Kimco Realty (KIM) 10-K risk factor changes: FY2017 vs FY2016

Loss of our tax status as a REIT or changes [removed: in federal tax] [added: in U.S. federal income tax] laws, regulations, administrative interpretations or court decisions relating to REITs could have significant adverse consequences to us and the value of our securities.

We have elected to be taxed as a REIT for [added: U.S.] federal income tax purposes under the Code.

However, there can be no assurance that we have qualified or will continue to qualify as a REIT for [added: U.S.] federal income tax purposes.

The rules dealing with [added: U.S.] federal income taxation are constantly under review by persons involved in the legislative process and by the IRS and U.S. Department of the Treasury.

New legislation, regulations, administrative interpretations or court decisions could significantly and negatively change the tax laws with respect to qualification as a REIT, the [added: U.S.] federal income tax consequences of such qualification or the desirability of an investment in a REIT relative to other investments.

Furthermore, we own a direct or indirect interest in certain subsidiary REITs which elected to be taxed as REITs for [added: U.S.] federal income tax purposes under the Code.

| | ● | we would not be allowed a deduction for dividends to stockholders in computing our taxable income and we would be subject to [removed: federal income tax at] [added: the] regular [added: U.S. federal] corporate [removed: rates;] [added: income tax;] |

| | ● | we could [added: possibly] be subject to [removed: the federal alternative minimum tax and possibly] increased state and local taxes; |

[removed: As a result of all these factors, our] [added: Our] failure to qualify as a REIT or new legislation [added: or] changes in [added: U.S.] federal [added: income] tax laws [added: (including interpretations and regulations] with respect to [added: the Tax Cuts and Jobs Act), and with respect to] qualification as a REIT or the tax consequences of such [removed: qualification] [added: qualification,] could also impair our ability to expand our business or raise capital and [added: have a] materially [removed: adversely affect] [added: adverse effect on] the value of our securities.

To maintain our REIT status, we may be forced to borrow funds during unfavorable market conditions, and the unavailability of such capital on favorable terms at the desired times, or at all, may cause us to curtail our investment activities and/or to dispose of assets at inopportune times, which could adversely affect our financial condition, results of operations, cash [removed: flow and] [added: flows and] per share trading price of our common stock.

These borrowing needs could result from differences in timing between the actual receipt of cash and inclusion of income for [added: U.S.] federal income tax purposes, or the effect of non-deductible capital expenditures, the creation of cash reserves or required debt or amortization payments.

We cannot assure you that we will have access to such capital on favorable terms at the desired times, or at all, which may cause us to curtail our investment activities and/or to dispose of assets at inopportune times, and could adversely affect our financial condition, results of operations, cash [removed: flow] [added: flows] and per share trading price of our common stock.

The tax imposed on REITs engaging in “prohibited transactions” may limit our ability to engage in transactions which would be treated as sales [removed: for federal] [added: for U.S. federal] income tax purposes.

| | ● | the [removed: potential] risk of functional obsolescence of properties over time. |

| | ● | ongoing consolidation in the retail sector; [removed: and] |

| | ● | the excess amount of retail space in a number of [removed: markets.] [added: markets;] |

[removed: In addition, numerous] [added: Numerous] commercial developers and real estate companies compete with us in seeking tenants for our existing properties and properties for acquisition.

The occurrence of any of the situations described above, particularly [removed: if it involves] [added: involving] a substantial tenant with leases in multiple locations, could have a material adverse effect on our financial condition, results of operations and cash flows.

We may acquire or develop properties or acquire other real estate related [removed: companies, and] [added: companies, and] this may create risks.

We intend to continue pursuing select real estate under development opportunities for long-term investment and construction of retail and/or [removed: mixed use] [added: mixed-use] properties as opportunities arise.

The foregoing risks could [removed: cause the development of properties to] hinder [removed: the Company’s] [added: our] growth and have an adverse effect on [removed: its] [added: our financial condition,] results of operations and cash flows.

These risks include, but are not limited to, risks related to obtaining all necessary zoning, land-use, building occupancy and other governmental permits and authorizations, risks related to the environmental concerns of government entities or community groups, risks related to changes in economic and market conditions between development commencement and stabilization, risks related to construction labor disruptions, adverse weather, acts of God or shortages of materials which could cause construction delays and risks related to increases in the cost of labor and materials which could cause construction costs to be greater than projected and adversely impact the amount of our development fees or our [added: financial condition,] results of operations [removed: or financial condition.][added: and cash flows.]

We face competition in the [removed: acquisition, development, operation and sale] [added: acquisition or development] of real property from others engaged in real estate investment that could increase our costs associated with purchasing and maintaining assets.

This could result in competition for the acquisition of properties for tenants who lease or consider leasing space in our existing and subsequently acquired properties and for other real estate investment [added: or development] opportunities.

The co-venturer or partner may fail to provide capital or fulfill its obligations, which may result in certain liabilities to us for guarantees and other [removed: commitment.][added: commitments.]

Our failure to do so would require us to recognize impairment charges for the period in which we reached that conclusion, which could materially and adversely affect our [removed: business,] financial condition, [removed: operating] results [added: of operations] and cash flows.

We have [removed: completed, or have nearly completed,] [added: substantially completed] our efforts to exit our investments in Mexico, South America and Canada, however, we cannot predict the impact of laws and regulations affecting these international operations, including the United States Foreign Corrupt Practices Act, or the potential that we may face regulatory sanctions.

Although we have [removed: completely, or have nearly completed,] [added: substantially completed] our efforts to exit our investments in Mexico, South America and Canada, we cannot assure you that our past or any current international operations will continue to be found to be in compliance with such laws or regulations.

[removed: Any of these remedial measures, if applicable to us,] [added: Natural disasters and severe weather conditions] could have [removed: a material] [added: an] adverse impact on our [removed: business,] [added: financial condition,] results of [removed: operations, financial condition] [added: operations] and [removed: liquidity.][added: cash flows.]

We face risks relating to cybersecurity [removed: attacks, loss] [added: attacks which could adversely affect our business, cause loss] of confidential information [removed: and other business disruptions.][added: and disrupt operations.]

| | ● | we could have great difficulty acquiring or developing properties, which would materially adversely affect our [removed: business] [added: investment] strategy; |

Our revolving credit [removed: facility, term loan] [added: facility] and the indentures under which our senior unsecured debt is issued contain certain financial and operating covenants, including, among other things, certain coverage ratios and limitations on our ability to incur debt, make dividend payments, sell all or substantially all of our assets and engage in mergers and consolidations and certain acquisitions.

In addition, failure to meet any of the financial covenants could cause an event of default under our revolving credit [removed: facility, term loan] [added: facility] and the indentures and/or accelerate some or all of our indebtedness, which would have a material adverse effect on us.

| | ● | ongoing consolidation in the retail [removed: sector,] [added: sector.] |

If we intend to sell an impaired asset, or it is more likely than not that we will be required to sell the impaired asset before any anticipated recovery, then we must recognize an OTTI through charges to earnings equal to the entire difference between the [removed: assets] [added: asset’s] amortized cost and its fair value at the balance sheet date.

Risks Related to Our Business and Operations

A cyber incident is considered to be any adverse event that threatens the confidentiality, integrity, or availability of our information resources.

More specifically, a cyber incident is an intentional attack or an unintentional event that can include gaining unauthorized access to systems to disrupt operations, corrupt data, or steal confidential information.

We may face cyber incidents and security breaches through malware, computer viruses, attachments to e-mails, persons inside our organization or persons with access to systems inside our organization and other significant disruptions of our IT networks and related systems.

The risk of a cybersecurity breach or disruption, particularly through a cyber incident, including by computer hackers, foreign governments and cyber terrorists, has generally increased as the number, intensity and sophistication of attempted attacks and intrusions from around the world have increased.

Our IT networks and related systems are essential to the operation of our business and our ability to perform day-to-day operations and, in some cases, may be critical to the operations of certain of our tenants.

Although we make efforts to maintain the security and integrity of these types of IT networks and related systems, and we have implemented various measures to manage the risk of a security breach or disruption, there can be no assurance that our security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging.

While we maintain some of our own critical information technology systems, we also depend on third parties to provide important information technology services relating to several key business functions, such as payroll, human resources, electronic communications and certain finance functions.

Our measures to prevent, detect and mitigate these threats, including password protection, firewalls, backup servers, threat monitoring and periodic penetration testing, may not be successful in preventing a data breach or limiting the effects of a breach.

Furthermore, the security measures employed by third-party service providers may prove to be ineffective at preventing breaches of their systems.

The primary risks that could directly result from the occurrence of a cyber incident include operational interruption, damage to our relationship with our tenants, and private data exposure.

Our financial results may be negatively impacted by such an incident or resulting negative media attention.

A cyber incident could:

| | ● | disrupt the proper functioning of our networks and systems and therefore our operations and/or those of certain of our tenants; |

| | ● | result in misstated financial reports, violations of loan covenants and/or missed reporting deadlines; |

| | ● | result in our inability to properly monitor our compliance with the rules and regulations regarding our qualification as a REIT; |

| | ● | result in the unauthorized access to, and destruction, loss, theft, misappropriation or release of proprietary, confidential, sensitive or otherwise valuable information of ours or others, which others could use to compete against us or for disruptive, destructive or otherwise harmful purposes and outcomes; |

| | ● | result in our inability to maintain the building systems relied upon by our tenants for the efficient use of their leased space; |

| | ● | require significant management attention and resources to remedy and damages that result; |

| | ● | subject us to claims for breach of contract, damages, credits, penalties or termination of leases or other agreements; or |

| | ● | damage our reputation among our tenants, investors and associates. |

Moreover, cyber incidents perpetrated against our tenants, including unauthorized access to customers’ credit card data and other confidential information, could diminish consumer confidence and consumer spending and negatively impact our business.

Real estate properties are subject to natural disasters and severe weather conditions such as hurricanes, tornados, earthquakes, snow storms, floods and fires.

The occurrence of natural disasters or severe weather conditions could cause substantial damages or losses to our properties which could exceed any applicable insurance coverage and could also cause delays in development projects, negatively impact tenant demand for our properties and result in increased costs for future property insurance.

Risks Related to Our Debt and Equity Securities

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Risks Related to Our Status as a REIT and Related U.S. Federal Income Tax Matters

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Moreover, the Tax Cuts and Jobs Act, enacted on December 22, 2017, has significantly changed the U.S. federal income taxation of U.S. businesses and their owners, including REITs and their stockholders.

Changes made by the legislation that could affect us and our stockholders include:

| | ● | temporarily reducing individual U.S. federal income tax rates on ordinary income; the highest individual U.S. federal income tax rate has been reduced from 39.6% to 37% (excluding the 3.8% Medicare tax on net investment income) for taxable years beginning after December 31, 2017 and before January 1, 2026; |

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| | ● | permanently eliminating the progressive corporate tax rate structure, with a maximum corporate tax rate of 35%, and replacing it with a flat corporate tax rate of 21%; |

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| | ● | allowing a deduction for certain pass-through business income, including dividends received by our stockholders from us that are not designated by us as capital gain dividends or qualified dividend income, which will allow individuals, trusts, and estates to deduct up to 20% of such amounts for taxable years beginning after December 31, 2017 and before January 1, 2026; REIT dividends, as described herein, will be allowed the full 20% deduction thereby reducing the highest marginal income tax rate on these dividends to 29.6% from 37% (excluding the 3.8% Medicare tax on net investment income); |

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| | ● | reducing the highest rate of withholding with respect to our distributions to non-U.S. stockholders that are treated as attributable to gains from the sale or exchange of U.S. real property interests from 35% to 21%; |

In the future, the market for retail space could be adversely affected by:

| | ● | weakness in the national, regional and local economies; |

| | ● | the adverse financial condition of some large retailing companies; |

| | ● | the impact of internet sales on the demand for retail space; |

We face competition in pursuing acquisition or development opportunities that could increase our costs.

We have received a subpoena from the Enforcement Division of the SEC in connection with the SEC’s 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 FCPA.

We have 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.

See “Item 3.

Legal Proceedings,” below.

The DOJ and the SEC have a broad range of civil and criminal sanctions under the FCPA and other laws and regulations, which they may seek to impose against corporations and individuals in appropriate circumstances including, but not limited to, injunctive relief, disgorgement, fines, penalties and modifications to business practices and compliance programs.

Our business is at risk from and may be impacted by cybersecurity attacks, including attempts to gain unauthorized access to our confidential data and other electronic security breaches.

Such cyber-attacks can range from individual attempts to gain unauthorized access to our information technology systems to more sophisticated security threats.

There is no guarantee that the measures we employ to prevent, detect and mitigate these threats will be successful in preventing a cyber-attack.

Cybersecurity incidents could compromise the confidential information of our tenants, employees and third party vendors and disrupt and effect the efficiency of our business operations.

Kimco Realty Corporation is one of [removed: the nation’s] [added: North America’s] largest [removed: publicly-traded] [added: publicly traded] owners and operators of open-air shopping centers.

As of December 31, [removed: 2016,] [added: 2017,] the Company had interests in [removed: 525] [added: 493] shopping center properties aggregating [removed: 85.4] [added: 83.2] million square feet of GLA located in [removed: 34] [added: 29] states, Puerto Rico and Canada.

In addition, the Company had [removed: 384] [added: 372] other property interests, primarily through the Company’s preferred equity investments and other real estate investments, totaling [removed: 6.3] [added: 5.8] million square feet of GLA.

The following highlights the Company’s significant transactions, events and results that occurred during the year ended December 31, [removed: 2016:][added: 2017:]

[removed: Financial and Portfolio Information:][added: _Financial_ _and Portfolio_ _Information__:_]

| | ● | Funds from operations (“FFO”) [removed: decreased] [added: increased] to [removed: $555.7] [added: $655.6] million or [removed: $1.32] [added: $1.55] per diluted share for the year ended December 31, [removed: 2016] [added: 2017] from [removed: $643.2] [added: $555.7] million or [removed: $1.56] [added: $1.32] per diluted share for the year ended December 31, [removed: 2015,] [added: 2016] (see additional disclosure on FFO beginning on page [removed: 30).] [added: 36).] |

| | ● | FFO as adjusted increased to [removed: $629.4] [added: $644.2] million or [removed: $1.50] [added: $1.52] per diluted share for the year ended December 31, [removed: 2016] [added: 2017] from [removed: $603.4] [added: $629.4] million or [removed: $1.46] [added: $1.50] per diluted share for the year ended December 31, [removed: 2015,] [added: 2016,] (see additional disclosure on FFO beginning on page [removed: 30).] [added: 36).] |

| | ● | [removed: U.S. same] [added: Same] property net operating income [removed: (“U.S. same] [added: (“Same] property NOI”) increased [removed: 2.8%] [added: 1.7%] for the year ended December 31, [removed: 2016,] [added: 2017,] as compared to the corresponding period in [removed: 2015] [added: 2016] (see additional disclosure on [removed: U.S. same] [added: Same] property NOI beginning on page [removed: 32).] [added: 37).] |

| | ● | Executed [removed: 935] [added: 1,196] new leases, renewals and options totaling approximately [removed: 6.8] [added: 8.9] million square feet in the [removed: Consolidated Operating Portfolio.] [added: consolidated operating portfolio.] |

| | ● | The Company’s consolidated operating portfolio occupancy at December 31, [removed: 2016] [added: 2017] was [removed: 95.2%.] [added: 95.9% as compared to 95.2% at December 31, 2016.] |

[removed: Acquisition Activity (see] [added: _Acquisition Activity_ _(see] Footnotes [removed: 3, 4 and 8 of] [added: 3 and_ _7_ _of] the Notes to Consolidated Financial [removed: Statements included] [added: Statements_ _included] in this Form [removed: 10-K):][added: 10-K__)__:_]

| | ● | Acquired [removed: 12 consolidated] [added: the controlling interest, in separate transactions, from joint ventures in which, the Company previously held noncontrolling ownership interests, in three] operating properties [removed: and two out-parcels] comprising an aggregate [removed: 2.7] [added: 0.9] million square feet of GLA, for an aggregate [added: gross] purchase price of [removed: $645.6 million] [added: $320.1 million,] including the assumption of [removed: $284.7] [added: $206.0] million of non-recourse mortgage debt encumbering [removed: 10] [added: one] of the properties. The Company [removed: acquired nine of these properties for an aggregate purchase price of $505.9 million from joint ventures in which the Company previously held noncontrolling ownership interests and] recognized an aggregate gain on change in control of interests of [removed: $57.4] [added: $71.2] million from the fair value [removed: adjustment.] [added: adjustment in connection with these transactions.] |

[removed: Disposition Activity (see Footnote 5 of] [added: _Disposition Activity_ _(see Footnote_ _5_ _of] the Notes to Consolidated Financial [removed: Statements included] [added: Statements_ _included] in this Form [removed: 10-K):][added: 10-K__)__:_]

| | ● | During [removed: 2016,] [added: 2017,] the Company disposed of [removed: 30] [added: 25] consolidated operating properties and [removed: two out-parcels,] [added: nine parcels,] in separate transactions, for an aggregate sales price of [removed: $378.7] [added: $352.2] million. These transactions resulted in (i) an aggregate gain of [removed: $86.8 million, after income tax expense,] [added: $93.5 million] and (ii) aggregate impairment charges of [removed: $37.2 million, which were taken prior to sale, before income tax benefit of $10.0] [added: $17.1] million. |

[removed: Capital Activity] [added: _Capital_ _Activity] (for additional details see Liquidity and Capital Resources [removed: below):][added: below):_]

[removed: |  |][added: ]

[added: | | ● |] During the years ended December 31, [removed: 2016 and 2015,] [added: 2017,] the Company repaid the following notes (dollars in millions): [added: |]

| Type | [added: |] Date Paid | [removed: Maturity Date] | [removed: | | | Amount Repaid (USD)] [added: Amount Repaid] | | | | [removed: Interest Rate] [added: Interest Rate] | | | [added: Maturity Date] |

| Medium Term Notes | [removed: Mar-16] | [removed: | Mar-16 |] [added: Aug-17 & Nov-17] | | $ | 300.0 | | | [added: 4.30%] | [removed: 5.783%] | | [added: Feb-18] |

[added: | | ● |] Also during [removed: 2016,] [added: 2017,] the Company (i) [removed: repaid $400.0 million of the Company’s $650.0 million unsecured term loan, (ii) assumed $289.0] [added: assumed/consolidated $257.5] million of individual non-recourse mortgage debt [removed: relating to the acquisition of 10 properties, including $4.3 million associated with] [added: (including a] fair [added: market] value [removed: debt adjustments, (iii)] [added: adjustment of $8.5 million) related to two operating properties, (ii)] paid off [removed: $703.0] [added: $692.9] million of mortgage debt (including fair [added: market] value [removed: of debt adjustment] [added: adjustments] of [removed: $2.1] [added: $5.8] million) that encumbered [removed: 47] [added: 27] operating properties and [removed: (iv) disposed of an encumbered property through foreclosure with debt of $25.6] [added: (iii) obtained a $206.0] million [removed: (including fair value of debt adjustment of $0.4 million) .][added: non-recourse mortgage relating to one operating property. |]

[added: | | ● |] As a result of the above [removed: activity] [added: activity,] the Company [removed: was able to extend] [added: extended] its debt maturity profile, including extension options, as [removed: of December 31, 2016 as] follows: [added: |]

[removed: |  |][added: ]

The Company’s reported net earnings are directly affected by management’s estimate of [removed: impairments and/or valuation allowances.][added: impairments.]

The Company makes estimates of the [removed: uncollectability] [added: collectability/recoverability] of its accounts receivable related to base rents, straight-line rent, expense reimbursements and other revenues.

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 and below-market leases, in-place [removed: leases] [added: 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 [removed: an exit price] [added: a market] 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.

The Company [removed: 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 [removed: will] appropriately [removed: apply] [added: applied] the guidance to its [removed: prospective] asset acquisitions of operating properties, which [removed: includes] [added: included] the capitalization of acquisition costs.

| Fixtures, leasehold and tenant improvements [added: (including certain identified intangible assets)] | | Terms of leases or useful [added: lives, whichever is shorter] |

The valuation [removed: allowance] [added: allowance, which requires significant judgement from management,] should be sufficient to reduce the deferred tax asset to the amount that is more likely than not to be realized.

Changes in the recognition or measurement of uncertain tax positions could result in material increases or decreases in the Company’s income tax expense in the period in which a change is made, which could have a material impact on operating results (see Footnote [removed: 22] [added: 21] of the Notes to Consolidated Financial Statements included in this Form 10-K).

[removed: _Comparison 201__6_ _to 201__5_][added: | | | 2017 | | | | 2016 | | |]

| | | [removed: 2016 | | | | 2015 | | | | Change] [added: 2017] | | | | [removed: % change] [added: 2016] | | |

[removed: | (1) |] [added: _Revenue from_ _r__ental_ _p__roperties -_ The increase in] Revenues from rental properties [removed: increased] [added: of $7.9 million is] primarily from the combined effect of (i) the acquisition of operating properties during 2016 and 2015, providing incremental revenues for the year ended December 31, 2016, of $57.4 million, as compared to the corresponding period in 2015 and (ii) the completion of certain redevelopment projects, tenant buyouts and net growth in the current portfolio, providing incremental revenues for the year ended December 31, 2016, of $17.4 million, as compared to the corresponding period in 2015, partially offset by (iii) a decrease in revenues of $66.9 million from properties sold during 2016 and 2015. [removed: |]

[removed: | (3) |] [added: _Depreciation and_ _a__mortization -_ The increase in] Depreciation and amortization [removed: increased for the year ended December 31, 2016, as compared to the corresponding period in 2015,] [added: of $10.8 million is] primarily due to operating property acquisitions during 2016 and 2015 and write-offs relating to the Company’s redevelopment projects in 2016, partially offset by property dispositions. [removed: |]

[removed: This] [added: _Management and_ _o__ther_ _f__ee_ _i__ncome_ _-_ The] decrease [added: in Management and other fee income of $3.9 million] is primarily attributable to (i) the sale of properties within various joint venture investments and the acquisition of partnership interests in joint ventures by the Company during 2016 and 2015, and (ii) the recognition of enhancement fee income related to the Company’s prior investment in InTown Suites of $1.2 million during 2015.

[added: | | (3) |] General and administrative costs include employee-related expenses (salaries, bonuses, equity awards, benefits, severance costs and payroll taxes), professional fees, office rent, travel expense and other company-specific expenses. [added: |]

General and administrative expenses decreased $5.4 million [removed: for the year ended December 31, 2016, as compared to the corresponding period in 2015,] primarily due to a decrease in severance costs and a reduction in professional fees.

[added: _Impairment_ _c__harges -_] During the [removed: year] [added: years] ended December 31, [added: 2017 and] 2016, the Company recognized impairment charges related [removed: solely] to adjustments to property carrying values of [removed: $93.3] [added: $67.3] million [added: and $93.3 million, respectively,] for which the Company’s estimated fair [removed: value was] [added: values were] primarily based [removed: on third party appraisals and third party offers through] [added: upon (i)] signed [removed: contracts,] [added: contracts or] letters of intent [added: from third party offers] or [added: (ii)] discounted cash flow models.

During [removed: the year ended December 31,] 2015, the Company recognized impairment charges of $45.5 million, before noncontrolling interests and income taxes, of which $0.1 million is included in discontinued operations.

For additional disclosure, see Footnote [removed: 16] [added: 15] of the Notes to Consolidated Financial Statements included in this Form 10-K.

Executive Overview

| | ● | Net income available to the Company’s common shareholders was $372.5 million, or $0.87 per diluted share for the year ended December 31, 2017, as compared to $332.6 million, or $0.79 per diluted share for the corresponding period in 2016. |

| | ● | Acquired four consolidated operating properties and six parcels comprising an aggregate 1.9 million square feet of GLA, for an aggregate purchase price of $368.2 million including the assumption of $43.0 million of non-recourse mortgage debt encumbering one property. |

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| Term Loan | | Jan-17 | | $ | 250.0 | | | LIBOR + 0.95% | | | Jan-17 |

| | ● | As of December 31, 2017, the weighted average interest rate was 3.84% and the weighted average maturity profile was 10.7 years. |

The Company faces external factors which may influence its future results from operations.

The convenience and availability of e-commerce has continued to have an impact on the retail sector, which could affect our ability to increase or maintain rental rates and our ability to renew expiring leases and/or lease available space.

To mitigate the effect of e-commerce on its business, the Company’s strategy has been to attract local area customers to its properties by providing a diverse and robust tenant base across a variety of retailers, including grocery stores, national or regional discount department stores or drugstores, which offer day-to-day necessities rather than high-priced luxury items.

In addition, the Company’s strategy includes investing capital into high quality assets, which are concentrated in major metro markets, allowing our tenants to generate higher foot traffic resulting in higher sales volume while also disposing of lesser quality assets in more undesirable locations.

For a further discussion of these and other factors that could impact our future results, performance or transactions, see Item 1A.

“Risk Factors.”

As the Company moves forward, it intends to take steps to strengthen its portfolio in the rapidly changing retail environment.

The Company intends to continue to dispose of assets outside its core markets, which will allow it to concentrate its presence in target coastal markets by completing development projects underway and continuing to invest in redevelopment, ultimately producing a stronger portfolio for sustained long-term growth.

Comparison of Years Ended December 31, 2017 to 2016

The following table presents the comparative results from the Company’s Consolidated Statements of Income for the year ended December 31, 2017, as compared to the corresponding period in 2016 (in thousands, except per share data):

| | | 2017 | | | | 2016 | | | | $ Change | | |

| Revenues | | | | | | | | | | | | |

| Revenues from rental properties | | $ | 1,183,785 | | | $ | 1,152,401 | | | $ | 31,384 | |

| Management and other fee income | | | 17,049 | | | | 18,391 | | | | (1,342 | ) |

| Operating expenses | | | | | | | | | | | | |

| Rent (1) | | | (11,145 | ) | | | (10,993 | ) | | | (152 | ) |

| Real estate taxes | | | (157,196 | ) | | | (146,615 | ) | | | (10,581 | ) |

| Operating and maintenance (2) | | | (142,787 | ) | | | (140,910 | ) | | | (1,877 | ) |

| General and administrative (3) | | | (118,455 | ) | | | (117,302 | ) | | | (1,153 | ) |

| Provision for doubtful accounts | | | (5,630 | ) | | | (5,563 | ) | | | (67 | ) |

| Impairment charges | | | (67,331 | ) | | | (93,266 | ) | | | 25,935 | |

| Depreciation and amortization | | | (360,811 | ) | | | (355,320 | ) | | | (5,491 | ) |

| Interest, dividends and other investment income | | | 2,809 | | | | 1,478 | | | | 1,331 | |

| Other (expense)/income, net | | | (250 | ) | | | 3,947 | | | | (4,197 | ) |

| Interest expense | | | (191,956 | ) | | | (192,549 | ) | | | 593 | |

| Early extinguishment of debt charges | | | (1,753 | ) | | | (45,674 | ) | | | 43,921 | |

| Benefit/(provision) for income taxes, net | | | 880 | | | | (72,545 | ) | | | 73,425 | |

| Equity in income of joint ventures, net | | | 60,763 | | | | 218,714 | | | | (157,951 | ) |

| Gain on change in control of interests | | | 71,160 | | | | 57,386 | | | | 13,774 | |

| Equity in income of other real estate investments, net | | | 67,001 | | | | 27,773 | | | | 39,228 | |

| Gain on sale of operating properties, net, net of tax | | | 93,538 | | | | 86,785 | | | | 6,753 | |

| Net income attributable to noncontrolling interests | | | (13,596 | ) | | | (7,288 | ) | | | (6,308 | ) |

| Preferred stock redemption charges | | | (7,014 | ) | | | \- | | | | (7,014 | ) |

| Preferred dividends | | | (46,600 | ) | | | (46,220 | ) | | | (380 | ) |

Executive Summary

The Company’s strategy is to be the premier owner and operator of open-air shopping centers through investments primarily in the U.S. To achieve this strategy the Company is (i) continuing to transform the quality of its portfolio by disposing of lesser quality assets and acquiring larger higher quality properties in key markets identified by the Company, for which substantial progress has been achieved as of the end of 2016, (ii) simplifying its business by: (a) reducing the number of joint venture investments and (b) exiting Mexico, South America and Canada, for which the exit of South America has been completed, Mexico has been substantially completed and the Company essentially sold all operating properties in Canada, (iii) pursuing redevelopment opportunities within its portfolio to increase overall value and (iv) selectively acquiring land parcels in our key markets for real estate development projects for long-term investment.

As part of the Company’s strategy each property is evaluated for its highest and best use, which may include residential and mixed-use components.

In addition, the Company may consider other opportunistic investments related to retailer controlled real estate such as, repositioning underperforming retail locations, retail real estate financing and bankruptcy transaction support.

The Company has an active capital recycling program which provides for the disposition of certain U.S. properties.

If the Company accepts sales prices for any of these assets that are less than their net carrying values, the Company would be required to take impairment charges and such amounts could be material.

In order to execute the Company’s strategy, the Company intends to continue to strengthen its balance sheet by pursuing deleveraging efforts over time, providing it the necessary flexibility to invest opportunistically and selectively, primarily focusing on U.S. open-air shopping centers.

| | ● | Net income available to common shareholders was $332.6 million, or $0.79 per diluted share for the year ended December 31, 2016, as compared to $831.2 million, or $2.00 per diluted share for the corresponding period in 2015. This change was primarily attributable to lower gains on sales of operating properties (including joint ventures) of $378.9 million, net of tax and $49.9 million of higher impairments attributable to the sale or pending disposition of operating properties in 2016 (see “Results of Operations” for additional detail). |

| | ● | The Company acquired from its partner the remaining ownership interest in a development project that was held in a joint venture for a gross purchase price of $84.2 million. Additionally, during the year ended December 31, 2016, the Company acquired additional land parcels related to two existing development projects for $13.8 million. |

| --- |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Canadian Notes Payable | Aug-16 | Apr-18 | \- | Aug-20 | | $ | 270.9 | | | 3.855% | \- | 5.99% | |

| Senior Unsecured Note | Aug-16 | | May-17 | | | $ | 290.9 | | | | 5.70% | | |

If, up to one year from the acquisition date, 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.

| (including certain identified intangible assets) | | lives, whichever is shorter |

The Company considers all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance is needed.

Information about an enterprise's current financial position and its results of operations for the current and preceding years is supplemented by all currently available information about future years.

The Company must use judgment in considering the relative impact of negative and positive evidence.

Results of Operations

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | (amounts in millions) | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | |

| Revenues from rental properties (1) | | $ | 1,152.4 | | | $ | 1,144.5 | | | $ | 7.9 | | | | 0.7% | |

| Rental property expenses: (2) | | | | | | | | | | | | | | | | |

| Rent | | $ | 11.0 | | | $ | 12.3 | | | $ | (1.3 | ) | | | (10.6%) | |

| Real estate taxes | | | 146.6 | | | | 147.2 | | | | (0.6 | ) | | | (0.4%) | |

| Operating and maintenance | | | 140.9 | | | | 145.0 | | | | (4.1 | ) | | | (2.8%) | |

| | | $ | 298.5 | | | $ | 304.5 | | | $ | (6.0 | ) | | | (2.0%) | |

| Depreciation and amortization (3) | | $ | 355.3 | | | $ | 344.5 | | | $ | 10.8 | | | | 3.1% | |

| --- | --- |

| (2) | Rental property expenses include (i) rent expense relating to ground lease payments for which the Company is the lessee, (ii) real estate tax expense for consolidated properties for which the Company has a controlling ownership interest and (iii) operating and maintenance expense, which consists of property related costs including repairs and maintenance costs, roof repair, landscaping, parking lot repair, snow removal, utilities, property insurance costs, security and various other property related expenses. Rental property expenses decreased $6.0 million for the year ended December 31, 2016, as compared to the corresponding period in 2015, primarily due to the disposition of properties during 2016 and 2015, partially offset by the acquisition of properties during 2016 and 2015. |

Management and other fee income decreased $3.9 million to $18.4 million for the year ended December 31, 2016, as compared to $22.3 million for the corresponding period in 2015.

Interest, dividends and other investment income decreased $37.6 million to $1.5 million for the year ended December 31, 2016, as compared to $39.1 million for the corresponding period in 2015.

Interest expense decreased $26.4 million to $192.5 million for the year ended December 31, 2016, as compared to $218.9 million for the corresponding period in 2015.

Provision for income taxes, net increased $12.3 million to $72.5 million for the year ended December 31, 2016, as compared to $60.2 million for the corresponding period in 2015.

Equity in income of joint ventures, net decreased $261.7 million to $218.7 million for the year ended December 31, 2016, as compared to $480.4 million for the corresponding period in 2015.

Equity in income from other real estate investments, net decreased $8.3 million to $27.8 million for the year ended December 31, 2016, as compared to $36.1 million for the corresponding period in 2015.

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, partially offset by a gain on sale of $1.8 million, after income tax expense.

The following table presents the Company’s aggregate fixed rate and variable rate debt obligations outstanding, including fair market value adjustments and unamortized deferred financing costs, as of December 31, [removed: 2016,] [added: 2017,] with corresponding weighted-average interest rates sorted by maturity date.

The table does not include extension options where [removed: available.][added: available (amounts in millions).]

| | | [removed: 2017] [added: 2018] | | | | [removed: 2018] [added: 2019] | | | | [removed: 2019] [added: 2020] | | | | [removed: 2020] [added: 2021] | | | | [removed: 2021] [added: 2022] | | | | [removed: Thereafter] [added: Thereafter] | | | | [removed: Total] [added: Total] | | | | [removed: Fair Value] [added: Fair Value] | | |

| Variable Rate | | $ | \- | | | $ | [removed: 19.4] [added: 100.0] | | | $ | [removed: 100.0] [added: \-] | | | $ | \- | | | $ | \- | | | $ | \- | | | $ | [removed: 119.4] [added: 100.0] | | | $ | [removed: 118.8] [added: 99.6] | |

| Average Interest Rate | | | \- | | | | [removed: 3.37] [added: 2.60] | % | | | [removed: 1.91] [added: \-] | [removed: %] | | | \- | | | | \- | | | | \- | | | | [removed: 2.15] [added: 2.60] | % | | | | |

| Average Interest Rate | | | \- | | | | [removed: 4.30 | % | | |] 6.88 | % | | | \- | | | | 3.20 | % | | | 3.40 | % | | | [removed: 3.73] [added: 3.54] | % | | | [added: 3.71] | [added: %] | [added: | | | |]

| Average Interest Rate | | | [removed: 1.60] [added: \-] | [removed: %] | | | [removed: 1.67] [added: \-] | [removed: %] | | | \- | | | | [removed: \-] [added: 2.28] | [added: %] | | | [removed: \-] | | | | \- | | | | [removed: 1.61] [added: 2.28] | % | | | | |

Based on the Company’s variable-rate debt balances, interest expense would have increased by [removed: $3.9] [added: $1.0] million for the year ended December 31, [removed: 2016,] [added: 2017,] if short-term interest rates were 1.0% higher.

The following table presents the Company’s foreign investments [removed: and] [added: in their] respective [removed: cumulated translation adjustments (“CTA”) as of December 31, 2016.][added: local currencies and the U.S. dollar equivalents:]

| Foreign Investment (in millions) | | | | | | | | | [removed: | | | |]

| Country | | [removed: Local Currency | | | | U.S. Dollars] [added: Local Currency] | | | | [removed: CTA Gain] [added: U.S. Dollars] | | |

| Mexican real estate investments (MXN) | | | [removed: 181.4 | | | $ | 14.3] [added: 53.4] | | | $ | [removed: \-] [added: 4.8] | |

Currency fluctuations between local currency and the U.S. dollar, for investments for which the Company [removed: has] [added: had] determined that the local currency [removed: is] [added: was] the functional currency, for the period in which the Company held its investment [removed: result] [added: resulted] in a [removed: CTA.][added: cumulative translation adjustment (“CTA”).]

This CTA [removed: is] [added: was] recorded as a component of Accumulated other comprehensive income (“AOCI”) on the Company’s Consolidated Balance Sheets.

| Fixed Rate | | $ | 85.4 | | | $ | 2.4 | | | $ | 136.9 | | | $ | 156.1 | | | $ | 155.6 | | | $ | 246.4 | | | $ | 782.8 | | | $ | 781.8 | |

| Average Interest Rate | | | 5.63 | % | | | 5.29 | % | | | 5.31 | % | | | 5.39 | % | | | 4.05 | % | | | 4.43 | % | | | 4.83 | % | | | | |

| Fixed Rate | | $ | \- | | | $ | 299.5 | | | $ | \- | | | $ | 497.6 | | | $ | 494.9 | | | $ | 3,302.4 | | | $ | 4,594.4 | | | $ | 4,599.6 | |

| Variable Rate | | $ | \- | | | $ | \- | | | $ | \- | | | $ | 1.7 | | | | | | | $ | \- | | | $ | 1.7 | | | $ | 1.9 | |

The Company’s revenues and equity in income (including gains on sales and impairment losses) from its foreign investments in U.S. dollar equivalents and their respective local currencies are as follows (in millions):

| | | 2017 | | | | 2016 | | | | 2015 | | |

| Revenues from consolidated in USD: | | | | | | | | | | | | |

| Mexico | | $ | 0.3 | | | $ | 0.6 | | | $ | 1.9 | |

| Chile | | $ | \- | | | $ | \- | | | $ | 6.7 | |

| Revenues from consolidated in local currencies: | | | | | | | | | | | | |

| Mexico (Mexican Pesos “MXN”) | | | 5.7 | | | | 11.3 | | | | 28.2 | |

| Chile (Chilean Pesos “CLP”) | | | \- | | | | \- | | | | 4,264.9 | |

| Equity in income/(loss) from unconsolidated joint ventures and preferred equity investments in USD: | | | | | | | | | | | | |

| Canada (1) | | $ | (1.3 | ) | | $ | 152.6 | | | $ | 409.1 | |

| Mexico (2) | | $ | (0.3 | ) | | $ | (3.6 | ) | | $ | (1.6 | ) |

| Chile (3) | | $ | \- | | | $ | \- | | | $ | 0.9 | |

| Equity in income/(loss) from unconsolidated joint ventures and preferred equity investments in local currencies: | | | | | | | | | | | | |

| Canada (CAD) (1) | | | (1.7 | ) | | | 199.5 | | | | 540.1 | |

| Mexico (MXN) | | | (6.3 | ) | | | 29.2 | | | | (24.0 | ) |

| Chile (CLP) | | | \- | | | | \- | | | | \- | |

| | (1) | Includes impairment charge of $3.4 million (CAD 4.3 million) related to the pending sale of a property for the year ended December 31, 2017. In addition, includes gains of $141.9 million (CAD 185.9 million) and $373.8 million (CAD 439.9 million) on disposition of equity interests for the years ended December 31, 2016 and 2015, respectively. |

| --- | --- | --- |

| | (2) | Includes equity losses of $5.2 million and $0.8 million for the years ended December 31, 2016 and 2015, respectively, related to foreign investments for which the reporting currency is denominated in USD and not subject to foreign translation exposure. |

| --- | --- | --- |

| | (3) | Included in the year ended December 31, 2015 is the release of CTA of $0.8 million in equity income. |

| --- | --- | --- |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Canadian investments (CAD) | | | 18.2 | | | $ | 14.6 | |

During the year ended December 31, 2017, the Company substantially liquidated its investments in Canada and as such, recognized a net cumulative foreign currency translation gain of $10.0 million.

The Company had previously substantially liquidated its investments in Mexico.

As a result of the substantial liquidation of the Company’s foreign investments, any future currency changes, which could have a favorable or unfavorable impact, will be recognized in Other (expense)/income, net in the Company’s Consolidated Statements of Income.

The instruments’ actual cash flow amounts are in millions.

| Fixed Rate | | $ | 451.5 | | | $ | 96.2 | | | $ | 2.7 | | | $ | 103.9 | | | $ | 161.3 | | | $ | 204.1 | | | $ | 1,019.7 | | | $ | 1,022.2 | |

| Average Interest Rate | | | 5.68 | % | | | 4.72 | % | | | 5.29 | % | | | 5.39 | % | | | 5.39 | % | | | 4.46 | % | | | 5.27 | % | | | | |

| Fixed Rate | | $ | \- | | | $ | 299.5 | | | $ | 299.2 | | | $ | \- | | | $ | 496.8 | | | $ | 2,559.1 | | | $ | 3,654.6 | | | $ | 3,618.3 | |

| Variable Rate | | $ | 250.0 | | | $ | 22.7 | | | $ | \- | | | $ | \- | | | $ | \- | | | $ | \- | | | $ | 272.7 | | | $ | 272.5 | |

Investment amounts are shown in their respective local currencies and the U.S. dollar equivalents, CTA balances are shown in U.S. dollars:

| Canadian real estate investments (CAD) | | | 47.5 | | | $ | 35.3 | | | $ | 6.3 | |

The CTA amounts are subject to future changes resulting from ongoing fluctuations in the respective foreign currency exchange rates.

Changes in exchange rates are impacted by many factors that cannot be forecasted with reliable accuracy.

Any change could have a favorable or unfavorable impact on the Company’s CTA balance.

The Company’s aggregate CTA gain balance at December 31, 2016, is $6.3 million.

Under GAAP, the Company is required to release CTA balances into earnings when the Company has substantially liquidated its investment in a foreign entity.

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 earnings.

Kimco Realty Corporation, a Maryland corporation, is one of [removed: the nation's] [added: North America’s] largest [added: publicly traded] owners and operators of open-air shopping centers.

The Company is a self-administered real estate investment trust [removed: ("REIT")] [added: (“REIT”)] and has owned and operated open-air shopping centers for [removed: more than 50] [added: 60] years.

As of December 31, [removed: 2016,] [added: 2017,] the Company had interests in [removed: 525] [added: 493] shopping center properties (the “Combined Shopping Center Portfolio”), aggregating [removed: 85.4] [added: 83.2] million square feet of gross leasable area (“GLA”), located in [removed: 34] [added: 29] states, Puerto Rico and Canada.

In addition, the Company had [removed: 384] [added: 372] other property interests, primarily through the Company’s preferred equity investments and other real estate investments, totaling [removed: 6.3] [added: 5.8] million square feet of GLA.

As of December 31, [removed: 2016,] [added: 2017,] a total of [removed: 551] [added: 546] persons were employed by the Company.

The Company’s [removed: Web site] [added: website] is located at _http://www.kimcorealty.com_.

The information contained on our [removed: Web site] [added: website] does not constitute part of this Form 10-K.

On the Company’s [removed: Web site] [added: website] you can obtain, free of charge, a copy of this Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act of 1934, as amended, as soon as reasonably practicable, after we file such material electronically with, or furnish it to, the SEC.

The SEC also maintains [removed: an Internet site] [added: a website] that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at _http://www.sec.gov_.

The Company's common stock, Class I Depositary Shares, Class J Depositary [added: Shares, Class K Depositary Shares, Class L Depositary] Shares and Class [removed: K] [added: M] Depositary Shares are traded on the New York Stock Exchange (“NYSE”) under the trading symbols “KIM”, “KIMprI”, [removed: “KIMprJ” and] [added: “KIMprJ”,] “KIMprK”, [added: “KIMprL”, and “KIMprM”,] respectively.

Subsequently, the Company revised its growth strategy to focus on the acquisition of existing shopping centers and continued its expansion across the [removed: nation.][added: nation and internationally within Canada, Mexico and South America (Chile, Brazil and Peru).]

During [removed: 2015,] [added: 2013,] the Company began its efforts to exit its [added: foreign] investments [added: due to perceived changes] in [removed: Canada.][added: market conditions.]

As of December 31, [removed: 2016,] [added: 2017,] the Company [removed: had essentially sold all of its operating properties in Canada,] [added: has] substantially liquidated its investments in Mexico and [removed: had] [added: Canada and has] completely exited South [removed: America by liquidating its investments in Chile, Brazil and Peru.][added: America.]

The Company maintains certain subsidiaries which made joint elections with the Company to be treated as taxable REIT subsidiaries [removed: (“TRSs”),] [added: (“TRS”),] which permit the Company to engage in certain business activities which the REIT may not conduct directly.

As part of the Company’s [added: investment] strategy each property is evaluated for its highest and best use, which may include residential and mixed-use components.

The Company has an active capital recycling program which provides for the disposition of certain [removed: U.S.] properties.

The Company [removed: seeks to reduce] [added: reduces] its operating and leasing risks through diversification achieved by the geographic distribution of its properties and a large tenant base.

As of December 31, [removed: 2016,] [added: 2017,] no single open-air shopping center accounted for more than [removed: 1.9%] [added: 1.8%] of the Company's annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest, or more than [removed: 1.5%] [added: 1.6%] of the Company’s total shopping center GLA.

[removed: At] [added: Furthermore, at] December 31, [removed: 2016,] [added: 2017,] the Company’s [removed: five] [added: single] largest [removed: tenants were TJX Companies, The Home Depot, Ahold Delhaize, Bed Bath & Beyond and Albertsons which] [added: tenant] represented [removed: 3.4%, 2.4%, 2.1%, 2.0%] [added: only 3.6%] and [removed: 1.8%, respectively,] [added: the Company’s five largest tenants aggregated less than 12.0%] of the Company’s annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest.

As one of the original participants in the growth of the shopping center industry and one of the nation's largest owners and operators of open-air shopping centers, the Company has established close relationships with [removed: a large number of] major national and regional retailers and maintains a broad network of industry contacts.

Overview

The Company’s mission is to create destinations for everyday living that inspire a sense of community and deliver value to our many stakeholders.

For the years ended December 31, 2017, 2016 and 2015, the Company’s consolidated revenues were $1.2 billion, $1.2 billion and $1.1 billion, respectively, which includes $0.3 million, $0.6 million and $8.6 million, respectively, from the Company’s consolidated foreign investments.

For the years ended December 31, 2017, 2016 and 2015, the Company’s equity in income from unconsolidated joint ventures and preferred equity investments were $60.8 million, $218.7 million and $480.4 million, respectively, which includes equity loss of $1.6 million, equity income of $149.0 million and equity income of $408.4 million, respectively, from the Company’s unconsolidated foreign investments.

See Item 7A Quantitative and Qualitative Disclosures About Market Risk for further details regarding the Company’s foreign investments.

Business Objective and Strategies

_Business Objective_

The Company’s primary business objective is to be the premier owner and operator of open-air shopping centers in the U.S. The Company believes it can achieve this objective by:

| | ● | increasing value of its existing portfolio of properties and generating higher levels of portfolio growth; |

| | ● | increasing cash flows for reinvestment and/or for distribution to shareholders; |

| | ● | continuing growth in desirable demographic areas with successful retailers; and |

| | ● | increasing capital appreciation. |

_Operating Strateg__ies_

The Company’s operating strategies are to (i) own and operate its shopping center properties at their highest potential through maximizing and maintaining rental income and occupancy levels, (ii) attract local area customers to its shopping centers, which offer day-to-day necessities rather than high-priced luxury items, and (iii) maintain a strong balance sheet.

To effectively execute these strategies the Company seeks to:

| | ● | increase rental rates through the leasing of space to new tenants; |

| --- | --- | --- |

| | ● | attract a diverse and robust tenant base across a variety of retailers at its properties, which include grocery store, national or regional discount department store or drugstore tenants; |

| --- | --- | --- |

| | ● | renew leases with existing tenants; |

| --- | --- | --- |

| | ● | decrease vacancy levels and duration of vacancy; |

| --- | --- | --- |

| | ● | monitor operating costs and overhead; |

| --- | --- | --- |

| | ● | redevelop existing shopping centers to obtain the highest and best use to maximize the real estate value; |

| --- | --- | --- |

| | ● | provide unmatched tenant services deriving from decades of experience managing retail properties; and |

| --- | --- | --- |

| | ● | provide communities with a destination for everyday living goods and services. |

| --- | --- | --- |

_Investment Strategies_

The Company’s investment strategy is to invest capital into high quality assets which are concentrated in major metro markets that provide opportunity for growth while disposing of lesser quality assets in more undesirable locations.

Through this strategy, the Company has steadily progressed in its transformation of its portfolio and will continue these efforts as deemed necessary to maximize the quality and growth of its portfolio.

The properties acquired are primarily located in major metro areas allowing tenants to generate higher foot traffic resulting in higher sales volume.

The Company believes that this will enable it to maintain higher occupancy levels, rental rates and rental growth.

The Company’s investment strategy also includes the retail re-tenanting, renovation and expansion of its existing centers and acquired centers.

The Company may selectively acquire established income-producing real estate properties and properties requiring significant re-tenanting and redevelopment, primarily in geographic regions in which the Company presently operates.

Additionally, the Company may selectively acquire land parcels in its key markets for real estate development projects for long-term investment.

The Company also continues to simplify its business by reducing the number of joint venture investments and pursuing redevelopment opportunities to increase overall value within its portfolio.

Background

The Company continued its geographic expansion with investments in Canada, Puerto Rico, Mexico, Chile, Brazil and Peru; however, during 2013, based upon a perceived change in market conditions, the Company began its efforts to exit its investments in Mexico and South America.

The Company’s revenues and equity in income (including gains on sales and impairment losses) from its foreign investments in U.S. dollar equivalents and their respective local currencies are as follows (in millions):

| | | 2016 | | | | 2015 | | | | 2014 | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Revenues (consolidated in USD): | | | | | | | | | | | | |

| Mexico | | $ | 0.6 | | | $ | 1.9 | | | $ | 29.4 | |

| Peru | | $ | \- | | | $ | \- | | | $ | 0.1 | |

| Chile | | $ | \- | | | $ | 6.7 | | | $ | 8.1 | |

| Revenues (consolidated in local currencies): | | | | | | | | | | | | |

| Mexico (Mexican Pesos “MXN”) | | | 11.3 | | | | 28.2 | | | | 382.3 | |

| Peru (Peruvian Nuevo Sol) | | | \- | | | | \- | | | | 0.4 | |

| Chile (Chilean Pesos “CLP”) | | | \- | | | | 4,264.9 | | | | 4,485.9 | |

| | | | | | | | | | | | | |

| Equity in income (unconsolidated joint ventures, including preferred equity investments in USD): | | | | | | | | | | | | |

| Canada (1) | | $ | 152.6 | | | $ | 409.1 | | | $ | 49.3 | |

| Mexico (2) (3) | | $ | (3.6 | ) | | $ | (1.6 | ) | | $ | (3.7 | ) |

| Chile (4) | | $ | \- | | | $ | 0.9 | | | $ | (0.1 | ) |

| Equity in income (unconsolidated joint ventures, including preferred equity investments in local currencies): | | | | | | | | | | | | |

| Canada (Canadian dollars “CAD”) (1) | | | 199.5 | | | | 540.1 | | | | 54.6 | |

| Mexico (MXN) | | | 29.2 | | | | (24.0 | ) | | | 550.8 | |

| Chile (CLP) | | | \- | | | | \- | | | | (55.3 | ) |

| | (1) | Includes gains of $141.9 million (CAD 185.9 million) and $373.8 million (CAD 439.9 million) on disposition of equity interests for the years ended December 31, 2016 and 2015, respectively. |

| | (2) | Includes equity losses of $5.2 million, equity losses of $0.8 million, and equity income of $0.4 million for the years ended December 31, 2016, 2015 and 2014, respectively, related to foreign investments for which the reporting currency is denominated in USD and not subject to foreign translation exposure. |

| | (3) | Included in the year ended December 31, 2014 is the release of cumulative foreign currency translation adjustment (“CTA”) of $47.3 million in equity losses. |

| | (4) | Included in the year ended December 31, 2015 is the release of CTA of $0.8 million in equity income. |

These activities have included (i) ground-up real estate under development of open-air shopping centers and the subsequent sale thereof upon completion, (ii) retail real estate management and disposition services, which primarily focused on leasing and disposition strategies for real estate property interests of both healthy and distressed retailers and (iii) the Company’s investment in AB Acquisition, LLC, which consists of grocers Safeway, Albertsons, Vons and other banners (collectively “Albertsons”).

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, including its investment in Albertsons.

Any non-REIT qualifying assets or activities were transferred to a newly formed TRS.

Operating and Investment Strategy

The Company’s strategy is to be the premier owner and operator of open-air shopping centers through investments primarily in the U.S. To achieve this strategy the Company is (i) continuing to transform the quality of its portfolio by disposing of lesser quality assets and acquiring larger higher quality properties in key markets identified by the Company, for which substantial progress has been achieved as of the end of 2016, (ii) simplifying its business by: (a) reducing the number of joint venture investments and (b) exiting Mexico, South America and Canada, for which the exit of South America has been completed, Mexico has been substantially completed and the Company essentially sold all operating properties in Canada, (iii) pursuing redevelopment opportunities within its portfolio to increase overall value and (iv) selectively acquiring land parcels in our key markets for real estate development projects for long-term investment.

The Company's investment objective is to increase cash flow, current income and, consequently, the value of its existing portfolio of properties and to seek continued growth in desirable demographic areas with successful retailers through (i) the retail re-tenanting, renovation and expansion of its existing centers and (ii) the selective acquisition of established income-producing real estate properties and properties requiring significant re-tenanting and redevelopment, primarily in open-air shopping centers in geographic regions in which the Company presently operates.

The Company's open-air shopping center properties are designed to attract local area customers and are typically anchored by a national or regional discount department store, grocery store or drugstore tenant offering day-to-day necessities rather than high-priced luxury items.

The Company may make loans to joint ventures in which it may or may not participate.

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.

| [removed: ☑] [added: ☑] | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |

For the fiscal year [removed: ended December] [added: ended December] 31, [removed: 2016][added: 2017]

| [removed: ☐] [added: ☐] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |

| [removed: Title of each class] | | Name of each exchange on |

| [added: Title of each class] | | which registered |

| Depositary Shares, each representing one-thousandth of a share of [removed: 6.00%] [added: 6.000%] Class I Cumulative Redeemable Preferred Stock, [added: $1.00] par value [removed: $1.00] per share. | | New York Stock Exchange |

| Depositary Shares, each representing one-thousandth of a share of [removed: 5.50%] [added: 5.500%] Class J Cumulative Redeemable Preferred Stock, [added: $1.00] par value [removed: $1.00] per share. | | New York Stock Exchange |

| Depositary Shares, each representing one-thousandth of a share of 5.625% Class K Cumulative Redeemable Preferred Stock, [added: $1.00] par value [removed: $1.00] per share. | | New York Stock Exchange |

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate [removed: Web site,] [added: website,] if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, [removed: or a] smaller reporting [added: company or an emerging growth] company.

See the definitions of “large accelerated filer,” “accelerated [removed: filer” and] [added: filer,”] “smaller reporting [removed: company”] [added: company, and “emerging growth company””] in Rule 12b-2 of the Exchange Act.

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was approximately [removed: $12.8] [added: $7.6] billion based upon the closing price on the New York Stock Exchange for such equity on June 30, [removed: 2016.][added: 2017.]

As of February [removed: 22, 2017,] [added: 20, 2018,] the registrant had [removed: 425,629,020] [added: 425,455,523] shares of common stock outstanding.

Part III incorporates certain information by reference to the Registrant's definitive proxy statement to be filed with respect to the Annual Meeting of Stockholders expected to be held on April [removed: 25, 2017.][added: 24, 2018.]

Index to Exhibits begins on page [removed: 36.][added: 43.]

| Item No. | [removed: |] Form 10-K Report Page |

| [removed: |] PART I | |

| [added: [Item] 1A. [removed: | [Risk Factors](#BKMK18593)] [added: Risk Factors](#I1a)] | 6 |

| [added: [Item] 1B. [removed: | [Unresolved] [added: Unresolved] Staff [removed: Comments](#BKMK18594)] [added: Comments](#I1b)] | [removed: 12] [added: 13] |

| [added: [Item] 3. [removed: | [Legal Proceedings](#BKMK18596)] [added: Legal Proceedings](#i3)] | [removed: 13] [added: 15] |

| [added: [Item] 4. [removed: | [Mine] [added: Mine] Safety [removed: Disclosures](#BKMK18597)] [added: Disclosures](#i4)] | [removed: 13] [added: 15] |

| [removed: |] PART II | |

| [added: [Item] 5. [removed: | [Market] [added: Market] for [added: the] Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#BKMK18598)] [added: Securities](#i5)] | [removed: 14] [added: 16] |

| [added: [Item] 6. [removed: | [Selected] [added: Selected] Financial [removed: Data](#BKMK18599)] [added: Data](#i6)] | [removed: 16] [added: 19] |

| [added: [Item] 7. [removed: | [Management’s] [added: Management's] Discussion and Analysis of Financial Condition and Results of [removed: Operations](#BKMK18600)] [added: Operations](#i7)] | [removed: 17] [added: 20] |

| [added: [Item] 7A. [removed: | [Quantitative] [added: Quantitative] and Qualitative Disclosures About Market [removed: Risk](#BKMK18601)] [added: Risk](#i7a)] | [removed: 33] [added: 39] |

| [added: [Item] 8. [removed: | [Financial] [added: Financial] Statements and Supplementary [removed: Data](#BKMK18602)] [added: Data](#i8)] | [removed: 33] [added: 40] |

| [added: [Item] 9. [removed: | [Changes] [added: Changes] in and Disagreements With Accountants on Accounting and Financial [removed: Disclosure](#BKMK18603)] [added: Disclosure](#i9)] | [removed: 33] [added: 40] |

| [added: [Item] 9A. [removed: | [Controls] [added: Controls] and [removed: Procedures](#BKMK18604)] [added: Procedures](#i9a)] | [removed: 33] [added: 40] |

| [added: [Item] 9B. [removed: | [Other Information](#BKMK18605)] [added: Other Information](#i9b)] | [removed: 34] [added: 40] |

| [removed: |] PART III | |

| [added: [Item] 10. [removed: | [Directors,] [added: Directors,] Executive Officers and Corporate [removed: Governance](#BKMK18606)] [added: Governance](#i10)] | [removed: 34] [added: 40] |

| [added: [Item] 11. [removed: | [Executive Compensation](#BKMK18607)] [added: Executive Compensation](#i11)] | [removed: 34] [added: 40] |

| [added: [Item] 12. [removed: | [Security] [added: Security] Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#BKMK18608)] [added: Matters](#i12)] | [removed: 34] [added: 41] |

| [added: [Item] 13. [removed: | [Certain] [added: Certain] Relationships and Related Transactions, and Director [removed: Independence](#BKMK18609)] [added: Independence](#i13)] | [removed: 34] [added: 41] |

| [added: [Item] 14. [removed: | [Principal] [added: Principal] Accounting Fees and [removed: Services](#BKMK18610)] [added: Services](#i14)] | [removed: 34] [added: 41] |

| [removed: |] PART IV | |

| [added: [Item] 15. [removed: | [Exhibits,] [added: Exhibits,] Financial Statement [removed: Schedules](#BKMK18611)] [added: Schedules](#i15)] | [removed: 35] [added: 42] |

| [added: [Item] 16. [removed: | [Form] [added: Form] 10-K [removed: Summary](#BKMK18612)] [added: Summary](#i16)] | [removed: 35] [added: 42] |

10-K 1 kim20171231_10k.htm FORM 10-K

| Depositary Shares, each representing one-thousandth of a share of 5.125% Class L Cumulative Redeemable Preferred Stock, $1.00 par value per share. | | New York Stock Exchange |

| Depositary Shares, each representing one-thousandth of a share of 5.250% Class M Cumulative Redeemable Preferred Stock, $1.00 par value per share. | | New York Stock Exchange |

| Emerging growth company | ☐ | | |

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Page 1 of 98

| --- | --- |

| | |

| [Item 1. Business](#I1) | 3 |

| [Item 2. Properties](#i2) | 13 |

| | |

| | |

| | |

10-K 1 kim20161231_10k.htm FORM 10-K [Table of Contents](#TOC)

| --- | --- | --- |

| | | |

| 1. | [Business](#BKMK18592) | 3 |

| 2. | [Properties](#BKMK18595) | 12 |

[removed: _Real Estate] [added: _Real_ _Estate] Portfolio__._ As of December 31, [removed: 2016,] [added: 2017,] the Company had interests in [removed: 525] [added: 493] shopping center properties aggregating [removed: 85.4] [added: 83.2] million square feet of GLA located in [removed: 34] [added: 29] states, Puerto Rico and Canada.

In addition, the Company had [removed: 384] [added: 372] other property interests, primarily through the Company’s preferred equity investments and other real estate investments, totaling [removed: 6.3] [added: 5.8] million square feet of GLA.

As of December 31, [removed: 2016,] [added: 2017,] the Company’s Combined Shopping Center [removed: Portfolio] [added: Portfolio, including noncontrolling interests,] was [removed: 95.4%] [added: 96.0%] leased.

The Company's open-air shopping center properties, which are generally owned and operated through subsidiaries or joint ventures, had an average size of [removed: 162,618] [added: 168,433] square feet as of December 31, [removed: 2016.][added: 2017.]

The Company generally retains its shopping centers for long-term investment and consequently pursues a program of regular physical maintenance together with [added: redevelopment,] major renovations and refurbishing to preserve and increase the value of its properties.

During [removed: 2016,] [added: 2017,] the Company expended [removed: $143.5] [added: $206.8] million in connection with these property improvements and expensed to operations [removed: $34.3] [added: $32.6] million.

The Company's open-air shopping centers are usually "anchored" by a [added: grocery store,] national or regional discount department [removed: store, grocery] store or drugstore.

Although many of the leases require the Company to make roof and structural repairs as needed, a number of tenant leases place that responsibility on the tenant, and the Company's standard small store lease provides for [removed: roof repairs to be reimbursed] [added: reimbursements] by the tenant as part of common area maintenance.

Minimum base rental revenues and operating expense reimbursements accounted for [removed: 98%] [added: 97%] and other revenues, including percentage rents, accounted for [removed: 2%] [added: 3%] of the Company's total revenues from rental properties for the year ended December 31, [removed: 2016.][added: 2017.]

As of December 31, [removed: 2016,] [added: 2017,] the Company’s consolidated operating portfolio, comprised of [removed: 59.2] [added: 59.4] million square feet of GLA, was [removed: 95.2%] [added: 95.9%] leased.

For the period January 1, [removed: 2016] [added: 2017] to December 31, [removed: 2016,] [added: 2017,] the Company increased the average base rent per leased square foot, which includes the impact of tenant concessions, in its [removed: U.S.] consolidated portfolio of open-air shopping centers from [removed: $14.36] [added: $14.99] to [removed: $14.99,] [added: $15.43,] an increase of [removed: $0.63.][added: $0.44.]

This increase primarily consists of (i) a [removed: $0.10 increase relating to acquisitions, (ii) a $0.19 increase relating to dispositions, and (iii) a $0.34] [added: $0.30] increase relating to new leases signed net of leases vacated and rent step-ups within the [removed: portfolio.][added: portfolio, (ii) a $0.13 increase relating to dispositions and (iii) a $0.01 increase relating to acquisitions.]

The Company has a total of [removed: 6,120] [added: 6,089] leases in the U.S. consolidated operating portfolio.

| [removed: Year Ending December 31,] [added: Year Ending December 31,] | | | [removed: Number of Leases Expiring] [added: Number of Leases Expiring] | | | | [removed: Square Feet Expiring] [added: Square Feet Expiring] | | | | [removed: Total] [added: Total] Annual [removed: Base Rent Expiring] [added: Base Rent Expiring] | | | | [removed: %] [added: %] of [removed: Gross Annual Rent] [added: Gross Annual Rent] | | |

During [removed: 2016,] [added: 2017,] the Company executed [removed: 935] [added: 1,196] leases totaling over [removed: 6.8] [added: 8.9] million square feet in the Company’s consolidated operating portfolio comprised of [removed: 344] [added: 451] new leases and [removed: 591] [added: 745] renewals and options.

The leasing costs associated with these leases are estimated to aggregate [removed: $58.4] [added: $75.7] million or [removed: $29.81] [added: $28.58] per square foot.

These costs include [removed: $46.4] [added: $59.3] million of tenant improvements and [removed: $12.0] [added: $16.4] million of leasing commissions.

The average rent per square foot on new leases was [removed: $18.85] [added: $18.83] and on renewals and options was [removed: $14.97.][added: $15.86.]

The Company has interests in [removed: 44] [added: 43] consolidated shopping center properties that are subject to long-term ground leases where a third party owns and has leased the underlying land to the Company to construct and/or operate a shopping center.

The Company’s portfolio is used by its single reportable segment.

The Company reduces its operating and leasing risks through diversification achieved by the geographic distribution of its properties and a large tenant base.

As of December 31, 2017, no single open-air shopping center accounted for more than 1.8% of the Company's annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest, or more than 1.6% of the Company’s total shopping center GLA.

At December 31, 2017, the Company’s five largest tenants were TJX Companies, The Home Depot, Ahold Delhaize, Bed Bath & Beyond and Albertsons, which represented 3.6%, 2.5%, 2.2%, 1.8% and 1.8%, respectively, of the Company’s annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest.

| (1) | | | | 184 | | | | 613 | | | $ | 12,093 | | | | 1.4 | % |

| 2018 | | | | 638 | | | | 3,269 | | | $ | 56,322 | | | | 6.5 | % |

| 2019 | | | | 883 | | | | 6,353 | | | $ | 98,004 | | | | 11.3 | % |

| 2020 | | | | 873 | | | | 6,135 | | | $ | 97,651 | | | | 11.3 | % |

| 2021 | | | | 813 | | | | 6,802 | | | $ | 100,238 | | | | 11.6 | % |

| 2022 | | | | 858 | | | | 7,093 | | | $ | 111,304 | | | | 12.8 | % |

| 2023 | | | | 512 | | | | 6,015 | | | $ | 85,560 | | | | 9.9 | % |

| 2024 | | | | 255 | | | | 3,057 | | | $ | 49,345 | | | | 5.7 | % |

| 2025 | | | | 228 | | | | 2,126 | | | $ | 35,719 | | | | 4.1 | % |

| 2026 | | | | 233 | | | | 3,822 | | | $ | 52,415 | | | | 6.0 | % |

| 2027 | | | | 253 | | | | 3,572 | | | $ | 55,419 | | | | 6.4 | % |

| 2028 | | | | 202 | | | | 2,551 | | | $ | 42,614 | | | | 4.9 | % |

The Company’s portfolio includes noncontrolling interests.

Approximately 29.8% of the Company's leases of consolidated properties also contain provisions requiring the payment of additional rent calculated as a percentage of tenants’ gross sales above predetermined thresholds.

Percentage rents accounted for less than 1% of the Company's revenues from rental properties for the year ended December 31, 2016.

| (1) | | | | 168 | | | | 484 | | | $ | 9,892 | | | | 1.2 | % |

| 2017 | | | | 717 | | | | 4,075 | | | $ | 68,822 | | | | 8.2 | % |

| 2018 | | | | 894 | | | | 6,309 | | | $ | 98,788 | | | | 11.7 | % |

| 2019 | | | | 903 | | | | 6,653 | | | $ | 100,430 | | | | 11.9 | % |

| 2020 | | | | 819 | | | | 6,101 | | | $ | 94,589 | | | | 11.2 | % |

| 2021 | | | | 793 | | | | 6,745 | | | $ | 98,678 | | | | 11.7 | % |

| 2022 | | | | 518 | | | | 5,280 | | | $ | 74,069 | | | | 8.8 | % |

| 2023 | | | | 273 | | | | 3,425 | | | $ | 47,962 | | | | 5.7 | % |

| 2024 | | | | 237 | | | | 2,954 | | | $ | 47,138 | | | | 5.6 | % |

| 2025 | | | | 225 | | | | 2,168 | | | $ | 35,144 | | | | 4.2 | % |

| 2026 | | | | 234 | | | | 3,735 | | | $ | 49,768 | | | | 5.9 | % |

| 2027 | | | | 156 | | | | 3,033 | | | $ | 40,761 | | | | 4.8 | % |

| Period | | [removed: High] [added: High Price] | | | | [removed: Low] [added: Low Price] | | | | [removed: Dividends] [added: Dividends Declared] | | | | [added: High Price | | | | Low Price | | | | Dividends Declared | | |]

| First Quarter | | $ | [added: 26.16 | | | $ | 21.46 | | | $ | 0.27 | | | $ |] 29.11 | | | $ | 24.75 | | | $ | 0.255 | | [removed: |]

| Second Quarter | | $ | [added: 23.03 | | | $ | 17.02 | | | $ | 0.27 | | | $ |] 31.38 | | | $ | 26.79 | | | $ | 0.255 | | [removed: |]

| Third Quarter | | $ | [added: 21.24 | | | $ | 17.60 | | | $ | 0.27 | | | $ |] 32.24 | | | $ | 28.34 | | | $ | 0.255 | | [removed: |]

| Fourth Quarter | | $ | [added: 19.79 | | | $ | 17.76 | | | $ | 0.28 | (a) | | $ |] 29.23 | | | $ | 24.35 | | | $ | 0.27 | (b) | [removed: |]

| | (a) | Paid on January [removed: 15, 2016] [added: 16, 2018] to stockholders of record on January [removed: 4, 2016.] [added: 2, 2018.] |

Holders: The number of holders of record of the Company's common stock, par value $0.01 per share, was [removed: 2,292] [added: 2,162] as of January 31, [removed: 2017.][added: 2018.]

The various instruments governing the Company's issuance of its unsecured public debt, bank debt, mortgage debt and preferred stock impose certain restrictions on the Company [removed: with regard to] [added: regarding] dividends, voting, liquidation and other preferential rights available to the holders of such instruments.

See "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Footnotes [removed: 13, 14] [added: 12, 13] and [removed: 17] [added: 16] of the Notes to Consolidated Financial Statements included in this Form 10-K.

The Company does not believe that the preferential rights available to the holders of its Class I Preferred Stock, Class J Preferred [added: Stock, Class K Preferred Stock, Class L Preferred] Stock and Class [removed: K] [added: M] Preferred Stock, the financial covenants contained in its public bond indentures, as amended, [removed: its term loan,] or its revolving credit agreements will have an adverse impact on the Company's ability to pay dividends in the normal course to its common stockholders or to distribute amounts necessary to maintain its qualification as a REIT.

Issuer Purchases of Equity Securities: During the year ended December 31, [removed: 2016,] [added: 2017,] the Company repurchased [removed: 257,477] [added: 232,304] shares in connection with common shares surrendered or deemed surrendered to the Company to satisfy statutory minimum tax withholding obligations [removed: in connection with] [added: relating to] the vesting of restricted stock awards under the Company’s equity-based compensation plans.

The Company expended approximately [removed: $6.9] [added: $5.6] million to repurchase these shares.

| Period | | [removed: | | Total Number of Shares Purchased] [added: Total Number of Shares Purchased] | | | | [removed: Average Price Paid per Share] [added: Average Price Paid per Share] | | | | [removed: Total Number of Shares Purchased as Part] [added: Total Number of Shares Purchased as Part] of Publicly [removed: Announced Plans or Programs] [added: Announced Plans or Programs] | | | | [removed: Approximate Dollar Value of Shares that May] [added: Approximate Dollar Value of Shares that May] Yet [removed: Be Purchased] [added: Be Purchased] Under [removed: the Plans or Programs (in millions)] [added: the Plans or Programs (in millions)] | | |

Total Stockholder Return Performance: The following performance chart compares, over the five years ended December 31, [removed: 2016,] [added: 2017,] the cumulative total stockholder return on the Company’s common stock with the cumulative total return of the S&P 500 Index and the cumulative total return of the [added: FTSE] NAREIT [added: All] Equity [removed: REIT Total Return] [added: REITs] Index (the [removed: "NAREIT] [added: “FTSE NAREIT] Equity [removed: Index")] [added: REITs”)] prepared and published by the National Association of Real Estate Investment Trusts [removed: ("NAREIT").][added: (“NAREIT”).]

Stockholder return performance, presented [removed: quarterly] [added: annually] for the five years ended December 31, [removed: 2016,] [added: 2017,] is not necessarily indicative of future results.

[removed: |  |][added: ]

| | | 2017 | | | | | | | | | | | | 2016 | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | Year ended December 31, | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | 2017 | | | | 2016 | | |

| Dividend paid per share | | $ | 1.08 | | | $ | 1.02 | |

| Ordinary income | | | 57 | % | | | 62 | % |

| Capital gains | | | 2 | % | | | 30 | % |

| Return of capital | | | 41 | % | | | 8 | % |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| January 1, 2017 – January 31, 2017 | | | 12,364 | | | $ | 25.34 | | | | \- | | | $ | \- | |

| February 1, 2017 - February 28, 2017 | | | 186,397 | | | $ | 25.04 | | | | \- | | | | \- | |

| March 1, 2017 – March 31, 2017 | | | 452 | | | $ | 23.38 | | | | \- | | | | \- | |

| April 1, 2017 – April 30, 2017 | | | \- | | | $ | \- | | | | \- | | | | \- | |

| May 1, 2017 – May 31, 2017 | | | 15,625 | | | $ | 18.90 | | | | \- | | | | \- | |

| June 1, 2017 – June 30, 2017 | | | 1,544 | | | $ | 17.56 | | | | \- | | | | \- | |

| July 1, 2017 – July 31, 2017 | | | 1,824 | | | $ | 19.51 | | | | \- | | | | \- | |

| August 1, 2017 – August 31, 2017 | | | 10,314 | | | $ | 20.32 | | | | \- | | | | \- | |

| September 1, 2017 – September 30, 2017 | | | 916 | | | $ | 19.62 | | | | \- | | | | \- | |

| October 1, 2017 – October 31, 2017 | | | 2,868 | | | $ | 18.49 | | | | \- | | | | \- | |

| November 1, 2017 – November 30, 2017 | | | \- | | | $ | \- | | | | \- | | | | \- | |

| December 1, 2017 – December 31, 2017 | | | \- | | | $ | \- | | | | \- | | | | \- | |

| Total | | | 232,304 | | | $ | 24.23 | | | | \- | | | $ | \- | |

The FTSE NAREIT Equity REITs is a free-float adjusted, market capitalization-weighted index of U.S. equity REITs.

Constituents of the index include all tax-qualified REITs with more than 50% of total assets in qualifying real estate assets other than mortgages secured by real property.

| | | Dec-12 | | | | Dec-13 | | | | Dec-14 | | | | Dec-15 | | | | Dec-16 | | | | Dec-17 | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Kimco Realty Corporation | | $ | 100 | | | $ | 106.65 | | | $ | 140.69 | | | $ | 153.54 | | | $ | 152.00 | | | $ | 116.24 | |

| S&P 500 | | $ | 100 | | | $ | 132.39 | | | $ | 150.51 | | | $ | 152.59 | | | $ | 170.84 | | | $ | 208.14 | |

| FTSE NAREIT Equity REITs | | $ | 100 | | | $ | 102.47 | | | $ | 133.35 | | | $ | 137.62 | | | $ | 149.35 | | | $ | 157.16 | |

| | | Stock Price | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 2015: | | | | | | | | | | | | | |

| First Quarter | | $ | 28.54 | | | $ | 25.20 | | | $ | 0.24 | | |

| Second Quarter | | $ | 27.06 | | | $ | 22.48 | | | $ | 0.24 | | |

| Third Quarter | | $ | 25.70 | | | $ | 22.07 | | | $ | 0.24 | | |

| Fourth Quarter | | $ | 27.33 | | | $ | 23.98 | | | $ | 0.255 | (a) | |

| 2016: | | | | | | | | | | | | | |

The Company has determined that the $1.02 dividend per common share paid during 2016 consisted of 62% ordinary income, an 8% return of capital and 30% capital gain to its stockholders.

The $0.96 dividend per common share paid during 2015 consisted of 100% capital gain to its stockholders.

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| January 1, 2016 | – | January 31, 2016 | | | 35,768 | | | $ | 26.46 | | | | \- | | | $ | \- | |

| February 1, 2016 | – | February 29, 2016 | | | 186,476 | | | $ | 26.37 | | | | \- | | | | \- | |

| March 1, 2016 | – | March 31, 2016 | | | 621 | | | $ | 27.78 | | | | \- | | | | \- | |

| April 1, 2016 | – | April 30, 2016 | | | \- | | | $ | \- | | | | \- | | | | \- | |

| May 1, 2016 | – | May 31, 2016 | | | 16,069 | | | $ | 28.61 | | | | \- | | | | \- | |

| June 1, 2016 | – | June 30, 2016 | | | 1,110 | | | $ | 29.66 | | | | \- | | | | \- | |

| July 1, 2016 | – | July 31, 2016 | | | \- | | | $ | \- | | | | \- | | | | \- | |

| August 1, 2016 | – | August 31, 2016 | | | 11,858 | | | $ | 31.27 | | | | \- | | | | \- | |

| September 1, 2016 | – | September 30, 2016 | | | 2,056 | | | $ | 28.64 | | | | \- | | | | \- | |

| October 1, 2016 | – | October 31, 2016 | | | 3,519 | | | $ | 27.71 | | | | \- | | | | \- | |

| November 1, 2016 | – | November 30, 2016 | | | \- | | | $ | \- | | | | \- | | | | \- | |

| December 1, 2016 | – | December 31, 2016 | | | \- | | | $ | \- | | | | \- | | | | \- | |

| Total | | | | | 257,477 | | | $ | 26.80 | | | | \- | | | $ | \- | |

Equity real estate investment trusts are defined as those which derive more than 75% of their income from equity investments in real estate assets.

The NAREIT Equity Index includes all tax qualified equity real estate investment trusts listed on the New York Stock Exchange, American Stock Exchange or the NASDAQ National Market System.

| --- |

| | | [removed: Year] [added: Year] ended December [removed: 31,] [added: 31,] | | | | | | | | | | | | | | | | | | |

| Revenues from rental properties (1) | | $ | [removed: 1,152,401] [added: 1,183,785] | | | $ | [removed: 1,144,474] [added: 1,152,401] | | | $ | [removed: 958,888] [added: 1,144,474] | | | $ | [removed: 825,210] [added: 958,888] | | | $ | [removed: 755,851] [added: 825,210] | |

| Interest expense (2) | | $ | [removed: 192,549] [added: 191,956] | | | $ | [removed: 218,891] [added: 192,549] | | | $ | [removed: 203,759] [added: 218,891] | | | $ | [removed: 212,240] [added: 203,759] | | | $ | [removed: 223,736] [added: 212,240] | |

| Early extinguishment of debt charges | | $ | [removed: 45,674] [added: 1,753] | | | $ | [removed: \-] [added: 45,674] | | | $ | \- | | | $ | \- | | | $ | \- | |

| Depreciation and amortization (2) | | $ | [removed: 355,320] [added: 360,811] | | | $ | [removed: 344,527] [added: 355,320] | | | $ | [removed: 258,074] [added: 344,527] | | | $ | [removed: 224,713] [added: 258,074] | | | $ | [removed: 214,827] [added: 224,713] | |

| Gain on sale of operating properties, net (2) | | $ | [removed: 92,823] [added: 93,538] | | | $ | [removed: 132,908] [added: 92,823] | | | $ | [removed: 618] [added: 132,908] | | | $ | [removed: 2,798] [added: 618] | | | $ | [removed: 8,475] [added: 2,798] | |

| [removed: Provision] [added: Benefit/(provision)] for income taxes, net (3) | | $ | [removed: 78,583] [added: 880] | | | $ | [removed: 67,325] [added: (78,583] | [added: )] | | $ | [removed: 22,438] [added: (67,325] | [added: )] | | $ | [removed: 32,654] [added: (22,438] | [added: )] | | $ | [removed: 15,603] [added: (32,654] | [added: )] |

| Impairment charges (4) | | $ | [removed: 93,266] [added: 67,331] | | | $ | [removed: 45,383] [added: 93,266] | | | $ | [removed: 39,808] [added: 45,383] | | | $ | [removed: 32,247] [added: 39,808] | | | $ | [removed: 10,289] [added: 32,247] | |

| Income from continuing operations (5) | | $ | [removed: 378,850] [added: 426,075] | | | $ | [removed: 894,190] [added: 378,850] | | | $ | [removed: 375,133] [added: 894,190] | | | $ | [removed: 276,884] [added: 375,133] | | | $ | [removed: 172,760] [added: 276,884] | |

| Basic | | $ | [removed: 0.79] [added: 0.87] | | | $ | [removed: 2.01] [added: 0.79] | | | $ | [removed: 0.77] [added: 2.01] | | | $ | [removed: 0.53] [added: 0.77] | | | $ | [removed: 0.19] [added: 0.53] | |

| Diluted | | $ | [removed: 0.79] [added: 0.87] | | | $ | [removed: 2.00] [added: 0.79] | | | $ | [removed: 0.77] [added: 2.00] | | | $ | [removed: 0.53] [added: 0.77] | | | $ | [removed: 0.19] [added: 0.53] | |

| Basic | | | [removed: 418,402] [added: 423,614] | | | | [removed: 411,319] [added: 418,402] | | | | [removed: 409,088] [added: 411,319] | | | | [removed: 407,631] [added: 409,088] | | | | [removed: 405,997] [added: 407,631] | |

| Diluted | | | [removed: 419,709] [added: 424,019] | | | | [removed: 412,851] [added: 419,709] | | | | [removed: 411,038] [added: 412,851] | | | | [removed: 408,614] [added: 411,038] | | | | [removed: 406,689] [added: 408,614] | |

| Cash dividends declared per common share | | $ | [removed: 1.035] [added: 1.090] | | | $ | [removed: 0.975] [added: 1.035] | | | $ | [removed: 0.915] [added: 0.975] | | | $ | [removed: 0.855] [added: 0.915] | | | $ | [removed: 0.78] [added: 0.855] | |

| | | [removed: December 31,] [added: December 31,] | | | | | | | | | | | | | | | | | | |

| | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | | | [removed: 2012] [added: 2013] | | |

| Real estate, before accumulated depreciation | | $ | [removed: 12,008,075] [added: 12,653,446] | | | $ | [removed: 11,568,809] [added: 12,008,075] | | | $ | [removed: 10,018,226] [added: 11,568,809] | | | $ | [removed: 9,123,344] [added: 10,018,226] | | | $ | [removed: 8,947,287] [added: 9,123,344] | |

| Total assets | | $ | [removed: 11,230,600] [added: 11,763,726] | | | $ | [removed: 11,344,171] [added: 11,230,600] | | | $ | [removed: 10,261,400] [added: 11,344,171] | | | $ | [removed: 9,644,247] [added: 10,261,400] | | | $ | [removed: 9,731,928] [added: 9,644,247] | |

| Total debt | | $ | [removed: 5,066,368] [added: 5,478,927] | | | $ | [removed: 5,376,310] [added: 5,066,368] | | | $ | [removed: 4,595,970] [added: 5,376,310] | | | $ | [removed: 4,202,018] [added: 4,595,970] | | | $ | [removed: 4,176,011] [added: 4,202,018] | |

| Total stockholders' equity | | $ | [removed: 5,256,139] [added: 5,394,244] | | | $ | [removed: 5,046,300] [added: 5,256,139] | | | $ | [removed: 4,774,785] [added: 5,046,300] | | | $ | [removed: 4,632,417] [added: 4,774,785] | | | $ | [removed: 4,765,160] [added: 4,632,417] | |

| Cash flow provided by operations | | $ | [removed: 592,096] [added: 614,181] | | | $ | [removed: 493,701] [added: 592,096] | | | $ | [removed: 629,343] [added: 493,701] | | | $ | [removed: 570,035] [added: 629,343] | | | $ | [removed: 479,054] [added: 570,035] | |

| Cash flow [removed: provided by/(used for)] [added: (used for)/provided by] investing activities | | $ | [removed: 165,383] [added: (294,280] | [added: )] | | $ | [removed: 21,365] [added: 165,383] | | | $ | [removed: 126,705] [added: 21,365] | | | $ | [removed: 72,235] [added: 126,705] | | | $ | [removed: (51,000] [added: 72,235] | [removed: )] |

| Cash flow used for financing activities | | $ | [removed: (804,527] [added: (223,874] | ) | | $ | [removed: (512,854] [added: (804,527] | ) | | $ | [removed: (717,494] [added: (512,854] | ) | | $ | [removed: (635,377] [added: (717,494] | ) | | $ | [removed: (399,061] [added: (635,377] | ) |

[added: |] (1) [added: |] Does not include revenues [removed: (i)] from rental properties relating to [added: (i)] unconsolidated joint ventures and (ii) [removed: from] properties included in discontinued operations. [added: |]

[added: |] (2) [added: |] Does not include amounts reflected in discontinued operations. [added: |]

[added: |] (3) [added: |] Does not include amounts reflected in discontinued operations. [added: Amounts include income taxes related to gain on sale of operating properties. |]

[added: |] (4) [added: |] Amounts exclude noncontrolling interests and amounts reflected in discontinued operations. [added: |]

[added: |] (5) [added: |] Amounts include gain on sale of operating properties, net of tax and net of income attributable to noncontrolling interests. [added: |]

| | | 2017 | | | | 2016 | | | | 2015 | | | | 2014 | | | | 2013 | | |

| --- | --- |

| --- | --- |

| --- | --- |

| --- | --- |

| --- | --- |

| | | 2016 | | | | 2015 | | | | 2014 | | | | 2013 | | | | 2012(2) | | |

Amounts include income taxes related to gain on sale of operating properties.

_Changes in Internal [removed: Control Over] [added: Control_ _O__ver] Financial Reporting_

There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fourth fiscal quarter ended December 31, [removed: 2016,] [added: 2017,] that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in the _I__nternal [removed: Control - Integrated] [added: Control_ _-_ _Integrated] Framework_ [removed: (_2013)_] [added: (_2013__)_] issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on our evaluation under the framework in _Internal Control_ _\-_ _Integrated Framework_ [removed: _(2013)_,] [added: _(__2013__)_,] our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2016.][added: 2017.]

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2016,] [added: 2017,] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which is included herein.

The information required by this item is incorporated by reference to “Proposal 1—Election of Directors,” “Corporate Governance,” “Committees of the Board of Directors,” “Executive Officers” and “Other Matters” in our definitive proxy statement to be filed with respect to the Annual Meeting of Stockholders expected to be held on April [removed: 25, 2017] [added: 24, 2018] (“Proxy Statement”).

We have adopted a Code of Business Conduct and Ethics [removed: that applies to all employees] (the “Code of Ethics”).

A copy of the Code of Ethics is available in print, free of charge, to stockholders upon request to us at the address set forth in Item 1 of this Annual Report on Form 10-K under the section “Business - Background.” We intend to satisfy the disclosure requirements under the Securities and Exchange Act of 1934, as amended, regarding an amendment to or waiver from a provision of our Code of Ethics by posting such information on our [removed: web site.][added: web-site.]

| (a) [removed: 1.] [added: 1] | [added: .] Financial Statements – The following consolidated financial information is included as a separate section of this annual report on Form 10-K. | | [added: Form 10-K Report Page] |

| | [Report of Independent Registered Public Accounting [removed: Firm](#BKMK18633)] [added: Firm](#reportofrpa)] | | [removed: 40] [added: 47] |

| | [Consolidated Balance Sheets as of December 31, [removed: 2016] [added: 2017] and [removed: 2015](#BKMK18634)] [added: 2016](#bal)] | | [removed: 41] [added: 48] |

| | [Consolidated Statements of Income for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014](#BKMK18635)] [added: 2015](#soi)] | | [removed: 42] [added: 49] |

| | [Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014](#BKMK18636)] [added: 2015](#ci)] | | [removed: 43] [added: 50] |

| | [Consolidated Statements of Changes in Equity for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014](#BKMK18637)] [added: 2015](#equity)] | | [removed: 44] [added: 51] |

| | [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014](#BKMK18638)] [added: 2015](#cashflows)] | | [removed: 45] [added: 52] |

| | [Notes to Consolidated Financial [removed: Statements](#BKMK18640)] [added: Statements](#notes)] | | [removed: 46] [added: 53] |

| | [removed: [Schedule] [added: Schedule] III [removed: -](#BKMK18642)] [added: -] | [removed: Real] [added: [Real] Estate and Accumulated Depreciation [added: as of December 31, 2017](#schediii)] | [removed: 88] [added: 96] |

| | [removed: [Schedule] [added: Schedule] IV [removed: -](#BKMK18643)] [added: -] | [removed: Mortgage] [added: [Mortgage] Loans on Real Estate [added: as of December 31, 2017](#schediv)] | [removed: 90] [added: 98] |

| [removed: 3.] [added: 3] | [added: .] Exhibits - | | |

| | [removed: [The] [added: The] exhibits listed on the accompanying Index to Exhibits are filed as part of this [removed: report.](#BKMK18644)] [added: report.] | | [removed: 36] [added: 43] |

| | Schedule II - | [Valuation and Qualifying Accounts for the years ended December 31, 2017, 2016 and 2015](#schedii) | 95 |

| | | | Form 10-K Report Page |

| | [Schedule II -](#BKMK18641) | Valuation and Qualifying Accounts | 87 |

[removed: INDEX TO] [added: INDEX TO] EXHIBITS

| | | [removed: |] Incorporated by Reference | | | | | | [removed: | | | | | | |]

| Exhibit Number | Exhibit Description | [removed: |] Form | | File No. | [removed: |] Date of Filing | [removed: |] Exhibit Number | [removed: | |] Filed/ Furnished Herewith | [removed: | Page Number | |]

| 3.1(a) | [removed: Articles] [added: [Articles] of Restatement of Kimco Realty Corporation, dated January 14, [removed: 2011 |] [added: 2011](http://www.sec.gov/Archives/edgar/data/879101/000139843211000206/exh3_1a.htm)] | [removed: 10-K] [added: 10\-K] | | 1-10899 | [removed: |] 02/28/11 | [removed: |] 3.1(a) | | [removed: | | | | |]

| 3.1(b) | [removed: Amendment] [added: [Amendment] to Articles of Restatement of Kimco Realty Corporation, dated May 8, [removed: 2014 | | | | | | | |] [added: 2014](http://www.sec.gov/Archives/edgar/data/879101/000143774917003269/ex3-1b.htm)] | [added: 10-K] | | [removed: *] [added: 1-10899] | [added: 02/27/17] | [removed: 91] [added: 3.1(b)] | |

| 3.1(c) | [removed: Articles] [added: [Articles] Supplementary of Kimco Realty Corporation, dated November 8, [removed: 2010 |] [added: 2010](http://www.sec.gov/Archives/edgar/data/879101/000139843211000206/exh3_1b.htm)] | 10-K | | 1-10899 | [removed: |] 02/28/11 | [removed: |] 3.1(b) | | [removed: | | | | |]

| 3.1(d) | [removed: Articles] [added: [Articles] Supplementary of Kimco Realty Corporation, dated March 12, [removed: 2012 |] [added: 2012](http://www.sec.gov/Archives/edgar/data/879101/000139843212000219/exh3_2.htm)] | 8-A12B | | 1-10899 | [removed: |] 03/13/12 | [removed: |] 3.2 | | [removed: | | | | |]

| 3.1(e) | [removed: Articles] [added: [Articles] Supplementary of Kimco Realty Corporation, dated July 17, [removed: 2012 |] [added: 2012](http://www.sec.gov/Archives/edgar/data/879101/000139843212000537/ex3-2.htm)] | 8-A12B | | 1-10899 | [removed: |] 07/18/12 | [removed: |] 3.2 | | [removed: | | | | |]

| 3.1(f) | [removed: Articles] [added: [Articles] Supplementary of Kimco Realty Corporation, dated November 30, [removed: 2012 |] [added: 2012](http://www.sec.gov/Archives/edgar/data/879101/000139843212000875/ex3-2.htm)] | 8-A12B | | 1-10899 | [removed: |] 12/03/12 | [removed: |] 3.2 | | [removed: | | | | |]

| 3.2 | [removed: Amended] [added: [Amended] and Restated Bylaws of Kimco Realty Corporation, dated February 25, [removed: 2009 |] [added: 2009](http://www.sec.gov/Archives/edgar/data/879101/000139843209000090/exh3_2.htm)] | 10-K | | 1-10899 | [removed: |] 02/27/09 | [removed: |] 3.2 | | [removed: | | | | |]

| 4.1 | Agreement of Kimco Realty Corporation pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K | [removed: |] S-11 | | 333-42588 | [removed: |] 09/11/91 | [removed: |] 4.1 | | [removed: | | | | |]

| [removed: 4.3] [added: 4.2] | Indenture dated September 1, 1993, between Kimco Realty Corporation and Bank of New York (as successor to IBJ Schroder Bank and Trust Company) | [removed: |] S-3 | | 333-67552 | [removed: |] 09/10/93 | [removed: |] 4(a) | | [removed: | | | | |]

| [removed: 4.4] [added: 4.3] | First Supplemental Indenture, dated August 4, 1994, between Kimco Realty Corporation and Bank of New York (as successor to IBJ Schroder Bank and Trust Company) | [removed: |] 10-K | | 1-10899 | [removed: |] 03/28/96 | [removed: |] 4.6 | | [removed: | | | | |]