Kimco Realty 10-Q 2021-09-30

Filed 2021-11-05. 1 sections, 208K characters. Original on sec.gov · Markdown · JSON

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2021

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                    to                  

Commission File Number:   1-10899

Kimco Realty Corporation

(Exact name of registrant as specified in its charter)

Maryland13-2744380
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

500 North Broadway, Suite 201, Jericho, NY 11753

(Address of principal executive offices) (Zip Code)

(516) 869-9000

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $.01 per share.KIMNew York Stock Exchange
Depositary Shares, each representing one-thousandth of a share of 5.125% Class L Cumulative Redeemable, Preferred Stock, $1.00 par value per share.KIMprLNew York Stock Exchange
Depositary Shares, each representing one-thousandth of a share of 5.250% Class M Cumulative Redeemable, Preferred Stock, $1.00 par value per share.KIMprMNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes ☒   No ☐

Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes ☒   No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12-b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐
Smaller reporting company☐Emerging growth company☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of October 27, 2021, the registrant had 616,428,058 shares of common stock outstanding.

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.
Condensed Consolidated Financial Statements of Kimco Realty Corporation and Subsidiaries (Unaudited) -
Condensed Consolidated Balance Sheets as of September 30, 2021 and December 31, 20203
Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2021 and 20204
Condensed Consolidated Statements of Changes in Equity for the Three and Nine Months Ended September 30, 2021 and 20205
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2021 and 20207
Notes to Condensed Consolidated Financial Statements.8
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.22
Item 3. Quantitative and Qualitative Disclosures About Market Risk.35
Item 4. Controls and Procedures.36
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.37
Item 1A. Risk Factors.37
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.39
Item 3. Defaults Upon Senior Securities.40
Item 4. Mine Safety Disclosures.40
Item 5. Other Information.40
Item 6. Exhibits.40
Signatures41

KIMCO REALTY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except share information)

September 30, 2021December 31, 2020
Assets:
Real estate, net of accumulated depreciation and amortization of $2,886,259 and $2,717,114, respectively$14,778,312$9,346,041
Real estate under development5,6725,672
Investments in and advances to real estate joint ventures1,178,511590,694
Other investments130,470117,140
Cash and cash equivalents483,471293,188
Marketable securities1,249,125706,954
Accounts and notes receivable, net235,082219,248
Operating lease right-of-use assets, net149,203102,369
Other assets380,675233,192
Total assets (1)$18,590,521$11,614,498
Liabilities:
Notes payable, net$7,034,047$5,044,208
Mortgages payable, net482,634311,272
Dividends payable5,3665,366
Operating lease liabilities125,01596,619
Other liabilities772,251470,995
Total liabilities (2)8,419,3135,928,460
Redeemable noncontrolling interests15,78415,784
Commitments and Contingencies
Stockholders' equity:
Preferred stock, $1.00 par value, authorized 7,054,000 shares; Issued and outstanding (in series) 19,580 shares; Aggregate liquidation preference $489,5002020
Common stock, $.01 par value, authorized 750,000,000 shares; Issued and outstanding 616,413,920 and 432,518,743 shares, respectively6,1644,325
Paid-in capital9,579,5175,766,511
Retained earnings/(cumulative distributions in excess of net income)328,609(162,812)
Total stockholders' equity9,914,3105,608,044
Noncontrolling interests241,11462,210
Total equity10,155,4245,670,254
Total liabilities and equity$18,590,521$11,614,498
(1)Includes restricted assets of consolidated variable interest entities (“VIEs”) at September 30, 2021 and December 31, 2020 of $230,847 and $102,482, respectively. See Footnote 13 of the Notes to Condensed Consolidated Financial Statements.

| (2) | Includes non-recourse liabilities of consolidated VIEs at September 30, 2021 and December 31, 2020 of $122,475 and $62,076, respectively. See Footnote 1

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