KIMCO REALTY CORP

Previous wording

Item 2. Management**’s Discussion and Analysis of Financial Condition and Results of Operations

Current wording

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Previous wording

This Quarterly Report on Form 10-Q, together with other statements and information publicly disseminated by the Company, contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with the safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, are generally identifiable by use of the words “believe,” “expect,” “intend,” “commit,” “anticipate,” “estimate,” “project,” “will,” “target,” “plan,” “forecast” or similar expressions. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which, in some cases, are beyond the Company’s control and could materially affect actual results, performances or achievements. Factors which may cause actual results to differ materially from current expectations include, but are not limited to, (i) general adverse economic and local real estate conditions, (ii) the impact of competition, including the availability of acquisition or development opportunities and the costs associated with purchasing and maintaining assets; (iii) the inability of major tenants to continue paying their rent obligations due to bankruptcy, insolvency or a general downturn in their business, (iv) the reduction in the Company’s income in the event of multiple lease terminations by tenants or a failure of multiple tenants to occupy their premises in a shopping center, (v) the potential impact of e-commerce and other changes in consumer buying practices, and changing trends in the retail industry and perceptions by retailers or shoppers, including safety and convenience, (vi) the availability of suitable acquisition, disposition, development and redevelopment opportunities, and the costs associated with purchasing and maintaining assets and risks related to acquisitions not performing in accordance with our expectations, (vii) the Company’s ability to raise capital by selling its assets, (viii) disruptions and increases in operating costs due to inflation and supply chain disruptions, (ix) risks associated with the development of mixed-use commercial properties, including risks associated with the development, and ownership of non-retail real estate, (x) changes in governmental laws and regulations, including, but not limited to, changes in data privacy, environmental (including climate change), safety and health laws, and management’s ability to estimate the impact of such changes, (xi) the Company’s failure to realize the expected benefits of the merger wi…

Excerpt shortened here; the source contains the full paragraph.

Current wording

This Quarterly Report on Form 10-Q, together with other statements and information publicly disseminated by the Company, contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with the safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, are generally identifiable by use of the words “believe,” “expect,” “intend,” “commit,” “anticipate,” “estimate,” “project,” “will,” “target,” “plan,” “forecast” or similar expressions. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which, in some cases, are beyond the Company’s control and could materially affect actual results, performances or achievements. Factors which may cause actual results to differ materially from current expectations include, but are not limited to, (i) general adverse economic and local real estate conditions, (ii) the impact of competition, including the availability of acquisition or development opportunities and the costs associated with purchasing and maintaining assets; (iii) the inability of major tenants to continue paying their rent obligations due to bankruptcy, insolvency or a general downturn in their business, (iv) the reduction in the Company’s income in the event of multiple lease terminations by tenants or a failure of multiple tenants to occupy their premises in a shopping center, (v) the potential impact of e-commerce and other changes in consumer buying practices, and changing trends in the retail industry and perceptions by retailers or shoppers, including safety and convenience, (vi) the availability of suitable acquisition, disposition, development and redevelopment opportunities, and the costs associated with purchasing and maintaining assets and risks related to acquisitions not performing in accordance with our expectations, (vii) the Company’s ability to raise capital by selling its assets, (viii) disruptions and increases in operating costs due to inflation and supply chain disruptions, (ix) risks associated with the development of mixed-use commercial properties, including risks associated with the development, and ownership of non-retail real estate, (x) changes in governmental laws and regulations, including, but not limited to, changes in data privacy, environmental (including climate change), safety and health laws, and management’s ability to estimate the impact of such changes, (xi) the Company’s failure to realize the expected benefits of the merger wi…

Excerpt shortened here; the source contains the full paragraph.

Previous wording

The Company is a self-administered real estate investment trust (“REIT”) and has owned and operated open-air shopping centers for over 60 years. The Company has not engaged, nor does it expect to retain, any REIT advisors in connection with the operation of its properties. As of March 31, 2024, the Company had interests in 569 U.S. shopping center properties, aggregating 100.8 million square feet of gross leasable area (“GLA”), located in 30 states. In addition, the Company had 69 other property interests, primarily including net leased properties, preferred equity investments, and other investments, totaling 6.7 million square feet of GLA. The Company’s ownership interests in real estate consist of its consolidated portfolio and portfolios where the Company owns an economic interest, such as properties in the Company’s investment real estate management programs, where the Company partners with institutional investors and also retains management.

Current wording

The Company is a self-administered real estate investment trust (“REIT”) and has owned and operated open-air shopping centers for over 60 years. The Company has not engaged, nor does it expect to retain, any REIT advisors in connection with the operation of its properties. As of June 30, 2024, the Company had interests in 567 U.S. shopping center properties, aggregating 100.6 million square feet of gross leasable area (“GLA”), located in 30 states. In addition, the Company had 67 other property interests, primarily including net leased properties, preferred equity investments, and other investments, totaling 5.3 million square feet of GLA. The Company’s ownership interests in real estate consist of its consolidated portfolio and portfolios where the Company owns an economic interest, such as properties in the Company’s investment real estate management programs, where the Company partners with institutional investors and also retains management.

Previous wording

The economy continues to face several issues including inflation risk, liquidity constraints, the lack of qualified employees, tenant bankruptcies and supply chain disruptions, which could impact the Company and its tenants. In response to the rising rate of inflation the Federal Reserve has steadily increased interest rates and has kept them at increased levels. The Federal Reserve may continue to increase interest rates or maintain these increased levels, until the rate of inflation begins to decrease. These increased interest rates could adversely impact the business and financial results of the Company and its tenants. In addition, slower economic growth and the potential for a recession could have an adverse effect on the Company and its tenants. This could negatively affect the overall demand for retail space, including the demand for leasable space in the Company’s properties.

Current wording

The economy continues to face several issues, including inflation risk, liquidity constraints, the lack of qualified employees, tenant bankruptcies and supply chain disruptions, which could impact the Company and its tenants. In response to the rising rate of inflation, the Federal Reserve steadily increased interest rates in 2022 and 2023 and has kept them at increased levels. The Federal Reserve may continue to increase interest rates or maintain these increased levels, until the rate of inflation begins to decrease. These increased interest rates could adversely impact the business and financial results of the Company and its tenants. In addition, slower economic growth and the potential for a recession could have an adverse effect on the Company and its tenants. This could negatively affect the overall demand for retail space, including the demand for leasable space in the Company’s properties.

Previous wording

Comparison of the three months ended March 31, 2024 and 2023

Current wording

Comparison of the three and six months ended June 30, 2024 and 2023

Previous wording

Results from operations for the three months ended March 31, 2024 reflect the results of the Company’s Merger with RPT on January 2, 2024.

Current wording

Results from operations for the three and six months ended June 30, 2024 reflect the results of the Company’s Merger with RPT on January 2, 2024.

Previous wording

The following table presents the comparative results from the Company’s Condensed Consolidated Statements of Operations for the three months ended March 31, 2024, as compared to the corresponding period in 2023 (in thousands, except per share data):

Current wording

The following table presents the comparative results from the Company’s Condensed Consolidated Statements of Income for the three and six months ended June 30, 2024, as compared to the corresponding periods in 2023 (in thousands, except per share data):

Previous wording

Net loss available to the Company’s common shareholders was $18.9 million for the three months ended March 31, 2024, as compared to net income available to the Company’s common shareholders of $283.5 million for the comparable period in 2023. On a diluted per common share basis, net (loss)/income available to the Company’s common shareholders for the three months ended March 31, 2024 was $(0.03), as compared to $0.46 for the comparable period in 2023.

Current wording

Net income available to the Company’s common shareholders was $111.8 million for the three months ended June 30, 2024, as compared to $100.4 million for the comparable period in 2023. On a diluted per common share basis, net income available to the Company’s common shareholders for the three months ended June 30, 2024 was $0.17, as compared to $0.16 for the comparable period in 2023.

Previous wording

The following describes the changes of certain line items included on the Company’s Condensed Consolidated Statements of Operations that the Company believes changed significantly and affected Net (loss)/income available to the Company’s common shareholders during the three months ended March 31, 2024, as compared to the corresponding period in 2023.

Current wording

The following describes the changes of certain line items included on the Company’s Condensed Consolidated Statements of Income that the Company believes changed significantly and affected Net income available to the Company’s common shareholders during the three and six months ended June 30, 2024, as compared to the corresponding periods in 2023.

Previous wording

The increase in Revenues from rental properties, net of $60.6 million for the three months ended March 31, 2024, as compared to the corresponding period in 2023, is primarily from (i) a net increase in revenues from tenants of $44.7 million due to properties acquired through the RPT Merger, (ii) a net increase in revenues from tenants of $13.7 million, primarily due to an increase in leasing activity and net growth in the current portfolio, (iii) an increase in revenues of $5.9 million due to properties acquired during 2024 and 2023 (other than properties acquired through the RPT Merger) and (iv) a net increase of $2.4 million due to changes in credit losses from tenants, partially offset by (v) a decrease in revenues of $3.3 million due to dispositions during 2024 and 2023, (vi) a decrease in net straight-line rental income of $1.9 million and (vii) a decrease in lease termination fee income of $0.9 million.

Current wording

The increase in Revenues from rental properties, net of $57.2 million for the three months ended June 30, 2024, as compared to the corresponding period in 2023, is primarily from (i) a net increase in revenues from tenants of $44.6 million due to properties acquired through the RPT Merger, (ii) a net increase in revenues from tenants of $12.2 million, primarily due to an increase in leasing activity and net growth in the current portfolio, and (iii) an increase in revenues of $4.5 million due to properties acquired during 2023, partially offset by (iv) a decrease in revenues of $2.4 million due to dispositions during 2024 and 2023, (v) a net decrease of $1.4 million due to changes in credit losses from tenants, and (vi) a decrease in net straight-line rental income of $0.3 million.

Previous wording

The increase in Real estate taxes of $5.9 million for the three months ended March 31, 2024, as compared to the corresponding period in 2023, is primarily due to properties acquired through the RPT Merger during 2024, partially offset by dispositions during 2024 and 2023.

Current wording

The increase in Real estate taxes of $8.6 million and $14.4 million for the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in 2023, is primarily due to properties acquired during 2024 and 2023, primarily related to the RPT Merger, partially offset by dispositions during 2024 and 2023.

Previous wording

The increase in Operating and maintenance expense of $10.5 million for the three months ended March 31, 2024, as compared to the corresponding period in 2023, is primarily due to (i) properties acquired through the RPT Merger of $7.9 million and (ii) an increase in repairs and maintenance expense of $2.3 million, partially offset by (iii) lower advertising expense of $0.6 million and (iv) lower professional fees of $0.5 million.

Current wording

The increase in Operating and maintenance expense of $12.7 million for the three months ended June 30, 2024, as compared to the corresponding period in 2023, is primarily due to (i) an increase of $8.7 million resulting from properties acquired related to the RPT Merger, and (ii) an increase in repairs and maintenance expense of $2.7 million.

Previous wording

During the three months ended March 31, 2024 and 2023, the Company recognized impairment charges related to adjustments to property carrying values of $3.7 million and $11.8 million, respectively, for which the Company’s estimated fair values were primarily based upon signed contracts or letters of intent from third party offers. These adjustments to property carrying values were recognized in connection with the Company’s efforts to market certain properties and management’s assessment as to the likelihood and timing of such potential transactions. Certain of the calculations to determine fair values utilized unobservable inputs and, as such, were classified as Level 3 of the FASB’s fair value hierarchy.

Current wording

During the six months ended June 30, 2024 and 2023, the Company recognized impairment charges related to adjustments to property carrying values of $3.9 million and $11.8 million, respectively, for which the Company’s estimated fair values were primarily based upon signed contracts or letters of intent from third party offers. These adjustments to property carrying values were recognized in connection with the Company’s efforts to market certain properties and management’s assessment as to the likelihood and timing of such potential transactions. Certain of the calculations to determine fair values utilized unobservable inputs and, as such, were classified as Level 3 of the FASB’s fair value hierarchy.

Previous wording

During the three months ended March 31, 2024, the Company incurred costs of $25.2 million associated with the RPT Merger, primarily comprised of severance, professional and legal fees.

Current wording

During the six months ended June 30, 2024, the Company incurred costs of $25.2 million associated with the RPT Merger, primarily comprised of severance, professional and legal fees.

Previous wording

The increase in Depreciation and amortization of $28.4 million for the three months ended March 31, 2024, as compared to the corresponding period in 2023, is primarily due to (i) an increase of $29.1 million resulting from properties acquired during 2024 and 2023, primarily related to the RPT Merger, and (ii) an increase of $4.6 million due to depreciation commencing on certain redevelopment projects that were placed into service during 2024 and 2023, partially offset by (iii) a net decrease of $5.3 million, primarily from fully depreciated assets, write-offs due to demolition and tenant vacates and dispositions during 2024 and 2023.

Current wording

The increase in Depreciation and amortization of $18.9 million for the three months ended June 30, 2024, as compared to the corresponding period in 2023, is primarily due to (i) an increase of $27.6 million resulting from properties acquired during 2024 and 2023, primarily related to the RPT Merger, and (ii) an increase of $7.2 million due to depreciation commencing on certain redevelopment projects that were placed into service during 2024 and 2023, partially offset by (iii) a net decrease of $15.9 million, primarily from fully depreciated assets, write-offs due to demolition and tenant vacates and dispositions during 2024 and 2023.

Previous wording

During the three months ended March 31, 2024, the Company disposed of 10 operating properties and five land parcels, in separate transactions, for an aggregate sales price of $248.4 million, which resulted in aggregate gains of $0.3 million. During the three months ended March 31, 2023, the Company disposed of three operating properties and three land parcels, in separate transactions, for an aggregate sales price of $117.6 million, which resulted in aggregate gains of $39.2 million.

Current wording

During the six months ended June 30, 2024, the Company disposed of 11 operating properties and seven land parcels, in separate transactions, for an aggregate sales price of $254.1 million, which resulted in aggregate gains of $0.4 million. During the six months ended June 30, 2023, the Company disposed of four operating properties and eight land parcels, in separate transactions, for an aggregate sales price of $163.8 million, which resulted in aggregate gains of $52.4 million.

Previous wording

During the three months ended March 31, 2023, the Company received $194.1 million representing its share of the Albertsons Companies Inc. (“ACI”) special dividend payment.

Current wording

During the six months ended June 30, 2023, the Company received $194.1 million representing its share of the Albertsons Companies Inc. (“ACI”) special dividend payment.

Previous wording

The increase in Other income, net of $9.0 million for the three months ended March 31, 2024, as compared to the corresponding period in 2023, is primarily due to (i) an increase in interest income of $7.4 million due to higher levels of cash on hand during 2024 and (ii) an increase in income of $2.5 million from the settlement of a contract, partially offset by (iii) a decrease in dividend income of $1.8 million due to the sale of the remaining shares of ACI common stock held by the Company.

Current wording

The increase in Other income, net of $7.0 million for the six months ended June 30, 2024, as compared to the corresponding period in 2023, is primarily due to (i) an increase in interest income of $5.7 million due to higher levels of cash on hand, (ii) an increase in income of $3.5 million from settlement of contracts, (iii) an increase of $2.1 million from insurance proceeds, and (iv) a net increase in mortgage and other financing income of $1.7 million, partially offset by (v) a decrease in dividend income of $3.5 million, primarily due to the sale of the remaining shares of ACI common stock held by the Company and (vi) a decrease of $3.1 million due to mark-to-market fluctuations of embedded derivative liability.

Previous wording

Loss on marketable securities, net–* *

Current wording

(Loss)/gain on marketable securities, net –

Previous wording

The change in Loss on marketable securities, net of $17.5 million for the three months ended March 31, 2024, as compared to the corresponding period in 2023 is due to mark-to-market fluctuations and the sale of the remaining shares of ACI common stock held by the Company during 2024.

Current wording

The change in (Loss)/gain on marketable securities, net of $14.6 million and $32.1 million for the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in 2023 is due to mark-to-market fluctuations and the sale of the remaining shares of ACI common stock held by the Company during 2024 and 2023.

Previous wording

The increase in Interest expense of $13.3 million for the three months ended March 31, 2024, as compared to the corresponding period in 2023, is primarily due to (i) the issuance of $500.0 million 6.400% senior unsecured notes during 2023 and (ii) increased levels of borrowings and assumptions of unsecured notes and term loans in connection with the RPT Merger, partially offset by (iii) a decrease in interest due to the paydown of unsecured notes during 2024.

Current wording

The increase in Interest expense of $12.7 million and $25.9 million for the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in 2023, is primarily due to (i) the issuance of unsecured notes during 2023 and (ii) increased levels of borrowings and assumptions of unsecured notes and term loans in connection with the RPT Merger, partially offset by (iii) the paydown of unsecured notes during 2024.

Previous wording

The change in Provision for income taxes, net of $41.2 million for the three months ended March 31, 2024, as compared to the corresponding period in 2023, is primarily due to the Company’s sale of shares of ACI common stock during 2024 and 2023, which generated taxable long-term capital gains. The Company anticipates retaining the proceeds from the sale and, as a result, recorded federal and state income taxes aggregating $72.9 million on such gain.

Current wording

The change in Provision for income taxes, net of $30.8 million and $10.4 million for the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in 2023, is primarily due to the Company’s sale of shares of ACI common stock during 2024 and 2023, which generated taxable long-term capital gains. The Company anticipates retaining the proceeds from the sale during 2024 and, as a result, recorded federal and state income taxes on these gains.

Previous wording

The decrease in Equity in income of joint ventures, net of $3.3 million for the three months ended March 31, 2024, as compared to the corresponding period in 2023, is primarily due to higher gains of $7.7 million recognized on sale of properties within various joint venture investments during 2023 as compared to 2024, partially offset by higher equity in income of $4.4 million, due to newly acquired joint ventures in connection with the RPT Merger, higher rental income, and lower credit losses, partially offset by increases in interest expense, during 2024 as compared to 2023.

Current wording

The increase in Equity in income of joint ventures, net of $4.4 million for the three months ended June 30, 2024, as compared to the corresponding period in 2023, is primarily due to (i) higher equity in income of $3.1 million, primarily due to newly acquired joint ventures in connection with the RPT Merger and (ii) higher gains of $1.3 million recognized on sale of properties within various joint venture investments during 2024, as compared to 2023.

Previous wording

The Company seeks to reduce its operating and leasing risks through diversification achieved by the geographic distribution of its properties and a large tenant base. As of March 31, 2024, the Company had interests in 569 U.S. shopping center properties, aggregating 100.8 million square feet of gross leasable area (“GLA”), located in 30 states. At March 31, 2024, the Company’s five largest tenants were TJX Companies, The Home Depot, Ross Stores, Amazon/Whole Foods and Albertsons, which represented 3.8%, 1.8%, 1.8%, 1.8% and 1.7%, respectively, of the Company’s annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest.

Current wording

The Company seeks to reduce its operating and leasing risks through diversification achieved by the geographic distribution of its properties and a large tenant base. As of June 30, 2024, the Company had interests in 567 U.S. shopping center properties, aggregating 100.6 million square feet of gross leasable area (“GLA”), located in 30 states. At June 30, 2024, the Company’s five largest tenants were TJX Companies, The Home Depot, Ross Stores, Amazon/Whole Foods and Albertsons, which represented 3.8%, 1.8%, 1.8%, 1.8% and 1.7%, respectively, of the Company’s annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest.

Previous wording

Net cash flow provided by operating activities for the three months ended March 31, 2024 was $176.1 million, as compared to $345.2 million for the comparable period in 2023. The decrease of $169.1 million is primarily attributable to:

Current wording

Net cash flow provided by operating activities for the six months ended June 30, 2024 was $470.2 million, as compared to $600.3 million for the comparable period in 2023. The decrease of $130.1 million is primarily attributable to:

Previous wording

Net cash flow provided by investing activities was $201.4 million for the three months ended March 31, 2024, as compared to $43.6 million for the comparable period in 2023.

Current wording

Net cash flow used for investing activities was $10.5 million for the six months ended June 30, 2024, as compared to net cash flow provided by investing activities of $162.9 million for the comparable period in 2023.

Previous wording

Investing activities during the three months ended March 31, 2024 primarily consisted of:

Current wording

Investing activities during the six months ended June 30, 2024 primarily consisted of:

Previous wording

During the three months ended March 31, 2024, the Company expended $149.1 million in conjunction with the RPT Merger. During the three months ended March 31, 2023, the Company expended $98.5 million for the acquisition of operating real estate properties. The Company anticipates spending up to approximately $50.0 million to $100.0 million towards the acquisition of or the purchase of additional interests in operating properties for the remainder of 2024. The Company intends to fund these potential acquisitions with net cash flow provided by operating activities, proceeds from property dispositions, and availability under its Credit Facility.

Current wording

During the six months ended June 30, 2024, the Company expended $149.1 million in conjunction with the RPT Merger. During the six months ended June 30, 2023, the Company expended $98.5 million for the acquisition of operating real estate properties. The Company anticipates spending up to approximately $100.0 million to $175.0 million towards the acquisition of, or the purchase of additional interests in, operating properties for the remainder of 2024. The Company intends to fund these potential acquisitions with net cash flow provided by operating activities, cash on hand, proceeds from property dispositions, and availability under its Credit Facility.

Previous wording

During the three months ended March 31, 2024 and 2023, the Company expended $44.1 million and $40.2 million, respectively, for improvements to operating real estate. These amounts consist of the following (in thousands):

Current wording

During the six months ended June 30, 2024 and 2023, the Company expended $128.6 million and $108.3 million, respectively, for improvements to operating real estate. These amounts consist of the following (in thousands):

Previous wording

The Company has an ongoing program to redevelop and re-tenant its properties to maintain or enhance its competitive position in the marketplace. The Company is actively pursuing redevelopment opportunities within its operating portfolio, which it believes will increase the overall value by bringing in new tenants and improving the assets’ value. The Company anticipates its capital commitment toward these redevelopment projects and re-tenanting efforts for the remainder of 2024 will be approximately $225.0 million to $275.0 million. The funding of these capital requirements will be provided by proceeds from property dispositions, net cash flow provided by operating activities, and/or availability under the Company’s Credit Facility.

Current wording

The Company has an ongoing program to redevelop and re-tenant its properties to maintain or enhance its competitive position in the marketplace. The Company is actively pursuing redevelopment opportunities within its operating portfolio, which it believes will increase the overall value by bringing in new tenants and improving the assets’ value. The Company anticipates its capital commitment toward these redevelopment projects and re-tenanting efforts for the remainder of 2024 will be approximately $150.0 million to $200.0 million. The funding of these capital requirements will be provided by proceeds from property dispositions, net cash flow provided by operating activities, and/or availability under the Company’s Credit Facility.

Previous wording

Net cash flow used for financing activities was $1.0 billion for the three months ended March 31, 2024, as compared to $209.4 million for the comparable period in 2023.

Current wording

Net cash flow used for financing activities was $1.1 billion for the six months ended June 30, 2024, as compared to $376.6 million for the comparable period in 2023.

Previous wording

Financing activities during the three months ended March 31, 2024 primarily consisted of:

Current wording

Financing activities during the six months ended June 30, 2024 primarily consisted of:

Previous wording

The Company continually evaluates its debt maturities and based on management’s current assessment, believes it has viable financing and refinancing alternatives that will not materially adversely impact its expected financial results. As of March 31, 2024, the Company had consolidated floating rate debt totaling $136.2 million, excluding deferred financing costs of $6.2 million. The Company continues to pursue borrowing opportunities with large commercial U.S. and global banks, select life insurance companies and certain regional and local banks.

Current wording

The Company continually evaluates its debt maturities and based on management’s current assessment, believes it has viable financing and refinancing alternatives that will not materially adversely impact its expected financial results. As of June 30, 2024, the Company had consolidated floating rate debt totaling $237.2 million, excluding deferred financing costs of $5.8 million. The Company continues to pursue borrowing opportunities with large commercial U.S. and global banks, select life insurance companies and certain regional and local banks.

Previous wording

Debt maturities for 2024 consist of $11.8 million of consolidated debt, $94.7 million of unconsolidated joint venture debt and $230.8 million of debt included in the Company’s preferred equity program, assuming the utilization of extension options where available. The 2024 remaining consolidated debt maturities are anticipated to be repaid with operating cash flows. The 2024 debt maturities on properties in the Company’s unconsolidated joint ventures and preferred equity program are anticipated to be repaid through operating cash flows, debt refinancing, and partner capital contributions, as deemed appropriate.

Current wording

Debt maturities for 2024 consist of $28.9 million of unconsolidated joint venture debt, assuming the utilization of extension options where available. The 2024 debt maturities on properties in the Company’s unconsolidated joint ventures are anticipated to be repaid through operating cash flows, debt refinancing, and partner capital contributions, as deemed appropriate.

Previous wording

During January 2023, the Company filed a registration statement on Form S-8 for its 2020 Equity Participation Plan (the “2020 Plan”), which was previously approved by the Company’s stockholders and 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, restricted stock units, performance awards, dividend equivalents, stock payments, deferred stock awards and long term incentive plan units. At March 31, 2024, the Company had 2.9 million shares of common stock available for issuance under the 2020 Plan.

Current wording

During January 2023, the Company filed a registration statement on Form S-8 for its 2020 Equity Participation Plan (the “2020 Plan”), which was previously approved by the Company’s stockholders and 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, restricted stock units, performance awards, dividend equivalents, stock payments, deferred stock awards and long term incentive plan units. At June 30, 2024, the Company had 3.0 million shares of common stock available for issuance under the 2020 Plan.

Previous wording

The Company’s Board of Director’s authorized the repurchase of up to 891,000 depositary shares of Class L preferred stock, 1,047,000 depositary shares of Class M preferred stock, and 185,000 depositary shares of Class N preferred stock representing an aggregate of up to 2,123 shares of the Company’s preferred stock, par value $1.00 per share, through February 28, 2026. During the three months ended March 31, 2024, the Company did not repurchase any preferred stock.

Current wording

The Company’s Board of Director’s authorized the repurchase of up to 891,000 depositary shares of Class L preferred stock, 1,047,000 depositary shares of Class M preferred stock, and 185,000 depositary shares of Class N preferred stock representing an aggregate of up to 2,123 shares of the Company’s preferred stock, par value $1.00 per share, through February 28, 2026. During the six months ended June 30, 2024, the Company did not repurchase any preferred stock.

Previous wording

During September 2023, the Company established an at-the-market continuous offering program (the “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, as amended, 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. In addition, the Company may from time to time enter into separate forward sale agreements with one or more banks. The Company did not issue any shares under the ATM Program during the three months ended March 31, 2024. As of March 31, 2024, the Company had $500.0 million available under this ATM Program.

Current wording

During September 2023, the Company established an at-the-market continuous offering program (the “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, as amended, 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. In addition, the Company may from time to time enter into separate forward sale agreements with one or more banks. The Company did not issue any shares under the ATM Program during the six months ended June 30, 2024. As of June 30, 2024, the Company had $500.0 million available under this ATM Program.

Previous wording

The Company has a common share repurchase program, which is scheduled to expire on February 28, 2026. 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 common share repurchase program during the three months ended March 31, 2024. As of March 31, 2024, the Company had $224.9 million available under this common share repurchase program.

Current wording

The Company has a common share repurchase program, which is scheduled to expire on February 28, 2026. 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 common share repurchase program during the six months ended June 30, 2024. As of June 30, 2024, the Company had $224.9 million available under this common share repurchase program.

Previous wording

During the three months ended March 31, 2024, the Company fully repaid the following notes payables (dollars in millions):

Current wording

During the six months ended June 30, 2024, the Company fully repaid the following notes payables (dollars in millions):

Previous wording

In February 2023, 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 $2.0 billion unsecured revolving credit facility which was scheduled to mature in March 2024. The Credit Facility is scheduled to expire in March 2027 with two additional six-month options to extend the maturity date, at the Company’s discretion, to March 2028. The Credit Facility is guaranteed by the Parent Company. The Credit Facility can be increased to $2.75 billion through an accordion feature. The Credit Facility is a green credit facility tied to sustainability metric targets, as described in the agreement. The Credit Facility accrues interest at a rate of Adjusted Term SOFR, as defined in the terms of the Credit Facility, plus 77.5 basis points and fluctuates in accordance with the Company’s credit ratings. The interest rate can be further adjusted upward or downward by a maximum of four basis points based on the sustainability metric targets, as defined in the agreement. The interest rate on the Credit Facility as of March 31, 2024 was 6.19% after a two-basis point reduction was achieved. As of March 31, 2024, the Credit Facility had an outstanding balance of $125.0 million and no appropriations for letters of credit.

Current wording

In February 2023, the Company obtained a new $2.0 billion unsecured revolving credit facility with a group of banks, which replaced the Company’s existing $2.0 billion unsecured revolving credit facility which was scheduled to mature in March 2024. The Credit Facility is scheduled to expire in March 2027 with two additional six-month options to extend the maturity date, at the Company’s discretion, to March 2028. The Credit Facility is guaranteed by the Parent Company. The Credit Facility can be increased to $2.75 billion through an accordion feature. The Credit Facility is a green credit facility tied to sustainability metric targets, as described in the agreement. The Credit Facility accrues interest at a rate of Adjusted Term SOFR, as defined in the terms of the Credit Facility, plus 77.5 basis points and fluctuates in accordance with the Company’s credit ratings. The interest rate can be further adjusted upward or downward by a maximum of four basis points based on the sustainability metric targets, as defined in the agreement. The interest rate on the Credit Facility as of June 30, 2024 was 6.19% after a two-basis point reduction was achieved. As of June 30, 2024, the Credit Facility had an outstanding balance of $220.0 million and no appropriations for letters of credit.