,408,112 | 66,730,027 | 86,138,139 | 35,105,932 | 51,032,207 | - | 2006 | |
| PLAZA CENTRO - RETAIL | 5,935,566 | 16,509,748 | 2,695,750 | 6,026,070 | 19,114,994 | 25,141,064 | 9,984,894 | 15,156,170 | - | 2006 | |
| PLAZA CENTRO - SAM'S CLUB | 6,643,224 | 20,224,758 | 2,321,593 | 6,520,090 | 22,669,485 | 29,189,575 | 21,610,984 | 7,578,591 | - | 2006 | |
| LOS COLOBOS - BUILDERS SQUARE | 4,404,593 | 9,627,903 | 1,361,338 | 4,461,145 | 10,932,689 | 15,393,834 | 9,024,387 | 6,369,447 | - | 2006 | |
| LOS COLOBOS - KMART | 4,594,944 | 10,120,147 | 726,279 | 4,402,338 | 11,039,032 | 15,441,370 | 9,386,129 | 6,055,241 | - | 2006 | |
| LOS COLOBOS I | 12,890,882 | 26,046,669 | 3,697,161 | 13,613,375 | 29,021,337 | 42,634,712 | 15,652,923 | 26,981,789 | - | 2006 | |
| LOS COLOBOS II | 14,893,698 | 30,680,556 | 5,857,364 | 15,142,300 | 36,289,318 | 51,431,618 | 18,829,986 | 32,601,632 | - | 2006 | |
| WESTERN PLAZA - MAYAQUEZ ONE | 10,857,773 | 12,252,522 | 1,347,575 | 11,241,993 | 13,215,877 | 24,457,870 | 8,562,000 | 15,895,870 | - | 2006 | |
| WESTERN PLAZA - MAYAGUEZ TWO | 16,874,345 | 19,911,045 | 1,964,632 | 16,872,647 | 21,877,375 | 38,750,022 | 14,087,431 | 24,662,591 | - | 2006 | |
| MANATI VILLA MARIA SC | 2,781,447 | 5,673,119 | 1,699,755 | 2,606,588 | 7,547,733 | 10,154,321 | 3,953,428 | 6,200,893 | - | 2006 | |
| PONCE TOWN CENTER | 14,432,778 | 28,448,754 | 4,875,507 | 14,903,024 | 32,854,015 | 47,757,039 | 15,091,421 | 32,665,618 | - | 2006 | |
| TRUJILLO ALTO PLAZA | 12,053,673 | 24,445,858 | 3,942,389 | 12,289,288 | 28,152,632 | 40,441,920 | 16,021,971 | 24,419,949 | - | 2006 | |
| MARSHALL PLAZA | 1,886,600 | 7,575,302 | 1,797,067 | 1,886,600 | 9,372,369 | 11,258,969 | 4,569,037 | 6,689,932 | - | 1998 | |
| ST. ANDREWS CENTER | 730,164 | 3,132,092 | 19,122,683 | 730,164 | 22,254,775 | 22,984,939 | 9,949,662 | 13,035,277 | - | 1978 | |
| WESTWOOD PLAZA | 1,744,430 | 6,986,094 | 6,970,136 | 1,726,833 | 13,973,827 | 15,700,660 | 4,352,208 | 11,348,452 | - | 1995 | |
| CHERRYDALE POINT | 5,801,948 | 32,055,019 | 1,885,250 | 5,801,948 | 33,940,269 | 39,742,217 | 7,869,993 | 31,872,224 | - | 2009 | |
| WOODRUFF SHOPPING CENTER | 3,110,439 | 15,501,117 | 1,146,035 | 3,465,199 | 16,292,392 | 19,757,591 | 2,847,116 | 16,910,475 | - | 2010 | |
| FOREST PARK | 1,920,241 | 9,544,875 | 186,314 | 1,920,241 | 9,731,189 | 11,651,430 | 1,398,248 | 10,253,182 | - | 2012 | |
| OLD TOWNE VILLAGE | - | 4,133,904 | 4,003,667 | - | 8,137,571 | 8,137,571 | 5,935,218 | 2,202,353 | - | 1978 | |
| HICKORY RIDGE COMMONS | 596,347 | 2,545,033 | (2,457,560) | 683,820 | - | 683,820 | - | 683,820 | - | 2000 | |
| CENTER OF THE HILLS | 2,923,585 | 11,706,145 | 1,186,149 | 2,923,585 | 12,892,294 | 15,815,879 | 6,288,060 | 9,527,819 | - | 2008 | |
| DOWLEN TOWN CENTER-II | 2,244,581 | - | (722,251) | 484,828 | 1,037,502 | 1,522,330 | 173,357 | 1,348,973 | - | 2002 | |
| GATEWAY STATION | 1,373,692 | 28,145,158 | 137,320 | 1,374,880 | 28,281,290 | 29,656,170 | 3,653,199 | 26,002,971 | - | 2011 | |
| BAYTOWN VILLAGE S.C. | 500,422 | 2,431,651 | 818,249 | 500,422 | 3,249,900 | 3,750,322 | 1,433,566 | 2,316,756 | - | 1996 | |
| LAS TIENDAS PLAZA | 8,678,107 | - | 27,525,578 | 7,943,925 | 28,259,760 | 36,203,685 | 5,068,574 | 31,135,111 | - | 2005 | |
| ISLAND GATE PLAZA | - | 944,562 | 1,864,189 | - | 2,808,751 | 2,808,751 | 976,939 | 1,831,812 | - | 1997 | |
| ISLAND GATE PLAZA | 4,343,000 | 4,723,215 | 3,434,004 | 4,292,636 | 8,207,583 | 12,500,219 | 2,159,227 | 10,340,992 | - | 2011 | |
| CONROE MARKETPLACE | 18,869,087 | 50,756,554 | (3,309,577) | 10,841,611 | 55,474,453 | 66,316,064 | 4,351,300 | 61,964,764 | - | 2015 | |
| MONTGOMERY PLAZA | 10,739,067 | 63,065,333 | (281,830) | 10,738,796 | 62,783,774 | 73,522,570 | 6,158,788 | 67,363,782 | 28,821,667 | 2015 | |
| PRESTON LEBANON CROSSING | 13,552,180 | - | 26,717,900 | 12,163,694 | 28,106,386 | 40,270,080 | 5,930,870 | 34,339,210 | - | 2006 | |
| LAKE PRAIRIE TOWN CROSSING | 7,897,491 | - | 28,539,296 | 6,783,464 | 29,653,323 | 36,436,787 | 5,059,248 | 31,377,539 | - | 2006 | |
| CENTER AT BAYBROOK | 6,941,017 | 27,727,491 | 8,890,735 | 6,928,120 | 36,631,123 | 43,559,243 | 15,483,311 | 28,075,932 | - | 1998 | |
| CYPRESS TOWNE CENTER | 6,033,932 | - | 1,636,605 | 2,251,666 | 5,418,871 | 7,670,537 | 882,419 | 6,788,118 | - | 2003 | |
| CYPRESS TOWNE CENTER | 12,329,195 | 36,836,381 | - | 12,329,195 | 36,836,381 | 49,165,576 | 398,790 | 48,766,786 | - | 2016 | |
| CYPRESS TOWNE CENTER(PHASE II) | 2,061,477 | 6,157,862 | - | 2,061,477 | 6,157,862 | 8,219,339 | 66,679 | 8,152,660 | - | 2016 | |
| THE CENTRE AT COPPERFIELD | 6,723,267 | 22,524,551 | 147,681 | 6,723,357 | 22,672,142 | 29,395,499 | 1,765,721 | 27,629,778 | - | 2015 | |
| COPPERWOOD VILLAGE | 13,848,109 | 84,183,731 | 488,670 | 13,848,109 | 84,672,401 | 98,520,510 | 8,574,685 | 89,945,825 | - | 2015 | |
| ATASCOCITA COMMONS SHOP.CTR. | 16,322,636 | 54,587,066 | 640,629 | 16,099,004 | 55,451,327 | 71,550,331 | 6,426,983 | 65,123,348 | 28,723,371 | 2013 | |
| TOMBALL CROSSINGS | 8,517,427 | 28,484,450 | (22,511) | 7,964,894 | 29,014,472 | 36,979,366 | 3,597,691 | 33,381,675 | - | 2013 | |
| COPPERFIELD VILLAGE SHOP.CTR. | 7,827,639 | 34,864,441 | 140,205 | 7,827,639 | 35,004,646 | 42,832,285 | 2,785,358 | 40,046,927 | - | 2015 | |
| SHOPS AT VISTA RIDGE | 3,257,199 | 13,029,416 | 2,198,969 | 3,257,199 | 15,228,385 | 18,485,584 | 6,908,102 | 11,577,482 | - | 1998 | |
| VISTA RIDGE PLAZA | 2,926,495 | 11,716,483 | 2,584,098 | 2,926,495 | 14,300,581 | 17,227,076 | 6,722,152 | 10,504,924 | - | 1998 | |
| VISTA RIDGE PLAZA | 2,276,575 | 9,106,300 | 1,355,098 | 2,276,575 | 10,461,398 | 12,737,973 | 4,969,800 | 7,768,173 | - | 1998 | |
| KROGER PLAZA | 520,340 | 2,081,356 | 1,359,284 | 520,340 | 3,440,640 | 3,960,980 | 1,790,106 | 2,170,874 | - | 1995 | |
| ACCENT PLAZA | 500,414 | 2,830,835 | - | 500,414 | 2,830,835 | 3,331,249 | 1,464,554 | 1,866,695 | - | 1996 | |
| SOUTHLAKE OAKS PHASE II-480 W. | 3,011,260 | 7,703,844 | 103,968 | 3,016,617 | 7,802,455 | 10,819,072 | 2,611,864 | 8,207,208 | - | 2008 | |
| WOODBRIDGE SHOPPING CENTER | 2,568,705 | 6,813,716 | 60,806 | 2,568,705 | 6,874,522 | 9,443,227 | 1,137,926 | 8,305,301 | - | 2012 | |
| GRAND PARKWAY MARKETPLACE | 25,363,548 | - | 49,662,448 | 75,025,996 | - | 75,025,996 | - | 75,025,996 | - | 2014 | |
| GRAND PARKWAY MARKET PLACE II | 13,436,447 | - | 6,378,376 | 19,814,823 | - | 19,814,823 | - | 19,814,823 | - | 2015 | |
| TEMPLE TOWNE CENTER | 609,317 | 2,983,262 | 1 | 609,317 | 2,983,263 | 3,592,580 | 258,770 | 3,333,810 | - | 2015 | |
| TEMPLE TOWNE CENTER | 4,909,857 | 25,882,414 | 24,910 | 4,909,857 | 25,907,324 | 30,817,181 | 3,096,902 | 27,720,279 | - | 2015 | |
| BURKE TOWN PLAZA | - | 43,240,068 | (77,919) | - | 43,162,149 | 43,162,149 | 4,705,503 | 38,456,646 | - | 2014 | |
| OLD TOWN PLAZA | 4,500,000 | 41,569,735 | (13,561,193) | 3,087,520 | 29,421,022 | 32,508,542 | 5,331,198 | 27,177,344 | - | 2007 | |
| SKYLINE VILLAGE | 10,145,283 | 28,764,045 | 119,265 | 10,573,875 | 28,454,718 | 39,028,593 | 2,408,808 | 36,619,785 | 28,540,865 | 2014 | |
| SUDLEY TOWNE PLAZA | 4,114,293 | 15,988,465 | (2,870) | 4,114,293 | 15,985,595 | 20,099,888 | 1,223,448 | 18,876,440 | - | 2015 | |
| BURLINGTON COAT CENTER | 670,500 | 2,751,375 | 1,666,127 | 670,500 | 4,417,502 | 5,088,002 | 1,555,483 | 3,532,519 | - | 1995 | |
| TOWNE SQUARE | 8,499,373 | 24,302,141 | 1,558,230 | 8,858,432 | 25,501,312 | 34,359,744 | 2,148,027 | 32,211,717 | 24,915,548 | 2014 | |
| POTOMAC RUN PLAZA | 27,369,515 | 48,451,209 | (1,609,051) | 27,369,515 | 46,842,158 | 74,211,673 | 12,954,070 | 61,257,603 | - | 2008 | |
| DULLES TOWN CROSSING | 53,285,116 | 104,175,738 | (400,522) | 53,285,116 | 103,775,216 | 157,060,332 | 11,215,337 | 145,844,995 | - | 2015 | |
| DOCSTONE COMMONS | 3,839,249 | 11,468,264 | - | 3,839,249 | 11,468,264 | 15,307,513 | 124,181 | 15,183,332 | 11,123,972 | 2016 | |
| DOCSTONE O/P - STAPLES | 1,425,307 | 4,317,552 | - | 1,425,307 | 4,317,552 | 5,742,859 | 46,102 | 5,696,757 | - | 2016 | |
| STAFFORD MARKETPLACE | 26,893,429 | 86,449,614 | 71,698 | 26,893,429 | 86,521,312 | 113,414,741 | 6,751,401 | 106,663,340 | - | 2015 | |
| AUBURN NORTH | 7,785,841 | 18,157,625 | 1,466,041 | 7,785,841 | 19,623,666 | 27,409,507 | 6,662,844 | 20,746,663 | - | 2007 | |
| THE MARKETPLACE AT FACTORIA | 60,502,358 | 92,696,231 | 2,554,967 | 60,502,358 | 95,251,198 | 155,753,556 | 15,307,136 | 140,446,420 | 56,633,213 | 2013 | |
| FRONTIER VILLAGE SHOPPING CTR. | 10,750,863 | 35,649,111 | 96,299 | 10,750,863 | 35,745,410 | 46,496,273 | 5,383,855 | 41,112,418 | - | 2012 | |
| GATEWAY SHOPPING CENTER | 6,937,929 | 11,270,322 | - | 6,937,929 | 11,270,322 | 18,208,251 | 241,160 | 17,967,091 | - | 2016 | |
| OLYMPIA WEST OUTPARCEL | 360,000 | 799,640 | 100,360 | 360,000 | 900,000 | 1,260,000 | 102,255 | 1,157,745 | - | 2012 | |
| FRANKLIN PARK COMMONS | 5,418,825 | 11,988,657 | 977,979 | 5,418,825 | 12,966,636 | 18,385,461 | 1,277,370 | 17,108,091 | - | 2015 | |
| SILVERDALE PLAZA | 3,875,013 | 32,272,736 | 86,050 | 3,755,613 | 32,478,186 | 36,233,799 | 4,689,699 | 31,544,100 | - | 2012 | |
| BLUE RIDGE | 12,346,900 | 71,529,796 | (35,751,174) | 6,158,426 | 41,967,096 | 48,125,522 | 19,367,363 | 28,758,159 | 6,870,989 | 2005 | |
| MICROPROPERTIES | 24,206,390 | 56,481,576 | (74,328,657) | 2,038,463 | 4,320,846 | 6,359,309 | 904,208 | 5,455,101 | - | 2012 | |
| KRC NORTH LOAN IV, INC. | 23,516,663 | - | (5,308,827) | 18,207,836 | - | 18,207,836 | - | 18,207,836 | - | 2013 | |
| BALANCE OF PORTFOLIO | 1,907,178 | 65,127,203 | 6,458,145 | 13,419,726 | 60,072,800 | 73,492,526 | 37,230,123 | 36,262,403 | 11,608,413 | ||
| TOTALS | 2,988,153,342 | 7,590,553,397 | 1,429,368,409 | 3,130,217,410 | 8,877,857,738 | 12,008,075,148 | 2,278,291,645 | 9,729,783,503 | 1,139,117,399 |
| KIMCO REALTY CORPORATION AND SUBSIDIARIES |
|---|
| SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION |
| December 31, 2016 |
Depreciation and amortization are provided on the straight-line method over the estimated useful lives of the assets, as follows:
| Buildings and building improvements (in years) | 15 | to | 50 | |||
|---|---|---|---|---|---|---|
| Fixtures, building and leasehold improvements | Terms of leases or useful lives, whichever is shorter | |||||
| (including certain identified intangible assets) |
The aggregate cost for Federal income tax purposes was approximately $9.6 billion at December 31, 2016.
The changes in total real estate assets for the years ended December 31, 2016, 2015, and 2014 are as follows:
| 2016 | 2015 | 2014 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance, beginning of period | $ | 11,568,809,126 | $ | 10,018,225,775 | $ | 9,123,343,869 | ||||||
| Acquisitions | 181,719,189 | 278,401,182 | 548,553,619 | |||||||||
| Improvements | 217,668,292 | 191,662,698 | 134,921,993 | |||||||||
| Transfers from (to) unconsolidated joint ventures | 615,511,560 | 1,673,542,610 | 1,065,330,540 | |||||||||
| Sales | (391,758,149 | ) | (507,185,370 | ) | (781,200,981 | ) | ||||||
| Assets held for sale | (12,608,829 | ) | (587,007 | ) | - | |||||||
| Adjustment of fully depreciated asset | (80,660,536 | ) | (56,774,522 | ) | (8,628,954 | ) | ||||||
| Adjustment of property carrying values | (91,204,249 | ) | (18,432,226 | ) | (32,935,408 | ) | ||||||
| Change in exchange rate | 598,744 | (10,044,014 | ) | (31,158,903 | ) | |||||||
| Balance, end of period | $ | 12,008,075,148 | $ | 11,568,809,126 | $ | 10,018,225,775 |
The changes in accumulated depreciation for the years ended December 31, 2016, 2015, and 2014 are as follows:
| 2016 | 2015 | 2014 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance, beginning of period | $ | 2,115,319,888 | $ | 1,955,405,720 | $ | 1,878,680,836 | ||||||
| Depreciation for year | 344,179,201 | 333,948,605 | 256,088,382 | |||||||||
| Transfers from (to) unconsolidated joint ventures | - | - | - | |||||||||
| Sales | (97,063,934 | ) | (116,864,875 | ) | (167,458,882 | ) | ||||||
| Adjustment of fully depreciated asset | (80,660,536 | ) | (56,774,522 | ) | (8,628,954 | ) | ||||||
| Assets held for sale | (3,482,974 | ) | - | - | ||||||||
| Change in exchange rate | - | (395,040 | ) | (3,275,662 | ) | |||||||
| Balance, end of period | $ | 2,278,291,645 | $ | 2,115,319,888 | $ | 1,955,405,720 |
KIMCO REALTY CORPORATION AND SUBSIDIARIES
Schedule IV - Mortgage Loans on Real Estate
As of December 31, 2016
(in thousands)
| Type of Loan/Borrower | Description | Location (c) | Interest Accrual Rates | Interest Payment Rates | Final Maturity Date | Periodic Payment Terms (a) | Prior Liens | Face Amount of Mortgages or Maximum Available Credit (b) | Carrying Amount of Mortgages (b) (c) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Mortgage Loans: | |||||||||||||||||||||||||
| Borrower A | Retail | Toronto, ON | 5.00% | 5.00% | 7/31/2017 | P& I | - | $ | 5,730 | $ | 5,314 | ||||||||||||||
| Borrower B | Retail | Westport, CT | 6.50% | 6.50% | 3/4/2033 | I | - | $ | 5,014 | $ | 5,014 | ||||||||||||||
| Borrower C | Retail | Las Vegas, NV | 12.00% | 12.00% | 5/14/2033 | I | - | $ | 3,075 | $ | 3,075 | ||||||||||||||
| Borrower D | Retail | Miami, FL | 7.57% | 7.57% | 6/1/2019 | P& I | - | $ | 3,966 | $ | 2,078 | ||||||||||||||
| Borrower E | Retail | Miami, FL | 7.57% | 7.57% | 6/1/2019 | P& I | - | $ | 4,201 | $ | 2,037 | ||||||||||||||
| Borrower F | Retail | Miami, FL | 7.57% | 7.57% | 6/1/2019 | P& I | - | $ | 3,678 | $ | 1,923 | ||||||||||||||
| Borrower G | Nonretail | Oakbrook Terrace, IL | 6.00% | 6.00% | 12/9/2024 | I | - | $ | 1,950 | $ | 1,950 | ||||||||||||||
| - | |||||||||||||||||||||||||
| Individually < 3% | (d) | (e) | (e) | (f) | - | 2,922 | 1,393 | ||||||||||||||||||
| 30,536 | 22,784 | ||||||||||||||||||||||||
| Other: | |||||||||||||||||||||||||
| Individually < 3% | Nonretail | 2.28% | 2.28% | 4/1/2027 | 600 | 407 | |||||||||||||||||||
| Capitalized loan costs | - | 6 | |||||||||||||||||||||||
| Total | $ | 31,136 | $ | 23,197 |
(a) I = Interest only; P&I = Principal & Interest
(b) The instruments actual cash flows are denominated in U.S. dollars and Canadian dollars as indicated by the geographic location above
(c) The aggregate cost for Federal income tax purposes is $23.2 million
(d) Comprised of four separate loans with original loan amounts ranging between $0.2 million and $0.4 million
(e) Interest rates range from 6.88% to 9.00%
(f) Maturity dates range from October 19, 2019 to December 1, 2030
For a reconciliation of mortgage and other financing receivables from January 1, 2014 to December 31, 2016 see Footnote 11 of the Notes to Consolidated Financial Statements included in this Form 10-K.
The Company feels it is not practicable to estimate the fair value of each receivable as quoted market prices are not available.
The cost of obtaining an independent valuation on these assets is deemed excessive considering the materiality of the total receivables.
Previous: Item 16. Form 10-K Summary