filings.toolsItem 8. , ITEM 15 (a) (1) and (2)
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Item 8. , ITEM 15 (a) (1) and (2)
INDEX TO FINANCIAL STATEMENTS
AND
FINANCIAL STATEMENT SCHEDULES
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders
of Kimco Realty Corporation:
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the consolidated financial statements, including the related notes, as listed in the index appearing under Item 15(a)(1), and the financial statement schedules listed in the index appearing under Item 15(a)(2), of Kimco Realty Corporation and its subsidiaries (the “Company”) (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2020 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Analysis of Real Estate Properties for Indicators of Impairment
As described in Notes 1 and 6 to the consolidated financial statements, the net carrying value of the Company’s real estate, net was $9.3 billion. On a continuous basis, management assesses whether there are indicators, including property operating performance, changes in anticipated holding period, and general market conditions, that the value of the Company’s real estate properties may be impaired. An impairment is recognized on properties held for use when the expected undiscounted cash flows for a property are less than its carrying amount, at which time, the property is written-down to its estimated fair value.
The principal considerations for our determination that performing procedures relating to the analysis of real estate properties for indicators of impairment of property carrying values is a critical audit matter are (i) the significant judgment by management to identify indicators of impairment related to property operating performance, changes in anticipated holding period, and general market conditions which led to (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating audit evidence related to management’s determination of impairment indicators related to property operating performance, changes in anticipated holding period, and general market conditions.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s analysis of real estate properties for indicators of impairment. These procedures also included, among others (i) testing management’s process for identifying real estate properties for indicators of impairment, (ii) evaluating the appropriateness of management’s undiscounted cash flow analysis, (iii) testing the underlying data used in the analysis, and (iv) evaluating the reasonableness of management’s determination of impairment indicators related to property operating performance, changes in anticipated holding period, and general market conditions. Evaluating the reasonableness of management’s determination of impairment indicators included (i) evaluating property operating performance and management’s intent with respect to holding or disposing of properties, (ii) evaluating the consistency of the sales prices utilized by management with external market and industry data, and (iii) assessing management’s considerations of general market conditions.
Estimate of Collectability of Accounts Receivable, Including the Corresponding Straight-Line Rent Receivable
As described in Notes 1 and 11 to the consolidated financial statements, the Company's accounts receivable and notes receivable, net of $219.2 million as of December 31, 2020, including the corresponding straight- line rent receivable, was reduced by $81.0 million during the year associated with potentially uncollectible receivables, which included $15.2 million for straight-line rent receivables. The Company’s analysis of its accounts receivable included (i) customer credit worthiness, (ii) assessment of risk associated with the tenant, and (iii) current economic trends. If a lessee’s accounts receivable balance is considered uncollectible, the Company will write-off the receivable balances associated with the lease and will only recognize lease income on a cash basis. This analysis also recognizes a general reserve, as a reduction to revenues from rental properties, for its portfolio of operating lease receivables which are not expected to be fully collectible based on the Company’s historical and current collection experience and the potential for settlement of arrears.
The principal considerations for our determination that performing procedures relating to the estimate of the collectability of accounts receivable, including the corresponding straight-line rent receivable, is a critical audit matter is (i) the significant judgment by management when determining the estimate of collectability of accounts receivable, including the corresponding straight-line rent receivable, which led to (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating audit evidence relating to management’s analysis of the customer credit worthiness, risk associated with the tenant, and current economic trends.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the estimate of collectability of accounts receivable, including the corresponding straight-line rent receivable. These procedures also included, among others (i) testing management’s process for determining the estimate of the collectability of accounts receivable, including the corresponding straight-line rent receivables, (ii) evaluating the appropriateness of the method, (iii) evaluating the reasonableness of the customer credit worthiness, risk associated with the tenant, and current economic trends used by management when evaluating the probability of the collection of the lessee’s total accounts receivable, including the corresponding straight-line rent receivable, and (iv) testing the underlying data used in the estimate. Evaluating the reasonableness of the customer credit worthiness, risk associated with the tenant, and current economic trends involved evaluating whether they were reasonable considering (i) the current and past performance of the tenant and the customer credit; and (ii) the consistency with external market and industry data.
/s/ PricewaterhouseCoopers LLP
New York, New York
February 23, 2021
We have served as the Company’s auditor since at least 1991.We have not been able to determine the specific year we began serving as auditor of the Company.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
| December 31, 2020 | December 31, 2019 | |||||||
|---|---|---|---|---|---|---|---|---|
| Assets: | ||||||||
| Real estate: | ||||||||
| Land | $ | 2,781,888 | $ | 2,788,155 | ||||
| Building and improvements | 9,281,267 | 8,920,951 | ||||||
| Real estate | 12,063,155 | 11,709,106 | ||||||
| Less: accumulated depreciation and amortization | (2,717,114 | ) | (2,500,053 | ) | ||||
| Total real estate, net | 9,346,041 | 9,209,053 | ||||||
| Real estate under development | 5,672 | 220,170 | ||||||
| Investments in and advances to real estate joint ventures | 590,694 | 578,118 | ||||||
| Other real estate investments | 117,140 | 194,400 | ||||||
| Cash and cash equivalents | 293,188 | 123,947 | ||||||
| Marketable securities | 706,954 | 9,353 | ||||||
| Accounts and notes receivable, net | 219,248 | 218,689 | ||||||
| Deferred charges and prepaid expenses | 135,967 | 150,330 | ||||||
| Operating lease right-of-use assets, net | 102,369 | 99,125 | ||||||
| Other assets | 97,225 | 194,682 | ||||||
| Total assets (1) | $ | 11,614,498 | $ | 10,997,867 | ||||
| Liabilities: | ||||||||
| Notes payable, net | $ | 5,044,208 | $ | 4,831,759 | ||||
| Mortgages and construction loan payable, net | 311,272 | 484,008 | ||||||
| Accounts payable and accrued expenses | 146,457 | 170,082 | ||||||
| Dividends payable | 5,366 | 126,274 | ||||||
| Operating lease liabilities | 96,619 | 92,711 | ||||||
| Other liabilities | 324,538 | 346,183 | ||||||
| Total liabilities (2) | 5,928,460 | 6,051,017 | ||||||
| Redeemable noncontrolling interests | 15,784 | 17,943 | ||||||
| Commitments and contingencies (Footnote 20) | ||||||||
| Stockholders' equity: | ||||||||
| Preferred stock, $1.00 par value, authorized 7,054,000 shares; Issued and outstanding (in series) 19,580 shares; Aggregate liquidation preference $489,500 | 20 | 20 | ||||||
| Common stock, $.01 par value, authorized 750,000,000 shares; issued and outstanding 432,518,743, and 431,814,951 shares, respectively | 4,325 | 4,318 | ||||||
| Paid-in capital | 5,766,511 | 5,765,233 | ||||||
| Cumulative distributions in excess of net income | (162,812 | ) | (904,679 | ) | ||||
| Total stockholders' equity | 5,608,044 | 4,864,892 | ||||||
| Noncontrolling interests | 62,210 | 64,015 | ||||||
| Total equity | 5,670,254 | 4,928,907 | ||||||
| Total liabilities and equity | $ | 11,614,498 | $ | 10,997,867 |
| (1) | Includes restricted assets of consolidated variable interest entities (“VIEs”) at December 31, 2020 and December 31, 2019 of $102,482 and $245,489, respectively. See Footnote 10 of the Notes to Consolidated Financial Statements. |
|---|
| (2) | Includes non-recourse liabilities of consolidated VIEs at December 31, 2020 and December 31, 2019 of $62,076 and $153,436, respectively. See Footnote 10 of the Notes to Consolidated Financial Statements. |
|---|
The accompanying notes are an integral part of these consolidated financial statements.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2018 | ||||||||||
| Revenues | ||||||||||||
| Revenues from rental properties, net | $ | 1,044,888 | $ | 1,142,334 | $ | 1,149,603 | ||||||
| Management and other fee income | 13,005 | 16,550 | 15,159 | |||||||||
| Total revenues | 1,057,893 | 1,158,884 | 1,164,762 | |||||||||
| Operating expenses | ||||||||||||
| Rent | (11,270 | ) | (11,311 | ) | (10,929 | ) | ||||||
| Real estate taxes | (157,661 | ) | (153,659 | ) | (153,336 | ) | ||||||
| Operating and maintenance | (174,038 | ) | (171,981 | ) | (164,294 | ) | ||||||
| General and administrative | (93,217 | ) | (96,942 | ) | (87,797 | ) | ||||||
| Provision for doubtful accounts | - | - | (6,253 | ) | ||||||||
| Impairment charges | (6,624 | ) | (48,743 | ) | (79,207 | ) | ||||||
| Depreciation and amortization | (288,955 | ) | (277,879 | ) | (310,380 | ) | ||||||
| Total operating expenses | (731,765 | ) | (760,515 | ) | (812,196 | ) | ||||||
| Gain on sale of properties/change in control of interests | 6,484 | 79,218 | 229,840 | |||||||||
| Operating income | 332,612 | 477,587 | 582,406 | |||||||||
| Other income/(expense) | ||||||||||||
| Other income, net | 4,119 | 10,985 | 16,528 | |||||||||
| Gain/(loss) on marketable securities, net | 594,753 | 829 | (3,487 | ) | ||||||||
| Gain on sale of cost method investment | 190,832 | - | - | |||||||||
| Interest expense | (186,904 | ) | (177,395 | ) | (183,339 | ) | ||||||
| Early extinguishment of debt charges | (7,538 | ) | - | (12,762 | ) | |||||||
| Income before income taxes, net, equity in income of joint ventures, net, and equity in income from other real estate investments, net | 927,874 | 312,006 | 399,346 | |||||||||
| (Provision)/benefit for income taxes, net | (978 | ) | 3,317 | (1,600 | ) | |||||||
| Equity in income of joint ventures, net | 47,353 | 72,162 | 71,617 | |||||||||
| Equity in income of other real estate investments, net | 28,628 | 26,076 | 29,100 | |||||||||
| Net income | 1,002,877 | 413,561 | 498,463 | |||||||||
| Net income attributable to noncontrolling interests | (2,044 | ) | (2,956 | ) | (668 | ) | ||||||
| Net income attributable to the Company | 1,000,833 | 410,605 | 497,795 | |||||||||
| Preferred stock redemption charges | - | (18,528 | ) | - | ||||||||
| Preferred dividends | (25,416 | ) | (52,089 | ) | (58,191 | ) | ||||||
| Net income available to the Company's common shareholders | $ | 975,417 | $ | 339,988 | $ | 439,604 | ||||||
| Per common share: | ||||||||||||
| Net income available to the Company's common shareholders: | ||||||||||||
| -Basic | $ | 2.26 | $ | 0.80 | $ | 1.02 | ||||||
| -Diluted | $ | 2.25 | $ | 0.80 | $ | 1.02 | ||||||
| Weighted average shares: | ||||||||||||
| -Basic | 429,950 | 420,370 | 420,641 | |||||||||
| -Diluted | 431,633 | 421,799 | 421,379 |
The accompanying notes are an integral part of these consolidated financial statements.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2018 | ||||||||||
| Net income | $ | 1,002,877 | $ | 413,561 | $ | 498,463 | ||||||
| Other comprehensive income: | ||||||||||||
| Change in unrealized value on interest rate swaps | - | - | 344 | |||||||||
| Other comprehensive income | - | - | 344 | |||||||||
| Comprehensive income | 1,002,877 | 413,561 | 498,807 | |||||||||
| Comprehensive income attributable to noncontrolling interests | (2,044 | ) | (2,956 | ) | (668 | ) | ||||||
| Comprehensive income attributable to the Company | $ | 1,000,833 | $ | 410,605 | $ | 498,139 |
The accompanying notes are an integral part of these consolidated financial statements.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the Years Ended December 31, 2020, 2019 and 2018
(in thousands)
| Cumulative Distributions in Excess of Net | Accumulated Other Comprehensive | Preferred Stock | Common Stock | Paid-in | Total Stockholders' | Noncontrolling | Total | |||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Income | Income /(Loss) | Issued | Amount | Issued | Amount | Capital | Equity | Interests | Equity | |||||||||||||||||||||||||||||||
| Balance, January 1, 2018 | $ | (754,375 | ) | $ | (344 | ) | 41 | $ | 41 | 425,646 | $ | 4,256 | $ | 6,152,764 | $ | 5,402,342 | $ | 127,903 | $ | 5,530,245 | ||||||||||||||||||||
| Contributions/deemed contributions from noncontrolling interests | - | - | - | - | - | - | - | - | 109 | 109 | ||||||||||||||||||||||||||||||
| Comprehensive income: | ||||||||||||||||||||||||||||||||||||||||
| Net income | 497,795 | - | - | - | - | - | - | 497,795 | 668 | 498,463 | ||||||||||||||||||||||||||||||
| Other comprehensive income: | - | - | ||||||||||||||||||||||||||||||||||||||
| Change in unrealized value on interest rate swaps | - | 344 | - | - | - | - | - | 344 | - | 344 | ||||||||||||||||||||||||||||||
| Redeemable noncontrolling interests income | - | - | - | - | - | - | - | - | (373 | ) | (373 | ) | ||||||||||||||||||||||||||||
| Dividends declared to common and preferred shares | (531,127 | ) | - | - | - | - | - | - | (531,127 | ) | - | (531,127 | ) | |||||||||||||||||||||||||||
| Distributions to noncontrolling interests | - | - | - | - | - | - | - | - | (2,663 | ) | (2,663 | ) | ||||||||||||||||||||||||||||
| Issuance of common stock | - | - | - | - | 1,101 | 11 | (11 | ) | - | - | - | |||||||||||||||||||||||||||||
| Issuance of preferred stock | - | - | 2 | 2 | - | - | 33,112 | 33,114 | - | 33,114 | ||||||||||||||||||||||||||||||
| Repurchase of common stock | - | - | - | - | (5,100 | ) | (51 | ) | (75,075 | ) | (75,126 | ) | - | (75,126 | ) | |||||||||||||||||||||||||
| Surrender of restricted stock | - | - | - | - | (300 | ) | (3 | ) | (4,357 | ) | (4,360 | ) | - | (4,360 | ) | |||||||||||||||||||||||||
| Exercise of common stock options | - | - | - | - | 42 | 1 | 591 | 592 | - | 592 | ||||||||||||||||||||||||||||||
| Amortization of equity awards | - | - | - | - | - | - | 16,548 | 16,548 | - | 16,548 | ||||||||||||||||||||||||||||||
| Acquisition/deconsolidation of noncontrolling interests | - | - | - | - | - | - | 1,203 | 1,203 | (48,395 | ) | (47,192 | ) | ||||||||||||||||||||||||||||
| Adjustment of redeemable noncontrolling interests to estimated fair value | - | - | - | - | - | - | (7,521 | ) | (7,521 | ) | - | (7,521 | ) | |||||||||||||||||||||||||||
| Balance, December 31, 2018 | (787,707 | ) | - | 43 | 43 | 421,389 | 4,214 | 6,117,254 | 5,333,804 | 77,249 | 5,411,053 | |||||||||||||||||||||||||||||
| Net income | 410,605 | - | - | - | - | - | - | 410,605 | 2,956 | 413,561 | ||||||||||||||||||||||||||||||
| Redeemable noncontrolling interests income | - | - | - | - | - | - | - | - | (358 | ) | (358 | ) | ||||||||||||||||||||||||||||
| Dividends declared to common and preferred shares | (527,577 | ) | - | - | - | - | - | - | (527,577 | ) | - | (527,577 | ) | |||||||||||||||||||||||||||
| Distributions to noncontrolling interests | - | - | - | - | - | - | - | - | (10,638 | ) | (10,638 | ) | ||||||||||||||||||||||||||||
| Issuance of common stock | - | - | - | - | 10,399 | 105 | 200,028 | 200,133 | - | 200,133 | ||||||||||||||||||||||||||||||
| Surrender of restricted common stock | - | - | - | - | (242 | ) | (3 | ) | (4,027 | ) | (4,030 | ) | - | (4,030 | ) | |||||||||||||||||||||||||
| Exercise of common stock options | - | - | - | - | 269 | 2 | 3,878 | 3,880 | - | 3,880 | ||||||||||||||||||||||||||||||
| Amortization of equity awards | - | - | - | - | - | - | 19,083 | 19,083 | - | 19,083 | ||||||||||||||||||||||||||||||
| Acquisition of noncontrolling interests | - | - | - | - | - | - | 3,994 | 3,994 | (5,194 | ) | (1,200 | ) | ||||||||||||||||||||||||||||
| Redemption of preferred stock | - | - | (23 | ) | (23 | ) | - | - | (574,977 | ) | (575,000 | ) | - | (575,000 | ) | |||||||||||||||||||||||||
| Balance, December 31, 2019 | (904,679 | ) | - | 20 | 20 | 431,815 | 4,318 | 5,765,233 | 4,864,892 | 64,015 | 4,928,907 | |||||||||||||||||||||||||||||
| Contributions from noncontrolling interests | - | - | - | - | - | - | - | - | 149 | 149 | ||||||||||||||||||||||||||||||
| Net income | 1,000,833 | - | - | - | - | - | - | 1,000,833 | 2,044 | 1,002,877 | ||||||||||||||||||||||||||||||
| Redeemable noncontrolling interests income | - | - | - | - | - | - | - | - | (1,022 | ) | (1,022 | ) | ||||||||||||||||||||||||||||
| Dividends declared to common and preferred shares | (258,966 | ) | - | - | - | - | - | - | (258,966 | ) | - | (258,966 | ) | |||||||||||||||||||||||||||
| Distributions to noncontrolling interests | - | - | - | - | - | - | - | - | (1,705 | ) | (1,705 | ) | ||||||||||||||||||||||||||||
| Issuance of common stock | - | - | - | - | 944 | 9 | (9 | ) | - | - | - | |||||||||||||||||||||||||||||
| Surrender of restricted common stock | - | - | - | - | (303 | ) | (3 | ) | (5,392 | ) | (5,395 | ) | - | (5,395 | ) | |||||||||||||||||||||||||
| Exercise of common stock options | - | - | - | - | 63 | 1 | 980 | 981 | - | 981 | ||||||||||||||||||||||||||||||
| Amortization of equity awards | - | - | - | - | - | - | 22,887 | 22,887 | - | 22,887 | ||||||||||||||||||||||||||||||
| Acquisition of noncontrolling interests | - | - | - | - | - | - | (19,348 | ) | (19,348 | ) | (1,271 | ) | (20,619 | ) | ||||||||||||||||||||||||||
| Adjustment of redeemable noncontrolling interests to estimated fair value | - | - | - | - | - | - | 2,160 | 2,160 | - | 2,160 | ||||||||||||||||||||||||||||||
| Balance, December 31, 2020 | $ | (162,812 | ) | $ | - | 20 | $ | 20 | 432,519 | $ | 4,325 | $ | 5,766,511 | $ | 5,608,044 | $ | 62,210 | $ | 5,670,254 |
The accompanying notes are an integral part of these consolidated financial statements.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2018 | ||||||||||
| Cash flow from operating activities: | ||||||||||||
| Net income | $ | 1,002,877 | $ | 413,561 | $ | 498,463 | ||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||
| Depreciation and amortization | 288,955 | 277,879 | 310,380 | |||||||||
| Impairment charges | 6,624 | 48,743 | 79,207 | |||||||||
| Early extinguishment of debt charges | 7,538 | - | 12,762 | |||||||||
| Equity award expense | 23,685 | 20,200 | 18,221 | |||||||||
| Gain on sale of operating properties/change in control of interests | (6,484 | ) | (79,218 | ) | (229,840 | ) | ||||||
| (Gain)/loss on marketable securities, net | (594,753 | ) | (829 | ) | 3,487 | |||||||
| Gain on sale of cost method investment | (190,832 | ) | - | - | ||||||||
| Equity in income of joint ventures, net | (47,353 | ) | (72,162 | ) | (71,617 | ) | ||||||
| Equity in income from other real estate investments, net | (28,628 | ) | (26,076 | ) | (29,100 | ) | ||||||
| Distributions from joint ventures and other real estate investments | 149,022 | 93,877 | 104,626 | |||||||||
| Change in accounts and notes receivable | (559 | ) | (34,160 | ) | 5,229 | |||||||
| Change in accounts payable and accrued expenses | 5,576 | (3,611 | ) | (9,175 | ) | |||||||
| Change in other operating assets and liabilities | (25,755 | ) | (54,576 | ) | (54,707 | ) | ||||||
| Net cash flow provided by operating activities | 589,913 | 583,628 | 637,936 | |||||||||
| Cash flow from investing activities: | ||||||||||||
| Acquisition of operating real estate and other related net assets | (12,644 | ) | (1,957 | ) | (5,407 | ) | ||||||
| Improvements to operating real estate | (221,278 | ) | (324,821 | ) | (290,874 | ) | ||||||
| Acquisition of real estate under development | - | - | (4,592 | ) | ||||||||
| Improvements to real estate under development | (22,358 | ) | (118,841 | ) | (235,988 | ) | ||||||
| Investment in marketable securities | - | (244 | ) | (63 | ) | |||||||
| Proceeds from sale/repayments of marketable securities | 931 | 2,023 | 957 | |||||||||
| Proceeds from sale of cost method investment | 227,270 | - | - | |||||||||
| Investments in and advances to real estate joint ventures | (15,882 | ) | (27,665 | ) | (36,139 | ) | ||||||
| Reimbursements of investments in and advances to real estate joint ventures | 4,499 | 21,759 | 21,127 | |||||||||
| Investment in and advances to other real estate investments | (14,918 | ) | (12,816 | ) | (524 | ) | ||||||
| Reimbursements of investments in and advances to other real estate investments | 13,435 | 5,960 | 12,878 | |||||||||
| Investment in other financing receivable | (25,000 | ) | (48 | ) | (125 | ) | ||||||
| Collection of mortgage loans receivable | 177 | 10,449 | 22,299 | |||||||||
| Investment in other investments | (500 | ) | (2,500 | ) | (857 | ) | ||||||
| Proceeds from sale of properties | 30,545 | 324,280 | 754,731 | |||||||||
| Proceeds from insurance casualty claims | 2,450 | 4,000 | 16,222 | |||||||||
| Net cash flow (used for)/provided by investing activities | (33,273 | ) | (120,421 | ) | 253,645 | |||||||
| Cash flow from financing activities: | ||||||||||||
| Principal payments on debt, excluding normal amortization of rental property debt | (158,556 | ) | (6,539 | ) | (204,746 | ) | ||||||
| Principal payments on rental property debt | (10,693 | ) | (12,212 | ) | (13,113 | ) | ||||||
| Proceeds from mortgage and construction loan financings | - | 16,028 | 50,972 | |||||||||
| Proceeds from issuance of unsecured term loan | 590,000 | - | - | |||||||||
| Proceeds from issuance of unsecured notes | 900,000 | 350,000 | - | |||||||||
| (Repayments)/proceeds from the unsecured revolving credit facility, net | (200,000 | ) | 100,000 | 92,254 | ||||||||
| Repayments of unsecured term loan | (590,000 | ) | - | - | ||||||||
| Repayments under unsecured notes | (484,905 | ) | - | (315,095 | ) | |||||||
| Financing origination costs | (18,040 | ) | (7,707 | ) | (1,221 | ) | ||||||
| Payment of early extinguishment of debt charges | (7,538 | ) | (1,531 | ) | (13,308 | ) | ||||||
| Contributions from noncontrolling interests | 149 | - | 109 | |||||||||
| Redemption/distribution of noncontrolling interests | (23,345 | ) | (15,134 | ) | (6,660 | ) | ||||||
| Dividends paid | (379,874 | ) | (531,565 | ) | (529,756 | ) | ||||||
| Proceeds from issuance of stock, net | 981 | 204,012 | 33,705 | |||||||||
| Redemption of preferred stock | - | (575,000 | ) | - | ||||||||
| Repurchase of common stock | - | - | (75,126 | ) | ||||||||
| Change in other financing liabilities | (5,578 | ) | (3,193 | ) | (4,528 | ) | ||||||
| Net cash flow used for financing activities | (387,399 | ) | (482,841 | ) | (986,513 | ) | ||||||
| Net change in cash and cash equivalents | 169,241 | (19,634 | ) | (94,932 | ) | |||||||
| Cash and cash equivalents, beginning of year | 123,947 | 143,581 | 238,513 | |||||||||
| Cash and cash equivalents, end of year | $ | 293,188 | $ | 123,947 | $ | 143,581 | ||||||
| Interest paid during the year including payment of early extinguishment of debt charges of $7,538, $1,531 and $13,308, respectively (net of capitalized interest of $13,683, $15,690 and $17,549, respectively) | $ | 183,558 | $ | 169,026 | $ | 199,701 | ||||||
| Income taxes paid/(received) during the year (net of refunds received of $47, $3,452 and $1,007, respectively) | $ | 747 | $ | (1,106 | ) | $ | 514 |
The accompanying notes are an integral part of these consolidated financial statements.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Amounts relating to the number of buildings, square footage, tenant and occupancy data, joint venture debt average interest rates and terms and estimated project costs are unaudited.
The terms “Kimco”, the “Company” and “our” each refer to Kimco Realty Corporation and its subsidiaries, unless the context indicates otherwise. In statements regarding qualification as a REIT, such terms refer solely to Kimco Realty Corporation.
1. Summary of Significant Accounting Policies:
Business and Organization
The Company operates as a Real Estate Investment Trust (“REIT”) and is engaged principally in the ownership, management, development and operation of open-air shopping centers, which are anchored primarily by grocery stores, off-price retailers, discounters or service-oriented tenants. Additionally, the Company provides complementary services that capitalize on the Company’s established retail real estate expertise. The Company evaluates performance on a property specific or transactional basis and does not distinguish its principal business or group its operations on a geographical basis for purposes of measuring performance. Accordingly, the Company believes it has a single reportable segment for disclosure purposes in accordance with accounting principles generally accepted in the United States of America ("GAAP").
The Company has elected to be taxed as a REIT for federal income tax purposes under the Internal Revenue Code of 1986, as amended (the "Code"). The Company is organized and operates in a manner that enables it to qualify as a REIT under the Code.
Coronavirus Disease 2019 ("COVID-19") Pandemic
The COVID-19 pandemic has resulted in a widespread health crisis that has adversely affected businesses, economies, and financial markets worldwide and has caused significant volatility in U.S. and international debt and equity markets. The impact of COVID-19 on the retail industry for both landlords and tenants has been wide ranging, including, but not limited to, the temporary closures of many businesses, "shelter in place" orders, social distancing guidelines and other governmental, business and individual actions taken in response to the COVID-19 pandemic. There has also been reduced consumer spending due to job losses, government restrictions in response to COVID-19 and other effects attributable to COVID-19.
The COVID-19 pandemic has created significant economic uncertainty and volatility and has considerably impacted the Company’s stakeholders. The COVID-19 pandemic has impacted the Company's financial condition, results of operations and cash flows since its onset. The extent to which the COVID-19 pandemic will continue to impact the Company’s financial condition, results of operations and cash flows, will depend on future developments, which continue to be highly uncertain and difficult to predict. The Company’s business, operations and financial results will depend on numerous evolving factors that the Company is not able to predict, including the duration and scope of the pandemic, governmental, business and individual actions that have been and continue to be, taken in response to the pandemic, the distribution and effectiveness of vaccines, the impact on economic activity from the pandemic and actions taken in response, the effect on the Company’s tenants and their businesses, the ability of tenants to make their rental payments, additional closures of tenants’ businesses and the impact of opening and reclosing of communities in response to COVID-19. Any of these events could materially adversely impact the Company’s business, financial condition, results of operations or stock price. The Company will continue to monitor the economic, financial, and social conditions resulting from the COVID-19 pandemic and will assess its asset portfolio for any impairment indicators. In addition, the Company will continue to monitor for any material or adverse effects resulting from the COVID-19 pandemic.
Basis of Presentation
The accompanying Consolidated Financial Statements include the accounts of the Company. The Company’s subsidiaries include subsidiaries which are wholly owned or which the Company has a controlling interest, including where the Company has been determined to be a primary beneficiary of a variable interest entity (“VIE”) in accordance with the consolidation guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). All inter-company balances and transactions have been eliminated in consolidation.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Use of Estimates
GAAP requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during a reporting period. The most significant assumptions and estimates relate to the valuation of real estate and related intangible assets and liabilities, equity method investments, other investments, including the assessment of impairments, as well as, depreciable lives, revenue recognition, the collectability of trade accounts receivable, realizability of deferred tax assets and the assessment of uncertain tax positions. Application of these assumptions requires the exercise of judgment as to future uncertainties, and, as a result, actual results could differ from these estimates.
Subsequent Events
The Company has evaluated subsequent events and transactions for potential recognition or disclosure in its consolidated financial statements.
Real Estate
Real estate assets are stated at cost, less accumulated depreciation and amortization. Upon acquisition of real estate operating properties, the Company estimates the fair value of acquired tangible assets (consisting of land, building, building improvements and tenant improvements) and identified intangible assets and liabilities (consisting of above-market and below-market leases, in-place leases and tenant relationships, where applicable), assumed debt and redeemable units issued at the date of acquisition, based on evaluation of information and estimates available at that date. Fair value is determined based on 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. Acquisitions of operating properties are categorized as asset acquisitions and as such the Company capitalizes the acquisition costs associated with these acquisitions.
In allocating the purchase price to identified intangible assets and liabilities of an acquired property, the value of above-market and below-market leases is estimated based on the present value of the difference between the contractual amounts, including fixed rate below-market lease renewal options, to be paid pursuant to the leases and management’s estimate of the market lease rates and other lease provisions (i.e., expense recapture, base rental changes, etc.) measured over a period equal to the estimated remaining term of the lease. The capitalized above-market or below-market intangible is amortized to rental income over the estimated remaining term of the respective leases, which includes the expected renewal option period for below-market leases. Mortgage debt discounts or premiums are amortized into interest expense over the remaining term of the related debt instrument.
In determining the value of in-place leases, management considers current market conditions and costs to execute similar leases in arriving at an estimate of the carrying costs during the expected lease-up period from vacant to existing occupancy. In estimating carrying costs, management includes real estate taxes, insurance, other operating expenses, estimates of lost rental revenue during the expected lease-up periods and costs to execute similar leases including leasing commissions, legal and other related costs based on current market demand. The value assigned to in-place leases and tenant relationships is amortized over the estimated remaining term of the leases. If a lease were to be terminated prior to its scheduled expiration, all unamortized costs relating to that lease would be written off.
Depreciation and amortization are provided on the straight-line method over the estimated useful lives of the assets, as follows:
| Buildings and building improvements (in years) | 5 to 50 | |
|---|---|---|
| Fixtures, leasehold and tenant improvements (including certain identified intangible assets) | Terms of leases or useful lives, whichever is shorter |
The Company periodically assesses the useful lives of its depreciable real estate assets, including those expected to be redeveloped in future periods, and accounts for any revisions prospectively. Expenditures for maintenance, repairs and demolition costs are charged to operations as incurred. Significant renovations and replacements, which improve or extend the life of the asset, are capitalized. The useful lives of amortizable intangible assets are evaluated each reporting period with any changes in estimated useful lives being accounted for over the revised remaining useful life.
When a real estate asset is identified by management as held-for-sale, the Company ceases depreciation of the asset and estimates the fair value. If the fair value of the asset, less cost to sell, is less than the net book value of the asset, an adjustment to the carrying value would be recorded to reflect the estimated fair value of the property, less estimated costs of sale and the asset is classified as other assets.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
On a continuous basis, management assesses whether there are any indicators, including property operating performance, changes in anticipated holding period and general market conditions, that the value of the real estate properties (including any related amortizable intangible assets or liabilities) may be impaired. A property value is considered impaired only if management’s estimated fair value is less than the net carrying value of the property. The Company’s estimated fair value is primarily based upon (i) estimated sales prices from signed contracts or letters of intent from third-party offers, (ii) discounted cash flow models of the property over its remaining hold period or (iii) third-party appraisals. An impairment is recognized on properties held for use when the expected undiscounted cash flows for a property are less than its carrying amount, at which time, the property is written-down to its estimated fair value. Estimated fair values which are based on discounted cash flow models include all estimated cash inflows and outflows over a specified holding period, capitalization rates and discount rates utilized in these models are based upon unobservable rates that the Company believes to be within a reasonable range of current market rates. In addition, such cash flow models consider factors such as expected future operating income, trends and prospects, as well as the effects of demand, competition and other factors. To the extent impairment has occurred, the carrying value of the property would be adjusted to an amount to reflect the estimated fair value of the property. The Company does not have access to the unobservable inputs used to determine the estimated fair values of third-party offers.
Real Estate Under Development
Real estate under development represents the development of open-air shopping center projects, which may include residential and mixed-use components, that the Company plans to hold as long-term investments. These properties are carried at cost. The cost of land and buildings under development includes specifically identifiable costs. Capitalized costs include pre-construction costs essential to the development of the property, construction costs, interest costs, real estate taxes, insurance, legal costs, salaries and related costs of personnel directly involved and other costs incurred during the period of development. The Company ceases cost capitalization when the property is held available for occupancy and placed into service. This usually occurs upon substantial completion of all development activity necessary to bring the property to the condition needed for its intended use, but no later than one year from the completion of major construction activity. However, the Company may continue to capitalize costs even though a project is substantially completed if construction is still ongoing at the site. If, in management’s opinion, the current and projected undiscounted cash flows of these assets to be held as long-term investments is less than the net carrying value plus estimated costs to complete the development, the carrying value would be adjusted to an amount that reflects the estimated fair value of the property.
Investments in Unconsolidated Joint Ventures
The Company accounts for its investments in unconsolidated joint ventures under the equity method of accounting as the Company exercises significant influence, but does not control, these entities. These investments are recorded initially at cost and are subsequently adjusted for cash contributions and distributions. Earnings for each investment are recognized in accordance with each respective investment agreement and where applicable, are based upon an allocation of the investment’s net assets at book value as if the investment was hypothetically liquidated at the end of each reporting period.
The Company’s joint ventures primarily consist of co-investments with institutional and other joint venture partners in open-air shopping center properties, consistent with its core business. These joint ventures typically obtain non-recourse third-party financing on their property investments, thus contractually limiting the Company’s exposure to losses primarily to the amount of its equity investment; and due to the lender’s exposure to losses, a lender typically will require a minimum level of equity in order to mitigate its risk. The Company, on a limited selective basis, has obtained unsecured financing for certain joint ventures. These unsecured financings may be guaranteed by the Company with guarantees from the joint venture partners for their proportionate amounts of any guaranty payment the Company is obligated to make. As of December 31, 2020, the Company did not guaranty any unsecured joint venture debt.
To recognize the character of distributions from equity investees within its Consolidated Statements of Cash Flows, all distributions received are presumed to be returns on investment and classified as cash inflows from operating activities unless the Company’s cumulative distributions received less distributions received in prior periods that were determined to be returns of investment exceed its cumulative equity in earnings recognized by the investor (as adjusted for amortization of basis differences). When such an excess occurs, the current-period distribution up to this excess is considered a return of investment and classified as cash inflows from investing.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
On a continuous basis, management assesses whether there are any indicators, including the underlying investment property operating performance and general market conditions, that the value of the Company’s investments in unconsolidated joint ventures may be impaired. An investment’s value is impaired only if management’s estimate of the fair value of the investment is less than the carrying value of the investment and such difference is deemed to be other-than-temporary. To the extent impairment has occurred, the loss will be measured as the excess of the carrying amount of the investment over the estimated fair value of the investment. Estimated fair values which are based on discounted cash flow models include all estimated cash inflows and outflows over a specified holding period, and, where applicable, any estimated debt premiums. Capitalization rates and discount rates utilized in these models are based upon unobservable rates that the Company believes to be within a reasonable range of current market rates.
Other Real Estate Investments and Other Assets
Other real estate investments primarily consist of preferred equity investments for which the Company provides capital to owners and developers of real estate. The Company typically accounts for its preferred equity investments on the equity method of accounting, whereby earnings for each investment are recognized in accordance with each respective investment agreement and based upon an allocation of the investment’s net assets at book value as if the investment was hypothetically liquidated at the end of each reporting period.
On a continuous basis, management assesses whether there are any indicators, including the underlying investment property operating performance and general market conditions, that the value of the Company’s Other real estate investments may be impaired. An investment’s value is impaired only if management’s estimate of the fair value of the investment is less than the carrying value of the investment and such difference is deemed to be other-than-temporary. To the extent impairment has occurred, the loss shall be measured as the excess of the carrying amount of the investment over the estimated fair value of the investment.
The Company’s estimated fair values are based upon a discounted cash flow model for each investment that includes all estimated cash inflows and outflows over a specified holding period and, where applicable, any estimated debt premiums. Capitalization rates, discount rates and credit spreads utilized in these models are based upon rates that the Company believes to be within a reasonable range of current market rates.
Other assets include investments for which the Company applies the cost method of accounting. The Company recognizes as income distributions from net accumulated earnings of the investee since the date of acquisition. The net accumulated earnings of an investee subsequent to the date of investment are recognized by the Company only to the extent distributed by the investee. Distributions received in excess of earnings subsequent to the date of investment are considered a return of investment and are recorded as reductions of cost of the investment.
Cash and Cash Equivalents
Cash and cash equivalents include demand deposits in banks, commercial paper and certificates of deposit with original maturities of three months or less. Cash and cash equivalent balances may, at a limited number of banks and financial institutions, exceed insurable amounts. The Company believes it mitigates risk by investing in or through major financial institutions and primarily in funds that are currently U.S. federal government insured up to applicable account limits. Recoverability of investments is dependent upon the performance of the issuers.
Mortgages and Other Financing Receivables
Mortgages and other financing receivables consist of loans acquired and loans originated by the Company, which are included within Other assets on the Company's Consolidated Balance Sheets. Borrowers of these loans are primarily experienced owners, operators or developers of commercial real estate. The Company’s loans are primarily mortgage loans that are collateralized by real estate. Mortgages and other financing receivables are recorded at stated principal amounts, net of any discount or premium or deferred loan origination costs or fees. The related discounts or premiums on mortgages and other loans purchased are amortized or accreted over the life of the related loan receivable. The Company defers certain loan origination and commitment fees, net of certain origination costs and amortizes them as an adjustment of the loan’s yield over the term of the related loan.
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KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
On January 1, 2020, the Company adopted Accounting Standards Update ("ASU") 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (CECL) methodology. The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including loan receivables and held-to-maturity debt securities. The Company adopted this standard using the modified retrospective method for all financial assets measured at amortized cost. Results for reporting periods beginning after January 1, 2020 are presented under ASC 326 while prior period amounts continue to be reported in accordance with previously applicable GAAP.
On a quarterly basis, the Company reviews credit quality indicators such as (i) payment status to identify performing versus non-performing loans, (ii) changes affecting the underlying real estate collateral and (iii) national and regional economic factors. The Company has determined that it has one portfolio segment, primarily represented by loans collateralized by real estate, whereby it determines, as needed, reserves for loan losses on an asset-specific basis. The reserve for loan losses reflects management's estimate of loan losses as of the balance sheet date and are included in Other income, net on the Company's Consolidated Statements of Income. The reserve is increased through loan loss expense and is decreased by charge-offs when losses are confirmed through the receipt of assets such as cash or via ownership control of the underlying collateral in full satisfaction of the loan upon foreclosure or when significant collection efforts have ceased.
Interest income on performing loans is accrued as earned. A non-performing loan is placed on non-accrual status when it is probable that the borrower may be unable to meet interest payments as they become due. Generally, loans 90 days or more past due are placed on non-accrual status unless there is sufficient collateral to assure collectability of principal and interest. Upon the designation of non-accrual status, all unpaid accrued interest is reserved and charged against current income. Interest income on non-performing loans is generally recognized on a cash basis. Recognition of interest income on non-performing loans on an accrual basis is resumed when it is probable that the Company will be able to collect amounts due according to the contractual terms.
Marketable Securities
The Company classifies its marketable equity securities as available-for-sale in accordance with the FASB’s Investments-Debt and Equity Securities guidance. In accordance with ASU 2016-01, _Financial Instruments—_Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, the Company recognizes changes in the fair value of equity investments with readily determinable fair values in net income.
Deferred Leasing Costs
Effective January 1, 2019, in accordance with the adoption of ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”), indirect internal leasing costs previously capitalized are expensed. However, external leasing costs and direct internal leasing costs will continue to be capitalized and amortized on a straight-line basis, over the terms of the related leases, as applicable. Previously, capitalized indirect internal leasing costs were deferred and included in Other assets, on the Company’s Consolidated Balance Sheets; however, upon adoption of ASU 2016-02 they are expensed and included in General and administrative expense. Deferred leasing costs are classified as operating activities on the Company’s Consolidated Statements of Cash Flows.
Software Development Costs
Expenditures for major software purchases and software developed for internal use are capitalized and amortized on a straight-line basis generally over a period of three to ten years. The Company’s policy provides for the capitalization of external direct costs of materials and services associated with developing or obtaining internal use computer software. In addition, the Company also capitalizes certain payroll and payroll-related costs for employees who are directly associated with internal use computer software projects. The amount of payroll costs that can be capitalized with respect to these employees is limited to the time directly spent on such projects. Costs associated with preliminary project stage activities, training, maintenance and all other post-implementation stage activities are expensed as incurred. As of December 31, 2020, and 2019, the Company had unamortized software development costs of $19.1 million and $14.5 million, respectively, which are included in Other assets on the Company’s Consolidated Balance Sheets. The Company expensed $3.2 million, $1.7 million and $5.3 million in amortization of software development costs during the years ended December 31, 2020, 2019 and 2018, respectively.
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KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Deferred Financing Costs
Costs incurred in obtaining long-term financing, included in Notes payable, net and Mortgages and construction loan payable, net in the accompanying Consolidated Balance Sheets, are amortized on a straight-line basis, which approximates the effective interest method, over the terms of the related debt agreements, as applicable.
Revenue, Trade Accounts Receivable and Gain Recognition
The Company determines the proper amount of revenue to be recognized in accordance with ASU 2014-09, Revenue from Contracts with Customers (Topic 606), (“Topic 606”), by performing the following steps: (i) identify the contract with the customer, (ii) identify the performance obligations within the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations and (v) recognize revenue when (or as) a performance obligation is satisfied. As of December 31, 2020, the Company had no outstanding contract assets or contract liabilities.
The Company’s primary source of revenues are derived from lease agreements which fall under the scope of ASU 2016-02, Leases (Topic 842), (“Topic 842”), which includes rental income and expense reimbursement income. The Company also has revenues which are accounted for under Topic 606, which include fees for services performed at various unconsolidated joint ventures for which the Company is the manager. These fees primarily include property and asset management fees, leasing fees, development fees and property acquisition/disposition fees. Also affected by Topic 606 are gains on sales of properties and tax increment financing (“TIF”) contracts. The Company presents its revenue streams on the Company’s Consolidated Statements of Income as Revenues from rental properties, net and Management and other fee income.
Revenues from rental properties_, net_
Revenues from rental properties, net are comprised of minimum base rent, percentage rent, lease termination fee income, amortization of above-market and below-market rent adjustments and straight-line rent adjustments. The Company accounts for lease and non-lease components, as combined components under Topic 842. Non-lease components include reimbursements paid to the Company from tenants for common area maintenance costs and other operating expenses. The combined components are included in Revenues from rental properties, net on the Company’s Consolidated Statements of Income.
Base rental revenues from rental properties are recognized on a straight-line basis over the terms of the related leases. Certain of these leases also provide for percentage rents based upon the level of sales achieved by the lessee. These percentage rents are recognized once the required sales level is achieved. Rental income may also include payments received in connection with lease termination agreements. Lease termination fee income is recognized when the lessee provides consideration in order to terminate an existing lease agreement and has vacated the leased space. If the lessee continues to occupy the leased space for a period of time after the lease termination is agreed upon, the termination fee is accounted for as a lease modification based on the modified lease term. Upon acquisition of real estate operating properties, the Company estimates the fair value of identified intangible assets and liabilities (including above-market and below-market leases, where applicable). The capitalized above-market or below-market intangible asset or liability is amortized to rental income over the estimated remaining term of the respective leases, which includes the expected renewal option period for below-market leases.
Also included in Revenues from rental properties, net are ancillary income and TIF income. Ancillary income is derived through various agreements relating to parking lots, clothing bins, temporary storage, vending machines, ATMs, trash bins and trash collections, seasonal leases, etc. The majority of the revenue derived from these sources is through lease agreements/arrangements and is recognized in accordance with the lease terms described in the lease. The Company has TIF agreements with certain municipalities and receives payments in accordance with the agreements. TIF reimbursement income is recognized on a cash basis when received.
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KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Management and other fee income
Property management fees, property acquisition and disposition fees, construction management fees, leasing fees and asset management fees all fall within the scope of Topic 606. These fees arise from contractual agreements with third-parties or with entities in which the Company has a noncontrolling interest. Management and other fee income related to partially owned entities are recognized to the extent attributable to the unaffiliated interest. Property and asset management fee income is recognized as a single performance obligation (managing the property) comprised of a series of distinct services (maintaining property, handling tenant inquiries, etc.). The Company believes that the overall service of property management is substantially the same each day and has the same pattern of performance over the term of the agreement. As a result, each day of service represents a performance obligation satisfied at that point in time. These fees are recognized at the end of each period for services performed during that period, primarily billed to the customer monthly with payment due upon receipt.
Leasing fee income is recognized as a single performance obligation primarily upon the rent commencement date. The Company believes the leasing services it provides are similar for each available space leased and none of the individual activities necessary to facilitate the execution of each lease are distinct. These fees are billed to the customer monthly with payment due upon receipt.
Property acquisition and disposition fees are recognized when the Company satisfies a performance obligation by acquiring a property or transferring control of a property. These fees are billed subsequent to the acquisition or sale of the property and payment is due upon receipt.
Construction management fees are recognized as a single performance obligation (managing the construction of the project) composed of a series of distinct services. The Company believes that the overall service of construction management is substantially the same each day and has the same pattern of performance over the term of the agreement. As a result, each day of service represents a performance obligation satisfied at that point in time. These fees are based on the amount spent on the construction at the end of each period for services performed during that period, primarily billed to the customer monthly with payment due upon receipt.
Trade Accounts Receivable
The Company reviews its trade accounts receivable, including its straight-line rent receivable, related to base rents, straight-line rent, expense reimbursements and other revenues for collectability. When evaluating the probability of the collection of the lessee’s total accounts receivable, including the corresponding straight-line rent receivable balance on a lease-by-lease basis; the Company considered the effects COVID-19 has had on its tenants, including the corresponding straight-line rent receivable. The Company’s analysis of its accounts receivable included (i) customer credit worthiness, (ii) assessment of risk associated with the tenant, and (iii) current economic trends. In addition, tenants in bankruptcy are analyzed and considerations are made in connection with the expected recovery of pre-petition and post-petition bankruptcy claims. Effective January 1, 2019, in accordance with the adoption of Topic 842, the Company includes provision for doubtful accounts in Revenues from rental properties, net. If a lessee’s accounts receivable balance is considered uncollectible, the Company will write-off the receivable balances associated with the lease and will only recognize lease income on a cash basis. In addition to the lease-specific collectability assessment performed under Topic 842, the analysis also recognizes a general reserve, as a reduction to Revenues from rental properties, for its portfolio of operating lease receivables which are not expected to be fully collectible based on the Company’s historical and current collection experience and the potential for settlement of arrears. Although the Company estimates uncollectible receivables and provides for them through charges against revenues from rental properties, actual results may differ from those estimates. If the Company subsequently determines that it is probable it will collect the remaining lessee’s lease payments under the lease term, the Company will then reinstate the straight-line balance and the lease income will then be limited to the lesser of (i) the straight-line rental income or (ii) the lease payments that have been collected from the lessee.
Since the outbreak of the COVID-19 pandemic, the Company’s shopping centers have remained open; however, a substantial number of tenants had or continue to have temporarily or permanently closed their businesses. Others had, or continue to have, shortened their operating hours or offered reduced services. The Company has also had a substantial number of tenants that have made late or partial rent payments, requested a deferral of rent payments or defaulted on rent payments. Since the COVID-19 pandemic began, the Company has seen an increase in the number of tenants filing for bankruptcy. The Company continues to evaluate the impact these bankruptcy filings have or will have on collections, vacancies and future rental income. The Company considered the effects COVID-19 has had on its tenants when evaluating the adequacy of the collectability of the lessee’s total accounts receivable balance, including the corresponding straight-line rent receivable. During the year ended December 31, 2020, the Company’s revenue was reduced by $81.0 million associated with potentially uncollectible revenues, including revenues from tenants that are being accounted for on a cash basis, which includes $15.2 million for straight-line rent receivables, primarily attributable to the COVID-19 pandemic. Management’s estimate of the collectability of accrued rents and accounts receivable is based on the best information available to management at the time of evaluation. The Company has, and continues to have, worked with tenants to grant rent deferrals or rent waivers on a lease by lease basis. The deferrals generally have a repayment period of six to 18 months.
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KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Gains on sale of properties/change in control of interests
On January 1, 2018, the Company adopted ASU 2017-05, Other Income–Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets (“Topic 610”) for gains and losses from the sale and/or transfer of real estate property. Topic 610 provides that sales of nonfinancial assets, such as real estate, are to be recognized when control of the asset transfers to the buyer, which will occur when the buyer has the ability to direct the use of or obtain substantially all of the remaining benefits from the asset. This generally occurs when the transaction closes and consideration is exchanged for control of the property.
Leases
The FASB issued Topic 842, which amended the guidance in former ASC Topic 840, Leases. The new standard increases transparency and comparability by requiring the recognition by lessees of right-of-use (“ROU”) assets and lease liabilities on the balance sheet for those leases classified as operating leases.
The Company adopted this standard effective January 1, 2019 under the modified retrospective approach and elected the optional transition method to apply the provisions of Topic 842 as of the adoption date, rather than the earliest period presented. As such, the requirements of Topic 842 were not applied in the comparative periods presented in the Company’s Consolidated Financial Statements. The Company also elected the package of practical expedients, which permits the Company to not reassess (i) whether any expired or existing contracts are or contain leases, (ii) the lease classification for any expired or existing leases and (iii) any initial direct costs for any existing leases as of the effective date. The Company did not elect the hindsight practical expedient, which permits entities to use hindsight in determining the lease term and assessing impairment.
Lessor
The Company accounts for non-lease components and related lease components combined under Topic 842, in accordance with the defined criteria in ASU 2018-11, Leases - Targeted Improvements (“ASU 2018-11”). As a lessor, the Company’s recognition of rental revenue under Topic 842 remained mainly consistent with recognition of rental revenue under the previous guidance, Topic 840, apart from the narrower definition of initial direct costs that can be capitalized. The new standard defines initial direct costs as only the incremental costs that would not have been incurred if the lease had not been obtained. Under Topic 842 initial direct costs include commissions paid to third-parties, including brokers, leasing and referral agents and internal leasing commissions paid to employees for successful execution of lease agreements. These initial direct costs are capitalized and generally amortized over the term of the related leases using the straight-line method. Internal employee compensation, payroll-related benefits and certain external legal fees are considered indirect costs associated with the execution of lease agreements and will no longer be capitalized; these costs will be included in general and administrative expense. As a result of electing the package of practical expedients described above, existing leases and related initial direct costs have not been reassessed prior to the effective date, and therefore, adoption of the lease standard did not have an impact on the Company’s previously reported Consolidated Statements of Income for initial direct costs.
In April 2020, the FASB staff developed a question-and-answer document, Topic 842 and Topic 840: Accounting for Lease Concessions related to the Effects of the COVID-19 Pandemic, which focuses on the application of the lease guidance in Topic 842, Leases for lease concessions related to the effects of the COVID-19 pandemic. The FASB staff has been made aware that, given the unprecedented and global nature of the COVID-19 pandemic, it may be exceedingly challenging for entities to determine whether existing contracts provide enforceable rights and obligations for lease concessions and, if so, whether those concessions are consistent with the terms of the contract or are modifications to a contract. As such, an entity can elect not to evaluate whether certain relief provided by a lessor in response to the COVID-19 pandemic is a lease modification. An entity that makes this election can then elect to apply the modification guidance to that relief or account for the concession as if it were contemplated as part of the existing contract. This election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. For example, this election is available for concessions that result in the total payments required by the modified contract being substantially the same as or less than total payments required by the original contract.
64
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Some concessions will provide a deferral of payments with no substantive changes to the consideration in the original contract. A deferral affects the timing of cash receipts, but the amount of the consideration is substantially the same as that required by the original contract. The FASB staff expects that there will be multiple ways to account for those deferrals, none of which the FASB staff believes are preferable to the others. Two of those methods are:
| (i) | Account for the concessions as if no changes to the lease contract were made. Under that accounting, a lessor would increase its lease receivable and a lessee would increase its accounts payable as receivables/payments accrue. In its income statement, a lessor would continue to recognize income and a lessee would continue to recognize expense during the deferral period. |
|---|
| (ii) | Account for the deferred payments as variable lease payments. |
|---|
The Company has elected to apply the modification relief as described in (i) above to the lease concessions it has entered into during the year ended December 31, 2020, related to the COVID-19 pandemic as a lessor related to rental income recognized.
Lessee
The Company’s leases where it is the lessee primarily consist of ground leases and administrative office leases. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the commencement date of the lease and are based on the present value of lease payments over the lease term. The Company utilized an incremental borrowing rate based on the information available at adoption of Topic 842 in determining the present value of lease payments since these leases do not provide an implicit rate. Variable lease payments are excluded from the lease liabilities and corresponding ROU assets, as they are recognized in the period in which the obligation for those payments is incurred. Many of the Company’s lessee agreements include options to extend the lease, which were not included in the Company’s minimum lease terms unless reasonably certain to be exercised. Rental expense for lease payments related to operating leases is recognized on a straight-line basis over the lease term. See Note 11 to the Company’s Consolidated Financial Statements for further details.
Income Taxes
The Company elected to qualify as a REIT for federal income tax purposes commencing with its taxable year January 1, 1992 and operates in a manner that enables the Company to qualify and maintain its status as a REIT. Accordingly, the Company generally will not be subject to federal income tax, provided that distributions to its stockholders equal at least the amount of its REIT taxable income as defined under Section 856 through 860 of the Code. Most states, in which the Company holds investments in real estate, conform to the federal rules recognizing REITs.
The Company maintains certain subsidiaries which made joint elections with the Company to be treated as taxable REIT subsidiaries (“TRSs”), which permit the Company to engage through such TRSs in certain business activities that the REIT may not conduct directly. A TRS is subject to federal and state income taxes on its income, and the Company includes a provision for taxes in its consolidated financial statements. As such, the Company, through its wholly owned TRSs, has been engaged in various retail real estate related opportunities including retail real estate management and disposition services which primarily focuses on leasing and disposition strategies of retail real estate controlled by both healthy and distressed and/or bankrupt retailers. The Company may consider other investments through its TRSs should suitable opportunities arise. The Company is subject to and also includes in its tax provision non-U.S. income taxes on certain investments located in jurisdictions outside the U.S. These investments are held by the Company at the REIT level and not in the Company’s TRSs. Accordingly, the Company does not expect a U.S. income tax impact associated with the repatriation of undistributed earnings from the Company’s foreign subsidiaries.
65
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The Company provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.
The Company reviews the need to establish a valuation allowance against deferred tax assets on a quarterly basis. The review includes an analysis of various factors, such as future reversals of existing taxable temporary differences, the capacity for the carryback or carryforward of any losses, the expected occurrence of future income or loss and available tax planning strategies.
The Company applies the FASB’s guidance relating to uncertainty in income taxes recognized in a Company’s financial statements. Under this guidance the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The guidance on accounting for uncertainty in income taxes also provides guidance on de-recognition, classification, interest and penalties on income taxes, and accounting in interim periods.
Noncontrolling Interests
The Company accounts for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. Noncontrolling interests represent the portion of equity that the Company does not own in those entities it consolidates. The Company identifies its noncontrolling interests separately within the equity section on the Company’s Consolidated Balance Sheets. The amounts of consolidated net earnings attributable to the Company and to the noncontrolling interests are presented separately on the Company’s Consolidated Statements of Income.
Noncontrolling interests also include amounts related to partnership units issued by consolidated subsidiaries of the Company in connection with certain property acquisitions. These units have a stated redemption value or a defined redemption amount based upon the trading price of the Company’s common stock and provides the unit holders various rates of return during the holding period. The unit holders generally have the right to redeem their units for cash at any time after one year from issuance. For convertible units, the Company typically has the option to settle redemption amounts in cash or common stock.
The Company evaluates the terms of the partnership units issued in accordance with the FASB’s Distinguishing Liabilities from Equity guidance. Convertible units for which the Company has the option to settle redemption amounts in cash or common stock are included in the caption Noncontrolling interests within the equity section on the Company’s Consolidated Balance Sheets. Units which embody a conditional obligation requiring the Company to redeem the units for cash after a specified or determinable date (or dates) or upon the occurrence of an event that is not solely within the control of the issuer are determined to be contingently redeemable under this guidance and are included as Redeemable noncontrolling interests and classified within the mezzanine section between Total liabilities and Stockholders’ equity on the Company’s Consolidated Balance Sheets.
Contingently redeemable noncontrolling interests are recorded at fair value upon issuance. Any change in the fair value or redemption value of these noncontrolling interests is subsequently recognized through Paid-in capital on the Company’s Consolidated Balance Sheets and is included in the Company’s computation of earnings per share (see Footnote 23 of the Notes to the Consolidated Financial Statements).
Stock Compensation
In May 2020, the Company’s stockholders approved the 2020 Equity Participation Plan (the “2020 Plan"), which is a successor to the Restated Kimco Realty Corporation 2010 Equity Participation Plan that expired in March 2020. The 2020 Plan provides for a maximum of 10,000,000 shares of the Company’s common stock to be reserved for the issuance of stock options, stock appreciation rights, restricted stock units, performance awards, dividend equivalents, stock payments and deferred stock awards. Unless otherwise determined by the Board of Directors at its sole discretion, restricted stock grants generally vest (i) 100% on the fourth or fifth anniversary of the grant, (ii) ratably over three, four and five years or (iii) over ten years at 20% per year commencing after the fifth year. Performance share awards, which vest over a period of one to three years, may provide a right to receive shares of the Company’s common stock or restricted stock based on the Company’s performance relative to its peers, as defined, or based on other performance criteria as determined by the Board of Directors. In addition, the 2020 Plan provides for the granting of restricted stock to each of the Company’s non-employee directors (the “Independent Directors”) and permits such Independent Directors to elect to receive deferred stock awards in lieu of directors’ fees.
66
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The Company accounts for equity awards in accordance with the FASB’s Stock Compensation guidance which requires that all share-based payments to employees be recognized in the Statements of Income over the service period based on their fair values. Fair value of performance awards is determined using the Monte Carlo method, which is intended to estimate the fair value of the awards at the grant date (see Footnote 21 of the Notes to Consolidated Financial Statements for additional disclosure on the assumptions and methodology).
Reclassifications
Certain amounts in the prior periods have been reclassified in order to conform to the current period’s presentation. For comparative purposes, the Company reclassified (i) $9.4 million of marketable securities from Other assets to Marketable securities on the Company’s Consolidated Balance Sheets at December 31, 2019 and (ii) $0.8 million of gain on marketable securities, net and $3.5 million of loss on marketable securities, net from Other income, net to Gain/(loss) on marketable securities, net on the Company’s Consolidated Statements of Income for the years ended December 31, 2019 and 2018, respectively.
New Accounting Pronouncements
The following table represents ASUs to the FASB’s ASCs that, as of December 31, 2020, are not yet effective for the Company and for which the Company has not elected early
adoption, where permitted:
| ASU | Description | Effective Date | Effect on the financial statements or other significant matters |
|---|---|---|---|
| ASU 2020-01, Investments – Equity Securities (Topic 321), Investments – Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 (a consensus of the Emerging Issues Task Force) | The amendments clarify the interaction between the accounting for equity securities, equity method investments, and certain derivative instruments. This ASU, among other things, clarifies that an entity should consider observable transactions that require a company to either apply or discontinue the equity method of accounting under Topic 323 for the purposes of applying the measurement alternative in accordance with Topic 321 immediately before applying or upon discontinuing the equity method. | January 1, 2021; Early adoption permitted | The adoption of this ASU is not expected to have a material impact on the Company’s financial position and/or results of operations. |
67
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The following ASUs to the FASB’s ASCs have been adopted by the Company as of the date listed:
| ASU | Description | Adoption Date | Effect on the financial statements or other significant matters |
|---|---|---|---|
| ASU 2020-04, Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting | This ASU is intended to provide temporary optional expedients and exceptions to GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates. | This guidance is effective immediately, and the Company may elect to apply the amendments prospectively through December 31, 2022. | The adoption of this ASU did not have a material impact on the Company’s financial position and/or results of operations. |
| ASU 2020-03, Codification Improvements to Financial Instruments | This ASU improves and clarifies various financial instruments topics. The ASU includes seven different issues that describe the areas of improvement and the related amendments to GAAP, intended to make the standards easier to understand and apply by eliminating inconsistencies and providing clarifications. | The amendment is divided into issues 1 to 7 with different effective dates. | The Company adopted issues 1-7 of this ASU, the adoption did not have a material impact on the Company’s financial position and/or results of operations. |
| ASU 2018-17, Consolidation (Topic 810) – Targeted Improvements to Related Party Guidance for Variable Interest Entities | The amendment to Topic 810 clarifies the following areas: (i) Applying the variable interest entity (VIE) guidance to private companies under common control, and (ii) Considering indirect interests held through related parties under common control, for determining whether fees paid to decision makers and service providers are variable interests. This update improves the accounting for those areas, thereby improving general purpose financial reporting. Retrospective adoption is required. | January 1, 2020; Early adoption permitted | The adoption of this ASU did not have a material impact on the Company’s financial position and/or results of operations. |
| ASU 2018-15, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract | The amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. | January 1, 2020; Early adoption permitted | The adoption of this ASU did not have a material impact on the Company’s financial position and/or results of operations. |
| ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement | The amendment modifies the disclosure requirements for fair value measurements in Topic 820, based on the concepts in the FASB Concepts Statement, Conceptual Framework for Financial Reporting – Chapter 8: Notes to Financial Statements, including the consideration of costs and benefits. | January 1, 2020; Early adoption permitted | The adoption of this ASU did not have a material impact on the Company’s financial position and/or results of operations. |
| ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments – Credit Losses ASU 2019-05, Financial Instruments – Credit Losses (Topic 326), Targeted Transition Relief ASU 2019-11, Codification Improvements to Topic 326, Financial Instruments – Credit Losses | The new guidance introduces a new model for estimating credit losses for certain types of financial instruments, including loans receivable, held-to-maturity debt securities, and net investments in direct financing leases, amongst other financial instruments. ASU 2016-13 also modifies the impairment model for available-for-sale debt securities and expands the disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance for losses. In November 2018, the FASB issued ASU 2018-19, which includes amendments to (i) clarify receivables arising from operating leases are within the scope of the new leasing standard (Topic 842) discussed below and (ii) align the implementation date for nonpublic entities’ annual financial statements with the implementation date for their interim financial statements. Early adoption is permitted as of the original effective date. In May 2019, the FASB issued ASU 2019-05, which amends ASU 2016-13 to allow companies to irrevocably elect, upon adoption of ASU 2016-13, the fair value option on financial instruments that (i) were previously recorded at amortized cost and (ii) are within the scope of ASC 326-203 if the instruments are eligible for the fair value option under ASC 825-10.4. The fair value option election does not apply to held-to-maturity debt securities. Entities are required to make this election on an instrument-by-instrument basis. These amendments should be applied on a modified-retrospective basis by means of a cumulative-effect adjustment to the opening balance of retained earnings balance in the statement of financial position as of the date that an entity adopted the amendments in ASU 2016-13. Certain disclosures are required. The effective date will be the same as the effective date in ASU 2016-13. In November 2019, the FASB issued ASU 2019-11, which clarifies the treatment of certain credit losses and disclosure requirements. | January 1, 2020; Early adoption permitted | The Company adopted this standard using the modified retrospective method. While the Company’s mortgages and other financing receivables are impacted by this ASU, the adoption did not have a material impact on the Company’s Consolidated Financial Statements. |
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
2. Real Estate:
The Company’s components of Real estate, net consist of the following (in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2020**** | 2019**** | |||||||
| Land: | ||||||||
| Developed land | $ | 2,758,936 | $ | 2,759,232 | ||||
| Undeveloped land | 22,952 | 28,923 | ||||||
| Total land | 2,781,888 | 2,788,155 | ||||||
| Buildings and improvements: | ||||||||
| Buildings | 5,911,602 | 5,661,306 | ||||||
| Building improvements | 1,918,641 | 1,840,580 | ||||||
| Tenant improvements | 820,027 | 771,498 | ||||||
| Fixtures and leasehold improvements | 32,123 | 31,563 | ||||||
| Above-market leases | 125,858 | 128,854 | ||||||
| In-place leases | 473,016 | 487,150 | ||||||
| Total buildings and improvements | 9,281,267 | 8,920,951 | ||||||
| Real estate | 12,063,155 | 11,709,106 | ||||||
| Accumulated depreciation and amortization (1) | (2,717,114 | ) | (2,500,053 | ) | ||||
| Total real estate, net | $ | 9,346,041 | $ | 9,209,053 |
| (1) | At December 31, 2020 and 2019, the Company had accumulated amortization relating to in-place leases and above-market leases aggregating $499,022 and $485,040, respectively. |
|---|
In addition, at December 31, 2020 and 2019, the Company had intangible liabilities relating to below-market leases from property acquisitions of $231.3 million and $259.3 million, respectively, net of accumulated amortization of $219.6 million and $207.0 million, respectively. These amounts are included in the caption Other liabilities on the Company’s Consolidated Balance Sheets.
The Company’s amortization associated with above-market and below-market leases for the years ended December 31, 2020, 2019 and 2018 resulted in net increases to revenue of $22.5 million, $20.0 million and $14.9 million, respectively. The Company’s amortization expense associated with in-place leases, which is included in depreciation and amortization, for the years ended December 31, 2020, 2019 and 2018 was $26.3 million, $33.1 million and $47.4 million, respectively.
69
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The estimated net amortization income/(expense) associated with the Company’s above-market and below-market leases and in-place leases for the next five years are as follows (in millions):
| 2021 | 2022 | 2023 | 2024 | 2025 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Above-market and below-market leases amortization, net | $ | 12.1 | $ | 12.2 | $ | 11.3 | $ | 11.0 | $ | 11.2 | ||||||||||
| In-place leases amortization | $ | (23.1 | ) | $ | (17.8 | ) | $ | (13.5 | ) | $ | (10.3 | ) | $ | (7.5 | ) |
3. Property Acquisitions and Other Investments:
Acquisition_/Consolidation_ of Operating Properties
During the year ended December 31, 2020, the Company acquired the following operating property, through a direct asset purchase (in thousands):
| Purchase Price | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Property Name | Location | Month Acquired | Cash | GLA* | ||||||
| North Valley Parcel | Peoria, AZ | Feb-20 | $ | 7,073 | 9 |
- Gross leasable area ("GLA")
During the year ended December 31, 2019, the Company acquired the following operating properties, in separate transactions, through direct asset purchases or consolidation due to change in control resulting from the purchase of additional interests of a joint venture investment (in thousands):
| Purchase Price | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Property Name | Location | Month Acquired/ Consolidated | Cash* | Debt | ****Other Consideration ****** | Total | GLA | |||||||||||||||
| Bell Camino Out-parcel | Sun City, AZ | Jan-19 | $ | 5,678 | $ | - | $ | - | $ | 5,678 | 45 | |||||||||||
| Gateway at Donner Pass Out-parcel | Truckee, CA | Jan-19 | 13,527 | - | - | 13,527 | 40 | |||||||||||||||
| Rancho Penasquitos Out-parcel | San Diego, CA | Jan-19 | 12,064 | - | - | 12,064 | 40 | |||||||||||||||
| Linwood Square (1) | Indianapolis, IN | Dec-19 | 1,957 | 5,389 | 4,543 | 11,889 | 165 | |||||||||||||||
| $ | 33,226 | $ | 5,389 | $ | 4,543 | $ | 43,158 | 290 |
- The Company utilized an aggregate $36.1 million associated with Internal Revenue Code 26 U.S.C. §1031 sales proceeds.
** Includes the Company’s previously held equity interest investment, net of noncontrolling interest of the remaining partners.
| (1) | The Company acquired a partner’s ownership interest in a property which was held in a joint venture in which the Company had a noncontrolling interest. The Company now has a 69.5% controlling interest in this property and has deemed this entity to be a VIE for which the Company is the primary beneficiary and consolidates the asset. The Company evaluated this transaction pursuant to the FASB’s Consolidation guidance and, as a result, recognized a gain on change in control of interests of $0.1 million resulting from the fair value adjustment associated with the Company’s previously held equity interest, which are included in the purchase price above in Other Consideration. |
|---|
Included in the Company’s Consolidated Statements of Income are $0.4 million and $1.4 million in total revenues from the date of acquisition through December 31, 2020 and 2019, respectively, for operating properties acquired during each of the respective years.
70
Purchase Price Allocations
The purchase price for these acquisitions is allocated to real estate and related intangible assets acquired and liabilities assumed, as applicable, in accordance with our accounting policies for asset acquisitions. The purchase price allocations for properties acquired/consolidated during the years ended December 31, 2020 and 2019, are as follows (in thousands):
| Allocation as of December 31, 2020 | Weighted- Average Useful Life (in Years) | Allocation as of December 31, 2019 | Weighted- Average Useful Life (in Years) | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Land | $ | 935 | n/a | $ | 11,852 | n/a | ||||||||||
| Buildings | 4,610 | 50.0 | 21,075 | 50.0 | ||||||||||||
| Building improvements | 221 | 45.0 | 3,703 | 45.0 | ||||||||||||
| Tenant improvements | 382 | 19.4 | 2,234 | 16.9 | ||||||||||||
| In-place leases | 925 | 19.4 | 4,921 | 18.2 | ||||||||||||
| Above-market leases | - | n/a | 203 | 9.0 | ||||||||||||
| Below-market leases | - | n/a | (765 | ) | 12.0 | |||||||||||
| Other assets | - | n/a | 850 | n/a | ||||||||||||
| Other liabilities | - | n/a | (915 | ) | n/a | |||||||||||
| Net assets acquired/consolidated | $ | 7,073 | $ | 43,158 |
4. Real Estate Under Development:
The Company had a real estate development project located in Dania Beach, FL for long-term investment. During June 2020, this real estate development project, aggregating $229.9 million (including internal capitalized costs of $31.2 million), was placed in service, and the Company reclassified $228.8 million to Land and Building and improvements and $1.1 million to Other assets on the Company’s Consolidated Balance Sheets. As of December 31, 2020, the Company has one land parcel located in Dania Beach, FL which is held for future development included in Real estate under development on the Company’s Consolidated Balance Sheets.
During 2019, the Company sold a land parcel at a development project located in Dania Beach, FL for a sales price of $32.5 million, which resulted in a gain of $4.3 million, which is included in Gain on sale of properties/change in control of interests on the Company’s Consolidated Statements of Income.
5. Dispositions of Real Estate:
Real Estate
The table below summarizes the Company’s disposition activity relating to operating properties and parcels, in separate transactions (dollars in millions):
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 (1) | 2018 | ||||||||||
| Aggregate sales price/gross fair value | $ | 31.8 | $ | 344.7 | $ | 1,164.3 | ||||||
| Gain on sale of properties/change in control of interests | $ | 6.5 | $ | 79.2 | $ | 229.8 | ||||||
| Number of operating properties sold/deconsolidated | 3 | 20 | 54 | |||||||||
| Number of parcels sold | 4 | 9 | 7 |
| (1) | Includes the parcel sale at Dania Pointe, noted above in Footnote 4 of the Notes to Consolidated Financial Statements. |
|---|
Included in the table above, during the year ended December 31, 2018, the Company sold a portion of its investment in an operating property to its partner based on a gross fair value of $320.0 million, including $206.0 million of non-recourse mortgage debt, and amended the partnership agreement to provide for joint control of the entity. As a result of the amendment, the Company no longer consolidates the entity and as such, reduced noncontrolling interests by $43.8 million and recognized a gain on change in control of $6.8 million, in accordance with the adoption of ASU 2017-05 effective as of _January 1, 2018 (_see Footnote 1 of the Notes to Consolidated Financial Statements). The Company has an investment in this unconsolidated property ($62.4 million as of the date of deconsolidation), included in Investments in and advances to real estate joint ventures on the Company’s Consolidated Balance Sheets. The Company’s share of this investment is subject to change and is based upon a cash flow waterfall provision within the partnership agreement (54.8% as of the date of deconsolidation).
Land S__ales
During 2018, the Company sold 10 land parcels, for an aggregate sales price of $9.7 million. These transactions resulted in an aggregate gain of $6.3 million, before income tax expense and noncontrolling interest for the year ended December 31, 2018. The gains from these transactions are recorded as other income, which is included in Other income, net on the Company’s Consolidated Statements of Income.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
6. Impairments:
Management assesses on a continuous basis whether there are any indicators, including property operating performance, changes in anticipated holding period, general market conditions and delays of or change in plans for development, that the value of the Company’s assets (including any related amortizable intangible assets or liabilities) may be impaired. To the extent impairment has occurred, the carrying value of the asset would be adjusted to an amount to reflect the estimated fair value of the asset.
The Company has a capital recycling program which provides for the disposition of certain properties, typically of lesser quality assets in less desirable locations. The Company adjusted the anticipated hold period for these properties and as a result the Company recognized impairment charges on certain operating properties (see Footnote 16 of the Notes to Consolidated Financial Statements for fair value disclosure).
The Company’s efforts to market certain assets and management’s assessment as to the likelihood and timing of such potential transactions and/or the property hold period resulted in the Company recognizing impairment charges for the years ended December 31, 2020, 2019 and 2018 as follows (in millions):
| 2020**** | 2019**** | 2018**** | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Properties marketed for sale (1) | $ | 5.5 | $ | 12.5 | $ | 59.5 | ||||||
| Properties disposed/deeded in lieu/foreclosed (2) | 1.1 | 36.2 | 19.7 | |||||||||
| Total net impairment charges | $ | 6.6 | $ | 48.7 | $ | 79.2 |
| (1) | These impairment charges relate to adjustments to property carrying values for properties which the Company has marketed for sale as part of its capital recycling program and as such has adjusted the anticipated hold periods for such properties. During December 2018, the Company recognized an impairment charge of $41.0 million related to a development project located in Jacksonville, FL, which the Company had no longer intended to develop. The Company has sold portions of the property and is marketing the remainder of the property as is for sale. |
|---|
| (2) | Amounts relate to dispositions/deeds in lieu/foreclosures during the respective years shown. |
|---|
In addition to the impairment charges above, the Company recognized impairment charges during 2020, 2019 and 2018 of $0.8 million, $5.6 million and $6.9 million, respectively, relating to certain properties held by various unconsolidated joint ventures in which the Company holds noncontrolling interests. These impairment charges are included in Equity in income of joint ventures, net on the Company’s Consolidated Statements of Income (see Footnote 7 of the Notes to Consolidated Financial Statements).
The COVID-19 pandemic has significantly impacted the retail sector in which the Company operates, and if the effects of the pandemic are prolonged, it could have a significant adverse impact to the underlying industries of many of the Company’s tenants. Management cannot, at this point, estimate ultimate losses related to the COVID-19 pandemic. The Company will continue to monitor the economic, financial, and social conditions resulting from this pandemic and assess its asset portfolio for any impairment indicators.
7. Investment in and Advances toReal Estate Joint Ventures:
The Company has investments in and advances to various real estate joint ventures. These joint ventures are engaged primarily in the operation of shopping centers which are either owned or held under long-term operating leases. The Company and the joint venture partners have joint approval rights for major decisions, including those regarding property operations. As such, the Company holds noncontrolling interests in these joint ventures and accounts for them under the equity method of accounting. The table below presents unconsolidated joint venture investments for which the Company held an ownership interest at December 31, 2020 and 2019 (in millions, except number of properties):
| The Company's Investment | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Ownership | December 31, | |||||||||||
| Joint Venture | Interest | 2020 | 2019 | |||||||||
| Prudential Investment Program (1) (2) | 15.0 | % | $ | 175.1 | $ | 169.5 | ||||||
| Kimco Income Opportunity Portfolio (“KIR”) (2) | 48.6 | % | 177.4 | 175.0 | ||||||||
| Canada Pension Plan Investment Board (“CPP”) (2) | 55.0 | % | 159.7 | 151.7 | ||||||||
| Other Joint Venture Programs | Various | 78.5 | 81.9 | |||||||||
| Total* | $ | 590.7 | $ | 578.1 |
- Representing 97 property interests and 21.2 million square feet of GLA, as of December 31, 2020, and 98 property interests and 21.3 million square feet of GLA, as of December 31, 2019.
| (1) | Represents three separate joint ventures, with three separate accounts managed by Prudential Global Investment Management. |
|---|
| (2) | The Company manages these joint venture investments and, where applicable, earns acquisition fees, leasing commissions, property management fees, asset management fees and construction management fees. |
|---|
72
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The table below presents the Company’s share of net income for these investments which is included in Equity in income of joint ventures, net on the Company’s Consolidated Statements of Income (in millions):
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020**** | 2019**** | 2018**** | ||||||||||
| Prudential Investment Program (1) | $ | 9.0 | $ | 10.4 | $ | 15.2 | ||||||
| KIR | 30.5 | 50.3 | 38.7 | |||||||||
| CPP | 5.6 | 5.8 | 5.1 | |||||||||
| Other Joint Venture Programs (2) | 2.3 | 5.7 | 12.6 | |||||||||
| Total | $ | 47.4 | $ | 72.2 | $ | 71.6 |
| (1) | During the year ended December 31, 2019, the Prudential Investment Program recognized an impairment charge on a property of $29.9 million, of which the Company’s share was $3.7 million. |
|---|
| (2) | During the year ended December 31, 2018, a joint venture investment distributed cash proceeds resulting from the refinancing of an existing loan of which the Company’s share was $3.6 million. This distribution was in excess of the Company’s carrying basis in this joint venture investment and to that extent was recognized as income. In addition, during the year ended December 31, 2018, a joint venture recognized an impairment charge related to the pending foreclosure of a property, of which the Company’s share was $5.2 million. |
|---|
During 2019, certain of the Company’s real estate joint ventures disposed of nine operating properties, in separate transactions, for an aggregate sales price of $247.4 million. These transactions resulted in an aggregate net gain to the Company of $14.4 million, for the year ended December 31, 2019.
During 2018, certain of the Company’s real estate joint ventures disposed of 11 operating properties, in separate transactions, for an aggregate sales price of $213.5 million. These transactions resulted in an aggregate net gain to the Company of $18.5 million, for the year ended December 31, 2018.
The table below presents debt balances within the Company’s unconsolidated joint venture investments for which the Company held noncontrolling ownership interests at December 31, 2020 and 2019 (dollars in millions):
| December 31, 2020 | December 31, 2019 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Joint Venture | Mortgages and Notes Payable, Net | Weighted Average Interest Rate | Weighted Average Remaining Term (months)* | Mortgages and Notes Payable, N**et** | Weighted Average Interest Rate | Weighted Average Remaining Term (months)* | ||||||||||||||||||
| Prudential Investment Program | $ | 495.8 | 2.05 | % | 37.2 | $ | 538.1 | 3.46 | % | 46.8 | ||||||||||||||
| KIR | 536.9 | 3.87 | % | 25.3 | 556.0 | 4.39 | % | 28.4 | ||||||||||||||||
| CPP | 84.9 | 3.25 | % | 30.0 | 84.8 | 3.25 | % | 42.0 | ||||||||||||||||
| Other Joint Venture Programs | 423.4 | 3.41 | % | 86.7 | 415.2 | 3.87 | % | 80.9 | ||||||||||||||||
| Total | $ | 1,541.0 | $ | 1,594.1 |
- Average remaining term includes extensions
73
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
KIR –
The Company holds a 48.6% noncontrolling limited partnership interest in KIR and has a master management agreement whereby the Company performs services for fees relating to the management, operation, supervision and maintenance of the joint venture properties. The Company’s equity in income from KIR for the year ended December 31, 2019 exceeded 10% of the Company’s income from continuing operations before income taxes; as such, the Company is providing summarized financial information for KIR as follows (in millions):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||||
| Assets: | ||||||||
| Real estate, net | $ | 787.1 | $ | 788.7 | ||||
| Other assets | 75.3 | 83.6 | ||||||
| Total Assets | $ | 862.4 | $ | 872.3 | ||||
| Liabilities and Members’ Capital: | ||||||||
| Notes payable, net | $ | 91.5 | $ | - | ||||
| Mortgages payable, net | 445.4 | 556.0 | ||||||
| Other liabilities | 17.4 | 16.3 | ||||||
| Members’ capital | 308.1 | 300.0 | ||||||
| Total Liabilities and Members' Capital | $ | 862.4 | $ | 872.3 |
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2018 | ||||||||||
| Revenues, net | $ | 173.9 | $ | 193.6 | $ | 197.2 | ||||||
| Operating expenses | (49.5 | ) | (51.0 | ) | (53.3 | ) | ||||||
| Depreciation and amortization | (36.9 | ) | (38.0 | ) | (42.2 | ) | ||||||
| Gain on sale of properties | - | 32.2 | 13.5 | |||||||||
| Interest expense | (23.8 | ) | (28.2 | ) | (33.3 | ) | ||||||
| Other expense, net | (1.6 | ) | (1.1 | ) | (1.5 | ) | ||||||
| Net income | $ | 62.1 | $ | 107.5 | $ | 80.4 |
Summarized financial information for the Company’s investment in and advances to all other real estate joint ventures is as follows (in millions):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||||
| Assets: | ||||||||
| Real estate, net | $ | 2,549.2 | $ | 2,596.9 | ||||
| Other assets | 179.0 | 140.3 | ||||||
| Total Assets | $ | 2,728.2 | $ | 2,737.2 | ||||
| Liabilities and Members’ Capital: | ||||||||
| Notes payable, net | $ | 199.8 | $ | 199.8 | ||||
| Mortgages payable, net | 804.3 | 838.3 | ||||||
| Other liabilities | 53.6 | 59.5 | ||||||
| Noncontrolling interests | 18.3 | 17.7 | ||||||
| Members’ capital | 1,652.2 | 1,621.9 | ||||||
| Total Liabilities and Members' Capital | $ | 2,728.2 | $ | 2,737.2 |
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2018 | ||||||||||
| Revenues, net | $ | 282.4 | $ | 317.6 | $ | 309.1 | ||||||
| Operating expenses | (101.9 | ) | (99.4 | ) | (92.8 | ) | ||||||
| Impairment charges | (4.4 | ) | (39.5 | ) | (20.7 | ) | ||||||
| Depreciation and amortization | (75.0 | ) | (76.9 | ) | (80.3 | ) | ||||||
| Gain on sale of properties | 0.2 | 15.0 | 46.8 | |||||||||
| Interest expense | (31.2 | ) | (47.1 | ) | (46.8 | ) | ||||||
| Other expense, net | (10.8 | ) | (14.2 | ) | (2.9 | ) | ||||||
| Net income | $ | 59.3 | $ | 55.5 | $ | 112.4 |
Other liabilities included in the Company’s accompanying Consolidated Balance Sheets include investments in certain real estate joint ventures totaling $3.7 million and $3.5 million at December 31, 2020 and 2019, respectively. The Company has varying equity interests in these real estate joint ventures, which may differ from their proportionate share of net income or loss recognized in accordance with GAAP.
74
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The Company’s maximum exposure to losses associated with its unconsolidated joint ventures is primarily limited to its carrying value in these investments. Generally, such investments contain operating properties and the Company has determined these entities do not contain the characteristics of a VIE. As of December 31, 2020 and 2019, the Company’s carrying value in these investments was $590.7 million and $578.1 million, respectively.
The Company will continue to monitor the economic, financial, and social conditions resulting from the COVID-19 pandemic and assess its joint venture portfolio for any impairment indicators.
8. Other Real Estate Investments:
Preferred Equity Capital –
The Company has provided capital to owners and developers of real estate properties and loans through its Preferred Equity program. The Company’s maximum exposure to losses associated with its preferred equity investments is primarily limited to its net investment. As of December 31, 2020, the Company’s net investment under the Preferred Equity program was $98.2 million relating to 113 properties, including 103 net leased properties which are accounted for as direct financing leases. For the year ended December 31, 2020, the Company earned $28.4 million from its preferred equity investments, including net profit participation of $13.7 million. As of December 31, 2019, the Company’s net investment under the Preferred Equity program was $175.3 million relating to 240 properties, including 230 net leased properties which are accounted for as direct financing leases. For the year ended December 31, 2019, the Company earned $25.8 million from its preferred equity investments, including net profit participation of $7.3 million.
In December 2020, the Company entered into a preferred equity investment through a partnership, which provided a mezzanine financing loan that is encumbered by a property located in Queens, NY. As of December 31, 2020, the Company’s net investment was $10.1 million (included above) and held an ownership interest of 71.43%.
As of December 31, 2020, these preferred equity investment properties had non-recourse mortgage loans aggregating $141.9 million (excluding fair market value of debt adjustments aggregating $4.8 million). These loans have scheduled maturities ranging from one month to four years and bear interest at rates ranging from 4.19% to 9.85%. Due to the Company’s preferred position in these investments, the Company’s share of each investment is subject to fluctuation and is dependent upon property cash flows. The Company’s maximum exposure to losses associated with its preferred equity investments is primarily limited to its invested capital.
Summarized financial information relating to the Company’s preferred equity investments is as follows (in millions):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2020**** | 2019 | |||||||
| Assets: | ||||||||
| Real estate, net | $ | 95.7 | $ | 91.6 | ||||
| Other assets | 216.5 | 484.6 | ||||||
| Total Assets | $ | 312.2 | $ | 576.2 | ||||
| Liabilities and Partners’/Members’ Capital: | ||||||||
| Mortgages payable, net | $ | 146.7 | $ | 236.1 | ||||
| Other liabilities | 4.5 | 2.6 | ||||||
| Partners’/Members’ capital | 161.0 | 337.5 | ||||||
| Total Liabilities and Partners’/Members' Capital | $ | 312.2 | $ | 576.2 |
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2018 | ||||||||||
| Revenues | $ | 44.6 | $ | 66.6 | $ | 77.0 | ||||||
| Operating expenses | (11.1 | ) | (16.0 | ) | (15.5 | ) | ||||||
| Depreciation and amortization | (2.9 | ) | (3.2 | ) | (4.3 | ) | ||||||
| Gain on sale of properties | 0.2 | 13.6 | 1.9 | |||||||||
| Interest expense | (7.0 | ) | (11.9 | ) | (16.9 | ) | ||||||
| Other expense, net | (4.0 | ) | (7.9 | ) | (8.2 | ) | ||||||
| Net income | $ | 19.8 | $ | 41.2 | $ | 34.0 |
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
9. Marketable Securities:
The amortized cost and unrealized gains/(losses), net of marketable securities as of December 31, 2020 and 2019, are as follows (in thousands):
| As of December 31, 2020**** | As of December 31, 2019 | |||||||
|---|---|---|---|---|---|---|---|---|
| Marketable securities: | ||||||||
| Amortized cost (1) | $ | 114,531 | $ | 12,064 | ||||
| Unrealized gains/(losses), net (1) | 592,423 | (2,711 | ) | |||||
| Total fair value | $ | 706,954 | $ | 9,353 |
| (1) | See Albertsons Companies, Inc. discussion below. |
|---|
During the years ended December 31, 2020 and 2019, the net unrealized gains on marketable securities were $594.8 million and $0.8 million, respectively. These net unrealized gains are included in Gain/(loss) on marketable securities, net on the Company’s Consolidated Statements of Income. See Footnote 16 to the Notes to the Company’s Consolidated Financial Statements for fair value disclosure.
Albertsons Companies, Inc. (“ACI”) –
The Company owned 9.29% of the common stock of ACI, one of the largest food and drug retailers in the United States, and accounted for this $140.2 million investment on the cost method, which was included in Other assets on the Company’s Consolidated Balance Sheets as of December 31, 2019. During June 2020, ACI issued $1.75 billion of convertible preferred stock and used the net proceeds of $1.68 billion to repurchase approximately 17.5% of ACI’s common stock owned by its current shareholders. As a result of this transaction, the Company received net proceeds of $156.1 million, recognized a gain of $131.6 million, which is included in Gain on sale of cost method investment on the Company’s Consolidated Statements of Income, and held a 7.5% ownership interest in ACI.
On June 25, 2020, ACI announced its initial public offering (“IPO”) of 50.0 million shares of its common stock had been priced at $16.00 per share. In connection with this transaction, the Company received net proceeds of $71.4 million, net of fees, from the sale of 4.7 million common shares in ACI and recognized a gain of $59.2 million, which is included in Gain on sale of cost method investment on the Company’s Consolidated Statements of Income. The shares began trading on the New York Stock Exchange under the symbol "ACI" on June 26, 2020. As of December 31, 2020, the Company holds 39.8 million common shares in ACI (subject to certain contractual lock-up provisions) which are accounted for as available-for-sale marketable securities and are included in Marketable securities on the Company’s Consolidated Balance Sheets. As of December 31, 2020, the Company’s investment in ACI was $700.4 million, including a mark-to-market gain of $596.8 million.
During October 2020, ACI declared a cash dividend of $0.10 per share of Class A common stock and Class A-1 common stock. The cash dividend was paid on November 10, 2020 to stockholders of record as of the close of business on October 26, 2020. As a result, the Company recognized $4.0 million of dividend income during the year ended December 31, 2020, which is included in Other income, net on the Company’s Consolidated Statements of Income.
10. Variable Interest Entities (“VIE”):
Included within the Company’s operating properties at December 31, 2020 and 2019, are 22 consolidated entities that are VIEs for which the Company is the primary beneficiary. These entities have been established to own and operate real estate property. The Company’s involvement with these entities is through its majority ownership and management of the properties. The entities were deemed VIEs primarily because the unrelated investors do not have substantive kick-out rights to remove the general or managing partner by a vote of a simple majority or less and they do not have substantive participating rights. The Company determined that it was the primary beneficiary of these VIEs as a result of its controlling financial interest. At December 31, 2020, total assets of these VIEs were $1.0 billion and total liabilities were $62.1 million. At December 31, 2019, total assets of these VIEs were $0.9 billion and total liabilities were $70.9 million.
76
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The majority of the operations of these VIEs are funded with cash flows generated from the properties. The Company has not provided financial support to any of these VIEs that it was not previously contractually required to provide, which consists primarily of funding any capital expenditures, including tenant improvements, which are deemed necessary to continue to operate the entity and any operating cash shortfalls that the entity may experience.
Additionally, included within the Company’s real estate development projects at 2019, was one consolidated entity that was a VIE, for which the Company was the primary beneficiary. This entity was established to develop a real estate property to hold as a long-term investment. The Company’s involvement with this entity was through its majority ownership and management of the property. This entity was deemed a VIE primarily because the equity investments at risk were not sufficient to permit the entity to finance its activities without additional financial support. The initial equity contributed to this entity was not sufficient to fully finance the real estate construction as development costs are funded by the partners throughout the construction period. The Company determined that it was the primary beneficiary of this VIE as a result of its controlling financial interest. At December 31, 2019, total assets of this real estate development VIE were $346.9 million and total liabilities were $82.5 million. During the year ended December 31, 2020, the Company purchased the partner’s noncontrolling interest and maintains full ownership of the entity. As a result, the entity is no longer a VIE.
All liabilities of these VIEs are non-recourse to the Company (“VIE Liabilities”). The assets of the unencumbered VIEs are not restricted for use to settle only the obligations of these VIEs. The remaining VIE assets are encumbered by third-party non-recourse mortgage debt. The assets associated with these encumbered VIEs (“Restricted Assets”) are collateral under the respective mortgages and are therefore restricted and can only be used to settle the corresponding liabilities of the VIE. The classification of the Restricted Assets and VIE Liabilities on the Company’s Consolidated Balance Sheets are as follows (in millions):
| **December 31, **2020 | **December 31, **2019 | |||||||
|---|---|---|---|---|---|---|---|---|
| Number of unencumbered VIEs | 19 | 19 | ||||||
| Number of encumbered VIEs | 3 | 4 | ||||||
| Total number of consolidated VIEs | 22 | 23 | ||||||
| Restricted Assets: | ||||||||
| Real estate, net | $ | 97.7 | $ | 228.9 | ||||
| Cash and cash equivalents | 1.8 | 9.2 | ||||||
| Accounts and notes receivable, net | 1.9 | 3.8 | ||||||
| Other assets | 1.1 | 3.6 | ||||||
| Total Restricted Assets | $ | 102.5 | $ | 245.5 | ||||
| VIE Liabilities: | ||||||||
| Mortgages and construction loan payable, net | $ | 36.5 | $ | 104.5 | ||||
| Accounts payable and accrued expenses | 5.2 | 7.1 | ||||||
| Operating lease liabilities | 5.5 | 5.6 | ||||||
| Other liabilities | 14.9 | 36.2 | ||||||
| Total VIE Liabilities | $ | 62.1 | $ | 153.4 |
11. Leases
Lessor Leases
The Company’s primary source of revenues is derived from lease agreements, which includes rental income and expense reimbursement. The Company’s lease income is comprised of minimum base rent, expense reimbursements, percentage rent, lease termination fee income, ancillary income, amortization of above-market and below-market rent adjustments and straight-line rent adjustments.
77
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The disaggregation of the Company’s lease income, which is included in Revenue from rental properties on the Company’s Consolidated Statements of Operations, as either fixed or variable lease income based on the criteria specified in ASC 842, for the years ended December 31, 2020 and 2019, is as follows (in thousands):
| Year Ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||||
| Lease income: | ||||||||
| Fixed lease income (1) | $ | 804,107 | $ | 880,214 | ||||
| Variable lease income (2) | 218,266 | 242,110 | ||||||
| Above-market and below-market leases amortization, net | 22,515 | 20,010 | ||||||
| Total lease income (3) | $ | 1,044,888 | $ | 1,142,334 |
| (1) | Includes minimum base rents, expense reimbursements, ancillary income and straight-line rent adjustments. |
|---|
| (2) | Includes minimum base rents, expense reimbursements, percentage rent, lease termination fee income and ancillary income. |
|---|
| (3) | During 2020, the Company’s revenue was reduced by $81.0 million associated with potentially uncollectible revenues, including revenues from tenants that are being accounted for on a cash basis, and disputed amounts, which includes $15.2 million for straight-line rent receivables, primarily attributable to the COVID-19 pandemic. |
|---|
Base rental revenues from rental properties are recognized on a straight-line basis over the terms of the related leases. The difference between the amount of rental income contracted through leases and rental income recognized on a straight-line basis for the years ended December 31, 2020, 2019 and 2018 was ($6.9) million, $17.2 million and $13.6 million, respectively.
The Company is primarily engaged in the operation of shopping centers that are either owned or held under long-term leases that expire at various dates through 2072. The Company, in turn, leases premises in these centers to tenants pursuant to lease agreements which provide for terms ranging generally from five to 25 years and for annual minimum rentals plus incremental rents based on operating expense levels and tenants' sales volumes. Annual minimum rentals plus incremental rents based on operating expense levels and percentage rents comprised 98% of total revenues from rental properties for each of the three years ended December 31, 2020, 2019 and 2018.
The minimum revenues expected to be received by the Company from rental properties under the terms of all non-cancelable tenant leases for future years, assuming no new or renegotiated leases are executed for such premises, are as follows (in millions):
| 2021**** | 2022**** | 2023**** | 2024**** | 2025**** | Thereafter | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Minimum revenues | $ | 848.8 | $ | 741.0 | $ | 645.3 | $ | 549.9 | $ | 457.8 | $ | 2,403.3 |
Lessee Leases
The Company adopted Topic 842, on January 1, 2019, and, as a result, recorded a ROU asset of $106.0 million and a corresponding lease liability of $98.7 million (see Footnote 1 to the Company’s Consolidated Financial Statements for further discussion on the adoption of Topic 842). As the lessee, the Company currently leases real estate space under noncancelable operating lease agreements for ground leases and administrative office leases. The Company’s leases have remaining lease terms ranging from less than one to 51 years, some of which include options to extend the terms for up to an additional 75 years. The Company does not include any of its renewal options in its lease terms for calculating its lease liability as the renewal options allow the Company to maintain operational flexibility, and the Company is not reasonably certain it will exercise these renewal options at this time. The weighted-average remaining non-cancelable lease term for the Company’s operating leases was 20.3 years at December 31, 2020.
The Company’s operating lease liabilities are determined based on the estimated present value of the Company’s minimum lease payments under its lease agreements. The discount rate used to determine the lease liabilities is based on the estimated incremental borrowing rate on a lease by lease basis. When calculating the incremental borrowing rates, the Company utilized data from (i) its recent debt issuances, (ii) publicly available data for instruments with similar characteristics, (iii) observable mortgage rates and (iv) unlevered property yields and discount rates. The Company then applied adjustments to account for considerations related to term and security that may not be fully incorporated by the data sets. At December 31, 2020, the weighted-average discount rate was 6.53%. During the year ended December 31, 2020, the Company obtained $8.9 million of right-use-assets in exchange for new operating lease liabilities related to a new ground lease.
78
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The components of the Company’s lease expense, which are included in rent expense and general and administrative expense on the Company’s Consolidated Statements of Income, were as follows (in thousands):
| Year Ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||||
| Lease cost: | ||||||||
| Operating lease cost | $ | 10,371 | 12,630 | |||||
| Variable lease cost | 2,852 | 2,038 | ||||||
| Total lease cost | $ | 13,223 | 14,668 |
The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities (in thousands):
| Year Ending December 31, | ||||
|---|---|---|---|---|
| 2021 | $ | 11,209 | ||
| 2022 | 10,596 | |||
| 2023 | 10,623 | |||
| 2024 | 9,801 | |||
| 2025 | 9,285 | |||
| Thereafter | 128,795 | |||
| Total minimum lease payments | $ | 180,309 | ||
| Less imputed interest | (83,690 | ) | ||
| Total operating lease liabilities | $ | 96,619 |
12. Other Assets:
Mortgages and Other Financing Receivables
The Company has various mortgages and other financing receivables which consist of loans acquired and loans originated by the Company. For a complete listing of the Company’s mortgages and other financing receivables at December 31, 2020, see Financial Statement Schedule IV included in this annual report on Form 10-K.
The following table reconciles mortgage loans and other financing receivables from January 1, 2018 to _December 31, 2020 (_in thousands):
| 2020 | 2019 | 2018 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance at January 1, | $ | 7,829 | $ | 14,448 | $ | 21,838 | ||||||
| Additions: | ||||||||||||
| New mortgage and other loans | 25,500 | 3,750 | 14,825 | |||||||||
| Additions under existing mortgage loans | - | 48 | - | |||||||||
| Foreign currency translation | - | - | 116 | |||||||||
| Amortization of loan discounts | - | 33 | 125 | |||||||||
| Deductions: | ||||||||||||
| Loan repayments | (25 | ) | (10,136 | ) | (21,012 | ) | ||||||
| Collections of principal | (152 | ) | (313 | ) | (1,287 | ) | ||||||
| Charge off/foreign currency translation | - | - | (155 | ) | ||||||||
| Allowance for credit losses | (906 | ) | - | - | ||||||||
| Amortization of loan costs | - | (1 | ) | (2 | ) | |||||||
| Balance at December 31, | $ | 32,246 | $ | 7,829 | $ | 14,448 |
The Company reviews payment status to identify performing versus non-performing loans. As of December 31, 2020, the Company had a total of eight loans, all of which were identified as performing loans.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
13. Notes Payable:
As of December 31, 2020 and 2019 the Company’s Notes payable, net consisted of the following (dollars in millions):
| Carrying Amount at December 31, | Interest Rate at December 31, | Maturity Date at | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | **December 31, **2020 | |||||||||||||||
| Senior unsecured notes | $ | 5,100.0 | $ | 4,684.9 | 1.90% - 4.45 | % | 2.70% - 4.45 | % | Nov-2022– Oct 2049 | ||||||||||
| Credit facility | - | 200.0 | (1 | ) | (2 | ) | Mar-2024 | ||||||||||||
| Deferred financing costs, net (3) | (55.8 | ) | (53.1 | ) | n/a | n/a | n/a | ||||||||||||
| $ | 5,044.2 | $ | 4,831.8 | 3.33%* | 3.46%* |
- Weighted-average interest rate
| (1) | Accrues interest at a rate of LIBOR plus 0.765% (0.91% at December 31, 2020). |
|---|
| (2) | Accrued interest at a rate of LIBOR plus 0.875% (2.64% at December 31, 2019). |
|---|
| (3) | As of December 31, 2020, the Company had $5.6 million of deferred financing costs, net related to the Credit Facility that are included in Other assets on the Company’s Consolidated Balance Sheets. |
|---|
During the years ended December 31, 2020 and 2019, the Company issued the following senior unsecured notes (dollars in millions):
| Date Issued | Maturity Date | Amount Issued | Interest Rate | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Aug-2020 | Mar-2028 | $ | 400.0 | 1.90 | % | ||||
| Jul-2020 (1) | Oct-2030 | $ | 500.0 | 2.70 | % | ||||
| Aug-2019 | Oct-2049 | $ | 350.0 | 3.70 | % |
| (1) | In July 2020, the Company issued unsecured notes (the “Green Bond”), of which the net proceeds from this offering are allocated to finance or refinance, in whole or in part, recently completed, existing or future Eligible Green Projects, in alignment with the four core components of the Green Bond Principles, 2018 as administered by the International Capital Market Association. Eligible Green Projects include projects with disbursements made in the three years preceding the issue date of the notes. |
|---|
During the year ended December 31, 2020, the Company repaid the following senior unsecured notes (dollars in millions):
| Date Paid | Maturity Date | Amount Repaid | Interest Rate | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Jul-2020 & Aug-2020 (1) | May-2021 | $ | 484.9 | 3.20 | % |
| (1) | The Company incurred a prepayment charge of $7.5 million, which is included in Early extinguishment of debt charges on the Company’s Consolidated Statements of Income. |
|---|
The scheduled maturities of all notes payable excluding unamortized debt issuance costs of $55.8 million, as of December 31, 2020, were as follows (in millions):
| 2021**** | 2022**** | 2023**** | 2024**** | 2025**** | Thereafter | Total | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Principal payments | $ | - | $ | 500.0 | $ | 350.0 | $ | 400.0 | $ | 500.0 | $ | 3,350.0 | $ | 5,100.0 |
The Company’s supplemental indentures governing its Senior Unsecured Notes contain covenants whereby the Company is subject to maintaining (a) certain maximum leverage ratios on both unsecured senior corporate and secured debt, minimum debt service coverage ratios and minimum equity levels, (b) certain debt service ratios and (c) certain asset to debt ratios. In addition, the Company is restricted from paying dividends in amounts that exceed by more than $26.0 million the funds from operations, as defined, generated through the end of the calendar quarter most recently completed prior to the declaration of such dividend; however, this dividend limitation does not apply to any distributions necessary to maintain the Company's qualification as a REIT providing the Company is in compliance with its total leverage limitations. The Company was in compliance with all of the covenants as of December 31, 2020.
Interest on the Company’s fixed-rate Senior Unsecured Notes is payable semi-annually in arrears. Proceeds from these issuances were primarily used for the acquisition of shopping centers, the expansion and improvement of properties in the Company’s portfolio and the repayment of certain debt obligations of the Company.
Term Loan
On April 1, 2020, the Company entered into an unsecured term loan (the "Term Loan") with total outstanding borrowings of $590.0 million pursuant to a credit agreement with a group of banks. The Term Loan was scheduled to mature in April 2021, with a one-year extension option to extend the maturity date, at the Company’s discretion, to April 2022. The Term Loan accrued interest at a rate of LIBOR plus 140 basis points or, at the Company’s option, a spread of 40 basis points to the base rate defined in the Term Loan, that in each case fluctuated in accordance with changes in the Company’s senior debt ratings. The Term Loan could be increased by an additional $750.0 million through an accordion feature. Pursuant to the terms of the Term Loan, the Company was subject to covenants that were substantially the same as those in the Credit Facility. During July 2020, the Term Loan was fully repaid and the facility was terminated.
80
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Credit Facility
In February 2020, the Company obtained a new $2.0 billion unsecured revolving credit facility (the “Credit Facility”) with a group of banks, which replaced the Company’s existing $2.25 billion unsecured revolving credit facility. The Credit Facility is scheduled to expire in March 2024, with two additional six-month options to extend the maturity date, at the Company’s discretion, to March 2025. The Credit Facility is a green credit facility tied to sustainability metric targets, as described in the agreement. The Company achieved such targets, which effectively reduced the rate on the Credit Facility by one basis point. The Credit Facility, which accrues interest at a rate of LIBOR plus 76.5 basis points (0.91% as of December 31, 2020), can be increased to $2.75 billion through an accordion feature. Pursuant to the terms of the Credit Facility, the Company, among other things, is subject to covenants requiring the maintenance of (i) maximum indebtedness ratios and (ii) minimum interest and fixed charge coverage ratios. As of December 31, 2020, the Credit Facility had no outstanding balance, $0.3 million appropriated for letters of credit and the Company was in compliance with its covenants.
14. Mortgages and Construction Loan Payable:
Mortgages, collateralized by certain shopping center properties (see Financial Statement Schedule III included in this annual report on Form 10-K), are generally due in monthly installments of principal and/or interest.
As of December 31, 2020 and 2019, the Company’s Mortgages and construction loan payable, net consisted of the following (in millions):
| Carrying Amount at December 31, | Interest Rate at December 31, | Maturity Date at | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020**** | 2019**** | 2020**** | 2019**** | December 31, 20****20 | |||||||||||||||
| Mortgages payable | $ | 308.4 | $ | 410.6 | 3.23% - 7.23 | % | 3.23% - 7.23 | % | Apr-2021 – Apr-2028 | ||||||||||
| Construction loan payable (1) | - | 67.0 | n/a | 3.56 | % | n/a | |||||||||||||
| Fair value debt adjustments, net | 3.5 | 7.9 | n/a | n/a | n/a | ||||||||||||||
| Deferred financing costs, net | (0.6 | ) | (1.5 | ) | n/a | n/a | n/a | ||||||||||||
| $ | 311.3 | $ | 484.0 | 4.73%* | 4.97%* |
- Weighted-average interest rate
| (1) | Accrued interest at a rate of LIBOR plus 1.80% (3.56% as of December 31, 2019). In January 2020, the construction loan was fully repaid. |
|---|
During 2020, the Company repaid $92.0 million of mortgage debt (including fair market value adjustment of $0.4 million) that encumbered four operating properties.
During 2019, the Company repaid $6.6 million of mortgage debt that encumbered three operating properties. Additionally, during 2019, the Company disposed of an encumbered property through a deed in lieu transaction. This transaction resulted in a net decrease in mortgage debt of $7.0 million (including a fair market value adjustment of $0.1 million) and a gain on forgiveness of debt of $2.8 million, which is included in Other income, net in the Company’s Consolidated Statements of Income.
81
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The scheduled principal payments (excluding any extension options available to the Company) of all mortgages payable, excluding unamortized fair value debt adjustments of $3.5 million and unamortized debt issuance costs of $0.6 million, as of December 31, 2020, were as follows (in millions):
| 2021**** | 2022**** | 2023**** | 2024**** | 2025**** | Thereafter | Total | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Principal payments | $ | 144.9 | $ | 144.4 | $ | 15.1 | $ | 1.7 | $ | 0.6 | $ | 1.7 | $ | 308.4 |
15. Noncontrolling Interests and Redeemable Noncontrolling Interests:
Noncontrolling interests represent the portion of equity that the Company does not own in those entities it consolidates as a result of having a controlling interest or having determined that the Company was the primary beneficiary of a VIE in accordance with the provisions of the FASB’s Consolidation guidance. The Company accounts and reports for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. The Company identifies its noncontrolling interests separately within the equity section on the Company’s Consolidated Balance Sheets. The amounts of consolidated net income attributable to the Company and to the noncontrolling interests are presented separately on the Company’s Consolidated Statements of Income.
Noncontrolling interests
The Company owns seven shopping center properties located throughout Puerto Rico. These properties were acquired partially through the issuance of $158.6 million of non-convertible units and $45.8 million of convertible units. Noncontrolling interests related to these acquisitions totaled $233.0 million of units, including premiums of $13.5 million and a fair market value adjustment of $15.1 million (collectively, the "Units"). Since the acquisition date the Company has redeemed a substantial portion of these units. As of December 31, 2020 and 2019, noncontrolling interests relating to the remaining units were $5.2 million. The Units related annual cash distribution rates and related conversion features consisted of the following as of December 31, 2020:
| Type | Par Value Per Unit | Number of Units Remaining | Return Per Annum | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B-1 Preferred Units (1) | $ | 10,000 | 189 | 7.0% | |||||||
| Class B-2 Preferred Units (2) | $ | 10,000 | 42 | 7.0% | |||||||
| Class C DownReit Units (1) | $ | 30.52 | 52,797 | Equal to the Company’s common stock dividend |
| (1) | These units are redeemable for cash by the holder or at the Company’s option, shares of the Company’s common stock, based upon the conversion calculation as defined in the agreement. These units are included in Noncontrolling interests on the Company’s Consolidated Balance Sheets. |
|---|
| (2) | These units are redeemable for cash by the holder or callable by the Company and are included in Redeemable noncontrolling interests on the Company’s Consolidated Balance Sheets. |
|---|
The Company owns a shopping center located in Bay Shore, NY, which was acquired in 2006 with the issuance of 647,758 redeemable Class B Units at a par value of $37.24 per unit. The units accrue a return equal to the Company’s common stock dividend and are redeemable for cash by the holder or at the Company’s option, shares of the Company’s common stock at a ratio of 1:1. These units are callable by the Company any time after April 3, 2026, and are included in Noncontrolling interests on the Company’s Consolidated Balance Sheets. During 2007, 30,000 units, or $1.1 million par value, of the Class B Units were redeemed and at the Company’s option settled in cash. In addition, during 2019 and 2018, 188,951 and 25,970 units, or $8.0 million and $1.1 million book value, respectively, of the Class B Units were redeemed and at the Company’s option settled in cash for $4.0 million and $0.5 million, respectively. The redemption value of these units is calculated using the 30 day weighted average closing price of the Company’s common stock prior to redemption. As of December 31, 2020 and 2019, noncontrolling interest relating to the remaining Class B Units was $16.1 million and $16.2 million, respectively.
Noncontrolling interests also includes 138,015 convertible units issued during 2006 by the Company, which were valued at $5.3 million, including a fair market value adjustment of $0.3 million, related to an interest acquired in an office building located in Albany, NY. These units are currently redeemable at the option of the holder for cash or at the option of the Company for the Company’s common stock at a ratio of 1:1. The holder is entitled to a distribution equal to the dividend rate of the Company’s common stock.
During the year ended December 31, 2020, the Company acquired its partners’ interests in two consolidated entities, in separate transactions, for an aggregate purchase price of $20.6 million. These transactions resulted in a net decrease in Noncontrolling interests of $1.3 million and a corresponding net decrease in Paid-in capital of $19.3 million on the Company’s Consolidated Balance Sheets. There are no remaining partners in one of these consolidated entities.
82
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Redeemable noncontrolling interests
Included within noncontrolling interests are units that were determined to be contingently redeemable that are classified as Redeemable noncontrolling interests and presented in the mezzanine section between Total liabilities and Stockholder’s equity on the Company’s Consolidated Balance Sheets.
The following table presents the change in the redemption value of the Redeemable noncontrolling interests for the years ended December 31, 2020 and 2019 (in thousands):
| 2020**** | 2019**** | |||||||
|---|---|---|---|---|---|---|---|---|
| Balance at January 1, | $ | 17,943 | $ | 23,682 | ||||
| Income | 1,022 | 358 | ||||||
| Distributions | (1,021 | ) | (345 | ) | ||||
| Redemption of redeemable units (1) | - | (5,752 | ) | |||||
| Adjustment to estimated redemption value (2) | (2,160 | ) | - | |||||
| Balance at December 31, | $ | 15,784 | $ | 17,943 |
| (1) | During 2019, the Company redeemed all 5,223,313 Class A Units for a total redemption price of $5.8 million. |
|---|
| (2) | During the year ended December 31, 2020, the Company recorded an adjustment of $2.2 million to the estimated redemption fair market value of this noncontrolling interest in accordance with the provisions of the joint venture agreement and ASC 480 – Accounting for Redeemable Equity Instruments. The Company assesses the fair market value of this noncontrolling interest on a recurring basis and determined that its valuation was classified within Level 3 of the fair value hierarchy. The estimated fair market value of this noncontrolling interest was based upon a discounted cash flow model, for which a capitalization rate of 5.50% and discount rate of 6.50% were utilized in the model based upon unobservable rates that the Company believes to be within a reasonable range of current market rates. No adjustment to fair value was required during the year ended December 31, 2019. |
|---|
16. Fair Value Disclosure of Financial Instruments:
All financial instruments of the Company are reflected in the accompanying Consolidated Balance Sheets at amounts which, in management’s estimation, based upon an interpretation of available market information and valuation methodologies, reasonably approximate their fair values except those listed below, for which fair values are disclosed. The valuation method used to estimate fair value for fixed-rate and variable-rate debt is based on discounted cash flow analyses, with assumptions that include credit spreads, market yield curves, trading activity, loan amounts and debt maturities. The fair values for marketable securities are based on published values, securities dealers’ estimated market values or comparable market sales. Such fair value estimates are not necessarily indicative of the amounts that would be realized upon disposition.
As a basis for considering market participant assumptions in fair value measurements, the FASB’s Fair Value Measurements and Disclosures guidance establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy).
The following are financial instruments for which the Company’s estimate of fair value differs from the carrying amounts (in thousands):
| December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020**** | 2019**** | |||||||||||||||
| Carrying Amounts | Estimated Fair Value | Carrying Amounts | Estimated Fair Value | |||||||||||||
| Notes payable, net (1) | $ | 5,044,208 | $ | 5,486,953 | $ | 4,831,759 | $ | 4,983,763 | ||||||||
| Mortgages and construction loan payable, net (2) | $ | 311,272 | $ | 312,933 | $ | 484,008 | $ | 486,042 |
| (1) | The Company determined that the valuation of its Senior Unsecured Notes were classified within Level 2 of the fair value hierarchy and its Credit Facility was classified within Level 3 of the fair value hierarchy. The estimated fair value amounts classified as Level 2 as of December 31, 2020 and 2019, were $5.5 billion and $4.8 billion, respectively. The estimated fair value amounts classified as Level 3 as of December 31, 2019, was $199.9 million. |
|---|
| (2) | The Company determined that its valuation of these mortgages and construction loan payable was classified within Level 3 of the fair value hierarchy. |
|---|
83
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The Company has certain financial instruments that must be measured under the FASB’s Fair Value Measurements and Disclosures guidance, including available for sale securities. The Company currently does not have non-financial assets and non-financial liabilities that are required to be measured at fair value on a recurring basis.
In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.
The Company from time to time has used interest rate swaps to manage its interest rate risk. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. Based on these inputs, the Company has determined that interest rate swap valuations are classified within Level 2 of the fair value hierarchy.
The tables below present the Company’s financial assets measured at fair value on a recurring basis as of December 31, 2020 and 2019, aggregated by the level in the fair value hierarchy within which those measurements fall (in thousands):
| Balance at **December 31, **2020 | Level 1 | Level 2 | Level 3 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Assets: | ||||||||||||||||
| Marketable equity securities | $ | 706,954 | $ | 706,954 | $ | - | $ | - |
| Balance at **December 31, **2019 | Level 1 | Level 2 | Level 3 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Assets: | ||||||||||||||||
| Marketable equity securities | $ | 9,353 | $ | 9,353 | $ | - | $ | - |
Assets measured at fair value on a non-recurring basis at December 31, 2020 and 2019 are as follows (in thousands):
| Balance at December 31, 2020 | Level 1 | Level 2 | Level 3 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Real estate | $ | 24,899 | $ | - | $ | - | $ | 24,899 | ||||||||
| Other real estate investments | $ | 5,464 | $ | - | $ | - | $ | 5,464 |
| Balance at December 31, **2019****** | Level 1 | Level 2 | Level 3 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Real estate | $ | 39,510 | $ | - | $ | - | $ | 39,510 | ||||||||
| Other real estate investments | $ | 32,974 | $ | - | $ | - | $ | 32,974 |
During the year ended December 31, 2020, the Company recognized impairment charges related to adjustments to property carrying values of $6.6 million. The Company’s estimated fair values of these properties were primarily based upon estimated sales prices from signed contracts or letters of intent from third-party offers. Based on these inputs, the Company determined that its valuation of this investment was classified within Level 3 of the fair value hierarchy.
During the year ended December 31, 2019, the Company recognized impairment charges related to adjustments to property carrying values of $48.7 million. The Company’s estimated fair values of these properties were primarily based upon estimated sales prices from (i) signed contracts or letters of intent from third-party offers or (ii) discounted cash flow models. The Company does not have access to the unobservable inputs used to determine the estimated fair values of third-party offers. For the discounted cash flow model, the capitalization rate was 10.50% and the discount rate was 11.50% which were utilized in the model based upon unobservable rates that the Company believes to be within a reasonable range of current market rates for the investment. Based on these inputs, the Company determined that its valuation of this investment was classified within Level 3 of the fair value hierarchy.
84
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The property carrying value impairment charges resulted from the Company’s efforts to market certain assets and management’s assessment as to the likelihood and timing of such potential transactions.
17. Preferred Stock, Common Stock and Convertible Unit Transactions:
Preferred Stock
The Company’s outstanding Preferred Stock is detailed below (in thousands, except share data and par values):
| As of December 31, 20****20 and 2019 | |||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Class of Preferred Stock | Shares Authorized | Shares Issued and Outstanding | Liquidation Preference (in thousands) | Dividend Rate | Annual Dividend per Depositary Share | Par Value | Optional Redemption Date | ||||||||||||||||||
| Class L | 10,350 | 9,000 | $ | 225,000 | 5.125 | % | $ | 1.28125 | $ | 1.00 | 8/16/2022 | ||||||||||||||
| Class M | 10,580 | 10,580 | 264,500 | 5.250 | % | $ | 1.31250 | $ | 1.00 | 12/20/2022 | |||||||||||||||
| 19,580 | $ | 489,500 |
The following Preferred Stock classes were redeemed during the year ended December 31, 2019:
| Class of Preferred Stock | Redemption Date | Depositary Shares Redeemed | Redemption Price per Depositary Share | Redemption Amount (in millions) | Redemption Charges (in millions) (1) | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Class J | 12/31/2019 | 9,000,000 | $ | 25.00 | $ | 225.0 | $ | 7.1 | ||||||||||
| Class I | 9/14/2019 | 7,000,000 | $ | 25.00 | $ | 175.0 | $ | 5.5 | ||||||||||
| Class K | 9/14/2019 | 7,000,000 | $ | 25.00 | $ | 175.0 | $ | 5.9 |
| (1) | Redemption charges resulting from the difference between the redemption amount and the carrying amount of the respective preferred stock class on the Company’s Consolidated Balance Sheets are accounted for in accordance with the FASB’s guidance on Distinguishing Liabilities from Equity. These charges were subtracted from net income attributable to the Company to arrive at net income available to the Company’s common shareholders and used in the calculation of earnings per share. |
|---|
The Company’s Preferred Stock Depositary Shares for all classes are not convertible or exchangeable for any other property or securities of the Company.
Voting Rights - The Class L and M Preferred Stock rank pari passu as to voting rights, priority for receiving dividends and liquidation preference as set forth below.
As to any matter on which the Class L or M Preferred Stock may vote, including any actions by written consent, each share of the Class L or M Preferred Stock shall be entitled to 1,000 votes, each of which 1,000 votes may be directed separately by the holder thereof. With respect to each share of Class L or M Preferred Stock, the holder thereof may designate up to 1,000 proxies, with each such proxy having the right to vote a whole number of votes (totaling 1,000 votes per share of Class L or M Preferred Stock). As a result, each Class L or M Depositary Share is entitled to one vote.
Liquidation Rights
In the event of any liquidation, dissolution or winding up of the affairs of the Company, preferred stock holders are entitled to be paid, out of the assets of the Company legally available for distribution to its stockholders, a liquidation preference of $25,000 per share of Class L Preferred Stock and $25,000 per share of Class M Preferred Stock ($25.00 per each Class L and Class M Depositary Share), plus an amount equal to any accrued and unpaid dividends to the date of payment, before any distribution of assets is made to holders of the Company’s common stock or any other capital stock that ranks junior to the preferred stock as to liquidation rights.
85
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Common Stock
During September 2019, the Company established an ATM program, pursuant to which the Company may offer and sell from time to time shares of its common stock, par value $0.01 per share, with an aggregate gross sales price of up to $500.0 million through a consortium of banks acting as sales agents. Sales of the shares of common stock may be made, as needed, from time to time in “at the market” offerings as defined in Rule 415 of the Securities Act of 1933, including by means of ordinary brokers’ transactions on the New York Stock Exchange or otherwise (i) at market prices prevailing at the time of sale, (ii) at prices related to prevailing market prices or (iii) as otherwise agreed to with the applicable sales agent. During the year ended December 31, 2019, the Company issued 9,514,544 shares and received proceeds of $200.1 million, net of commissions and fees of $1.8 million. The Company did not offer for sale any shares of common stock under the ATM Program during the year ended December 31, 2020. The Company had $298.1 million available under this ATM program as of December 31, 2020.
During February 2020, the Company extended its share repurchase program for a term of two years, which will expire in February 2022. Under this program, the Company may repurchase shares of its common stock, par value $0.01 per share, with an aggregate gross purchase price of up to $300.0 million. The Company did not repurchase any shares under the share repurchase program during the years ended December 31, 2020 and 2019. As of December 31, 2020, the Company had $224.9 million available under this share repurchase program.
The Company, from time to time, repurchases shares of its common stock in amounts that offset new issuances of common stock relating to the exercise of stock options or the issuance of restricted stock awards. These repurchases may occur in open market purchases, privately negotiated transactions or otherwise subject to prevailing market conditions, the Company’s liquidity requirements, contractual restrictions and other factors. During 2020, 2019 and 2018, the Company repurchased 294,346 shares, 223,609 shares and 278,566 shares, respectively, relating to shares of common stock surrendered to the Company to satisfy statutory minimum tax withholding obligations relating to the vesting of restricted stock awards under the Company’s equity-based compensation plans.
Convertible Units
The Company has various types of convertible units that were issued in connection with the purchase of operating properties (see Footnote 15 of the Notes to Consolidated Financial Statements). The amount of consideration that would be paid to unaffiliated holders of units issued from the Company’s consolidated subsidiaries which are not mandatorily redeemable, as if the termination of these consolidated subsidiaries occurred on December 31, 2020, is $10.9 million. The Company has the option to settle such redemption in cash or shares of the Company’s common stock. If the Company exercised its right to settle in common stock, the unit holders would receive 0.7 million shares of common stock.
Dividends Declared
The following table provides a summary of the dividends declared per share:
| Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2018 | ||||||||||
| Common Stock | $ | 0.54000 | $ | 1.12000 | $ | 1.12000 | ||||||
| Class I Depositary Shares | $ | - | $ | 0.99583 | $ | 1.50000 | ||||||
| Class J Depositary Shares | $ | - | $ | 1.37500 | $ | 1.37500 | ||||||
| Class K Depositary Shares | $ | - | $ | 0.93359 | $ | 1.40625 | ||||||
| Class L Depositary Shares | $ | 1.28125 | $ | 1.28125 | $ | 1.28125 | ||||||
| Class M Depositary Shares | $ | 1.31250 | $ | 1.31250 | $ | 1.31250 |
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
18. Supplemental Schedule of Non-Cash Investing/Financing Activities:
The following schedule summarizes the non-cash investing and financing activities of the Company for the years ended December 31, 2020, 2019 and 2018 (in thousands):
| 2020**** | 2019**** | 2018**** | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Acquisition of real estate interests through proceeds held in escrow | $ | - | $ | 36,076 | $ | - | ||||||
| Proceeds deposited in escrow through sale of real estate interests | $ | - | $ | 5,106 | $ | 41,949 | ||||||
| Disposition of real estate interests through the issuance of mortgage receivable | $ | - | $ | 3,750 | $ | 14,700 | ||||||
| Disposition of real estate interests by a deed in lieu/foreclosure of debt | $ | - | $ | 3,892 | $ | 7,444 | ||||||
| Forgiveness of debt due to a deed in lieu/foreclosure | $ | - | $ | 6,905 | $ | 12,415 | ||||||
| Capital expenditures accrual | $ | 37,411 | $ | 65,900 | $ | 60,611 | ||||||
| Surrender of restricted common stock | $ | 5,395 | $ | 4,030 | $ | 4,360 | ||||||
| Declaration of dividends paid in succeeding period | $ | 5,366 | $ | 126,274 | $ | 130,262 | ||||||
| (Decrease)/increase in redeemable noncontrolling interests’ carrying amount | $ | (2,160 | ) | $ | - | $ | 7,521 | |||||
| Consolidation of Joint Ventures: | ||||||||||||
| Increase in real estate and other assets, net | $ | - | $ | 7,884 | $ | - | ||||||
| Increase in mortgages payable, other liabilities and noncontrolling interests | $ | - | $ | 7,747 | $ | - | ||||||
| Deconsolidation of Joint Ventures: | ||||||||||||
| Decrease in real estate and other assets | $ | - | $ | - | $ | 300,299 | ||||||
| Increase in investments in and advances to real estate joint ventures | $ | - | $ | - | $ | 62,429 | ||||||
| Decrease in mortgages and construction loan payable, other liabilities and noncontrolling interests | $ | - | $ | - | $ | 248,274 |
19. Transactions with Related Parties:
The Company provides management services for shopping centers owned principally by affiliated entities and various real estate joint ventures in which certain stockholders of the Company have economic interests. Such services are performed pursuant to management agreements which provide for fees based upon a percentage of gross revenues from the properties and other direct costs incurred in connection with management of the centers. Substantially all of the Management and other fee income on the Company’s Consolidated Statements of Income constitute fees earned from affiliated entities. Reference is made to Footnotes 3 and 7 of the Notes to Consolidated Financial Statements for additional information regarding transactions with related parties.
Ripco
Ripco Real Estate Corp. (“Ripco”) business activities include serving as a leasing agent and representative for national and regional retailers including Target, Best Buy, Kohl’s and many others, providing real estate brokerage services and principal real estate investing. Todd Cooper, an officer and 50% shareholder of Ripco, is a son of Milton Cooper, Executive Chairman of the Board of Directors of the Company. During 2020, 2019 and 2018, the Company paid brokerage commissions of $0.5 million, $0.4 million and $0.2 million, respectively, to Ripco for services rendered primarily as leasing agent for various national tenants in shopping center properties owned by the Company.
20. Commitments and Contingencies:
Letters of Credit
The Company has issued letters of credit in connection with the completion and repayment guarantees primarily on certain of the Company’s redevelopment projects and guaranty of payment related to the Company’s insurance program. At December 31, 2020, these letters of credit aggregated $36.2 million.
Other
In connection with the construction of its development and redevelopment projects and related infrastructure, certain public agencies require posting of performance and surety bonds to guarantee that the Company’s obligations are satisfied. These bonds expire upon the completion of the improvements and infrastructure. As of December 31, 2020, there were $16.3 million in performance and surety bonds outstanding.
The Company is subject to various other legal proceedings and claims that arise in the ordinary course of business. Management believes that the final outcome of such matters will not have a material adverse effect on the financial position, results of operations or liquidity of the Company as of December 31, 2020.
21. Incentive Plans:
In May 2020, the Company’s stockholders approved the 2020 Equity Participation Plan (the “2020 Plan”), which is a successor to the Restated Kimco Realty Corporation 2010 Equity Participation Plan (the "2010 Plan" and together with the 2020 Plan, the "Plan") that expired in March 2020. The 2020 Plan provides for a maximum of 10,000,000 shares of the Company’s common stock to be reserved for the issuance of stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, dividend equivalents, stock payments and deferred stock awards. At December 31, 2020, the Company had 9.98 million shares of common stock available for issuance under the 2020 Plan.
87
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The Company accounts for equity awards in accordance with FASB’s Compensation – Stock Compensation guidance which requires that all share-based payments to employees, including grants of employee stock options, restricted stock and performance shares, be recognized in the Consolidated Statements of Income over the service period based on their fair values. Fair value of performance awards is determined using the Monte Carlo method, which is intended to estimate the fair value of the awards at the grant date. Fair value of restricted shares is based on the price on the date of grant.
The Company recognized expense associated with its equity awards of $23.7 million, $20.2 million and $18.2 million, for the years ended December 31, 2020, 2019 and 2018, respectively. As of December 31, 2020, the Company had $34.4 million of total unrecognized compensation cost related to unvested stock compensation granted under the Plan. That cost is expected to be recognized over a weighted-average period of 2.9 years.
Stock Options
During 2020, 2019 and 2018, the Company did not grant any stock options. Information with respect to stock options outstanding under the 2010 Plan for the years ended December 31, 2020, 2019 and 2018 are as follows:
| Shares | Weighted-Average Exercise Price Per Share | **Aggregate Intrinsic **Value (in millions) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Options outstanding, January 1, 2018 | 3,464,946 | $ | 27.81 | $ | - | |||||||
| Exercised | (42,259 | ) | $ | 14.00 | $ | 0.1 | ||||||
| Forfeited | (1,781,321 | ) | $ | 36.53 | ||||||||
| Options outstanding, December 31, 2018 | 1,641,366 | $ | 18.78 | $ | 0.4 | |||||||
| Exercised | (268,856 | ) | $ | 14.43 | $ | 1.1 | ||||||
| Forfeited | (74,574 | ) | $ | 20.24 | ||||||||
| Options outstanding, December 31, 2019 | 1,297,936 | $ | 19.60 | $ | 2.0 | |||||||
| Exercised | (63,365 | ) | $ | 15.48 | $ | 0.2 | ||||||
| Forfeited | (72,250 | ) | $ | 16.20 | ||||||||
| Options outstanding, December 31, 2020 | 1,162,321 | $ | 20.03 | $ | - | |||||||
| Options exercisable (fully vested) - | ||||||||||||
| December 31, 2018 | 1,641,366 | $ | 18.78 | $ | 0.4 | |||||||
| December 31, 2019 | 1,297,936 | $ | 19.60 | $ | 2.0 | |||||||
| December 31, 2020 | 1,162,321 | $ | 20.03 | $ | - |
The exercise price per share for options outstanding as of December 31, 2020 ranges from $15.09 to $24.12. The Company estimates forfeitures based on historical data. As of December 31, 2020, all of the Company’s outstanding options were vested. The weighted-average remaining contractual life for options outstanding and exercisable as of December 31, 2020 was 1.4 years. Cash received from options exercised under the 2010 Plan was $1.0 million, $3.9 million and $0.6 million for the years ended December 31, 2020, 2019 and 2018, respectively.
88
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Restricted Stock
Information with respect to restricted stock under the Plan for the years ended December 31, 2020, 2019 and 2018 are as follows:
| 2020 | 2019 | 2018 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted stock outstanding as of January 1, | 2,367,843 | 2,104,914 | 1,777,429 | |||||||||
| Granted (1) | 820,150 | 884,170 | 1,100,590 | |||||||||
| Vested | (784,120 | ) | (603,148 | ) | (751,201 | ) | ||||||
| Forfeited | (9,048 | ) | (18,093 | ) | (21,904 | ) | ||||||
| Restricted stock outstanding as of December 31, | 2,394,825 | 2,367,843 | 2,104,914 |
| (1) | The weighted-average grant date fair value for restricted stock issued during the years ended December 31, 2020, 2019 and 2018 were $18.67, $18.03 and $14.72, respectively. |
|---|
Restricted shares have the same voting rights as the Company’s common stock and are entitled to a cash dividend per share equal to the Company’s common dividend which is taxable as ordinary income to the holder. For the years ended December 31, 2020, 2019 and 2018, the dividends paid on unvested restricted shares were $2.2 million, $3.0 million and $2.8 million, respectively.
Performance Shares
Information with respect to performance share awards under the 2010 Plan for the years ended December 31, 2020, 2019 and 2018 are as follows:
| 2020**** | 2019 | 2018**** | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance share awards outstanding as of January 1, | 704,530 | 433,230 | 235,950 | |||||||||
| Granted (1) | 506,720 | 407,080 | 297,450 | |||||||||
| Vested (2) | (297,450 | ) | (135,780 | ) | (100,170 | ) | ||||||
| Performance share awards outstanding as of December 31, | 913,800 | 704,530 | 433,230 |
| (1) | The weighted-average grant date fair value for performance shares issued during the years ended December 31, 2020, 2019 and 2018 were $18.02, $22.00 and $15.40, respectively. |
|---|
| (2) | For the years ended December 31, 2020, 2019 and 2018, the corresponding common stock equivalent of these vested awards were 594,900, 104,551 and 0 shares, respectively. |
|---|
The more significant assumptions underlying the determination of fair values for these performance awards granted during 2020, 2019 and 2018 were as follows:
| 2020 | 2019 | 2018 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock price | $ | 18.93 | $ | 17.81 | $ | 14.99 | ||||||
| Dividend yield (1) | 0 | % | 0 | % | 0 | % | ||||||
| Risk-free rate | 1.42 | % | 2.52 | % | 2.39 | % | ||||||
| Volatility (2) | 24.67 | % | 24.55 | % | 22.90 | % | ||||||
| Term of the award (years) | 2.88 | 2.88 | 2.85 |
| (1) | Total Shareholder Returns, as used in the performance share awards computation, are measured based on cumulative dividend stock prices, as such a zero percent dividend yield is utilized. |
|---|
| (2) | Volatility is based on the annualized standard deviation of the daily logarithmic returns on dividend-adjusted closing prices over the look-back period based on the term of the award. |
|---|
Other
The Company maintains a 401(k)-retirement plan covering substantially all officers and employees, which permits participants to defer up to the maximum allowable amount determined by the Internal Revenue Service of their eligible compensation. This deferred compensation, together with Company matching contributions, which generally equal employee deferrals up to a maximum of 5% of their eligible compensation, is fully vested and funded as of December 31, 2020. The Company’s contributions to the plan were $2.3 million, $2.2 million and $2.2 million for the years ended December 31, 2020, 2019 and 2018, respectively.
The Company recognized severance costs associated with employee retirements and terminations during the years ended December 31, 2020, 2019 and 2018, of $8.7 million, $2.6 million and $3.8 million, respectively.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
22. Income Taxes:
The Company elected to qualify as a REIT in accordance with the Code commencing with its taxable year which began January 1, 1992. To qualify as a REIT, the Company must meet several organizational and operational requirements, including a requirement that it currently distribute at least 90% of its REIT taxable income to its stockholders. Management intends to adhere to these requirements and maintain the Company’s REIT status. As a REIT, the Company generally will not be subject to corporate federal income tax, provided that dividends to its stockholders equal at least the amount of its REIT taxable income. If the Company were to fail to qualify as a REIT in any taxable year, it would be subject to federal income taxes at regular corporate rates (including any applicable alternative minimum tax) and would not be permitted to elect REIT status for four subsequent taxable years. Even if the Company qualifies for taxation as a REIT, the Company is subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed taxable income. In addition, taxable income from non-REIT activities managed through TRSs is subject to federal, state and local income taxes. The Company is also subject to local taxes on certain non-U.S. investments.
Reconciliation between GAAP Net Income and Federal Taxable Income
The following table reconciles GAAP net income to taxable income for the years ended December 31, 2020, 2019 and 2018 (in thousands):
| 2020**** | 2019**** | 2018**** | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Estimated) | (Actual) | (Actual) | ||||||||||
| GAAP net income attributable to the Company | $ | 1,000,833 | $ | 410,605 | $ | 497,795 | ||||||
| GAAP net (income)/loss attributable to TRSs | (960 | ) | 1,119 | (2,436 | ) | |||||||
| GAAP net income from REIT operations (1) | 999,873 | 411,724 | 495,359 | |||||||||
| Net book depreciation in excess of tax depreciation | (61,272 | ) | 55,903 | 46,754 | ||||||||
| Capitalized leasing/legal commissions | - | - | (15,268 | ) | ||||||||
| Deferred/prepaid/above-market and below-market rents, net | (16,891 | ) | (33,287 | ) | (23,466 | ) | ||||||
| Fair market value debt amortization | (3,847 | ) | (4,510 | ) | (5,268 | ) | ||||||
| Book/tax differences from executive compensation (2) | 10,388 | 6,026 | 5,460 | |||||||||
| Book/tax differences from non-qualified stock options | (231 | ) | (1,121 | ) | (112 | ) | ||||||
| Book/tax differences from investments in and advances to real estate joint ventures | 45,782 | 4,837 | 22,263 | |||||||||
| Book/tax differences from sale of properties | (10,494 | ) | (13,830 | ) | (13,612 | ) | ||||||
| Book/tax differences from accounts receivable | 45,175 | 1,573 | 1,636 | |||||||||
| Book adjustment to property carrying values and marketable equity securities | (588,777 | ) | 37,709 | 59,866 | ||||||||
| Taxable currency exchange (loss)/gain, net | (29 | ) | (33 | ) | 929 | |||||||
| Tangible property regulation deduction | (50,597 | ) | - | (40,361 | ) | |||||||
| GAAP gain on change in control of joint venture interests | - | (137 | ) | (6,800 | ) | |||||||
| Dividends from TRSs | 2 | 3,331 | 526 | |||||||||
| Severance accrual | 6,425 | (475 | ) | 913 | ||||||||
| Other book/tax differences, net | (1,097 | ) | (3,946 | ) | (1,774 | ) | ||||||
| Adjusted REIT taxable income | $ | 374,410 | $ | 463,764 | $ | 527,045 |
Certain amounts in the prior periods have been reclassified to conform to the current year presentation, in the table above.
| (1) | All adjustments to "GAAP net income from REIT operations" are net of amounts attributable to noncontrolling interests and TRSs. |
|---|
| (2) | In accordance with the Tax Cuts and Jobs Act, effective for tax years beginning on January 1, 2018, Section 162(m) of the Code places a $1.0 million limit per executive on the amount a company can deduct for executive compensation for each of their CEO, CFO and the other three most highly paid executives. |
|---|
90
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Characterization of Distributions
The following characterizes distributions paid for tax purposes for the years ended December 31, 2020, 2019 and 2018, (amounts in thousands):
| 2020**** | 2019 | 2018**** | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Preferred I Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | - | - | $ | 7,389 | 77 | % | $ | 5,565 | 53 | % | |||||||||||||
| Capital gain | - | - | 2,207 | 23 | % | 4,935 | 47 | % | ||||||||||||||||
| $ | - | - | $ | 9,596 | 100 | % | $ | 10,500 | 100 | % | ||||||||||||||
| Preferred J Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | - | - | $ | 11,541 | 77 | % | $ | 6,559 | 53 | % | |||||||||||||
| Capital gain | - | - | 3,447 | 23 | % | 5,816 | 47 | % | ||||||||||||||||
| $ | - | - | $ | 14,988 | 100 | % | $ | 12,375 | 100 | % | ||||||||||||||
| Preferred K Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | - | - | $ | 6,927 | 77 | % | $ | 5,217 | 53 | % | |||||||||||||
| Capital gain | - | - | 2,069 | 23 | % | 4,627 | 47 | % | ||||||||||||||||
| $ | - | - | $ | 8,996 | 100 | % | $ | 9,844 | 100 | % | ||||||||||||||
| Preferred L Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | 4,382 | 38 | % | $ | 8,879 | 77 | % | $ | 6,111 | 53 | % | ||||||||||||
| Capital gain | 7,149 | 62 | % | 2,652 | 23 | % | 5,420 | 47 | % | |||||||||||||||
| $ | 11,531 | 100 | % | $ | 11,531 | 100 | % | $ | 11,531 | 100 | % | |||||||||||||
| Preferred M Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | 5,277 | 38 | % | $ | 10,692 | 77 | % | $ | 6,031 | 53 | % | ||||||||||||
| Capital gain | 8,609 | 62 | % | 3,194 | 23 | % | 5,348 | 47 | % | |||||||||||||||
| $ | 13,886 | 100 | % | $ | 13,886 | 100 | % | $ | 11,379 | 100 | % | |||||||||||||
| Common Dividends | ||||||||||||||||||||||||
| Ordinary income | $ | 133,849 | 38 | % | $ | 328,726 | 70 | % | $ | 235,642 | 50 | % | ||||||||||||
| Capital gain | 214,863 | 61 | % | 98,618 | 21 | % | 212,077 | 45 | % | |||||||||||||||
| Return of capital | 3,522 | 1 | % | 42,265 | 9 | % | 23,564 | 5 | % | |||||||||||||||
| $ | 352,234 | 100 | % | $ | 469,609 | 100 | % | $ | 471,283 | 100 | % | |||||||||||||
| Total dividends distributed for tax purposes | $ | 377,651 | $ | 528,606 | $ | 526,912 |
For the years ended December 31, 2020, 2019 and 2018 cash dividends paid for tax purposes were equivalent to, or in excess of, the dividends paid deduction.
Taxable REIT Subsidiaries and Taxable Entities
The Company is subject to federal, state and local income taxes on income reported through its TRS activities, which include wholly owned subsidiaries of the Company. The Company’s TRSs include Kimco Realty Services II, Inc. (“KRS”), FNC Realty Corporation, Kimco Insurance Company (collectively “KRS Consolidated”) and the consolidated entity, Blue Ridge Real Estate Company/Big Boulder Corporation.
On December 22, 2017, the Tax Cuts and Jobs Act was signed into law, making significant changes to taxation of corporations and individuals. Effective for tax years beginning on January 1, 2018, this tax reform law reduces the federal statutory income tax rate from 35% to 21% for corporations and changed other certain tax provisions and deductions.
The Company is also subject to local non-U.S. taxes on certain investments located outside the U.S. In general, under local country law applicable to the entity ownership structures the Company has in place and applicable tax treaties, the repatriation of cash to the Company from its subsidiaries and joint ventures in Canada, Puerto Rico and Mexico generally is not subject to withholding tax. The Company is subject to and includes in its tax provision non-U.S. income taxes on certain investments located in jurisdictions outside the U.S. These investments are primarily held by the Company at the REIT level and not in the Company’s TRSs. Accordingly, the Company does not expect a U.S. income tax impact associated with the repatriation of undistributed earnings from the Company’s foreign subsidiaries.
Income taxes are accounted for under the asset and liability method. Deferred income taxes are recognized for the temporary differences between the financial reporting basis and the tax basis of taxable assets and liabilities.
91
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
The Company’s pre-tax book income/(loss) and (provision)/benefit for income taxes relating to the Company’s TRSs and taxable entities which have been consolidated for accounting reporting purposes, for the years ended December 31, 2020, 2019 and 2018, are summarized as follows (in thousands):
| 2020**** | 2019**** | 2018**** | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Income/(loss) before income taxes – U.S. | $ | 1,051 | $ | (1,682 | ) | $ | 4,331 | |||||
| (Provision)/benefit for income taxes, net: | ||||||||||||
| Federal: | ||||||||||||
| Current | (482 | ) | 3,362 | (1,221 | ) | |||||||
| Deferred | 539 | (349 | ) | (1,198 | ) | |||||||
| Federal tax benefit/(provision) | 57 | 3,013 | (2,419 | ) | ||||||||
| State and local: | ||||||||||||
| Current | (48 | ) | (26 | ) | (43 | ) | ||||||
| Deferred | 34 | (19 | ) | (414 | ) | |||||||
| State and local tax provision | (14 | ) | (45 | ) | (457 | ) | ||||||
| Total tax benefit/(provision)– U.S. | 43 | 2,968 | (2,876 | ) | ||||||||
| Net income from U.S. TRSs | $ | 1,094 | $ | 1,286 | $ | 1,455 | ||||||
| (Loss)/income before taxes – Non-U.S. | $ | (64 | ) | $ | (599 | ) | $ | 2,384 | ||||
| Benefit/(provision) for Non-U.S. income taxes: | ||||||||||||
| Current | $ | 479 | $ | (69 | ) | $ | 1,634 | |||||
| Deferred | - | 418 | (358 | ) | ||||||||
| Non-U.S. tax benefit | $ | 479 | $ | 349 | $ | 1,276 |
In addition, the Company’s (Provision)/benefit for income taxes, net includes $1.5 million of estimated state and local tax provision related to the REIT operations during the year ended December 31, 2020.
(Provision)/benefit for income taxes, net differs from the amounts computed by applying the statutory federal income tax rate to taxable income before income taxes as follows (in thousands):
| 2020 | 2019 | 2018 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Federal (provision)/benefit at statutory tax rate (1) (2) | $ | (221 | ) | $ | 3,010 | $ | (2,490 | ) | ||||
| State and local provision, net of federal benefit (3) (4) | (1,236 | ) | (42 | ) | (386 | ) | ||||||
| Total tax (provision)/benefit – U.S. | $ | (1,457 | ) | $ | 2,968 | $ | (2,876 | ) |
| (1) | The year ended December 31, 2019 includes a tax benefit from AMT credit refunds of $3.7 million and $1.1 million related to the recording of a deferred tax valuation allowance. |
|---|
| (2) | The year ended December 31, 2018 includes a charge of $1.6 million related to the recording of a deferred tax valuation allowance. |
|---|
| (3) | The year ended December 31, 2018 includes a charge of $0.3 million related to the recording of a deferred tax valuation allowance. |
|---|---|
| (4) | The year ended December 31, 2020 includes $1.5 million of estimated state and local tax provision related to the REIT operations. |
Deferred Tax Assets, Liabilities and Valuation Allowances
The Company’s deferred tax assets and liabilities at December 31, 2020 and 2019, were as follows (in thousands):
| 2020 | 2019 | |||||||
|---|---|---|---|---|---|---|---|---|
| Deferred tax assets: | ||||||||
| Tax/GAAP basis differences | $ | 29,105 | $ | 29,618 | ||||
| Net operating losses (1) | 17,885 | 20,917 | ||||||
| Tax credit carryforwards (2) | 2,340 | 2,340 | ||||||
| Capital loss carryforwards | - | 2,270 | ||||||
| Related party deferred losses | 619 | 619 | ||||||
| Charitable contribution carryforwards | 23 | 23 | ||||||
| Valuation allowance | (36,957 | ) | (42,703 | ) | ||||
| Total deferred tax assets | 13,015 | 13,084 | ||||||
| Deferred tax liabilities | (12,765 | ) | (12,844 | ) | ||||
| Net deferred tax assets | $ | 250 | $ | 240 |
| (1) | Expiration dates ranging from 2021 to 2032. |
|---|
| (2) | Expiration dates ranging from 2027 to 2035. |
|---|
The major differences between the GAAP basis of accounting and the basis of accounting used for federal and state income tax reporting consist of impairment charges recorded for GAAP purposes, but not recognized for tax purposes, depreciation and amortization, rental revenue recognized on the straight-line method for GAAP, reserves for doubtful accounts, above-market and below-market lease amortization, differences in GAAP and tax basis of assets sold, and the period in which certain gains were recognized for tax purposes, but not yet recognized under GAAP.
92
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
Deferred tax assets and deferred tax liabilities are included in the captions Other assets and Other liabilities on the Company’s Consolidated Balance Sheets at December 31, 2020 and 2019. Operating losses and the valuation allowance are related primarily to the Company’s consolidation of its TRSs for accounting and reporting purposes.
Under GAAP a reduction of the carrying amounts of deferred tax assets by a valuation allowance is required, if, based on the evidence available, it is more likely than not (a likelihood of more than 50%) that some portion or all of the deferred tax assets will not be realized. The valuation allowance should be sufficient to reduce the deferred tax asset to the amount that is more likely than not to be realized. Effective August 1, 2016, the Company merged Kimco Realty Services, Inc. (“KRSI”), a TRS holding REIT qualifying real estate, into a wholly owned LLC (the “Merger”) and KRSI was dissolved. As a result of the Merger, the Company determined that the realization of its then net deferred tax assets was not deemed more likely than not and as such, the Company recorded a full valuation allowance against these net deferred tax assets that existed at the time of the Merger.
The Company prepared an analysis of the tax basis built-in tax gain or built-in loss inherent in each asset acquired from KRSI in the Merger. Assets of a TRS that become REIT assets in a merger transaction of the type entered into by the Company and KRSI are subject to corporate tax on the aggregate net built-in gain (built-in gains in excess of built-in losses) during a recognition period. Accordingly, the Company is subject to corporate-level taxation on the aggregate net built-in gain from the sale of KRSI assets within 60 months from the Merger date (the recognition period) which expires August 1, 2021. The maximum taxable amount with respect to all merged assets disposed within 60 months of the Merger is limited to the aggregate net built-in gain at the Merger date. The Company compared fair value to tax basis for each property or asset to determine its built-in gain (value over basis) or built-in loss (basis over value) which could be subject to corporate level taxes if the Company disposed of the asset previously held by KRSI during the 60 months following the Merger date. In the event that sales of KRSI assets during the recognition period result in corporate level tax, the unrecognized tax benefits reported as deferred tax assets from KRSI will be utilized to reduce the corporate level tax for GAAP purposes.
Uncertain Tax Positions
The Company is subject to income tax in certain jurisdictions outside the U.S., principally Canada and Mexico. The statute of limitations on assessment of tax varies from three to seven years depending on the jurisdiction and tax issue. Tax returns filed in each jurisdiction are subject to examination by local tax authorities. The Company is currently under audit by the Canadian Revenue Agency and Mexican Tax Authority. The resolution of these audits are not expected to have a material effect on the Company’s financial statements. The Company has accrued $1.5 million and $2.4 million of non-current uncertain tax positions and related interest under the provisions of the authoritative guidance that addresses accounting for income taxes at December 31, 2020 and 2019, respectively, which are included in Other liabilities on the Company’s Consolidated Balance Sheets. The Company does not believe that the total amount of unrecognized tax benefits as of December 31, 2020, will significantly increase or decrease within the next 12 months.
During August 2016, the Mexican Tax Authority issued tax assessments against 35 entities, including certain joint ventures, of the Company that had previously held interests in operating properties in Mexico. These assessments relate to certain income tax, interest expense and withholding tax items subject to the United States-Mexico Income Tax Convention (the “Treaty”). The assessments were for the 2010 tax year with four of the 35 entities also assessed for the years 2007 and/or 2008. The assessments include amounts for taxes aggregating $33.7 million, interest aggregating $16.5 million and penalties aggregating $11.4 million. The Company’s aggregate share of these amounts is $52.6 million. The Company filed appeals in the Mexican Tax Court in September 2018 challenging these assessments, as it believes that it has operated in accordance with the Treaty provisions and has therefore concluded that no amounts are payable with respect to this matter. The U.S. Competent Authority (Department of Treasury), responsible for administering U.S. tax treaties, indicates agreement with this position and has represented the Company regarding this matter with the Mexican Competent Authority. During April 2019, all the appeals were argued at a hearing in the Superior Chamber of the Tax Court. During the fourth quarter of 2019, the Company started receiving rulings from the Mexican Tax Court and has to date received 34 rulings on its 35 total assessments which found that $16.1 million ($12.8 million representing the Company’s share) of the total assessment was improperly assessed, but ruled in favor of the Mexican Tax Authority with respect to the balance of the assessments. Regarding the portion of the ruling in favor of the Mexican Tax Authority, the Company believes it has operated in accordance with the Treaty provisions and has therefore not changed its position on this matter. The Company has filed appeals for the 34 rulings it has received in the Mexican Appeals Court. The remaining ruling not yet received from the Mexican Tax Court is expected to be consistent with the current rulings and the Company intends to appeal when received. The appeals were assigned to 18 different Appeals Circuit Courts. To date, eight appealed assessments have been ruled on, of which one Circuit Court ruled in favor of the Company and five Circuit Courts ruled against in seven cases. The unfavorable rulings have been appealed to the Supreme Court in Mexico. The Company intends to continue to vigorously defend its position and believes it will prevail, however this outcome cannot be assured.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
23. Earnings Per Share:
The following table sets forth the reconciliation of earnings and the weighted-average number of shares used in the calculation of basic and diluted earnings per share (amounts presented in thousands, except per share data):
| For the Year Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020**** | 2019**** | 2018 | ||||||||||
| Computation of Basic and Diluted Earnings Per Share: | ||||||||||||
| Net income available to the Company's common shareholders | $ | 975,417 | $ | 339,988 | $ | 439,604 | ||||||
| Change in estimated redemption value of redeemable noncontrolling interests | 2,160 | - | (7,521 | ) | ||||||||
| Earnings attributable to participating securities | (6,347 | ) | (2,599 | ) | (2,375 | ) | ||||||
| Net income available to the Company’s common shareholders for basic earnings per share | 971,230 | 337,389 | 429,708 | |||||||||
| Distributions on convertible units | 161 | 30 | 99 | |||||||||
| Net income available to the Company’s common shareholders for diluted earnings per share | $ | 971,391 | $ | 337,419 | $ | 429,807 | ||||||
| Weighted average common shares outstanding – basic | 429,950 | 420,370 | 420,641 | |||||||||
| Effect of dilutive securities (1): | ||||||||||||
| Equity awards | 1,475 | 1,365 | 628 | |||||||||
| Assumed conversion of convertible units | 208 | 64 | 110 | |||||||||
| Weighted average common shares outstanding – diluted | 431,633 | 421,799 | 421,379 | |||||||||
| Net income available to the Company's common shareholders: | ||||||||||||
| Basic earnings per share | $ | 2.26 | $ | 0.80 | $ | 1.02 | ||||||
| Diluted earnings per share | $ | 2.25 | $ | 0.80 | $ | 1.02 |
| (1) | The effect of the assumed conversion of certain convertible units had an anti-dilutive effect upon the calculation of Income from continuing operations per share. Accordingly, the impact of such conversions has not been included in the determination of diluted earnings per share calculations. Additionally, there were 1.2 million, 0.5 million and 1.3 million stock options that were not dilutive as of December 31, 2020, 2019 and 2018, respectively. |
|---|
The Company's unvested restricted share awards contain non-forfeitable rights to distributions or distribution equivalents. The impact of the unvested restricted share awards on earnings per share has been calculated using the two-class method whereby earnings are allocated to the unvested restricted share awards based on dividends declared and the unvested restricted shares' participation rights in undistributed earnings.
24. Supplemental Financial Information (Unaudited):
The following represents the quarterly results of operations, expressed in thousands except per share amounts, for the years ended December 31, 2020 and 2019:
| 2020**** | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
| Revenues | $ | 289,744 | $ | 238,916 | $ | 259,792 | $ | 269,441 | ||||||||
| Net income/(loss) attributable to the Company | $ | 90,100 | $ | 747,893 | $ | (38,394 | ) | $ | 201,234 | |||||||
| Net income/(loss) per common share: | ||||||||||||||||
| Basic | $ | 0.19 | $ | 1.71 | $ | (0.10 | ) | $ | 0.46 | |||||||
| Diluted | $ | 0.19 | $ | 1.71 | $ | (0.10 | ) | $ | 0.45 |
| 2019 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
| Revenues | $ | 295,010 | $ | 284,873 | $ | 282,871 | $ | 296,130 | ||||||||
| Net income attributable to the Company | $ | 116,169 | $ | 101,027 | $ | 83,990 | $ | 109,419 | ||||||||
| Net income per common share: | ||||||||||||||||
| Basic | $ | 0.24 | $ | 0.20 | $ | 0.14 | $ | 0.22 | ||||||||
| Diluted | $ | 0.24 | $ | 0.20 | $ | 0.14 | $ | 0.22 |
KIMCO REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
25. Captive Insurance Company:
In October 2007, the Company formed a wholly owned captive insurance company, KIC, which provides general liability insurance coverage for all losses below the deductible under the Company’s third-party liability insurance policy. The Company created KIC as part of its overall risk management program and to stabilize its insurance costs, manage exposure and recoup expenses through the functions of the captive program. The Company capitalized KIC in accordance with the applicable regulatory requirements. KIC established annual premiums based on projections derived from the past loss experience of the Company’s properties. KIC has engaged an independent third-party to perform an actuarial estimate of future projected claims, related deductibles and projected expenses necessary to fund associated risk management programs. Premiums paid to KIC may be adjusted based on this estimate. Like premiums paid to third-party insurance companies, premiums paid to KIC may be reimbursed by tenants pursuant to specific lease terms.
KIC assumes occurrence basis general liability coverage (not including casualty loss or business interruption) for the Company and its affiliates under the terms of a reinsurance agreement entered into by KIC and the reinsurance provider.
From October 1, 2007 through February 1, 2022, KIC assumes 100% of the first $250,000 per occurrence risk layer. This coverage is subject to annual aggregates ranging between $7.8 million and $13.2 million per policy year. The annual aggregate is adjustable based on the amount of audited square footage of the insureds’ locations and can be adjusted for subsequent program years. Defense costs erode the stated policy limits. KIC is required to pay the reinsurance provider for unallocated loss adjustment expenses an amount ranging between 8.0% and 12.2% of incurred losses for the policy periods ending September 30, 2008 through January 31, 2022. These amounts do not erode the Company’s per occurrence or aggregate limits.
As of December 31, 2020 and 2019, the Company maintained a letter of credit in the amount of $21.5 million issued in favor of the reinsurance provider to provide security for the Company’s obligations under its agreement with the reinsurance provider. The letter of credit maintained as of December 31, 2020, has an expiration date of February 15, 2022, with automatic renewals for one year.
Activity in the liability for unpaid losses and loss adjustment expenses for the years ended December 31, 2020 and 2019, is summarized as follows (in thousands):
| 2020**** | 2019**** | |||||||
|---|---|---|---|---|---|---|---|---|
| Balance at the beginning of the year | $ | 15,664 | $ | 16,130 | ||||
| Incurred related to: | ||||||||
| Current year | 3,693 | 5,331 | ||||||
| Prior years | (179 | ) | (1,948 | ) | ||||
| Total incurred | 3,514 | 3,383 | ||||||
| Paid related to: | ||||||||
| Current year | (450 | ) | (256 | ) | ||||
| Prior years | (4,986 | ) | (3,593 | ) | ||||
| Total paid | (5,436 | ) | (3,849 | ) | ||||
| Balance at the end of the year | $ | 13,742 | $ | 15,664 |
For the years ended December 31, 2020 and 2019, the changes in estimates in insured events in the prior years, incurred losses and loss adjustment expenses resulted in a decrease of $0.2 million and $1.9 million, respectively, which was primarily due to continued regular favorable loss development on the general liability coverage assumed.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS
For Years Ended December 31, 2020, 2019 and 2018
(in thousands)
| Balance at beginning of period | Charged to expenses | Adjustments to valuation accounts | Deductions | Balance at end of period | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Year Ended December 31, 2020 | ||||||||||||||||||||
| Allowance for uncollectable accounts (1) | $ | - | $ | 22,377 | $ | - | $ | - | $ | 22,377 | ||||||||||
| Allowance for deferred tax asset | $ | 42,703 | $ | - | $ | (5,746 | ) | $ | - | $ | 36,957 | |||||||||
| Year Ended December 31, 2019 | ||||||||||||||||||||
| Allowance for deferred tax asset | $ | 45,413 | $ | - | $ | (2,710 | ) | $ | - | $ | 42,703 | |||||||||
| Year Ended December 31, 2018 | ||||||||||||||||||||
| Allowance for uncollectable accounts (1) | $ | 17,066 | $ | 9,254 | $ | - | $ | (5,882 | ) | $ | 20,438 | |||||||||
| Allowance for deferred tax asset | $ | 54,155 | $ | - | $ | (8,742 | ) | $ | - | $ | 45,413 |
| (1) | Includes allowances on accounts receivable and straight-line rents. Effective January 1, 2019, in accordance with the adoption of Topic 842, the Company includes provision for doubtful accounts in Revenues from rental properties, net on the Company’s Consolidated Statements of Income. If a lessee’s accounts receivable balance is considered uncollectible, these uncollectible lessee lease receivables would be recognized as a reduction in revenues and would not be considered an allowance. With this implementation, the Allowance for Uncollectible Accounts was re-characterized to be appropriately reflected as reductions in revenues for uncollectible amounts. In addition, the Company also recognizes a general reserve which is included for the year ended December 31, 2020. See Footnote 1 of the Notes to the Consolidated Financial Statements for additional disclosure. |
|---|
KIMCO REALTY CORPORATION AND SUBSIDIARIES
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
December 31, 2020
| INITIAL COST | COST | |||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| DESCRIPTION | State | LAND | BUILDING AND IMPROVEMENTS | CAPITALIZED SUBSEQUENT TO ACQUISITION (1) | LAND | BUILDING AND IMPROVEMENTS | TOTAL | ACCUMULATED DEPRECIATION | TOTAL COST, NET OF ACCUMULATED DEPRECIATION | ENCUMBRANCES (2) | DATE OF ACQUISITION(A) CONSTRUCTION(C) | |||||||||||||||||||||||||||
| SHOPPING CENTERS | ||||||||||||||||||||||||||||||||||||||
| MESA RIVERVIEW | AZ | $ | 15,000,000 | $ | - | $ | 141,972,408 | $ | 307,992 | $ | 156,664,416 | $ | 156,972,408 | $ | 68,633,902 | $ | 88,338,506 | $ | - | 2005(C) | ||||||||||||||||||
| METRO SQUARE | AZ | 4,101,017 | 16,410,632 | 2,314,745 | 4,101,017 | 18,725,377 | 22,826,394 | 10,470,777 | 12,355,617 | - | 1998(A) | |||||||||||||||||||||||||||
| PLAZA DEL SOL | AZ | 5,324,501 | 21,269,943 | 1,737,972 | 4,577,869 | 23,754,547 | 28,332,416 | 10,370,222 | 17,962,194 | - | 1998(A) | |||||||||||||||||||||||||||
| PLAZA AT MOUNTAINSIDE | AZ | 2,450,341 | 9,802,046 | 2,579,807 | 2,450,341 | 12,381,853 | 14,832,194 | 7,419,681 | 7,412,513 | - | 1997(A) | |||||||||||||||||||||||||||
| VILLAGE CROSSROADS | AZ | 5,662,554 | 24,981,223 | 1,462,414 | 5,662,554 | 26,443,637 | 32,106,191 | 7,107,669 | 24,998,522 | - | 2011(A) | |||||||||||||||||||||||||||
| NORTH VALLEY | AZ | 6,861,564 | 18,200,901 | 14,138,211 | 4,795,887 | 34,404,789 | 39,200,676 | 6,409,375 | 32,791,301 | - | 2011(A) | |||||||||||||||||||||||||||
| CHRISTOWN SPECTRUM | AZ | 33,831,348 | 91,004,070 | 15,484,366 | 76,638,511 | 63,681,273 | 140,319,784 | 16,572,377 | 123,747,407 | - | 2015(A) | |||||||||||||||||||||||||||
| BELL CAMINO CENTER | AZ | 2,427,465 | 6,439,065 | 743,337 | 2,427,465 | 7,182,402 | 9,609,867 | 2,395,920 | 7,213,947 | - | 2012(A) | |||||||||||||||||||||||||||
| BELL CAMINO-SAFEWAY PARCEL | AZ | 1,104,233 | 4,574,035 | - | 1,104,233 | 4,574,035 | 5,678,268 | 266,612 | 5,411,656 | - | 2019(A) | |||||||||||||||||||||||||||
| COLLEGE PARK SHOPPING CENTER | AZ | 3,276,951 | 7,741,323 | 1,254,123 | 3,276,951 | 8,995,446 | 12,272,397 | 3,107,501 | 9,164,896 | - | 2011(A) |
| COSTCO PLAZA - 541 | CA | 4,995,639 | 19,982,557 | 635,604 | 4,995,639 | 20,618,161 | 25,613,800 | 12,120,321 | 13,493,479 | - | 1998(A) | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| BROOKHURST CENTER | CA | 10,492,714 | 31,357,512 | 3,715,948 | 22,299,852 | 23,266,322 | 45,566,174 | 4,959,573 | 40,606,601 | - | 2016(A) | |||||||||||||||||||||||||||
| LAKEWOOD PLAZA | CA | 1,294,176 | 3,669,266 | (3,460,895 | ) | - | 1,502,547 | 1,502,547 | 808,624 | 693,923 | - | 2014(A) | ||||||||||||||||||||||||||
| MADISON PLAZA | CA | 5,874,396 | 23,476,190 | 2,952,818 | 5,874,396 | 26,429,008 | 32,303,404 | 13,814,083 | 18,489,321 | - | 1998(A) | |||||||||||||||||||||||||||
| CORONA HILLS PLAZA | CA | 13,360,965 | 53,373,453 | 11,403,307 | 13,360,965 | 64,776,760 | 78,137,725 | 38,081,116 | 40,056,609 | - | 1998(A) | |||||||||||||||||||||||||||
| 280 METRO CENTER | CA | 38,734,566 | 94,903,403 | (592,830 | ) | 38,734,566 | 94,310,573 | 133,045,139 | 15,257,750 | 117,787,389 | - | 2015(A) | ||||||||||||||||||||||||||
| LABAND VILLAGE SHOPPING CENTER | CA | 5,600,000 | 13,289,347 | (779,122 | ) | 5,607,237 | 12,502,988 | 18,110,225 | 6,680,205 | 11,430,020 | - | 2008(A) | ||||||||||||||||||||||||||
| CUPERTINO VILLAGE | CA | 19,886,099 | 46,534,919 | 27,016,568 | 19,886,099 | 73,551,487 | 93,437,586 | 23,685,282 | 69,752,304 | - | 2006(A) | |||||||||||||||||||||||||||
| NORTH COUNTY PLAZA | CA | 10,205,305 | 28,934,219 | (573,812 | ) | 20,894,811 | 17,670,901 | 38,565,712 | 4,321,014 | 34,244,698 | - | 2014(A) | ||||||||||||||||||||||||||
| CHICO CROSSROADS | CA | 9,975,810 | 30,534,524 | (5,299,139 | ) | 7,904,664 | 27,306,531 | 35,211,195 | 11,082,448 | 24,128,747 | - | 2008(A) | ||||||||||||||||||||||||||
| CREEKSIDE CENTER | CA | 3,870,823 | 11,562,580 | 93,113 | 5,154,061 | 10,372,455 | 15,526,516 | 1,756,296 | 13,770,220 | - | 2016(A) | |||||||||||||||||||||||||||
| LA MIRADA THEATRE CENTER | CA | 8,816,741 | 35,259,965 | (524,191 | ) | 6,888,680 | 36,663,835 | 43,552,515 | 19,965,688 | 23,586,827 | - | 1998(A) | ||||||||||||||||||||||||||
| KENNETH HAHN PLAZA | CA | 4,114,863 | 7,660,855 | (1,485,684 | ) | - | 10,290,034 | 10,290,034 | 3,960,027 | 6,330,007 | - | 2010(A) | ||||||||||||||||||||||||||
| LA VERNE TOWN CENTER | CA | 8,414,328 | 23,856,418 | 12,419,259 | 16,362,169 | 28,327,836 | 44,690,005 | 6,265,348 | 38,424,657 | - | 2014(A) | |||||||||||||||||||||||||||
| LINCOLN HILLS TOWN CENTER | CA | 8,228,587 | 26,127,322 | 517,347 | 8,228,587 | 26,644,669 | 34,873,256 | 5,834,151 | 29,039,105 | - | 2015(A) | |||||||||||||||||||||||||||
| NOVATO FAIR S.C. | CA | 9,259,778 | 15,599,790 | 1,111,086 | 9,259,778 | 16,710,876 | 25,970,654 | 7,080,576 | 18,890,078 | - | 2009(A) | |||||||||||||||||||||||||||
| SOUTH NAPA MARKET PLACE | CA | 1,100,000 | 22,159,086 | 21,176,771 | 23,119,071 | 21,316,786 | 44,435,857 | 13,153,433 | 31,282,424 | - | 2006(A) | |||||||||||||||||||||||||||
| PLAZA DI NORTHRIDGE | CA | 12,900,000 | 40,574,842 | 1,577,797 | 12,900,000 | 42,152,639 | 55,052,639 | 16,379,505 | 38,673,134 | - | 2005(A) | |||||||||||||||||||||||||||
| LINDA MAR SHOPPING CENTER | CA | 16,548,592 | 37,521,194 | 4,485,646 | 16,548,592 | 42,006,840 | 58,555,432 | 10,108,349 | 48,447,083 | - | 2014(A) | |||||||||||||||||||||||||||
| POWAY CITY CENTRE | CA | 5,854,585 | 13,792,470 | 9,147,403 | 7,247,814 | 21,546,644 | 28,794,458 | 10,081,446 | 18,713,012 | - | 2005(A) | |||||||||||||||||||||||||||
| REDWOOD CITY PLAZA | CA | 2,552,000 | 6,215,168 | 5,960,677 | 2,552,000 | 12,175,845 | 14,727,845 | 2,603,714 | 12,124,131 | - | 2009(A) | |||||||||||||||||||||||||||
| STANFORD RANCH | CA | 10,583,764 | 30,007,231 | 2,838,540 | 9,982,626 | 33,446,909 | 43,429,535 | 6,092,715 | 37,336,820 | - | 2014(A) | |||||||||||||||||||||||||||
| CROCKER RANCH | CA | 7,526,146 | 24,877,611 | 109,359 | 7,526,146 | 24,986,970 | 32,513,116 | 4,657,462 | 27,855,654 | - | 2015(A) | |||||||||||||||||||||||||||
| HOME DEPOT PLAZA | CA | 4,592,364 | 18,345,257 | - | 4,592,364 | 18,345,257 | 22,937,621 | 10,785,790 | 12,151,831 | - | 1998(A) | |||||||||||||||||||||||||||
| SANTEE TROLLEY SQUARE | CA | 40,208,683 | 62,963,757 | 162,067 | 40,208,683 | 63,125,824 | 103,334,507 | 19,336,901 | 83,997,606 | - | 2015(A) | |||||||||||||||||||||||||||
| SAN DIEGO CARMEL MOUNTAIN | CA | 5,322,600 | 8,873,991 | 249,367 | 5,322,600 | 9,123,358 | 14,445,958 | 2,878,796 | 11,567,162 | - | 2009(A) | |||||||||||||||||||||||||||
| FULTON MARKET PLACE | CA | 2,966,018 | 6,920,710 | 16,341,782 | 6,279,753 | 19,948,757 | 26,228,510 | 5,045,869 | 21,182,641 | - | 2005(A) | |||||||||||||||||||||||||||
| BLACK MOUNTAIN VILLAGE | CA | 4,678,015 | 11,913,344 | 1,025,682 | 4,678,015 | 12,939,026 | 17,617,041 | 5,368,087 | 12,248,954 | - | 2007(A) | |||||||||||||||||||||||||||
| RANCHO PENASQUITOS TOWNE CTR I | CA | 14,851,595 | 20,342,165 | 749,219 | 14,851,595 | 21,091,384 | 35,942,979 | 4,071,392 | 31,871,587 | 12,300,999 | 2015(A) | |||||||||||||||||||||||||||
| RANCHO PENASQUITOS-VONS PROP. | CA | 2,917,963 | 9,145,905 | - | 2,917,963 | 9,145,905 | 12,063,868 | 496,491 | 11,567,377 | - | 2019(A) | |||||||||||||||||||||||||||
| RANCHO PENASQUITOS TWN CTR II | CA | 12,944,972 | 20,323,961 | 879,910 | 12,944,972 | 21,203,871 | 34,148,843 | 4,061,510 | 30,087,333 | 9,439,412 | 2015(A) | |||||||||||||||||||||||||||
| CITY HEIGHTS | CA | 10,687,472 | 28,324,896 | (660,448 | ) | 13,908,563 | 24,443,357 | 38,351,920 | 5,194,029 | 33,157,891 | - | 2012(A) | ||||||||||||||||||||||||||
| TRUCKEE CROSSROADS | CA | 2,140,000 | 28,324,896 | (18,568,797 | ) | 2,140,000 | 9,756,099 | 11,896,099 | 6,079,361 | 5,816,738 | 1,174,985 | 2006(A) | ||||||||||||||||||||||||||
| GATEWAY AT DONNER PASS | CA | 4,515,688 | 8,318,667 | 14,159,803 | 8,759,279 | 18,234,879 | 26,994,158 | 2,455,571 | 24,538,587 | - | 2015(A) | |||||||||||||||||||||||||||
| WESTLAKE SHOPPING CENTER | CA | 16,174,307 | 64,818,562 | 108,227,850 | 16,174,307 | 173,046,412 | 189,220,719 | 64,977,407 | 124,243,312 | - | 2002(A) | |||||||||||||||||||||||||||
| LAKEWOOD VILLAGE | CA | 8,597,100 | 24,374,615 | (737,945 | ) | 11,683,364 | 20,550,406 | 32,233,770 | 5,342,946 | 26,890,824 | - | 2014(A) | ||||||||||||||||||||||||||
| WHITTWOOD TOWN CENTER | CA | 57,135,695 | 105,814,560 | 2,701,687 | 57,138,906 | 108,513,036 | 165,651,942 | 17,050,427 | 148,601,515 | - | 2017(A) |
| VILLAGE ON THE PARK | CO | 2,194,463 | 8,885,987 | 19,579,292 | 3,018,391 | 27,641,351 | 30,659,742 | 6,989,480 | 23,670,262 | - | 1998(A) | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| QUINCY PLACE S.C. | CO | 1,148,317 | 4,608,249 | 2,477,122 | 1,148,317 | 7,085,371 | 8,233,688 | 4,047,202 | 4,186,486 | - | 1998(A) | |||||||||||||||||||||||||||
| EAST BANK S.C. | CO | 1,500,568 | 6,180,103 | 4,172,042 | 1,500,568 | 10,352,145 | 11,852,713 | 4,249,543 | 7,603,170 | - | 1998(A) | |||||||||||||||||||||||||||
| NORTHRIDGE SHOPPING CENTER | CO | 4,932,690 | 16,496,175 | 2,580,342 | 8,934,385 | 15,074,822 | 24,009,207 | 3,409,543 | 20,599,664 | - | 2013(A) | |||||||||||||||||||||||||||
| DENVER WEST 38TH STREET | CO | 161,167 | 646,983 | 537,408 | 161,167 | 1,184,391 | 1,345,558 | 439,311 | 906,247 | - | 1998(A) | |||||||||||||||||||||||||||
| ENGLEWOOD PLAZA | CO | 805,837 | 3,232,650 | 847,870 | 805,837 | 4,080,520 | 4,886,357 | 2,301,980 | 2,584,377 | - | 1998(A) | |||||||||||||||||||||||||||
| GREELEY COMMONS | CO | 3,313,095 | 20,069,559 | 988,236 | 3,313,095 | 21,057,795 | 24,370,890 | 5,653,339 | 18,717,551 | - | 2012(A) | |||||||||||||||||||||||||||
| HIGHLANDS RANCH VILLAGE S.C. | CO | 8,135,427 | 21,579,936 | 979,317 | 5,337,081 | 25,357,599 | 30,694,680 | 5,667,515 | 25,027,165 | - | 2011(A) | |||||||||||||||||||||||||||
| VILLAGE CENTER WEST | CO | 2,010,519 | 8,361,084 | 732,679 | 2,010,519 | 9,093,763 | 11,104,282 | 2,042,056 | 9,062,226 | - | 2011(A) | |||||||||||||||||||||||||||
| HIGHLANDS RANCH II | CO | 3,514,837 | 11,755,916 | 1,092,200 | 3,514,837 | 12,848,116 | 16,362,953 | 3,628,295 | 12,734,658 | - | 2013(A) | |||||||||||||||||||||||||||
| VILLAGE CENTER - HIGHLAND RANCH | CO | 1,140,000 | 2,660,000 | 283,724 | 1,140,000 | 2,943,724 | 4,083,724 | 503,051 | 3,580,673 | - | 2014(A) | |||||||||||||||||||||||||||
| HERITAGE WEST S.C. | CO | 1,526,576 | 6,124,074 | 2,561,187 | 1,526,576 | 8,685,261 | 10,211,837 | 4,442,899 | 5,768,938 | - | 1998(A) | |||||||||||||||||||||||||||
| MARKET AT SOUTHPARK | CO | 9,782,769 | 20,779,522 | 4,039,213 | 9,782,769 | 24,818,735 | 34,601,504 | 5,964,950 | 28,636,554 | - | 2011(A) | |||||||||||||||||||||||||||
| NEWTOWN S.C. | CT | - | 15,635,442 | 422,382 | - | 16,057,824 | 16,057,824 | 2,863,894 | 13,193,930 | 7,092,420 | 2014(A) | |||||||||||||||||||||||||||
| WEST FARM SHOPPING CENTER | CT | 5,805,969 | 23,348,024 | 18,635,677 | 7,585,116 | 40,204,554 | 47,789,670 | 18,936,585 | 28,853,085 | - | 1998(A) | |||||||||||||||||||||||||||
| HAMDEN MART | CT | 13,668,167 | 40,890,166 | 6,186,421 | 14,225,573 | 46,519,181 | 60,744,754 | 9,347,255 | 51,397,499 | 18,702,173 | 2016(A) | |||||||||||||||||||||||||||
| HOME DEPOT PLAZA | CT | 7,704,968 | 30,797,640 | 3,735,630 | 7,704,968 | 34,533,270 | 42,238,238 | 18,353,747 | 23,884,491 | - | 1998(A) | |||||||||||||||||||||||||||
| WILTON RIVER PARK SHOPPING CTR | CT | 7,154,585 | 27,509,279 | 463,679 | 7,154,584 | 27,972,959 | 35,127,543 | 6,339,046 | 28,788,497 | - | 2012(A) | |||||||||||||||||||||||||||
| BRIGHT HORIZONS | CT | 1,211,748 | 4,610,610 | 82,937 | 1,211,748 | 4,693,547 | 5,905,295 | 1,319,102 | 4,586,193 | - | 2012(A) | |||||||||||||||||||||||||||
| WILTON CAMPUS | CT | 10,168,872 | 31,893,016 | 2,519,298 | 10,168,872 | 34,412,314 | 44,581,186 | 9,509,306 | 35,071,880 | - | 2013(A) | |||||||||||||||||||||||||||
| CAMDEN SQUARE | DE | 122,741 | 66,738 | 4,706,775 | 3,024,375 | 1,871,879 | 4,896,254 | 258,544 | 4,637,710 | - | 2003(A) | |||||||||||||||||||||||||||
| PROMENADE AT CHRISTIANA | DE | 14,371,686 | - | 5,572,067 | 8,340,000 | 11,603,753 | 19,943,753 | 368,010 | 19,575,743 | - | 2014(C) | |||||||||||||||||||||||||||
| BRANDYWINE COMMONS | DE | - | 36,057,487 | (936,597 | ) | - | 35,120,890 | 35,120,890 | 7,205,034 | 27,915,856 | - | 2014(A) |
| CAMINO SQUARE | FL | 573,875 | 2,295,501 | 4,082,742 | 733,875 | 6,218,243 | 6,952,118 | 3,872,616 | 3,079,502 | - | 1992(A) | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| CORAL SQUARE PROMENADE | FL | 710,000 | 2,842,907 | 4,136,076 | 710,000 | 6,978,983 | 7,688,983 | 4,459,575 | 3,229,408 | - | 1994(A) | |||||||||||||||||||||||||||
| MAPLEWOOD PLAZA | FL | 1,649,000 | 6,626,301 | 1,705,947 | 1,649,000 | 8,332,248 | 9,981,248 | 4,674,375 | 5,306,873 | - | 1997(A) | |||||||||||||||||||||||||||
| CURLEW CROSSING SHOPPING CTR | FL | 5,315,955 | 12,529,467 | 2,813,703 | 5,315,955 | 15,343,170 | 20,659,125 | 7,039,766 | 13,619,359 | - | 2005(A) | |||||||||||||||||||||||||||
| SHOPS AT SANTA BARBARA PHASE 1 | FL | 743,463 | 5,373,994 | 228,008 | 743,463 | 5,602,002 | 6,345,465 | 1,069,668 | 5,275,797 | - | 2015(A) | |||||||||||||||||||||||||||
| SHOPS AT SANTA BARBARA PHASE 2 | FL | 331,692 | 2,488,832 | 1,192 | 331,692 | 2,490,024 | 2,821,716 | 532,753 | 2,288,963 | - | 2015(A) | |||||||||||||||||||||||||||
| SHOPS AT SANTA BARBARA PHASE 3 | FL | 329,726 | 2,358,700 | 42,155 | 329,726 | 2,400,855 | 2,730,581 | 454,553 | 2,276,028 | - | 2015(A) | |||||||||||||||||||||||||||
| CORAL POINTE S.C. | FL | 2,411,608 | 20,507,735 | 569,441 | 2,411,608 | 21,077,176 | 23,488,784 | 4,003,288 | 19,485,496 | - | 2015(A) | |||||||||||||||||||||||||||
| DANIA POINTE | FL | 105,113,024 | - | 31,723,302 | 26,093,655 | 110,742,671 | 136,836,326 | 4,664,445 | 132,171,881 | - | 2016(C) | |||||||||||||||||||||||||||
| DANIA POINTE - PHASE II (3) | FL | - | - | 247,984,913 | 26,550,097 | 221,434,816 | 247,984,913 | 1,892,669 | 246,092,244 | - | 2016(C) | |||||||||||||||||||||||||||
| FT. LAUDERDALE/CYPRESS CREEK | FL | 14,258,760 | 28,042,390 | 3,939,979 | 14,258,760 | 31,982,369 | 46,241,129 | 11,727,431 | 34,513,698 | - | 2009(A) | |||||||||||||||||||||||||||
| HOMESTEAD-WACHTEL LAND LEASE | FL | 150,000 | - | - | 150,000 | - | 150,000 | - | 150,000 | - | 2013(A) | |||||||||||||||||||||||||||
| OAKWOOD PLAZA NORTH | FL | 35,300,961 | 141,731,019 | (1,370,766 | ) | 35,300,961 | 140,360,253 | 175,661,214 | 20,355,563 | 155,305,651 | - | 2016(A) | ||||||||||||||||||||||||||
| OAKWOOD PLAZA SOUTH | FL | 11,126,609 | 40,592,103 | (246,505 | ) | 11,126,609 | 40,345,598 | 51,472,207 | 6,611,972 | 44,860,235 | - | 2016(A) | ||||||||||||||||||||||||||
| OAKWOOD BUSINESS CTR-BLDG 1 | FL | 6,792,500 | 18,662,565 | 3,551,354 | 6,792,500 | 22,213,919 | 29,006,419 | 7,714,837 | 21,291,582 | - | 2009(A) | |||||||||||||||||||||||||||
| KIMCO AVENUES WALK, LLC | FL | 26,984,546 | - | (26,984,546 | ) | - | - | - | - | - | - | 2005(C) | ||||||||||||||||||||||||||
| AVENUES WALK | FL | 8,169,933 | 20,173,468 | (23,528,330 | ) | 1,724,923 | 3,090,148 | 4,815,071 | 840,654 | 3,974,417 | - | 2005(A) | ||||||||||||||||||||||||||
| RIVERPLACE SHOPPING CTR. | FL | 7,503,282 | 31,011,027 | 1,814,464 | 7,200,050 | 33,128,723 | 40,328,773 | 11,232,617 | 29,096,156 | - | 2010(A) | |||||||||||||||||||||||||||
| MERCHANTS WALK | FL | 2,580,816 | 10,366,090 | 7,368,336 | 2,580,816 | 17,734,426 | 20,315,242 | 10,728,462 | 9,586,780 | - | 2001(A) | |||||||||||||||||||||||||||
| CENTER AT MISSOURI AVENUE | FL | 293,686 | 792,119 | 7,118,160 | 293,686 | 7,910,279 | 8,203,965 | 2,300,235 | 5,903,730 | - | 1968(C) | |||||||||||||||||||||||||||
| TRI-CITY PLAZA | FL | 2,832,296 | 11,329,185 | 22,339,491 | 2,832,296 | 33,668,676 | 36,500,972 | 6,588,438 | 29,912,534 | - | 1992(A) | |||||||||||||||||||||||||||
| FT LAUDERDALE #1, FL | FL | 1,002,733 | 2,602,415 | 16,317,140 | 1,774,443 | 18,147,845 | 19,922,288 | 11,145,558 | 8,776,730 | - | 1974(C) | |||||||||||||||||||||||||||
| NASA PLAZA | FL | - | 1,754,000 | 4,213,164 | - | 5,967,164 | 5,967,164 | 4,209,825 | 1,757,339 | - | 1968(C) | |||||||||||||||||||||||||||
| GROVE GATE S.C. | FL | 365,893 | 1,049,172 | 792,700 | 365,893 | 1,841,872 | 2,207,765 | 1,635,124 | 572,641 | - | 1968(C) | |||||||||||||||||||||||||||
| CHEVRON OUTPARCEL | FL | 530,570 | 1,253,410 | - | 530,570 | 1,253,410 | 1,783,980 | 421,710 | 1,362,270 | - | 2010(A) | |||||||||||||||||||||||||||
| IVES DAIRY CROSSING | FL | 732,914 | 4,080,460 | 11,492,230 | 720,852 | 15,584,752 | 16,305,604 | 10,440,914 | 5,864,690 | - | 1985(A) | |||||||||||||||||||||||||||
| MILLER ROAD S.C. | FL | 1,138,082 | 4,552,327 | 4,674,664 | 1,138,082 | 9,226,991 | 10,365,073 | 6,228,031 | 4,137,042 | - | 1986(A) | |||||||||||||||||||||||||||
| KENDALE LAKES PLAZA | FL | 18,491,461 | 28,496,001 | (879,918 | ) | 15,362,227 | 30,745,317 | 46,107,544 | 9,463,083 | 36,644,461 | - | 2009(A) | ||||||||||||||||||||||||||
| MILLER WEST PLAZA | FL | 6,725,660 | 10,661,419 | 306,630 | 6,725,660 | 10,968,049 | 17,693,709 | 2,134,901 | 15,558,808 | - | 2015(A) | |||||||||||||||||||||||||||
| CORSICA SQUARE S.C. | FL | 7,225,100 | 10,757,386 | 230,745 | 7,225,100 | 10,988,131 | 18,213,231 | 2,240,758 | 15,972,473 | - | 2015(A) | |||||||||||||||||||||||||||
| FLAGLER PARK | FL | 26,162,980 | 80,737,041 | 5,928,731 | 26,725,480 | 86,103,272 | 112,828,752 | 28,361,884 | 84,466,868 | - | 2007(A) | |||||||||||||||||||||||||||
| PARK HILL PLAZA | FL | 10,763,612 | 19,264,248 | 582,539 | 10,763,612 | 19,846,787 | 30,610,399 | 5,515,131 | 25,095,268 | - | 2011(A) | |||||||||||||||||||||||||||
| WINN DIXIE-MIAMI | FL | 2,989,640 | 9,410,360 | (39,311 | ) | 3,544,297 | 8,816,392 | 12,360,689 | 1,555,631 | 10,805,058 | - | 2013(A) | ||||||||||||||||||||||||||
| MARATHON SHOPPING CENTER | FL | 2,412,929 | 8,069,450 | 1,718,812 | 1,514,731 | 10,686,460 | 12,201,191 | 2,354,222 | 9,846,969 | - | 2013(A) | |||||||||||||||||||||||||||
| SODO S.C. | FL | - | 68,139,271 | 5,164,765 | 142,195 | 73,161,841 | 73,304,036 | 22,173,175 | 51,130,861 | - | 2008(A) | |||||||||||||||||||||||||||
| RENAISSANCE CENTER | FL | 9,104,379 | 36,540,873 | 14,592,305 | 9,122,758 | 51,114,799 | 60,237,557 | 22,646,257 | 37,591,300 | - | 1998(A) | |||||||||||||||||||||||||||
| MILLENIA PLAZA PHASE II | FL | 7,711,000 | 20,702,992 | 4,039,168 | 7,698,200 | 24,754,960 | 32,453,160 | 9,874,781 | 22,578,379 | - | 2009(A) | |||||||||||||||||||||||||||
| RIVERSIDE LANDINGS S.C. | FL | 3,512,202 | 14,439,668 | 213,561 | 3,512,202 | 14,653,229 | 18,165,431 | 2,763,566 | 15,401,865 | - | 2015(A) | |||||||||||||||||||||||||||
| GRAND OAKS VILLAGE | FL | 7,409,319 | 19,653,869 | (297,561 | ) | 5,846,339 | 20,919,288 | 26,765,627 | 5,083,559 | 21,682,068 | - | 2011(A) | ||||||||||||||||||||||||||
| PLANTATION CROSSING | FL | 2,782,030 | 8,077,260 | 2,640,749 | 2,782,030 | 10,718,009 | 13,500,039 | 1,373,969 | 12,126,070 | - | 2017(A) | |||||||||||||||||||||||||||
| POMPANO POINTE S.C. | FL | 10,516,500 | 14,355,836 | 621,788 | 10,516,500 | 14,977,624 | 25,494,124 | 1,977,772 | 23,516,352 | - | 2012(A) | |||||||||||||||||||||||||||
| UNIVERSITY TOWN CENTER | FL | 5,515,265 | 13,041,400 | 586,635 | 5,515,265 | 13,628,035 | 19,143,300 | 4,111,906 | 15,031,394 | - | 2011(A) | |||||||||||||||||||||||||||
| OAK TREE PLAZA | FL | - | 917,360 | 2,363,288 | - | 3,280,648 | 3,280,648 | 2,595,366 | 685,282 | - | 1968(C) | |||||||||||||||||||||||||||
| TUTTLEBEE PLAZA | FL | 254,961 | 828,465 | 2,411,902 | 254,961 | 3,240,367 | 3,495,328 | 2,144,975 | 1,350,353 | - | 2008(A) | |||||||||||||||||||||||||||
| SOUTH MIAMI S.C. | FL | 1,280,440 | 5,133,825 | 4,104,074 | 1,280,440 | 9,237,899 | 10,518,339 | 5,287,907 | 5,230,432 | - | 1995(A) | |||||||||||||||||||||||||||
| CARROLLWOOD COMMONS | FL | 5,220,445 | 16,884,228 | 3,667,030 | 5,220,445 | 20,551,258 | 25,771,703 | 11,262,828 | 14,508,875 | - | 1997(A) | |||||||||||||||||||||||||||
| VILLAGE COMMONS SHOPPING CENTER | FL | 2,192,331 | 8,774,158 | 5,296,264 | 2,192,331 | 14,070,422 | 16,262,753 | 7,186,002 | 9,076,751 | - | 1998(A) | |||||||||||||||||||||||||||
| MISSION BELL SHOPPING CENTER | FL | 5,056,426 | 11,843,119 | 8,691,083 | 5,067,033 | 20,523,595 | 25,590,628 | 8,085,673 | 17,504,955 | - | 2004(A) | |||||||||||||||||||||||||||
| VILLAGE COMMONS S.C. | FL | 2,026,423 | 5,106,476 | 2,055,527 | 2,026,423 | 7,162,003 | 9,188,426 | 1,937,635 | 7,250,791 | - | 2013(A) | |||||||||||||||||||||||||||
| BELMART PLAZA | FL | 1,656,097 | 3,394,420 | 5,706,042 | 1,656,097 | 9,100,462 | 10,756,559 | 1,459,253 | 9,297,306 | - | 2014(A) |
| MARKET AT HAYNES BRIDGE | GA | 4,880,659 | 21,549,424 | 1,704,882 | 4,889,863 | 23,245,102 | 28,134,965 | 8,683,617 | 19,451,348 | - | 2008(A) | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| EMBRY VILLAGE | GA | 18,147,054 | 33,009,514 | 4,019,275 | 18,160,525 | 37,015,318 | 55,175,843 | 23,875,485 | 31,300,358 | - | 2008(A) | |||||||||||||||||||||||||||
| PERIMETER EXPO PROPERTY | GA | 14,770,275 | 44,295,457 | 2,599,355 | 16,142,152 | 45,522,935 | 61,665,087 | 7,403,344 | 54,261,743 | - | 2016(A) | |||||||||||||||||||||||||||
| RIVERWALK MARKETPLACE | GA | 3,512,202 | 18,862,571 | 148,516 | 3,512,202 | 19,011,087 | 22,523,289 | 2,917,737 | 19,605,552 | - | 2015(A) | |||||||||||||||||||||||||||
| LAWRENCEVILLE MARKET | GA | 8,878,266 | 29,691,191 | 622,527 | 9,060,436 | 30,131,548 | 39,191,984 | 7,787,394 | 31,404,590 | - | 2013(A) | |||||||||||||||||||||||||||
| BRAELINN VILLAGE | GA | 7,314,719 | 20,738,792 | (640,739 | ) | 3,731,347 | 23,681,425 | 27,412,772 | 4,671,502 | 22,741,270 | - | 2014(A) | ||||||||||||||||||||||||||
| SAVANNAH CENTER | GA | 2,052,270 | 8,232,978 | 5,113,919 | 2,052,270 | 13,346,897 | 15,399,167 | 8,141,518 | 7,257,649 | - | 1993(A) | |||||||||||||||||||||||||||
| CHATHAM PLAZA | GA | 13,390,238 | 35,115,882 | 1,800,894 | 13,403,262 | 36,903,752 | 50,307,014 | 14,226,534 | 36,080,480 | - | 2008(A) | |||||||||||||||||||||||||||
| CLIVE PLAZA | IA | 500,525 | 2,002,101 | - | 500,525 | 2,002,101 | 2,502,626 | 1,279,120 | 1,223,506 | - | 1996(A) | |||||||||||||||||||||||||||
| PLAZA DEL PRADO | IL | 10,203,960 | 28,409,786 | 1,939,277 | 10,203,960 | 30,349,063 | 40,553,023 | 5,309,044 | 35,243,979 | - | 2017(A) | |||||||||||||||||||||||||||
| SKOKIE POINTE | IL | - | 2,276,360 | 9,726,150 | 2,628,440 | 9,374,070 | 12,002,510 | 4,664,817 | 7,337,693 | - | 1997(A) | |||||||||||||||||||||||||||
| HAWTHORN HILLS SQUARE | IL | 6,783,928 | 33,033,624 | 3,162,458 | 6,783,928 | 36,196,082 | 42,980,010 | 10,739,688 | 32,240,322 | - | 2012(A) | |||||||||||||||||||||||||||
| LINWOOD SQUARE | IN | 3,411,037 | 8,686,773 | 521,823 | 3,411,037 | 9,208,596 | 12,619,633 | 352,898 | 12,266,735 | 5,092,103 | 2019(A) | |||||||||||||||||||||||||||
| GREENWOOD S.C. | IN | 423,371 | 1,883,421 | 20,568,420 | 1,640,748 | 21,234,464 | 22,875,212 | 4,329,891 | 18,545,321 | - | 1970(C) | |||||||||||||||||||||||||||
| ABINGTON PLAZA | MA | 10,457,183 | 494,652 | - | 10,457,183 | 494,652 | 10,951,835 | 223,572 | 10,728,263 | 3,765,696 | 2014(A) | |||||||||||||||||||||||||||
| WASHINGTON ST. PLAZA | MA | 11,007,593 | 5,652,368 | 9,672,304 | 12,957,593 | 13,374,672 | 26,332,265 | 3,294,086 | 23,038,179 | 5,154,370 | 2014(A) | |||||||||||||||||||||||||||
| MEMORIAL PLAZA | MA | 16,411,388 | 27,553,908 | 997,520 | 16,411,388 | 28,551,428 | 44,962,816 | 5,181,269 | 39,781,547 | 14,213,412 | 2014(A) | |||||||||||||||||||||||||||
| MAIN ST. PLAZA | MA | 555,898 | 2,139,494 | - | 555,898 | 2,139,494 | 2,695,392 | 538,443 | 2,156,949 | 1,160,478 | 2014(A) | |||||||||||||||||||||||||||
| MORRISSEY PLAZA | MA | 4,097,251 | 3,751,068 | (695,389 | ) | 4,097,251 | 3,055,679 | 7,152,930 | 384,484 | 6,768,446 | 2,658,847 | 2014(A) | ||||||||||||||||||||||||||
| GLENDALE SQUARE | MA | 4,698,891 | 7,141,090 | 309,805 | 4,698,891 | 7,450,895 | 12,149,786 | 1,717,907 | 10,431,879 | 4,921,462 | 2014(A) | |||||||||||||||||||||||||||
| FALMOUTH PLAZA | MA | 2,361,071 | 13,065,817 | 1,520,888 | 2,361,071 | 14,586,705 | 16,947,776 | 2,866,682 | 14,081,094 | 6,925,506 | 2014(A) | |||||||||||||||||||||||||||
| WAVERLY PLAZA | MA | 1,215,005 | 3,622,911 | 321,467 | 1,203,205 | 3,956,178 | 5,159,383 | 930,755 | 4,228,628 | 1,955,997 | 2014(A) | |||||||||||||||||||||||||||
| FESTIVAL OF HYANNIS S.C. | MA | 15,038,197 | 40,682,853 | 1,846,621 | 15,038,197 | 42,529,474 | 57,567,671 | 9,845,267 | 47,722,404 | - | 2014(A) | |||||||||||||||||||||||||||
| FELLSWAY PLAZA | MA | 5,300,388 | 11,013,543 | 829,830 | 5,300,388 | 11,843,373 | 17,143,761 | 2,042,477 | 15,101,284 | 5,875,685 | 2014(A) | |||||||||||||||||||||||||||
| NORTH QUINCY PLAZA | MA | 6,332,542 | 17,954,110 | (274,381 | ) | 3,894,436 | 20,117,835 | 24,012,271 | 3,635,148 | 20,377,123 | - | 2014(A) | ||||||||||||||||||||||||||
| ADAMS PLAZA | MA | 2,089,363 | 3,226,648 | 12,409 | 2,089,363 | 3,239,057 | 5,328,420 | 720,682 | 4,607,738 | 1,630,349 | 2014(A) | |||||||||||||||||||||||||||
| BROADWAY PLAZA | MA | 6,485,065 | 343,422 | - | 6,485,065 | 343,422 | 6,828,487 | 168,551 | 6,659,936 | 2,502,014 | 2014(A) | |||||||||||||||||||||||||||
| VINNIN SQUARE PLAZA | MA | 5,545,425 | 16,324,060 | 260,662 | 5,545,425 | 16,584,722 | 22,130,147 | 4,292,574 | 17,837,573 | 7,741,985 | 2014(A) | |||||||||||||||||||||||||||
| PARADISE PLAZA | MA | 4,183,038 | 12,194,885 | 1,709,987 | 4,183,038 | 13,904,872 | 18,087,910 | 3,349,943 | 14,737,967 | 7,482,010 | 2014(A) | |||||||||||||||||||||||||||
| BELMONT PLAZA | MA | 11,104,983 | 848,844 | - | 11,104,983 | 848,844 | 11,953,827 | 280,609 | 11,673,218 | 4,420,480 | 2014(A) | |||||||||||||||||||||||||||
| VINNIN SQUARE IN-LINE | MA | 582,228 | 2,094,560 | (77,429 | ) | 582,228 | 2,017,131 | 2,599,359 | 331,833 | 2,267,526 | - | 2014(A) | ||||||||||||||||||||||||||
| LINDEN PLAZA | MA | 4,628,215 | 3,535,431 | 587,609 | 4,628,215 | 4,123,040 | 8,751,255 | 1,367,574 | 7,383,681 | 3,073,854 | 2014(A) | |||||||||||||||||||||||||||
| NORTH AVE. PLAZA | MA | 1,163,875 | 1,194,673 | 23,933 | 1,163,875 | 1,218,606 | 2,382,481 | 374,350 | 2,008,131 | 782,152 | 2014(A) | |||||||||||||||||||||||||||
| WASHINGTON ST. S.C. | MA | 7,380,918 | 9,987,119 | 2,095,754 | 7,380,918 | 12,082,873 | 19,463,791 | 2,364,023 | 17,099,768 | 5,305,390 | 2014(A) | |||||||||||||||||||||||||||
| MILL ST. PLAZA | MA | 4,195,024 | 6,203,410 | 770,252 | 4,195,024 | 6,973,662 | 11,168,686 | 1,589,436 | 9,579,250 | 3,469,130 | 2014(A) |
| FULLERTON PLAZA | MD | 14,237,901 | 6,743,980 | 10,130,358 | 14,237,901 | 16,874,338 | 31,112,239 | 2,474,848 | 28,637,391 | - | 2014(A) | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| GREENBRIER S.C. | MD | 8,891,468 | 30,304,760 | 701,346 | 8,891,468 | 31,006,106 | 39,897,574 | 5,857,157 | 34,040,417 | - | 2014(A) | |||||||||||||||||||||||||||
| INGLESIDE S.C. | MD | 10,416,726 | 17,889,235 | 509,491 | 10,416,726 | 18,398,726 | 28,815,452 | 4,046,004 | 24,769,448 | - | 2014(A) | |||||||||||||||||||||||||||
| WILKENS BELTWAY PLAZA | MD | 9,948,235 | 22,125,942 | 1,851,406 | 9,948,235 | 23,977,348 | 33,925,583 | 4,457,688 | 29,467,895 | - | 2014(A) | |||||||||||||||||||||||||||
| YORK ROAD PLAZA | MD | 4,276,715 | 37,205,757 | 114,563 | 4,276,715 | 37,320,320 | 41,597,035 | 6,484,982 | 35,112,053 | - | 2014(A) | |||||||||||||||||||||||||||
| PUTTY HILL PLAZA | MD | 4,192,152 | 11,112,111 | 733,222 | 4,192,152 | 11,845,333 | 16,037,485 | 3,547,695 | 12,489,790 | - | 2013(A) | |||||||||||||||||||||||||||
| SNOWDEN SQUARE S.C. | MD | 1,929,402 | 4,557,934 | 5,155,349 | 3,326,422 | 8,316,263 | 11,642,685 | 2,231,141 | 9,411,544 | - | 2012(A) | |||||||||||||||||||||||||||
| COLUMBIA CROSSING | MD | 3,612,550 | 34,344,509 | 1,787,039 | 3,612,550 | 36,131,548 | 39,744,098 | 5,834,713 | 33,909,385 | - | 2015(A) | |||||||||||||||||||||||||||
| DORSEY'S SEARCH VILLAGE CENTER | MD | 6,321,963 | 27,996,087 | 611,622 | 6,321,963 | 28,607,709 | 34,929,672 | 4,639,954 | 30,289,718 | - | 2015(A) | |||||||||||||||||||||||||||
| HICKORY RIDGE | MD | 7,183,646 | 26,947,776 | 914,701 | 7,183,646 | 27,862,477 | 35,046,123 | 4,640,497 | 30,405,626 | - | 2015(A) | |||||||||||||||||||||||||||
| HICKORY RIDGE (SUNOCO) | MD | 543,197 | 2,122,234 | - | 543,197 | 2,122,234 | 2,665,431 | 451,540 | 2,213,891 | - | 2015(A) | |||||||||||||||||||||||||||
| KINGS CONTRIVANCE | MD | 9,308,349 | 31,759,940 | 1,178,679 | 9,308,349 | 32,938,619 | 42,246,968 | 6,798,215 | 35,448,753 | - | 2014(A) | |||||||||||||||||||||||||||
| HARPER'S CHOICE | MD | 8,429,284 | 18,373,994 | 1,589,307 | 8,429,284 | 19,963,301 | 28,392,585 | 3,687,980 | 24,704,605 | - | 2015(A) | |||||||||||||||||||||||||||
| WILDE LAKE | MD | 1,468,038 | 5,869,862 | 26,647,784 | 2,577,073 | 31,408,611 | 33,985,684 | 11,231,674 | 22,754,010 | - | 2002(A) | |||||||||||||||||||||||||||
| RIVERHILL VILLAGE CENTER | MD | 16,825,496 | 23,282,222 | 349,435 | 16,825,496 | 23,631,657 | 40,457,153 | 5,600,696 | 34,856,457 | - | 2014(A) | |||||||||||||||||||||||||||
| COLUMBIA CROSSING OUTPARCELS | MD | 1,279,200 | 2,870,800 | 20,602,841 | 6,147,248 | 18,605,593 | 24,752,841 | 4,414,835 | 20,338,006 | - | 2011(A) | |||||||||||||||||||||||||||
| COLUMBIA CROSSING II SHOP.CTR. | MD | 3,137,628 | 19,868,075 | 4,766,798 | 3,137,628 | 24,634,873 | 27,772,501 | 4,338,021 | 23,434,480 | - | 2013(A) | |||||||||||||||||||||||||||
| SHOPS AT DISTRICT HEIGHTS | MD | 8,165,638 | 21,970,661 | (1,325,546 | ) | 7,298,215 | 21,512,538 | 28,810,753 | 3,210,633 | 25,600,120 | 12,338,092 | 2015(A) | ||||||||||||||||||||||||||
| ENCHANTED FOREST S.C. | MD | 20,123,946 | 34,345,102 | 888,894 | 20,123,946 | 35,233,996 | 55,357,942 | 7,250,636 | 48,107,306 | - | 2014(A) | |||||||||||||||||||||||||||
| SHOPPES AT EASTON | MD | 6,523,713 | 16,402,204 | (2,771,003 | ) | 5,630,344 | 14,524,570 | 20,154,914 | 3,284,581 | 16,870,333 | - | 2014(A) | ||||||||||||||||||||||||||
| VILLAGES AT URBANA | MD | 3,190,074 | 6,067 | 20,089,141 | 4,828,774 | 18,456,508 | 23,285,282 | 3,028,180 | 20,257,102 | - | 2003(A) | |||||||||||||||||||||||||||
| GAITHERSBURG S.C. | MD | 244,890 | 6,787,534 | 1,752,884 | 244,890 | 8,540,418 | 8,785,308 | 4,419,147 | 4,366,161 | - | 1999(A) | |||||||||||||||||||||||||||
| KENTLANDS MARKET SQUARE | MD | 20,167,048 | 84,615,052 | 16,531,901 | 20,167,048 | 101,146,953 | 121,314,001 | 12,019,870 | 109,294,131 | 30,173,767 | 2016(A) | |||||||||||||||||||||||||||
| SHAWAN PLAZA | MD | 4,466,000 | 20,222,367 | 55,327 | 4,466,000 | 20,277,694 | 24,743,694 | 12,607,792 | 12,135,902 | - | 2008(A) | |||||||||||||||||||||||||||
| LAUREL PLAZA | MD | 349,562 | 1,398,250 | 6,143,718 | 1,571,288 | 6,320,242 | 7,891,530 | 2,539,591 | 5,351,939 | - | 1995(A) | |||||||||||||||||||||||||||
| LAUREL PLAZA | MD | 274,580 | 1,100,968 | 173,969 | 274,580 | 1,274,937 | 1,549,517 | 1,224,930 | 324,587 | - | 1972(C) | |||||||||||||||||||||||||||
| MILL STATION THEATER/RSTRNTS | MD | 23,378,543 | 1,089,760 | (3,729,443 | ) | 14,737,597 | 6,001,263 | 20,738,860 | 1,012,354 | 19,726,506 | - | 2016(C) | ||||||||||||||||||||||||||
| MILL STATION DEVELOPMENT | MD | 21,320,924 | - | 60,489,404 | 16,075,820 | 65,734,508 | 81,810,328 | 1,424,791 | 80,385,537 | - | 2015(C) | |||||||||||||||||||||||||||
| CENTRE COURT-RETAIL/BANK | MD | 1,035,359 | 7,785,830 | 284,760 | 1,035,359 | 8,070,590 | 9,105,949 | 1,777,184 | 7,328,765 | 1,015,043 | 2011(A) | |||||||||||||||||||||||||||
| CENTRE COURT-GIANT | MD | 3,854,099 | 12,769,628 | 95,541 | 3,854,099 | 12,865,169 | 16,719,268 | 3,468,165 | 13,251,103 | 4,523,800 | 2011(A) | |||||||||||||||||||||||||||
| CENTRE COURT-OLD COURT/COURTYD | MD | 2,279,177 | 5,284,577 | 25,704 | 2,279,177 | 5,310,281 | 7,589,458 | 1,325,769 | 6,263,689 | - | 2011(A) | |||||||||||||||||||||||||||
| RADCLIFFE CENTER | MD | 12,042,713 | 21,187,946 | 116,844 | 12,042,713 | 21,304,790 | 33,347,503 | 4,689,967 | 28,657,536 | - | 2014(A) | |||||||||||||||||||||||||||
| TIMONIUM CROSSING | MD | 2,525,377 | 14,862,817 | 473,059 | 2,525,377 | 15,335,876 | 17,861,253 | 2,997,785 | 14,863,468 | - | 2014(A) | |||||||||||||||||||||||||||
| TIMONIUM SQUARE | MD | 6,000,000 | 24,282,998 | 14,325,728 | 7,331,195 | 37,277,531 | 44,608,726 | 18,502,141 | 26,106,585 | - | 2003(A) | |||||||||||||||||||||||||||
| TOWSON PLACE | MD | 43,886,876 | 101,764,931 | 3,884,323 | 43,270,792 | 106,265,338 | 149,536,130 | 26,241,065 | 123,295,065 | - | 2012(A) |
| CENTURY PLAZA | MI | 178,785 | 925,818 | 1,030,295 | 95,905 | 2,038,993 | 2,134,898 | 906,461 | 1,228,437 | - | 1968(C) | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| THE FOUNTAINS AT ARBOR LAKES | MN | 28,585,296 | 66,699,024 | 14,322,042 | 29,485,296 | 80,121,066 | 109,606,362 | 33,928,214 | 75,678,148 | - | 2006(A) | |||||||||||||||||||||||||||
| CENTER POINT S.C. | MO | - | 550,204 | - | - | 550,204 | 550,204 | 550,203 | 1 | - | 1998(A) | |||||||||||||||||||||||||||
| WOODLAWN MARKETPLACE | NC | 919,251 | 3,570,981 | 2,820,130 | 919,251 | 6,391,111 | 7,310,362 | 4,346,540 | 2,963,822 | - | 2008(A) | |||||||||||||||||||||||||||
| TYVOLA SQUARE | NC | - | 4,736,345 | 8,698,903 | - | 13,435,248 | 13,435,248 | 10,155,373 | 3,279,875 | - | 1986(A) | |||||||||||||||||||||||||||
| CROSSROADS PLAZA | NC | 767,864 | 3,098,881 | 1,233,350 | 767,864 | 4,332,231 | 5,100,095 | 2,254,286 | 2,845,809 | - | 2000(A) | |||||||||||||||||||||||||||
| JETTON VILLAGE SHOPPES | NC | 3,875,224 | 10,292,231 | 584,327 | 2,143,695 | 12,608,087 | 14,751,782 | 3,131,442 | 11,620,340 | - | 2011(A) | |||||||||||||||||||||||||||
| WOODLAWN SHOPPING CENTER | NC | 2,010,725 | 5,833,626 | 2,156,743 | 2,010,725 | 7,990,369 | 10,001,094 | 2,034,144 | 7,966,950 | - | 2012(A) | |||||||||||||||||||||||||||
| CROSSROADS PLAZA | NC | 13,405,529 | 86,455,763 | (427,297 | ) | 13,405,529 | 86,028,466 | 99,433,995 | 17,934,602 | 81,499,393 | - | 2014(A) | ||||||||||||||||||||||||||
| QUAIL CORNERS | NC | 7,318,321 | 26,675,644 | 1,952,511 | 7,318,321 | 28,628,155 | 35,946,476 | 5,386,660 | 30,559,816 | 14,633,727 | 2014(A) | |||||||||||||||||||||||||||
| DAVIDSON COMMONS | NC | 2,978,533 | 12,859,867 | 508,757 | 2,978,533 | 13,368,624 | 16,347,157 | 3,220,173 | 13,126,984 | - | 2012(A) | |||||||||||||||||||||||||||
| PARK PLACE SC | NC | 5,461,478 | 16,163,494 | 4,889,191 | 5,469,809 | 21,044,354 | 26,514,163 | 8,383,687 | 18,130,476 | - | 2008(A) | |||||||||||||||||||||||||||
| MOORESVILLE CROSSING | NC | 12,013,727 | 30,604,173 | 489,919 | 11,625,801 | 31,482,018 | 43,107,819 | 13,207,170 | 29,900,649 | - | 2007(A) | |||||||||||||||||||||||||||
| PLEASANT VALLEY PROMENADE | NC | 5,208,885 | 20,885,792 | 22,521,186 | 5,208,885 | 43,406,978 | 48,615,863 | 22,878,409 | 25,737,454 | - | 1993(A) | |||||||||||||||||||||||||||
| BRENNAN STATION | NC | 7,749,751 | 20,556,891 | (344,091 | ) | 6,321,923 | 21,640,628 | 27,962,551 | 6,651,035 | 21,311,516 | - | 2011(A) | ||||||||||||||||||||||||||
| BRENNAN STATION OUTPARCEL | NC | 627,906 | 1,665,576 | (186,984 | ) | 450,232 | 1,656,266 | 2,106,498 | 415,017 | 1,691,481 | - | 2011(A) | ||||||||||||||||||||||||||
| CLOVERDALE PLAZA | NC | 540,667 | 719,655 | 7,535,398 | 540,667 | 8,255,053 | 8,795,720 | 4,249,108 | 4,546,612 | - | 1969(C) | |||||||||||||||||||||||||||
| WEBSTER SQUARE | NH | 11,683,145 | 41,708,383 | 5,914,072 | 11,683,145 | 47,622,455 | 59,305,600 | 9,058,889 | 50,246,711 | - | 2014(A) | |||||||||||||||||||||||||||
| WEBSTER SQUARE - DSW | NH | 1,346,391 | 3,638,397 | 131,388 | 1,346,391 | 3,769,785 | 5,116,176 | 647,828 | 4,468,348 | - | 2017(A) | |||||||||||||||||||||||||||
| WEBSTER SQUARE NORTH | NH | 2,163,138 | 6,511,424 | 131,176 | 2,163,138 | 6,642,600 | 8,805,738 | 1,381,090 | 7,424,648 | - | 2016(A) | |||||||||||||||||||||||||||
| ROCKINGHAM PLAZA | NH | 2,660,915 | 10,643,660 | 23,991,703 | 3,148,715 | 34,147,563 | 37,296,278 | 14,966,093 | 22,330,185 | - | 2008(A) | |||||||||||||||||||||||||||
| SHOP RITE PLAZA | NJ | 2,417,583 | 6,364,094 | 2,431,917 | 2,417,583 | 8,796,011 | 11,213,594 | 7,441,574 | 3,772,020 | - | 1985(C) | |||||||||||||||||||||||||||
| MARLTON PLAZA | NJ | - | 4,318,534 | 153,375 | - | 4,471,909 | 4,471,909 | 2,725,754 | 1,746,155 | - | 1996(A) | |||||||||||||||||||||||||||
| HILLVIEW SHOPPING CENTER | NJ | 16,007,647 | 32,607,423 | 1,019,256 | 16,007,647 | 33,626,679 | 49,634,326 | 6,168,310 | 43,466,016 | - | 2014(A) | |||||||||||||||||||||||||||
| GARDEN STATE PAVILIONS | NJ | 7,530,709 | 10,801,949 | 21,436,057 | 12,203,841 | 27,564,874 | 39,768,715 | 9,364,390 | 30,404,325 | - | 2011(A) | |||||||||||||||||||||||||||
| CLARK SHOPRITE 70 CENTRAL AVE | NJ | 3,496,673 | 11,693,769 | 994,829 | 13,959,593 | 2,225,678 | 16,185,271 | 1,167,124 | 15,018,147 | - | 2013(A) | |||||||||||||||||||||||||||
| COMMERCE CENTER WEST | NJ | 385,760 | 1,290,080 | 160,534 | 793,595 | 1,042,779 | 1,836,374 | 290,590 | 1,545,784 | - | 2013(A) | |||||||||||||||||||||||||||
| COMMERCE CENTER EAST | NJ | 1,518,930 | 5,079,690 | 1,753,865 | 7,235,196 | 1,117,289 | 8,352,485 | 612,018 | 7,740,467 | - | 2013(A) | |||||||||||||||||||||||||||
| CENTRAL PLAZA | NJ | 3,170,465 | 10,602,845 | 525,936 | 5,145,167 | 9,154,079 | 14,299,246 | 3,001,578 | 11,297,668 | - | 2013(A) | |||||||||||||||||||||||||||
| EAST WINDSOR VILLAGE | NJ | 9,335,011 | 23,777,978 | 589,083 | 9,335,011 | 24,367,061 | 33,702,072 | 8,138,835 | 25,563,237 | - | 2008(A) | |||||||||||||||||||||||||||
| HOLMDEL TOWNE CENTER | NJ | 10,824,624 | 43,301,494 | 11,331,077 | 10,824,624 | 54,632,571 | 65,457,195 | 25,600,909 | 39,856,286 | - | 2002(A) | |||||||||||||||||||||||||||
| COMMONS AT HOLMDEL | NJ | 16,537,556 | 38,759,952 | 4,784,343 | 16,537,556 | 43,544,295 | 60,081,851 | 19,179,428 | 40,902,423 | - | 2004(A) | |||||||||||||||||||||||||||
| PLAZA AT HILLSDALE | NJ | 7,601,596 | 6,994,196 | 1,654,977 | 7,601,596 | 8,649,173 | 16,250,769 | 2,060,745 | 14,190,024 | 5,247,361 | 2014(A) | |||||||||||||||||||||||||||
| MAPLE SHADE | NJ | - | 9,957,611 | 2,301,448 | - | 12,259,059 | 12,259,059 | 3,520,275 | 8,738,784 | - | 2009(A) | |||||||||||||||||||||||||||
| PLAZA AT SHORT HILLS | NJ | 20,155,471 | 11,061,984 | 682,452 | 20,155,471 | 11,744,436 | 31,899,907 | 3,088,919 | 28,810,988 | 8,204,541 | 2014(A) | |||||||||||||||||||||||||||
| NORTH BRUNSWICK PLAZA | NJ | 3,204,978 | 12,819,912 | 27,492,467 | 3,204,978 | 40,312,379 | 43,517,357 | 22,739,677 | 20,777,680 | - | 1994(A) | |||||||||||||||||||||||||||
| PISCATAWAY TOWN CENTER | NJ | 3,851,839 | 15,410,851 | 1,584,216 | 3,851,839 | 16,995,067 | 20,846,906 | 9,721,766 | 11,125,140 | - | 1998(A) | |||||||||||||||||||||||||||
| RIDGEWOOD S.C. | NJ | 450,000 | 2,106,566 | 1,303,621 | 450,000 | 3,410,187 | 3,860,187 | 2,030,829 | 1,829,358 | - | 1993(A) | |||||||||||||||||||||||||||
| UNION CRESCENT III | NJ | 7,895,483 | 3,010,640 | 28,965,399 | 8,696,579 | 31,174,943 | 39,871,522 | 19,213,708 | 20,657,814 | - | 2007(A) | |||||||||||||||||||||||||||
| WESTMONT PLAZA | NJ | 601,655 | 2,404,604 | 13,565,153 | 601,655 | 15,969,757 | 16,571,412 | 8,135,948 | 8,435,464 | - | 1994(A) | |||||||||||||||||||||||||||
| WILLOWBROOK PLAZA | NJ | 15,320,436 | 40,996,874 | 10,703,829 | 15,320,436 | 51,700,703 | 67,021,139 | 9,659,601 | 57,361,538 | - | 2009(A) | |||||||||||||||||||||||||||
| DEL MONTE PLAZA | NV | 2,489,429 | 5,590,415 | 223,460 | 2,210,000 | 6,093,304 | 8,303,304 | 3,385,368 | 4,917,936 | 1,304,805 | 2006(A) | |||||||||||||||||||||||||||
| DEL MONTE PLAZA ANCHOR PARCEL | NV | 6,512,745 | 17,599,602 | 140,485 | 6,520,017 | 17,732,815 | 24,252,832 | 2,167,329 | 22,085,503 | - | 2017(A) | |||||||||||||||||||||||||||
| REDFIELD PROMENADE | NV | 4,415,339 | 32,035,192 | 599,966 | 4,415,339 | 32,635,158 | 37,050,497 | 8,995,513 | 28,054,984 | - | 2015(A) | |||||||||||||||||||||||||||
| MCQUEEN CROSSINGS | NV | 5,017,431 | 20,779,024 | 992,583 | 5,017,431 | 21,771,607 | 26,789,038 | 5,860,311 | 20,928,727 | - | 2015(A) | |||||||||||||||||||||||||||
| GALENA JUNCTION | NV | 8,931,027 | 17,503,387 | 1,033,505 | 8,931,027 | 18,536,892 | 27,467,919 | 4,134,549 | 23,333,370 | - | 2015(A) | |||||||||||||||||||||||||||
| D'ANDREA MARKETPLACE | NV | 11,556,067 | 29,435,364 | 572,971 | 11,556,067 | 30,008,335 | 41,564,402 | 10,536,928 | 31,027,474 | - | 2007(A) | |||||||||||||||||||||||||||
| SPARKS MERCANTILE | NV | 6,221,614 | 17,069,172 | 165,610 | 6,221,614 | 17,234,782 | 23,456,396 | 4,070,976 | 19,385,420 | - | 2015(A) |
| BRIDGEHAMPTON COMMONS-W&E SIDE | NY | 1,811,752 | 3,107,232 | 36,206,904 | 1,858,188 | 39,267,700 | 41,125,888 | 23,913,758 | 17,212,130 | - | 1972(C) | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| OCEAN PLAZA | NY | 564,097 | 2,268,768 | 19,003 | 564,097 | 2,287,771 | 2,851,868 | 1,036,522 | 1,815,346 | - | 2003(A) | |||||||||||||||||||||||||||
| KINGS HIGHWAY | NY | 2,743,820 | 6,811,268 | 2,265,409 | 2,743,820 | 9,076,677 | 11,820,497 | 4,090,894 | 7,729,603 | - | 2004(A) | |||||||||||||||||||||||||||
| RALPH AVENUE PLAZA | NY | 4,414,466 | 11,339,857 | 3,964,235 | 4,414,467 | 15,304,091 | 19,718,558 | 6,174,728 | 13,543,830 | - | 2004(A) | |||||||||||||||||||||||||||
| BELLMORE S.C. | NY | 1,272,269 | 3,183,547 | 1,683,700 | 1,272,269 | 4,867,247 | 6,139,516 | 2,300,481 | 3,839,035 | - | 2004(A) | |||||||||||||||||||||||||||
| MARKET AT BAY SHORE | NY | 12,359,621 | 30,707,802 | 6,641,498 | 12,359,621 | 37,349,300 | 49,708,921 | 15,631,737 | 34,077,184 | 11,963,066 | 2006(A) | |||||||||||||||||||||||||||
| KEY FOOD - ATLANTIC AVE | NY | 2,272,500 | 5,624,589 | 509,260 | 4,808,822 | 3,597,527 | 8,406,349 | 943,371 | 7,462,978 | - | 2012(A) | |||||||||||||||||||||||||||
| VETERANS MEMORIAL PLAZA | NY | 5,968,082 | 23,243,404 | 20,546,639 | 5,980,130 | 43,777,995 | 49,758,125 | 17,498,760 | 32,259,365 | - | 1998(A) | |||||||||||||||||||||||||||
| BIRCHWOOD PLAZA COMMACK | NY | 3,630,000 | 4,774,791 | 1,246,823 | 3,630,000 | 6,021,614 | 9,651,614 | 2,282,408 | 7,369,206 | - | 2007(A) | |||||||||||||||||||||||||||
| ELMONT S.C. | NY | 3,011,658 | 7,606,066 | 6,517,563 | 3,011,658 | 14,123,629 | 17,135,287 | 4,574,649 | 12,560,638 | - | 2004(A) | |||||||||||||||||||||||||||
| ELMSFORD CENTER 1 | NY | 4,134,273 | 1,193,084 | - | 4,134,273 | 1,193,084 | 5,327,357 | 260,525 | 5,066,832 | - | 2013(A) | |||||||||||||||||||||||||||
| ELMSFORD CENTER 2 | NY | 4,076,403 | 15,598,504 | 1,118,941 | 4,245,442 | 16,548,406 | 20,793,848 | 4,201,443 | 16,592,405 | - | 2013(A) | |||||||||||||||||||||||||||
| FRANKLIN SQUARE S.C. | NY | 1,078,541 | 2,516,581 | 4,169,428 | 1,078,541 | 6,686,009 | 7,764,550 | 3,213,769 | 4,550,781 | - | 2004(A) | |||||||||||||||||||||||||||
| AIRPORT PLAZA | NY | 22,711,189 | 107,011,500 | 6,011,483 | 22,711,189 | 113,022,983 | 135,734,172 | 22,738,108 | 112,996,064 | - | 2015(A) | |||||||||||||||||||||||||||
| KISSENA BOULEVARD SHOPPING CTR | NY | 11,610,000 | 2,933,487 | 1,590,377 | 11,610,000 | 4,523,864 | 16,133,864 | 1,226,049 | 14,907,815 | - | 2007(A) | |||||||||||||||||||||||||||
| HAMPTON BAYS PLAZA | NY | 1,495,105 | 5,979,320 | 3,426,833 | 1,495,105 | 9,406,153 | 10,901,258 | 8,247,555 | 2,653,703 | - | 1989(A) | |||||||||||||||||||||||||||
| HICKSVILLE PLAZA | NY | 3,542,739 | 8,266,375 | 2,544,652 | 3,542,739 | 10,811,027 | 14,353,766 | 4,371,522 | 9,982,244 | - | 2004(A) | |||||||||||||||||||||||||||
| TURNPIKE PLAZA | NY | 2,471,832 | 5,839,416 | 811,116 | 2,471,832 | 6,650,532 | 9,122,364 | 2,177,657 | 6,944,707 | - | 2011(A) | |||||||||||||||||||||||||||
| JERICHO COMMONS SOUTH | NY | 12,368,330 | 33,071,495 | 3,602,303 | 12,368,330 | 36,673,798 | 49,042,128 | 13,606,878 | 35,435,250 | 4,820,223 | 2007(A) | |||||||||||||||||||||||||||
| 501 NORTH BROADWAY | NY | - | 1,175,543 | (57,618 | ) | - | 1,117,925 | 1,117,925 | 472,289 | 645,636 | - | 2007(A) | ||||||||||||||||||||||||||
| MILLERIDGE INN | NY | 7,500,330 | 481,316 | (47,091 | ) | 7,500,000 | 434,555 | 7,934,555 | 49,063 | 7,885,492 | - | 2015(A) | ||||||||||||||||||||||||||
| FAMILY DOLLAR UNION TURNPIKE | NY | 909,000 | 2,249,775 | 258,033 | 1,056,709 | 2,360,099 | 3,416,808 | 605,446 | 2,811,362 | - | 2012(A) | |||||||||||||||||||||||||||
| LITTLE NECK PLAZA | NY | 3,277,254 | 13,161,218 | 6,062,939 | 3,277,253 | 19,224,158 | 22,501,411 | 8,903,016 | 13,598,395 | - | 2003(A) | |||||||||||||||||||||||||||
| KEY FOOD - 21ST STREET | NY | 1,090,800 | 2,699,730 | (159,449 | ) | 1,669,153 | 1,961,928 | 3,631,081 | 420,415 | 3,210,666 | - | 2012(A) | ||||||||||||||||||||||||||
| MANHASSET CENTER | NY | 4,567,003 | 19,165,808 | 32,485,753 | 3,471,939 | 52,746,625 | 56,218,564 | 29,031,993 | 27,186,571 | - | 1999(A) | |||||||||||||||||||||||||||
| MANHASSET CENTER (RESIDENTIAL) | NY | 950,000 | - | - | 950,000 | - | 950,000 | - | 950,000 | - | 2012(A) | |||||||||||||||||||||||||||
| MASPETH QUEENS-DUANE READE | NY | 1,872,013 | 4,827,940 | 1,036,886 | 1,872,013 | 5,864,826 | 7,736,839 | 2,370,655 | 5,366,184 | 1,746,452 | 2004(A) | |||||||||||||||||||||||||||
| NORTH MASSAPEQUA S.C. | NY | 1,880,816 | 4,388,549 | (1,914,768 | ) | - | 4,354,597 | 4,354,597 | 4,307,791 | 46,806 | - | 2004(A) | ||||||||||||||||||||||||||
| MINEOLA CROSSINGS | NY | 4,150,000 | 7,520,692 | 213,964 | 4,150,000 | 7,734,656 | 11,884,656 | 2,686,165 | 9,198,491 | - | 2007(A) | |||||||||||||||||||||||||||
| SMITHTOWN PLAZA | NY | 3,528,000 | 7,364,098 | 511,572 | 3,436,722 | 7,966,948 | 11,403,670 | 3,500,080 | 7,903,590 | - | 2009(A) | |||||||||||||||||||||||||||
| MANETTO HILL PLAZA | NY | 263,693 | 584,031 | 11,511,460 | 263,693 | 12,095,491 | 12,359,184 | 7,350,118 | 5,009,066 | - | 1969(C) | |||||||||||||||||||||||||||
| SYOSSET S.C. | NY | 106,655 | 76,197 | 2,182,636 | 106,655 | 2,258,833 | 2,365,488 | 1,280,288 | 1,085,200 | - | 1990(C) | |||||||||||||||||||||||||||
| RICHMOND S.C. | NY | 2,280,000 | 9,027,951 | 21,728,940 | 2,280,000 | 30,756,891 | 33,036,891 | 16,232,406 | 16,804,485 | - | 1989(A) | |||||||||||||||||||||||||||
| GREENRIDGE PLAZA | NY | 2,940,000 | 11,811,964 | 7,524,470 | 3,148,424 | 19,128,010 | 22,276,434 | 9,834,444 | 12,441,990 | - | 1997(A) | |||||||||||||||||||||||||||
| THE BOULEVARD | NY | 28,723,536 | 38,232,267 | 216,796,203 | 28,723,536 | 255,028,470 | 283,752,006 | 14,816,320 | 268,935,686 | - | 2006(A) | |||||||||||||||||||||||||||
| FOREST AVENUE PLAZA | NY | 4,558,592 | 10,441,408 | 903,215 | 4,558,592 | 11,344,623 | 15,903,215 | 4,441,308 | 11,461,907 | - | 2005(A) | |||||||||||||||||||||||||||
| INDEPENDENCE PLAZA | NY | 12,279,093 | 34,813,852 | (259,700 | ) | 16,131,632 | 30,701,613 | 46,833,245 | 8,214,132 | 38,619,113 | - | 2014(A) | ||||||||||||||||||||||||||
| KEY FOOD - CENTRAL AVE. | NY | 2,787,600 | 6,899,310 | (394,910 | ) | 2,603,321 | 6,688,679 | 9,292,000 | 1,498,681 | 7,793,319 | - | 2012(A) | ||||||||||||||||||||||||||
| WHITE PLAINS S.C. | NY | 1,777,775 | 4,453,894 | 2,520,991 | 1,777,775 | 6,974,885 | 8,752,660 | 2,724,711 | 6,027,949 | - | 2004(A) | |||||||||||||||||||||||||||
| CHAMPION FOOD SUPERMARKET | NY | 757,500 | 1,874,813 | (24,388 | ) | 2,241,118 | 366,807 | 2,607,925 | 215,617 | 2,392,308 | - | 2012(A) | ||||||||||||||||||||||||||
| SHOPRITE S.C. | NY | 871,977 | 3,487,909 | - | 871,977 | 3,487,909 | 4,359,886 | 2,510,089 | 1,849,797 | - | 1998(A) | |||||||||||||||||||||||||||
| ROMAINE PLAZA | NY | 782,459 | 1,825,737 | 588,133 | 782,459 | 2,413,870 | 3,196,329 | 954,512 | 2,241,817 | - | 2005(A) |
| OREGON TRAIL CENTER | OR | 5,802,422 | 12,622,879 | 443,736 | 5,802,422 | 13,066,615 | 18,869,037 | 5,748,725 | 13,120,312 | - | 2009(A) | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| JANTZEN BEACH CENTER | OR | 57,575,244 | 102,844,429 | 302,414 | 57,588,287 | 103,133,800 | 160,722,087 | 15,219,539 | 145,502,548 | - | 2017(A) | |||||||||||||||||||||||||||
| SUBURBAN SQUARE | PA | 70,679,871 | 166,351,381 | 74,923,585 | 71,279,871 | 240,674,966 | 311,954,837 | 61,032,081 | 250,922,756 | - | 2007(A) | |||||||||||||||||||||||||||
| CENTER SQUARE SHOPPING CENTER | PA | 731,888 | 2,927,551 | 1,250,946 | 691,297 | 4,219,088 | 4,910,385 | 2,975,444 | 1,934,941 | - | 1996(A) | |||||||||||||||||||||||||||
| WAYNE PLAZA | PA | 6,127,623 | 15,605,012 | 586,306 | 6,135,670 | 16,183,271 | 22,318,941 | 5,794,561 | 16,524,380 | - | 2008(A) | |||||||||||||||||||||||||||
| DEVON VILLAGE | PA | 4,856,379 | 25,846,910 | 4,251,183 | 4,856,379 | 30,098,093 | 34,954,472 | 9,660,242 | 25,294,230 | - | 2012(A) | |||||||||||||||||||||||||||
| POCONO PLAZA | PA | 1,050,000 | 2,372,628 | 17,647,871 | 1,050,000 | 20,020,499 | 21,070,499 | 1,782,425 | 19,288,074 | - | 1973(C) | |||||||||||||||||||||||||||
| WHITELAND TOWN CENTER | PA | 731,888 | 2,927,551 | 59,067 | 731,888 | 2,986,618 | 3,718,506 | 1,862,032 | 1,856,474 | - | 1996(A) | |||||||||||||||||||||||||||
| HARRISBURG EAST SHOPPING CTR. | PA | 452,888 | 6,665,238 | 11,507,124 | 3,002,888 | 15,622,362 | 18,625,250 | 8,596,811 | 10,028,439 | - | 2002(A) | |||||||||||||||||||||||||||
| TOWNSHIP LINE S.C. | PA | 731,888 | 2,927,551 | - | 731,888 | 2,927,551 | 3,659,439 | 1,826,592 | 1,832,847 | - | 1996(A) | |||||||||||||||||||||||||||
| HORSHAM POINT | PA | 3,813,247 | 18,189,450 | 94,638 | 3,813,247 | 18,284,088 | 22,097,335 | 2,959,732 | 19,137,603 | - | 2015(A) | |||||||||||||||||||||||||||
| HOLIDAY CENTER | PA | 7,726,844 | 20,014,243 | (5,068,084 | ) | 6,098,316 | 16,574,687 | 22,673,003 | 4,697,416 | 17,975,587 | - | 2015(A) | ||||||||||||||||||||||||||
| NORRITON SQUARE | PA | 686,134 | 2,664,535 | 4,321,998 | 774,084 | 6,898,583 | 7,672,667 | 5,187,771 | 2,484,896 | - | 1984(A) | |||||||||||||||||||||||||||
| FRANKFORD AVENUE S.C. | PA | 731,888 | 2,927,551 | - | 731,888 | 2,927,551 | 3,659,439 | 1,826,592 | 1,832,847 | - | 1996(A) | |||||||||||||||||||||||||||
| WEXFORD PLAZA | PA | 6,413,635 | 9,774,600 | 10,747,958 | 6,299,299 | 20,636,894 | 26,936,193 | 5,794,499 | 21,141,694 | - | 2010(A) | |||||||||||||||||||||||||||
| LINCOLN SQUARE | PA | 90,478,522 | - | 74,705,539 | 10,532,804 | 154,651,257 | 165,184,061 | 6,748,144 | 158,435,917 | - | 2017(C) | |||||||||||||||||||||||||||
| CRANBERRY TOWNSHIP-PARCEL 1&2 | PA | 10,270,846 | 30,769,592 | 1,951,268 | 6,070,254 | 36,921,452 | 42,991,706 | 5,726,438 | 37,265,268 | - | 2016(A) | |||||||||||||||||||||||||||
| CROSSROADS PLAZA | PA | 788,761 | 3,155,044 | 13,915,930 | 976,439 | 16,883,296 | 17,859,735 | 10,937,138 | 6,922,597 | - | 1986(A) | |||||||||||||||||||||||||||
| SPRINGFIELD S.C. | PA | 919,998 | 4,981,589 | 13,182,633 | 920,000 | 18,164,220 | 19,084,220 | 11,534,171 | 7,550,049 | - | 1983(A) | |||||||||||||||||||||||||||
| SHREWSBURY SQUARE S.C. | PA | 8,066,107 | 16,997,997 | (2,098,623 | ) | 6,171,638 | 16,793,843 | 22,965,481 | 3,454,950 | 19,510,531 | - | 2014(A) | ||||||||||||||||||||||||||
| WHITEHALL MALL | PA | - | 5,195,577 | - | - | 5,195,577 | 5,195,577 | 3,241,685 | 1,953,892 | - | 1996(A) | |||||||||||||||||||||||||||
| WHOLE FOODS AT WYNNEWOOD | PA | 15,042,165 | - | 11,784,771 | 13,772,394 | 13,054,542 | 26,826,936 | 1,109,542 | 25,717,394 | - | 2014(C) | |||||||||||||||||||||||||||
| SHOPPES AT WYNNEWOOD | PA | 7,478,907 | - | 3,684,674 | 7,478,907 | 3,684,674 | 11,163,581 | 418,878 | 10,744,703 | - | 2015(C) |
| REXVILLE TOWN CENTER | PR | 24,872,982 | 48,688,161 | 9,080,665 | 25,678,064 | 56,963,744 | 82,641,808 | 34,972,961 | 47,668,847 | - | 2006(A) | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| PLAZA CENTRO - COSTCO | PR | 3,627,973 | 10,752,213 | 1,573,414 | 3,866,206 | 12,087,394 | 15,953,600 | 7,166,627 | 8,786,973 | - | 2006(A) | |||||||||||||||||||||||||||
| PLAZA CENTRO - MALL | PR | 19,873,263 | 58,719,179 | 12,289,331 | 19,408,112 | 71,473,661 | 90,881,773 | 37,053,999 | 53,827,774 | - | 2006(A) | |||||||||||||||||||||||||||
| PLAZA CENTRO - RETAIL | PR | 5,935,566 | 16,509,748 | 3,138,474 | 6,026,070 | 19,557,718 | 25,583,788 | 10,286,307 | 15,297,481 | - | 2006(A) | |||||||||||||||||||||||||||
| PLAZA CENTRO - SAM'S CLUB | PR | 6,643,224 | 20,224,758 | 2,766,593 | 6,520,090 | 23,114,485 | 29,634,575 | 21,857,777 | 7,776,798 | - | 2006(A) | |||||||||||||||||||||||||||
| LOS COLOBOS - BUILDERS SQUARE | PR | 4,404,593 | 9,627,903 | 1,283,497 | 4,461,145 | 10,854,848 | 15,315,993 | 10,091,418 | 5,224,575 | - | 2006(A) | |||||||||||||||||||||||||||
| LOS COLOBOS - KMART | PR | 4,594,944 | 10,120,147 | 789,782 | 4,402,338 | 11,102,535 | 15,504,873 | 10,210,113 | 5,294,760 | - | 2006(A) | |||||||||||||||||||||||||||
| LOS COLOBOS I | PR | 12,890,882 | 26,046,669 | 5,245,260 | 13,613,375 | 30,569,436 | 44,182,811 | 17,840,722 | 26,342,089 | - | 2006(A) | |||||||||||||||||||||||||||
| LOS COLOBOS II | PR | 14,893,698 | 30,680,556 | 6,570,218 | 15,142,300 | 37,002,172 | 52,144,472 | 21,506,165 | 30,638,307 | - | 2006(A) | |||||||||||||||||||||||||||
| WESTERN PLAZA - MAYAGUEZ ONE | PR | 10,857,773 | 12,252,522 | 1,528,575 | 11,241,993 | 13,396,877 | 24,638,870 | 10,702,298 | 13,936,572 | - | 2006(A) | |||||||||||||||||||||||||||
| WESTERN PLAZA - MAYAGUEZ TWO | PR | 16,874,345 | 19,911,045 | 3,937,678 | 16,872,647 | 23,850,421 | 40,723,068 | 18,028,998 | 22,694,070 | - | 2006(A) | |||||||||||||||||||||||||||
| MANATI VILLA MARIA SC | PR | 2,781,447 | 5,673,119 | 2,213,931 | 2,606,588 | 8,061,909 | 10,668,497 | 4,764,999 | 5,903,498 | - | 2006(A) | |||||||||||||||||||||||||||
| PONCE TOWNE CENTER | PR | 14,432,778 | 28,448,754 | 6,185,025 | 14,903,024 | 34,163,533 | 49,066,557 | 21,217,701 | 27,848,856 | - | 2006(A) | |||||||||||||||||||||||||||
| TRUJILLO ALTO PLAZA | PR | 12,053,673 | 24,445,858 | 5,067,766 | 12,289,288 | 29,278,009 | 41,567,297 | 16,579,676 | 24,987,621 | - | 2006(A) | |||||||||||||||||||||||||||
| ST. ANDREWS CENTER | SC | 730,164 | 3,132,092 | 18,973,079 | 730,164 | 22,105,171 | 22,835,335 | 12,320,513 | 10,514,822 | - | 1978(C) | |||||||||||||||||||||||||||
| WESTWOOD PLAZA | SC | 1,744,430 | 6,986,094 | 14,951,361 | 1,726,833 | 21,955,052 | 23,681,885 | 5,836,373 | 17,845,512 | - | 1995(A) | |||||||||||||||||||||||||||
| WOODRUFF SHOPPING CENTER | SC | 3,110,439 | 15,501,117 | 1,341,011 | 3,465,199 | 16,487,368 | 19,952,567 | 4,746,300 | 15,206,267 | - | 2010(A) | |||||||||||||||||||||||||||
| FOREST PARK | SC | 1,920,241 | 9,544,875 | 580,963 | 1,920,241 | 10,125,838 | 12,046,079 | 2,336,596 | 9,709,483 | - | 2012(A) | |||||||||||||||||||||||||||
| OLD TOWNE VILLAGE | TN | - | 4,133,904 | 4,449,302 | - | 8,583,206 | 8,583,206 | 6,444,263 | 2,138,943 | - | 1978(C) |
| CENTER OF THE HILLS | TX | 2,923,585 | 11,706,145 | 3,449,912 | 2,923,585 | 15,156,057 | 18,079,642 | 7,055,163 | 11,024,479 | - | 2008(A) | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| GATEWAY STATION | TX | 1,373,692 | 28,145,158 | 3,523,644 | 1,374,880 | 31,667,614 | 33,042,494 | 6,629,432 | 26,413,062 | - | 2011(A) | |||||||||||||||||||||||||||
| LAS TIENDAS PLAZA | TX | 8,678,107 | - | 27,279,792 | 7,943,925 | 28,013,974 | 35,957,899 | 8,068,224 | 27,889,675 | - | 2005(C) | |||||||||||||||||||||||||||
| GATEWAY STATION PHASE II | TX | 4,140,176 | 12,020,460 | 713,259 | 4,143,385 | 12,730,510 | 16,873,895 | 1,364,061 | 15,509,834 | - | 2017(A) | |||||||||||||||||||||||||||
| CONROE MARKETPLACE | TX | 18,869,087 | 50,756,554 | (2,677,180 | ) | 10,841,611 | 56,106,850 | 66,948,461 | 10,104,958 | 56,843,503 | - | 2015(A) | ||||||||||||||||||||||||||
| MONTGOMERY PLAZA | TX | 10,739,067 | 63,065,333 | (419,790 | ) | 10,738,796 | 62,645,814 | 73,384,610 | 13,416,364 | 59,968,246 | 25,802,424 | 2015(A) | ||||||||||||||||||||||||||
| PRESTON LEBANON CROSSING | TX | 13,552,180 | - | 28,427,070 | 12,163,694 | 29,815,556 | 41,979,250 | 9,582,330 | 32,396,920 | - | 2006(C) | |||||||||||||||||||||||||||
| LAKE PRAIRIE TOWN CROSSING | TX | 7,897,491 | - | 29,290,148 | 6,783,464 | 30,404,175 | 37,187,639 | 7,739,383 | 29,448,256 | - | 2006(C) | |||||||||||||||||||||||||||
| CENTER AT BAYBROOK | TX | 6,941,017 | 27,727,491 | 11,838,558 | 6,928,120 | 39,578,946 | 46,507,066 | 19,845,688 | 26,661,378 | - | 1998(A) | |||||||||||||||||||||||||||
| CYPRESS TOWNE CENTER | TX | 6,033,932 | - | 1,692,407 | 2,251,666 | 5,474,673 | 7,726,339 | 1,555,275 | 6,171,064 | - | 2003(C) | |||||||||||||||||||||||||||
| CYPRESS TOWNE CENTER | TX | 12,329,195 | 36,836,381 | 880,338 | 8,644,145 | 41,401,769 | 50,045,914 | 6,516,916 | 43,528,998 | - | 2016(A) | |||||||||||||||||||||||||||
| CYPRESS TOWNE CENTER (PHASE II) | TX | 2,061,477 | 6,157,862 | (1,361,233 | ) | 270,374 | 6,587,732 | 6,858,106 | 1,402,130 | 5,455,976 | - | 2016(A) | ||||||||||||||||||||||||||
| THE CENTRE AT COPPERFIELD | TX | 6,723,267 | 22,524,551 | 539,011 | 6,723,357 | 23,063,472 | 29,786,829 | 5,061,448 | 24,725,381 | - | 2015(A) | |||||||||||||||||||||||||||
| COPPERWOOD VILLAGE | TX | 13,848,109 | 84,183,731 | 958,779 | 13,848,109 | 85,142,510 | 98,990,619 | 16,417,993 | 82,572,626 | - | 2015(A) | |||||||||||||||||||||||||||
| ATASCOCITA COMMONS SHOP.CTR. | TX | 16,322,636 | 54,587,066 | (717,990 | ) | 15,640,837 | 54,550,875 | 70,191,712 | 11,168,971 | 59,022,741 | - | 2013(A) | ||||||||||||||||||||||||||
| TOMBALL CROSSINGS | TX | 8,517,427 | 28,484,450 | 969,146 | 7,964,894 | 30,006,129 | 37,971,023 | 6,287,828 | 31,683,195 | - | 2013(A) | |||||||||||||||||||||||||||
| COPPERFIELD VILLAGE SHOP.CTR. | TX | 7,827,639 | 34,864,441 | 471,227 | 7,827,639 | 35,335,668 | 43,163,307 | 6,876,844 | 36,286,463 | - | 2015(A) | |||||||||||||||||||||||||||
| KROGER PLAZA | TX | 520,340 | 2,081,356 | 1,477,184 | 520,340 | 3,558,540 | 4,078,880 | 2,189,764 | 1,889,116 | - | 1995(A) | |||||||||||||||||||||||||||
| ACCENT PLAZA | TX | 500,414 | 2,830,835 | 5,054 | 500,414 | 2,835,889 | 3,336,303 | 1,754,962 | 1,581,341 | - | 1996(A) | |||||||||||||||||||||||||||
| WOODBRIDGE SHOPPING CENTER | TX | 2,568,705 | 6,813,716 | 366,452 | 2,568,705 | 7,180,168 | 9,748,873 | 2,117,065 | 7,631,808 | - | 2012(A) | |||||||||||||||||||||||||||
| GRAND PARKWAY MARKETPLACE | TX | 25,363,548 | - | 68,335,804 | 21,937,009 | 71,762,343 | 93,699,352 | 5,445,467 | 88,253,885 | - | 2014(C) | |||||||||||||||||||||||||||
| GRAND PARKWAY MARKET PLACE II | TX | 13,436,447 | - | 39,317,517 | 12,556,112 | 40,197,852 | 52,753,964 | 2,615,556 | 50,138,408 | - | 2015(C) |
| BURKE TOWN PLAZA | VA | - | 43,240,068 | (5,703,824 | ) | - | 37,536,244 | 37,536,244 | 7,567,540 | 29,968,704 | - | 2014(A) | ||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| OLD TOWN PLAZA | VA | 4,500,000 | 41,569,735 | (14,900,620 | ) | 3,052,800 | 28,116,315 | 31,169,115 | 7,366,595 | 23,802,520 | - | 2007(A) | ||||||||||||||||||||||||||
| POTOMAC RUN PLAZA | VA | 27,369,515 | 48,451,209 | 3,497,101 | 27,369,515 | 51,948,310 | 79,317,825 | 16,727,819 | 62,590,006 | - | 2008(A) | |||||||||||||||||||||||||||
| DULLES TOWN CROSSING | VA | 53,285,116 | 104,175,738 | 238,695 | 53,285,116 | 104,414,433 | 157,699,549 | 23,625,433 | 134,074,116 | - | 2015(A) | |||||||||||||||||||||||||||
| DOCSTONE COMMONS | VA | 3,839,249 | 11,468,264 | 475,814 | 3,903,963 | 11,879,364 | 15,783,327 | 1,635,510 | 14,147,817 | - | 2016(A) | |||||||||||||||||||||||||||
| DOCSTONE O/P - STAPLES | VA | 1,425,307 | 4,317,552 | (883,709 | ) | 1,167,588 | 3,691,562 | 4,859,150 | 700,794 | 4,158,356 | - | 2016(A) | ||||||||||||||||||||||||||
| STAFFORD MARKETPLACE | VA | 26,893,429 | 86,449,614 | 2,732,587 | 26,893,429 | 89,182,201 | 116,075,630 | 15,949,336 | 100,126,294 | - | 2015(A) | |||||||||||||||||||||||||||
| GORDON PLAZA | VA | - | 3,330,621 | (24,804 | ) | - | 3,305,817 | 3,305,817 | 420,083 | 2,885,734 | - | 2017(A) | ||||||||||||||||||||||||||
| AUBURN NORTH | WA | 7,785,841 | 18,157,625 | 9,756,591 | 7,785,841 | 27,914,216 | 35,700,057 | 9,005,405 | 26,694,652 | - | 2007(A) | |||||||||||||||||||||||||||
| THE MARKETPLACE AT FACTORIA | WA | 60,502,358 | 92,696,231 | 18,324,940 | 60,502,358 | 111,021,171 | 171,523,529 | 25,535,366 | 145,988,163 | 52,657,957 | 2013(A) | |||||||||||||||||||||||||||
| FRONTIER VILLAGE SHOPPING CTR. | WA | 10,750,863 | 44,860,769 | 2,616,046 | 10,750,863 | 47,476,815 | 58,227,678 | 8,819,011 | 49,408,667 | - | 2012(A) | |||||||||||||||||||||||||||
| GATEWAY SHOPPING CENTER | WA | 6,937,929 | 11,270,322 | 9,194,330 | 6,937,929 | 20,464,652 | 27,402,581 | 2,343,891 | 25,058,690 | - | 2016(A) | |||||||||||||||||||||||||||
| OLYMPIA WEST OUTPARCEL | WA | 360,000 | 799,640 | 100,360 | 360,000 | 900,000 | 1,260,000 | 194,283 | 1,065,717 | - | 2012(A) | |||||||||||||||||||||||||||
| FRANKLIN PARK COMMONS | WA | 5,418,825 | 11,988,657 | 7,413,488 | 5,418,825 | 19,402,145 | 24,820,970 | 3,141,448 | 21,679,522 | - | 2015(A) | |||||||||||||||||||||||||||
| SILVERDALE PLAZA | WA | 3,875,013 | 33,109,418 | 106,142 | 3,755,613 | 33,334,960 | 37,090,573 | 7,944,735 | 29,145,838 | - | 2012(A) | |||||||||||||||||||||||||||
| OTHER PROPERTY INTERESTS | ||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ASANTE RETAIL CENTER | AZ | 8,702,635 | 3,405,683 | (1,068,846 | ) | 11,039,472 | - | 11,039,472 | - | 11,039,472 | - | 2004(C) | ||||||||||||||||||||||||||
| SURPRISE SPECTRUM | AZ | 4,138,760 | 94,572 | (94,572 | ) | 4,138,760 | - | 4,138,760 | - | 4,138,760 | - | 2008(C) | ||||||||||||||||||||||||||
| LAKE WALES S.C. | FL | 601,052 | - | - | 601,052 | - | 601,052 | - | 601,052 | - | 2009(A) | |||||||||||||||||||||||||||
| TREASURE VALLEY | ID | 6,501,240 | - | (5,520,565 | ) | 519,811 | 460,864 | 980,675 | 460,864 | 519,811 | - | 2005(C) | ||||||||||||||||||||||||||
| LINWOOD-INDIANAPOLIS | IN | 31,045 | - | - | 31,045 | - | 31,045 | - | 31,045 | - | 1991(A) | |||||||||||||||||||||||||||
| FLINT - VACANT LAND | MI | 101,424 | - | (10,000 | ) | 91,424 | - | 91,424 | - | 91,424 | - | 2012(A) | ||||||||||||||||||||||||||
| CHARLOTTE SPORTS & FITNESS CTR | NC | 500,754 | 1,858,643 | 499,465 | 500,754 | 2,358,108 | 2,858,862 | 1,973,093 | 885,769 | - | 1986(A) | |||||||||||||||||||||||||||
| WAKEFIELD COMMONS III | NC | 6,506,450 | - | (5,397,400 | ) | 786,863 | 322,187 | 1,109,050 | 250,982 | 858,068 | - | 2001(C) | ||||||||||||||||||||||||||
| WAKEFIELD CROSSINGS | NC | 3,413,932 | - | (3,276,783 | ) | 137,149 | - | 137,149 | - | 137,149 | - | 2001(C) | ||||||||||||||||||||||||||
| HILLSBOROUGH PROMENADE | NJ | 11,886,809 | - | (6,632,045 | ) | 5,006,054 | 248,710 | 5,254,764 | 80,538 | 5,174,226 | - | 2001(C) | ||||||||||||||||||||||||||
| KEY BANK BUILDING | NY | 1,500,000 | 40,486,755 | (7,862,326 | ) | 668,637 | 33,455,792 | 34,124,429 | 20,933,109 | 13,191,320 | - | 2006(A) | ||||||||||||||||||||||||||
| NORTHPORT LAND PARCEL | NY | - | 14,460 | 81,983 | - | 96,443 | 96,443 | 5,358 | 91,085 | - | 2012(A) | |||||||||||||||||||||||||||
| MERRY LANE (PARKING LOT) | NY | 1,485,531 | 1,749 | 1,256,374 | 1,485,531 | 1,258,123 | 2,743,654 | - | 2,743,654 | - | 2007(A) | |||||||||||||||||||||||||||
| JERICHO ATRIUM | NY | 10,624,099 | 20,065,496 | 3,657,027 | 10,624,099 | 23,722,523 | 34,346,622 | 5,416,357 | 28,930,265 | - | 2016(A) | |||||||||||||||||||||||||||
| BIRCHWOOD PARK | NY | 3,507,162 | 4,126 | (2,434,201 | ) | 1,077,087 | - | 1,077,087 | - | 1,077,087 | - | 2007(A) | ||||||||||||||||||||||||||
| HIGH PARK CTR RETAIL | OH | 3,783,875 | - | (3,298,325 | ) | 485,550 | - | 485,550 | - | 485,550 | - | 2001(C) | ||||||||||||||||||||||||||
| MCMINNVILLE PLAZA | OR | 4,062,327 | - | 211,379 | 4,062,327 | 211,379 | 4,273,706 | - | 4,273,706 | - | 2006(C) | |||||||||||||||||||||||||||
| COULTER AVE. PARCEL | PA | 577,630 | 1,348,019 | 15,812,264 | 16,795,296 | 942,617 | 17,737,913 | 64,695 | 17,673,218 | - | 2015(A) | |||||||||||||||||||||||||||
| BLUE RIDGE | Various | 12,346,900 | 71,529,796 | (52,781,058 | ) | 3,554,097 | 27,541,541 | 31,095,638 | 19,549,577 | 11,546,061 | - | 2005(A) | ||||||||||||||||||||||||||
| BALANCE OF PORTFOLIO (4) | Various | 1,907,178 | 65,127,203 | (24,810,900 | ) | 116 | 42,223,365 | 42,223,481 | 5,909,726 | 36,313,755 | - | |||||||||||||||||||||||||||
| TOTALS | $ | 2,899,246,680 | $ | 6,892,573,684 | $ | 2,277,006,785 | $ | 2,787,559,893 | $ | 9,281,267,256 | $ | 12,068,827,149 | $ | 2,717,113,527 | $ | 9,351,713,622 | $ | 311,272,167 |
| (1) | The negative balance for costs capitalized subsequent to acquisition could include parcels/out-parcels sold, assets held-for-sale, provision for losses and/or demolition of part of a property for redevelopment. | |
|---|---|---|
| (2) | Includes fair market value of debt adjustments, net and deferred financing costs, net. | |
| (3) | Shopping center includes active real estate under development project or land held for development. | |
| (4) | Includes fixtures, leasehold improvements and other costs capitalized. |
97
Depreciation and amortization are provided on the straight-line method over the estimated useful lives of the assets as follows:
| Buildings and building improvements (in years) | 5 to 50 | ||
|---|---|---|---|
| Fixtures, building and leasehold improvements (including certain identified intangible assets) | Terms of leases or useful lives, whichever is shorter |
The aggregate cost for Federal income tax purposes was approximately $10.0 billion at December 31, 2020.
The changes in total real estate assets for the years ended December 31, 2020, 2019 and 2018 are as follows:
| 2020 | 2019 | 2018 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance, beginning of period | $ | 11,929,276,453 | $ | 11,877,190,495 | $ | 12,653,444,998 | ||||||
| Additions during period: | ||||||||||||
| Acquisitions | 10,448,877 | 43,970,631 | 3,420,020 | |||||||||
| Improvements | 210,389,543 | 404,210,910 | 554,408,568 | |||||||||
| Deductions during period: | ||||||||||||
| Sales and assets held-for-sale | (30,764,579 | ) | (307,607,731 | ) | (836,988,450 | ) | ||||||
| Transfers to operating lease right-of-use assets, net | - | (8,525,554 | ) | - | ||||||||
| Transfers to unconsolidated joint ventures | - | - | (315,728,832 | ) | ||||||||
| Adjustment for fully depreciated assets | (45,041,556 | ) | (43,080,882 | ) | (72,992,791 | ) | ||||||
| Adjustment of property carrying values | (5,481,589 | ) | (36,881,416 | ) | (108,373,018 | ) | ||||||
| Balance, end of period | $ | 12,068,827,149 | $ | 11,929,276,453 | $ | 11,877,190,495 |
The changes in accumulated depreciation for the years ended December 31, 2020, 2019 and 2018 are as follows:
| 2020 | 2019 | 2018 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance, beginning of period | $ | 2,500,052,642 | $ | 2,385,287,743 | $ | 2,433,052,747 | ||||||
| Additions during period: | ||||||||||||
| Depreciation for year | 265,143,630 | 260,533,557 | 293,667,298 | |||||||||
| Deductions during period: | ||||||||||||
| Sales and assets held-for-sale | (3,041,189 | ) | (88,079,838 | ) | (256,804,957 | ) | ||||||
| Transfers to operating lease right-of-use assets, net | - | (1,342,030 | ) | - | ||||||||
| Transfers to unconsolidated joint ventures | - | - | (11,634,554 | ) | ||||||||
| Adjustment for fully depreciated assets/other | (45,041,556 | ) | (56,346,790 | ) | (72,992,791 | ) | ||||||
| Balance, end of period | $ | 2,717,113,527 | $ | 2,500,052,642 | $ | 2,385,287,743 |
Reclassifications:
Certain Amounts in the Prior Period Have Been Reclassified in Order to Conform with the Current Period's Presentation.
KIMCO REALTY CORPORATION AND SUBSIDIARIES
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
As of December 31, 2020
(in thousands)
| Description | Interest Rate | Final Maturity Date | Periodic Payment Terms (a) | Prior Liens | Original Face Amount of Mortgages | Carrying Amount of Mortgages (b) | Principal Amount of Loans Subject to Delinquent Principal or Interest | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Mortgage Loans: | ||||||||||||||||||||||
| Retail | ||||||||||||||||||||||
| Las Vegas, NV | 12.00 | % | May-33 | I | $ | - | $ | 3,075 | $ | 3,075 | $ | - | ||||||||||
| Walker, MI | 4.00 | % | Dec-24 | P& I | - | 3,750 | 3,671 | - | ||||||||||||||
| Pompano, FL | 12.00 | % | Dec-22 | I | 25,000 | 25,000 | - | |||||||||||||||
| Mesa, AZ | 12.00 | % | Aug-21 | I | 500 | 500 | - | |||||||||||||||
| Nonretail | ||||||||||||||||||||||
| Commack, NY | 7.41 | % | Oct-26 | P& I | - | 1,354 | 256 | - | ||||||||||||||
| Melbourne, FL | 6.88 | % | Dec-30 | P&I | 500 | 244 | - | |||||||||||||||
| Other Financing Loans: | ||||||||||||||||||||||
| Nonretail | ||||||||||||||||||||||
| Borrower A | 2.28 | % | Apr-27 | P& I | 600 | 305 | - | |||||||||||||||
| Borrower B | 5.00 | % | May-20 | P&I | 175 | 125 | - | |||||||||||||||
| Allowance for Credit losses: | - | (930 | ) | - | ||||||||||||||||||
| $ | - | $ | 34,954 | $ | 32,246 | $ | - |
| (a) I = Interest only; P&I = Principal & Interest. | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (b) The aggregate cost for Federal income tax purposes was approximately $32.2 million as of December 31, 2020. |
For a reconciliation of mortgage and other financing receivables from January 1, 2018 to December 31, 2020, see Footnote 12 of the Notes to the Consolidated Financial Statements included in this Form 10-K.
| The Company feels it is not practicable to estimate the fair value of each receivable as quoted market prices are not available. |
|---|
| The cost of obtaining an independent valuation on these assets is deemed excessive considering the materiality of the total receivables. |
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