KITE REALTY GROUP TRUST
For the period ended Mar 31, 2024. Filed May 7, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2024 · Filed May 7, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Cover page
Show cover page
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 March 31, 2024
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: | 001-32268 | Kite Realty Group Trust |
|---|---|---|
| Commission File Number: | 333-202666-01 | Kite Realty Group, L.P. |
| KITE REALTY GROUP TRUST | ||
| KITE REALTY GROUP, L.P. | ||
| (Exact name of registrant as specified in its charter) | ||
| Maryland | Kite Realty Group Trust | 11-3715772 |
|---|---|---|
| Delaware | Kite Realty Group, L.P. | 20-1453863 |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
30 S. Meridian Street, Suite 1100, Indianapolis, Indiana 46204
(Address of principal executive offices) (Zip Code)
(317)577-5600
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Shares, $0.01 par value per share | KRG | New 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.
| Kite Realty Group Trust | Yes | ☒ | No | o | Kite Realty Group, L.P. | Yes | ☒ | No | o |
|---|
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).
| Kite Realty Group Trust | Yes | ☒ | No | o | Kite Realty Group, L.P. | Yes | ☒ | No | o |
|---|
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 12b-2 of the Exchange Act.
Kite Realty Group Trust:
| Large accelerated filer | x | Accelerated filer | o | Non-accelerated filer | o | Smaller reporting company | ☐ |
|---|---|---|---|---|---|---|---|
| Emerging growth company | ☐ | ||||||
Kite Realty Group, L.P.:
| Large accelerated filer | o | Accelerated filer | o | Non-accelerated filer | x | 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.
| Kite Realty Group Trust | o | Kite Realty Group, L.P. | o |
|---|
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
| Kite Realty Group Trust | Yes | ☐ | No | x | Kite Realty Group, L.P. | Yes | ☐ | No | x |
|---|
The number of Common Shares outstanding as of May 1, 2024 was 219,603,862 ($0.01 par value).
EXPLANATORY NOTE
This report combines the quarterly reports on Form 10-Q for the period ended March 31, 2024 of Kite Realty Group Trust, Kite Realty Group, L.P. and its subsidiaries. Unless stated otherwise or the context otherwise requires, references to “Kite Realty Group Trust” or the “Parent Company” mean Kite Realty Group Trust, and references to the “Operating Partnership” mean Kite Realty Group, L.P. and its consolidated subsidiaries. The terms “Company,” “we,” “us,” and “our” refer to the Parent Company and the Operating Partnership, collectively, and those entities owned or controlled by the Parent Company and/or the Operating Partnership.
The Operating Partnership is engaged in the ownership, operation, acquisition, development and redevelopment of high-quality, open-air shopping centers and mixed-use assets that are primarily grocery-anchored and located in high-growth Sun Belt markets and select strategic gateway markets in the United States, and the Parent Company conducts substantially all of its activities through the Operating Partnership and its wholly owned subsidiaries. The Parent Company is the sole general partner of the Operating Partnership and, as of March 31, 2024, owned approximately 98.3% of the common partnership interests in the Operating Partnership (“General Partner Units”). The remaining 1.7% of the common partnership interests (“Limited Partner Units” and, together with the General Partner Units, the “Common Units”) are owned by the limited partners.
We believe combining the quarterly reports on Form 10-Q of the Parent Company and the Operating Partnership into this single report benefits investors by:
enhancing investors’ understanding of the Parent Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;
eliminating duplicative disclosure and providing a more streamlined and readable presentation of information as a substantial portion of the Company’s disclosure applies to both the Parent Company and the Operating Partnership; and
creating time and cost efficiencies through the preparation of one combined report instead of two separate reports.
We believe it is important to understand the few differences between the Parent Company and the Operating Partnership in the context of how we operate as an interrelated consolidated company. The Parent Company has no material assets or liabilities other than its investment in the Operating Partnership. The Parent Company issues public equity from time to time but does not have any indebtedness as all debt is incurred by the Operating Partnership. In addition, the Parent Company currently does not nor does it intend to guarantee any debt of the Operating Partnership. The Operating Partnership has numerous wholly owned subsidiaries, and it also owns interests in certain joint ventures. These subsidiaries and joint ventures own and operate retail shopping centers and other real estate assets. The Operating Partnership is structured as a partnership with no publicly traded equity. Except for net proceeds from equity issuances by the Parent Company, which are contributed to the Operating Partnership in exchange for General Partner Units, the Operating Partnership generates the capital required by the business through its operations, its incurrence of indebtedness, and the issuance of Limited Partner Units to third parties.
Shareholders’ equity and partners’ capital are the main areas of difference between the consolidated financial statements of the Parent Company and those of the Operating Partnership. In order to highlight this and other differences between the Parent Company and the Operating Partnership, there are separate sections in this report, as applicable, that separately discuss the Parent Company and the Operating Partnership, including separate financial statements and separate Exhibit 31 and 32 certifications. In the sections that combine disclosure of the Parent Company and the Operating Partnership, this report refers to actions or holdings as being actions or holdings of the collective Company.
KITE REALTY GROUP TRUST AND KITE REALTY GROUP, L.P. AND SUBSIDIARIES
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2024
TABLE OF CONTENTS
| PART I — FINANCIAL INFORMATION | |||
|---|---|---|---|
| Item 1. · Financial Statements (Unaudited) | |||
| Kite Realty Group Trust | |||
| Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023 | 4 | ||
| Consolidated Statements of Operations and Comprehensive Income for the Three Months Ended March 31, 2024 and 2023 | 5 | ||
| Consolidated Statements of Shareholders’ Equity for the Three Months Ended March 31, 2024 and 2023 | 6 | ||
| Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2024 and 2023 | 7 | ||
| Kite Realty Group, L.P. and subsidiaries | |||
| Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023 | 8 | ||
| Consolidated Statements of Operations and Comprehensive Income for the Three Months Ended March 31, 2024 and 2023 | 9 | ||
| Consolidated Statements of Partners’ Equity for the Three Months Ended March 31, 2024 and 2023 | 10 | ||
| Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2024 and 2023 | 11 | ||
| Kite Realty Group Trust and Kite Realty Group, L.P. and subsidiaries | |||
| Notes to Consolidated Financial Statements | 12 | ||
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 26 | |
| Item 3. | Quantitative and Qualitative Disclosure about Market Risk | 39 | |
| Item 4. | Controls and Procedures | 39 | |
| PART II — OTHER INFORMATION | |||
| Item 1. | Legal Proceedings | 41 | |
| Item 1A. | Risk Factors | 41 | |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 41 | |
| Item 3. | Defaults Upon Senior Securities | 41 | |
| Item 4. | Mine Safety Disclosures | 41 | |
| Item 5. | Other Information | 41 | |
| Item 6. | Exhibits | 42 | |
| SIGNATURES | 43 | ||
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.