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What changed in Kimco Realty's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of Kimco Realty's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+457 added−246 removedSource: 10-K (2025-02-21) vs 10-K (2024-02-26)

Top changes in Kimco Realty's 2024 10-K

457 paragraphs added · 246 removed · 202 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

43 edited+214 added−14 removed34 unchanged
Biggest changeAdditionally, the Company’s $2.0 billion Credit Facility (as defined below) is a green credit facility which incorporates rate adjustments associated with attainment (or nonattainment) of Scope 1 and 2 greenhouse gas emissions reductions. 9 Table of Contents Information About Our Executive Officers The following table sets forth information with respect to the executive officers of the Company as of December 31, 2023: Name Age Position Joined Kimco Milton Cooper 94 Executive Chairman of the Board of Directors Co-Founder Conor C.
Biggest changeInformation About Our Executive Officers The following table sets forth information with respect to the executive officers of the Company as of December 31, 2024: Name Age Position Joined Kimco Milton Cooper 95 Executive Chairman of the Board of Directors Co-Founder Conor C. Flynn 44 Chief Executive Officer 2003 Ross Cooper 42 President and Chief Investment Officer 2006 Glenn G.
Under the terms of the Merger Agreement, each RPT common share was converted into 0.6049 of a newly issued share of the Company’s common stock, together with cash in lieu of fractional shares, and each 7.25% Series D Cumulative Convertible Perpetual Preferred Share of RPT was converted into the right to receive one depositary share representing one one-thousandth of a share of the Company’s 7.25% Class N Cumulative Convertible Perpetual Preferred Stock, par value $1.00 per share (the “Class N Preferred Stock”).
Under the terms of the Merger Agreement, each RPT common share was converted into 0.6049 of a newly issued share of the Company’s common stock, together with cash in lieu of fractional shares, and each 7.25% Series D Cumulative Convertible Perpetual Preferred Share of RPT was converted into the right to receive one depositary share representing one one-thousandth of a share of the Company’s newly issued 7.25% Class N Cumulative Convertible Perpetual Preferred Stock, par value $1.00 per share (“Class N Preferred Stock”).
This philosophy is exemplified by the Company’s Signature Series TM properties which include key value creation projects in our portfolio that exemplify our transformation and highlight our focus on quality, concentration around core metropolitan statistical areas, and/or growth through redevelopment and development opportunities.
This philosophy is exemplified by the Company’s Signature Series TM properties which include key value creation projects in the Company's portfolio that exemplify our transformation and highlight our focus on quality, concentration around core metropolitan statistical areas, and/or growth through redevelopment and development opportunities.
The Company has also provided preferred equity capital to real estate professionals and, from time to time, provides real estate capital, financing and management services to both healthy and distressed retailers.
The Company has also provided preferred equity capital to real estate professionals and, from time to time, provides real estate capital, retail real estate financing and management services to both healthy and distressed retailers.
Our benefits programs include a robust offering of medical, dental, vision, life, disability and a number of exciting ancillary benefits, all of which require very low associate contributions or are offered at no cost to associates. The Company also provides a Safe Harbor 401(k) program with both pretax and Roth offerings including a robust, fully vested matching contribution.
Our benefits programs include a robust offering of medical, dental, vision, life, disability and a number of exciting ancillary benefits, all of which require modest associate contributions or are offered at no cost to associates. The Company also provides a Safe Harbor 401(k) program with both pretax and Roth offerings including a robust, fully vested matching contribution.
The Company’s Board of Directors sets the Company’s overall ESG program objectives and oversees enterprise risk management. The Nominating and Corporate Governance Committee of the Board of Directors is responsible for overseeing the Company’s efforts with regard to the Company’s ESG matters.
The Company’s Board of Directors sets the Company’s overall Corporate Responsibility program objectives and oversees enterprise risk management. The Nominating and Corporate Governance Committee of the Board of Directors is responsible for overseeing the Company’s efforts with regard to the Company’s Corporate Responsibility matters.
In connection with the RPT Merger, the Company issued 53.0 million shares of common stock, 1.8 million shares of Class N Preferred Stock, and 953,400 OP Units. See Footnote 28 of the Notes to Consolidated Financial Statements for further details on the RPT Merger.
In connection with the RPT Merger, the Company issued 53.0 million shares of common stock, 1.8 million depositary shares of Class N Preferred Stock, and 953,400 OP Units. See Footnote 2 of the Notes to Consolidated Financial Statements for further details on the RPT Merger.
The Company believes that management’s expertise, experience, reputation, and key relationships in the retail real estate industry provides it with a significant competitive advantage in attracting new business opportunities. 6 Table of Contents Government Regulation Compliance with various governmental regulations has an impact on our business, including our capital expenditures, earnings and competitive position, which can be material.
The Company believes that management’s expertise, experience, reputation, and key relationships in the retail real estate industry provides it with a significant competitive advantage in attracting new business opportunities. Government Regulation Compliance with various governmental regulations has an impact on our business, including our capital expenditures, earnings and competitive position, which can be material.
As of December 31, 2023, no single open-air shopping center accounted for more than 1.3% of the Company's annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest, or more than 1.4% of the Company’s total shopping center GLA.
As of December 31, 2024, no single open-air shopping center accounted for more than 1.2% of the Company's annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest, or more than 1.3% of the Company’s total shopping center GLA.
In addition, the Company had 21 other property interests, primarily through the Company’s preferred equity investments and other investments, totaling 5.5 million square feet of GLA. 4 Table of Contents RPT Merger On August 28, 2023, the Company and RPT Realty (“RPT”) announced that they had entered into a definitive merger agreement (the “Merger Agreement”) pursuant to which the Company would acquire RPT through a series of mergers (collectively, the “RPT Merger”).
In addition, the Company had 67 other property interests, primarily including net leased properties, preferred equity investments, and other investments, totaling 5.5 million square feet of GLA. 4 RPT Merger On August 28, 2023, the Company and RPT Realty (“RPT”) announced that they had entered into a definitive merger agreement (the “Merger Agreement”) pursuant to which the Company would acquire RPT through a series of mergers (collectively, the “RPT Merger”).
In order to add density to existing properties, the Company has obtained multi-family entitlements for 9,945 units of which 3,157 units have been constructed as of December 31, 2023. The Company continues to place strategic emphasis on live/work/play environments and in reinvesting in its existing assets, while building shareholder value.
In order to add density to existing properties, the Company has obtained multi-family entitlements for 12,379 units of which 3,357 units have been constructed as of December 31, 2024. The Company continues to place strategic emphasis on live/work/play environments and in reinvesting in its existing assets, while building shareholder value.
On January 2, 2024, RPT merged with and into the Company, with the Company continuing as the surviving public company. The RPT Merger added 56 open-air shopping centers, 43 of which are wholly owned and 13 of which are owned through a joint venture, comprising 13.3 million square feet of GLA, to the Company’s existing portfolio of 523 properties.
On January 2, 2024, RPT merged with and into the Company, with the Company continuing as the surviving public company. The RPT Merger added 56 open-air shopping centers, 43 of which were wholly-owned and 13 of which were owned through a joint venture, comprising 13.3 million square feet of GLA.
The Company’s approach in mitigating these risks include but are not limited to (i) carrying additional insurance coverage relating to flooding and windstorms, (ii) maintaining a geographically diversified portfolio, which limits exposure to event driven risks, (iii) creating a form “green lease” for its tenants which incorporates varied criteria that align landlord and tenant sustainability priorities as well as establishing green construction criteria and (iv) implementing emergency preparedness and operational energy and water efficiency programs.
Technology Increasing market and regulatory expectations may result in increased investment in upgrading technology and assets, including training and startup costs. 8 The Company’s approach in mitigating these risks include, but are not limited to (i) carrying additional insurance coverage relating to flooding and windstorms, (ii) maintaining a geographically diversified portfolio, which limits exposure to event driven risks, (iii) creating a form “green lease” for its tenants, which incorporates varied criteria that align landlord and tenant sustainability priorities as well as establishing green construction criteria and (iv) implementing emergency preparedness and operational energy and water efficiency programs.
The public may read and obtain a copy of any materials we file electronically with the SEC at http://www.sec.gov . 10 Table of Contents
The public may read and obtain a copy of any materials we file electronically with the SEC at http://www.sec.gov . Item 1 A.
In addition, pursuant to the RPT Merger, the Company obtained RPT’s 6% stake in a 49-property net lease joint venture.
In addition, as a result of the RPT Merger, the Company obtained RPT’s 6% stake in a 49-property net lease joint venture.
The Company’s strong balance sheet and liquidity position are evidenced by its investment grade unsecured debt ratings (BBB+/Baa1) by two major ratings agencies. The Company maintains one of the longest weighted average debt maturity profiles in the REIT industry, now at 8.7 years.
The strength and security of the Company’s balance sheet remains central to its strategy. The Company’s strong balance sheet and liquidity position are evidenced by its investment grade unsecured debt ratings (A-/BBB+/Baa1) by three major ratings agencies. The Company maintains one of the longest weighted average debt maturity profiles in the REIT industry, now at 8.0 years.
By cultivating high levels of associate satisfaction, management’s goal is to ensure the Company remains a significant driving force in commercial real estate well into the future. The Company has been and will continue to be an equal opportunity employer committed to hiring, developing, and supporting its highly inclusive workplace.
By cultivating high levels of associate satisfaction, management’s goal is to ensure the Company remains a significant driving force in commercial real estate well into the future. The Company is an equal opportunity employer committed to hiring, developing, and supporting a collaborative workforce.
Notwithstanding these relationships, there are numerous regional and local commercial developers, real estate companies, financial institutions and other investors who compete with the Company for the acquisition of properties and other investment opportunities and in seeking tenants who will lease space in the Company’s properties.
Management is associated with and/or actively participates in many shopping center and REIT industry organizations. Notwithstanding these relationships, there are numerous regional and local commercial developers, real estate companies, financial institutions and other investors who compete with the Company for the acquisition of properties and other investment opportunities and in seeking tenants who will lease space in the Company’s properties.
As of December 31, 2023, a total of 660 persons were employed by the Company, of which 31% were located in our corporate office with the remainder located in 26 offices throughout the United States. The average tenure of our employees was 9.4 years.
As of December 31, 2024, a total of 717 persons were employed by the Company, of which 31% were located in our corporate office with the remainder located in 31 offices throughout the United States or working remotely. The average tenure of our employees was 9.6 years.
The Company believes it can achieve this objective by: ● increasing the value of its existing portfolio of properties and generating higher levels of portfolio growth; ● increasing cash flows for reinvestment and/or for distribution to shareholders while maintaining conservative payout ratios; ● maintaining strong debt metrics and our BBB+/Baa1 unsecured debt ratings ● continuing growth in desirable demographic areas with successful retailers, primarily focused on grocery anchors; and ● increasing the number of entitlements for residential use. 6 Table of Contents Business Strategies The Company believes it is well positioned to achieve sustainable growth, with its strong core portfolio and its recent acquisitions allowing the Company to achieve higher occupancy levels, increased rental rates and rental growth in the future.
The Company believes it can achieve this objective by: • increasing the value of its existing portfolio of properties and generating higher levels of portfolio growth; • increasing cash flows for reinvestment and/or for distribution to shareholders while maintaining conservative payout ratios; • maintaining strong debt metrics and its A-/BBB+/Baa1 unsecured debt ratings; • continuing growth in desirable demographic areas with successful retailers, primarily focused on grocery anchors; and 5 • increasing the number of entitlements for residential use.
Flynn 43 Chief Executive Officer 2003 Ross Cooper 41 President and Chief Investment Officer 2006 Glenn G. Cohen 59 Executive Vice President, Chief Financial Officer 1995 David Jamieson 43 Executive Vice President, Chief Operating Officer 2007 Available Information The Company’s website is located at http://www.kimcorealty.com . The information contained on our website does not constitute part of this Form 10-K.
Cohen 60 Executive Vice President, Chief Financial Officer 1995 David Jamieson 44 Executive Vice President, Chief Operating Officer 2007 Available Information The Company’s website is located at http://www.kimcorealty.com . The information contained on our website does not constitute part of this Form 10-K.
As of December 31, 2023, the Company had interests in 523 shopping center properties (the “Combined Shopping Center Portfolio”), aggregating 89.7 million square feet of gross leasable area (“GLA”), located in 28 states.
As of December 31, 2024, the Company had interests in 568 shopping center properties (the “Combined Shopping Center Portfolio”), aggregating 101.1 million square feet of gross leasable area (“GLA”), located in 30 states.
Human Capital Resources The Company believes that its associates are one of its strongest resources and that a variety of perspectives and experiences found in its diverse workforce sparks innovation and enriches Company culture. The Company is committed to equitable and inclusive best practices in all phases of the associate life cycle, including recruitment, training, development and promotion.
Human Capital Resources The Company believes that its associates are one of its strongest resources. The Company is committed to best practices in all phases of the associate life cycle, including recruitment, training, development and promotion.
Signature Series properties also include fully entitled, shovel-ready mixed-use projects, and opportunities that we continue to identify and entitle as we seek to achieve the highest and best use of our real estate, enhance our communities, and create value for our stakeholders for years to come. The strength and security of the Company’s balance sheet remains central to its strategy.
Signature Series properties also include fully entitled, shovel-ready mixed-use projects, and opportunities that the Company continues to identify and entitle as it seeks to achieve the highest and best use of its real estate, enhance its communities, and create value for its stakeholders for years to come.
The Company's executive offices are located at 500 North Broadway, Suite 201, Jericho, NY 11753, a mixed-use property that is wholly owned by the Company, and its telephone number is (516) 869-9000 or 1-800-764-7114.
Employees may participate in KIMunity Councils focused in the areas of culture, charitable and in-kind giving, wellness, sustainability, and tenant engagement. The Company's executive offices are located at 500 North Broadway, Suite 201, Jericho, NY 11753, a mixed-use property that is wholly-owned by the Company, and its telephone number is (516) 869-9000 or 1-800-764-7114.
Business Objective The Company’s primary business objective is to be the premier owner and operator of open-air, grocery-anchored shopping centers, and a growing portfolio of mixed-use assets, in the U.S.
The Company expects to continue to operate in a manner that fosters strong debt and fixed charge coverage metrics. Business Objective The Company’s primary business objective is to be the premier owner and operator of open-air, grocery-anchored shopping centers, and a growing portfolio of mixed-use assets, in the U.S.
Item 1. Business Overview The Company is North America’s largest publicly traded owner and operator of open-air, grocery-anchored shopping centers and a growing portfolio of mixed-use assets. The Company’s mission is to create destinations for everyday living that inspire a sense of community and deliver value to our many stakeholders.
Item 1. Bu siness Overview The Company is the leading owner and operator of high-quality, open-air, grocery-anchored shopping centers and mixed-use properties in the United States. The Company’s mission is to create destinations for everyday living that inspire a sense of community and deliver value to our many stakeholders.
If the Company determines that any of its assets are impaired, the Company would be required to take impairment charges, and such amounts could be material.
The Company continues to monitor economic, financial, and social conditions and will assess its asset portfolio for any impairment indicators. If the Company determines that any of its assets are impaired, the Company would be required to take impairment charges, and such amounts could be material.
Whether it be through regular all employee calls, department meetings, frequent training sessions, Coffee Connections with the executive team, use of our BRAVO recognition program, or participation in our LABS (Leaders Advancing Business Strategy) program, associates are encouraged to be inquisitive and share ideas. Those ideas have resulted in a number of programs and benefit enhancements.
Whether it be through regular face to face discussion, all employee calls, department meetings, frequent training sessions, Coffee Connections with the executive team, use of our BRAVO recognition program, participation in our leadership development programs, or suggestions through the Company's internet portal, associates are encouraged to be inquisitive and share ideas.
As a real estate portfolio owner, the Company monitors physical and transition risks as well as opportunities posed to its business by climate change and quantifies and discloses the climate impacts of its activities.
The Company recognizes that climate change is a significant stakeholder issue threatening the viability of economic and environmental systems globally. As a real estate portfolio owner, the Company works to monitor physical and transition risks as well as opportunities posed to its business by climate change and quantifies and discloses the climate information regarding its activities.
Chronic Stressors - Wildfires Change in fire potential could lead to permanent loss of property, stress on human health (air quality) and stress on ecosystem services. Chronic Stressors - Heat and Water Stress Increases in temperature could lead to droughts and decreased available water supply could lead to higher utility usage and supply interruptions.
Chronic Stressors - Heat and Water Stress Increases in temperature could lead to droughts and decreased available water supply could lead to higher utility usage and supply interruptions.
At December 31, 2023, the Parent Company is the managing member of Kimco OP and owns 100% of the limited liability company interests of, and exercises exclusive control over, Kimco OP.
At December 31, 2024, the Parent Company is the managing member of Kimco OP and owns 99.84% of the limited liability company interests of, and exercises exclusive control over, Kimco OP as described in detail in the Explanatory Note to this Form 10-K.
We believe that the Company’s ESG programs are aligned with its core business strategy of creating destinations for everyday living that inspire a sense of community and deliver value to its many stakeholders. The Company has identified the following five pillars that outline the Company’s current strategic priorities within our ESG program.
Corporate Responsibility Programs The Company strives to build a thriving and viable business, one that succeeds by delivering long-term value for its stakeholders. We believe that the Company’s Corporate Responsibility programs are aligned with its core business strategy of creating destinations for everyday living that inspire a sense of community and deliver value to its many stakeholders.
Furthermore, at December 31, 2023, the Company’s single largest tenant represented only 3.7%, and the Company’s five largest tenants aggregated less than 11.3%, 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.
Furthermore, at December 31, 2024, the Company’s single largest tenant represented only 3.7%, and the Company’s five largest tenants aggregated less than 10.7%, 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. 6 As one of the original participants in the growth of the shopping center industry and the nation's largest owner and operator of open-air shopping centers, the Company has established close relationships with major national and regional retailers and maintains a broad network of industry contacts.
The Company’s shopping centers provide essential, necessity-based goods and services to the local communities and are primarily anchored by a grocery store, home improvement center, off-price retailer, discounter and/or service-oriented tenant. 5 Table of Contents The Company’s focus on high-quality locations has led to significant opportunities for value creation through the reinvestment in its assets to add density, replace outdated shopping center concepts, and better meet changing consumer demands.
The Company’s focus on high-quality locations has led to significant opportunities for value creation through the reinvestment in its assets to add density, replace outdated shopping center concepts, and better meet changing consumer demands.
Whether we’re participating in walks, runs, food or toy drives, the Company promotes and supports associate volunteerism with two volunteer days off per year and a company matching program in support of each associates charitable endeavors.
Engaging in the community is important to the Company and its associates. Across the Company's numerous offices, associates host volunteer and social activities. The Company promotes and supports associate volunteerism with two volunteer days off per year and a Company matching program in support of each associates charitable endeavors.
By continuing to focus on communication, collaboration, and innovation, and by encouraging associates to protect their personal time and be deliberate in where and how they choose to work, management is confident that the model results in a happier, engaged, and more efficient workforce.
By focusing on communication, collaboration, and innovation, and by encouraging associates to be deliberate in where and how they choose to work, the model results in an engaged, satisfied and efficient workforce. The Company’s executive and management team promotes a true “open door” environment in which all feedback and suggestions are welcome.
The Company operates under a hybrid work model, which balances associates’ need for valuable face-to-face interactions with individual preferences for ideal work conditions.
The Company has earned Great Place to Work certification for seven consecutive years and has been recognized as a recipient of Best Workplaces in Real Estate, Best Workplaces in New York, and Best Workplaces for Millennials. The Company operates under a hybrid work model, which balances valuable face-to-face interactions with individual preferences for ideal work conditions.
Any of these events could materially adversely impact the Company’s business, financial condition, results of operations or stock price. The Company continues to monitor economic, financial, and social conditions and will assess its asset portfolio for any impairment indicators.
These factors could slow economic growth and adversely affect the Company and its tenants which could negatively affect the overall demand for retail space, including the demand for leasable space in the Company’s properties and could materially adversely impact the Company’s business, financial condition, results of operations or stock price.
The Company promotes physical health, including access to a national gym membership program for associates and their family members as well as host to regular wellness and nutrition seminars and health screenings. The Company also feels it is important that our associates are engaged and active in the community. Across our numerous offices, associates host volunteer and social activities.
Those ideas have resulted in a number of programs and benefit enhancements. 7 The Company promotes physical and mental health, including access to a national gym membership program and no cost access to numerous health and wellness applications for associates and their family members. It supports an internal Wellness Council and hosts regular wellness and nutrition seminars and health screenings.
Economic Conditions The economy continues to face several issues, including inflation risk, liquidity constraints, 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 and has kept them at elevated levels.
Economic Conditions The economy continues to face challenges, which could impact the Company and its tenants, including elevated inflation and interest rates.
The Company identified the following components to effectively execute and achieve its strategic goals: The Company has identified the following areas where it is well positioned for sustainable growth in the future. The Company reduces its operating and leasing risks through diversification achieved by the geographic distribution of its properties and a large tenant base.
The Company has identified the following areas where it is well positioned for sustainable growth in the future.
As of December 31, 2023, the Company derived 86% of its proportionate share of annualized base rental revenues from these top major metro markets.
As of December 31, 2024, the Company derived 82% of its proportionate share of annualized base rental revenues from these top major metro markets. The Company’s shopping centers provide essential, necessity-based goods and services to the local communities and are primarily anchored by a grocery store, home improvement center, off-price retailer, discounter and/or service-oriented tenant.
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As described in greater detail in the Explanatory Note to this Form 10-K, (i) on January 1, 2023, as a result of the Reorganization, the Parent Company, a Maryland corporation, became the successor issuer to the Predecessor, and (ii) on January 3, 2023, the Predecessor converted into Kimco OP, a limited liability company, organized in the State of Delaware.
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During September 2024, Fitch Ratings assigned the Company a rating of A- for its senior unsecured debt, assigned a BBB credit rating for its preferred stock, and assigned its ‘Stable’ rating outlook. As a result, the Company achieved certain interest rate reductions and facility fee reduction for its unsecured revolving credit facility (the “Credit Facility”) and unsecured term loans.
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The Federal Reserve may continue to increase interest rates or maintain these elevated levels, until the rate of inflation begins to decrease. These elevated interest rates could adversely impact the business and financial results of the Company and its tenants.
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In addition, during September 2024, S&P Global Ratings affirmed the Company's BBB+ credit rating for its senior unsecured debt and changed its outlook from 'Stable' to 'Positive'. During January 2025, Moody's Ratings affirmed the Company's Baa1 credit rating, for its senior unsecured debt rating and changed its outlook from 'Stable' to 'Positive'.
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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.
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Business Strategies The Company believes it is well positioned to achieve sustainable growth, with its strong core portfolio and its recent acquisitions allowing the Company to achieve higher occupancy levels, increased rental rates and rental growth in the future.
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The Company expects to continue to take steps to reduce leverage, unencumber assets and maintain its strong debt coverage metrics as mixed-use projects and redevelopments continue to come online and contribute additional cash flow growth.
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To further achieve the Company's business objectives it has identified the following strategic goals: • Capitalizing on efficiencies and advantages of scale to serve as the best-in-class operator for tenants. • Providing essential, necessity-based goods and services to local communities. • Maintaining a strong balance sheet with ample liquidity. • Expanding a nationally diversified portfolio located in the high barrier to entry, first-ring suburbs within key major metropolitan Sun Belt and coastal markets. • Unlocking the highest and best use of real estate through its entitlement program and redevelopment projects through a disciplined capital allocation strategy. • Leading in corporate responsibility, delivering value to investors, tenants, employees and communities.
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As one of the original participants in the growth of the shopping center industry and the nation's largest owner and operator of open-air shopping centers, the Company has established close relationships with major national and regional retailers and maintains a broad network of industry contacts. Management is associated with and/or actively participates in many shopping center and REIT industry organizations.
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High Quality, Diversified Portfolio Accretive Capital Allocation Significant Financial Strength Corporate Responsibility Leadership • Well positioned, grocery anchored portfolio in major Sun Belt and coastal markets, with 91% of the portfolio within the Sun Belt and/or coastal markets • Highly diversified tenant base led by healthy mix of essential, necessity-based tenants and omni channel retailers • Provide critical last-mile solution to its diverse pool of tenants • Generate additional internal and external growth through accretive acquisitions and (re)development • Growth through a curated collection of mixed-use projects and redevelopments • Opportunistic acquisition and structured investment platform (“Plus”) business focused on accretive unique opportunities • Maintain a strong balance sheet and liquidity position with an emphasis on reduced leverage and a sustainable and growing dividend • Over $2.7 billion of immediate liquidity, including the Company's $2.0 billion unsecured revolving credit facility • 8.0-year consolidated weighted average debt maturity profile • Over 525 unencumbered properties, approximately 91% of the centers in the Company's portfolio • Over 60 years of delivering value to investors, tenants, employees, and communities • Corporate Responsibility approach is aligned with core business strategy • Proactive approach to quantifying, disclosing and managing climate, reputational and other risks The Company reduces its operating and leasing risks through diversification achieved by the geographic distribution of its properties and a large tenant base.
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The Company has been recognized as a Great Place to Work® for six consecutive years as well as a One of the 2023 Best Workplaces in Real Estate™, both of which are based on anonymous third-party surveys and feedback collected from our associates.
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Acute Hazards - Wildfires Change in fire potential could lead to permanent loss of property, stress on human health (air quality) and stress on ecosystem services.
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Additionally, the Company was once again designated a Leader in LGBTQ+ Workplace Inclusion having achieved the highest score on the Human Rights Campaign Foundation’s 2023-2024 Corporate Equality Index, one of only a few REITs earning the Equality 100 Award.
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As of June 30, 2024, the Company reached full allocation of the $500.0 million green bond. Additionally, the Company’s $2.0 billion Credit Facility is a green credit facility, which incorporates rate adjustments associated with attainment (or non-attainment) of Scope 1 and 2 greenhouse gas emissions reductions.
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The Company’s executive and management team promotes a true “open door” environment in which all feedback and suggestions are welcome.
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In 2024, the Company entered into a credit agreement in which $310.0 million in new term loans were issued with rate adjustments that are also tied to the attainment (or non-attainment) of Scope 1 and 2 greenhouse gas emissions.
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The Company also encourages associates to directly drive strategy around the Company’s environmental, social and governance initiatives through participation in five associate-driven KIMunity Councils focused in the areas of diversity, equity and inclusion, giving, wellness, sustainability, and tenant engagement. 7 Table of Contents The Company recognizes the importance of advanced education and provides funds for scholarship programs to benefit the children of our associates as well as students interested in pursuing careers in real estate.
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During 2024, the Company attained the Scope 1 and 2 gas emissions targets and achieved the maximum interest rate adjustment to its Credit Facility and certain of its term loans. Additional information about our approach to corporate responsibility is available in our Corporate Responsibility Report, which can be found on the Company’s website.
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Environmental, Social and Governance ( “ ESG ” ) Programs The Company strives to build a thriving and viable business, one that succeeds by delivering long-term value for its stakeholders.
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Such information is not incorporated by reference into, and is not part of, this annual report on Form 10-K.
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The Company has defined 16 ESG goals that expand upon the Company’s commitment with clear targets in each pillar: 8 Table of Contents The Company has aligned its annual reporting towards standards from the Global Reporting Initiative (“GRI”), Sustainability Accounting Standards Board (“SASB”) and Task Force on Climate-related Financial Disclosures (“TCFD”).
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Risk Factors We are subject to certain business and legal risks, including, but not limited to, the following: Risks Related to Our Business and Operations Adverse global market and economic conditions may impede our ability to generate sufficient income and maintain our properties. Our properties consist primarily of open-air shopping centers, including mixed-use assets, and other retail properties.
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The Company also discloses aggregate-level EEO-1 workforce data that can be found on the Company’s website, which data and website contents are not incorporated by reference hereto. Additional ESG information of relevance to stakeholders can be found on the Company’s website, the contents of which are not incorporated by reference and do not form a part of this Form 10-K.
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Our performance, therefore, is generally linked to economic conditions in the market for retail space.
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The Company recognizes that climate change is one of the most significant stakeholder issues of our times, threatening the viability of economic and environmental systems globally. The scientific community has studied climate change and a consensus exists that warming is occurring outside the boundaries of historical planetary trends due in significant part, to human activity.
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The economic performance and value of our properties is subject to all of the risks associated with owning and operating real estate, including, but not limited to: • changes in the national, regional and local economic climate; • local conditions, including an oversupply of, or a reduction in demand for, space in properties like those that we own or operate; • trends toward smaller store sizes as retailers reduce inventory and develop new prototypes; • increasing use by customers of e-commerce and online store sites; • the attractiveness of our properties to tenants; • market disruptions due to global pandemics or other health epidemics; 9 • the ability of tenants to pay rent, particularly anchor tenants with leases in multiple locations; • tenants who may declare bankruptcy and/or close stores; • competition from other available properties to attract and retain tenants; • changes in market rental rates; • the need to periodically pay for costs to repair, renovate and re-let space; • ongoing consolidation in the retail sector; • the excess amount of retail space in a number of markets; • changes in operating costs, including costs for maintenance, insurance and real estate taxes; • the expenses of owning and operating properties, which are not necessarily reduced when circumstances such as market factors and competition cause a reduction in income from the properties; • changes in laws and governmental regulations, including those governing usage, zoning, the environment and taxes; • acts of terrorism and war and acts of God, including physical and weather-related damage to our properties; • the continued service and availability of key personnel; and • the risk of functional obsolescence of properties over time.
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Technology Increasing market and regulatory expectations may result in increased investment in upgrading technology and assets, including training and startup costs.
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Competition may limit our ability to purchase new properties or generate sufficient income from tenants and may decrease the occupancy and rental rates for our properties. Numerous commercial developers and real estate companies compete with us in seeking tenants for our existing properties and properties for acquisition.
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Open-air shopping centers, including mixed-use assets, or other retail shopping centers with more convenient locations or better rents may attract tenants or cause them to seek more favorable lease terms at or prior to renewal.
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Retailers at our properties may face increasing competition from other retailers, e-commerce, outlet malls, discount shopping clubs, telemarketing or home shopping networks, all of which could (i) reduce rents payable to us; (ii) reduce our ability to attract and retain tenants at our properties; or (iii) lead to increased vacancy rates at our properties.
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We may fail to anticipate the effects of changes in consumer buying practices, particularly of growing online sales and the resulting retailing practices and space needs of our tenants or a general downturn in our tenants’ businesses, which may cause tenants to close stores or default in payment of rent.
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We face competition in the acquisition or development of real property from others engaged in real estate investment that could increase our costs associated with purchasing and maintaining assets. Some of these competitors may have greater financial resources than we do.
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This could result in competition for the acquisition of properties for tenants who lease or consider leasing space in our existing and subsequently acquired properties and for other investment or development opportunities. Our performance depends on our ability to collect rent from tenants, including anchor tenants, our tenants’ financial condition and our tenants maintaining leases for our properties.
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At any time, our tenants may experience a downturn in their business that may significantly weaken their financial condition. As a result, our tenants may delay a number of lease commencements, decline to extend or renew leases upon expiration, fail to make rental payments when due, close stores or declare bankruptcy.
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Any of these actions could result in the termination of tenants’ leases and the loss of rental income attributable to these tenants’ leases. In the event of a default by a tenant, we may experience delays and costs in enforcing our rights as landlord under the terms of the leases.
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In addition, multiple lease terminations by tenants, including anchor tenants, or a failure by multiple tenants to occupy their premises in a shopping center could result in lease terminations or significant reductions in rent by other tenants in the same shopping centers under the terms of some leases.
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In that event, we may be unable to re-lease the vacated space at attractive rents or at all, and our rental payments from our continuing tenants could significantly decrease.

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Item 2. Properties

Properties — owned and leased real estate

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Biggest changeAmounts in thousands, except for number of leases data: Year Ending December 31, Number of Leases Expiring Square Feet Expiring Total Annual Base Rent Expiring % of Gross Annual Rent (1) 115 381 $ 9,741 0.7 % 2024 814 3,965 $ 85,798 6.6 % 2025 1,167 7,756 $ 150,601 11.6 % 2026 1,150 9,600 $ 164,580 12.7 % 2027 1,178 9,559 $ 177,095 13.6 % 2028 1,218 10,467 $ 200,255 15.4 % 2029 796 7,299 $ 130,729 10.1 % 2030 368 2,903 $ 65,229 5.0 % 2031 355 2,350 $ 54,949 4.2 % 2032 381 2,717 $ 54,113 4.2 % 2033 411 3,209 $ 61,773 4.8 % (1) Leases currently under a month-to-month lease or in process of renewal.
Biggest changeAmounts in thousands, except for number of leases data: Year Ending December 31, Number of Leases Expiring Square Feet Expiring Total Annual Base Rent Expiring % of Gross Annual Rent (1) 130 477 $ 10,596 0.7 % 2025 875 4,856 $ 99,236 6.7 % 2026 1,312 11,203 $ 191,462 12.9 % 2027 1,385 10,748 $ 202,735 13.6 % 2028 1,381 11,324 $ 221,941 14.9 % 2029 1,287 10,352 $ 199,588 13.4 % 2030 793 6,721 $ 135,513 9.1 % 2031 434 2,902 $ 63,952 4.3 % 2032 431 3,274 $ 63,071 4.2 % 2033 457 3,615 $ 70,462 4.7 % 2034 442 3,444 $ 77,147 5.2 % (1) Leases currently under a month-to-month lease or in process of renewal.
The following table sets forth the aggregate lease expirations for each of the next ten years, assuming no renewal options are exercised. For purposes of the table, the Total Annual Base Rent Expiring represents annualized rental revenue, excluding the impact of straight-line rent, for each lease that expires during the respective year.
The following table sets forth the aggregate lease expirations for each of the next ten years, assuming no renewal options are exercised. For purposes of the table, the Total Annual Base 24 Rent Expiring represents annualized rental revenue, excluding the impact of straight-line rent, for each lease that expires during the respective year.
The Company's open-air shopping centers are usually "anchored" by a grocery store, home improvement centers, off-price retailer, discounter or service-oriented tenant.
The Company's open-air shopping centers are usually "anchored" by a grocery store, home improvement center, off-price retailer, discounter or service-oriented tenant.
The following table shows the number of properties, total proportionate share of GLA and total proportionate share of annualized base rental revenues (including % of total) for the Company’s top 10 major metropolitan markets by total proportionate share of annualized based rent as of December 31, 2023.
The following table shows the number of properties, total proportionate share of GLA and total proportionate share of annualized base rental revenues (including % of total) for the Company’s top 10 major metropolitan markets by total proportionate share of annualized based rent as of December 31, 2024.
Ground-Leased Properties . The Company has interests in 38 consolidated shopping center properties that are subject to long-term ground leases where a third party owns and has leased the underlying land to the Company to construct and/or operate a shopping center.
Ground-Leased Properties The Company has interests in 40 consolidated shopping center properties that are subject to long-term ground leases where a third party owns and has leased the underlying land to the Company to construct and/or operate a shopping center.
As of December 31, 2023, no single open-air shopping center accounted for more than 1.3% of the Company's annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest, or more than 1.4% of the Company’s total shopping center GLA.
As of December 31, 2024, no single open-air shopping center accounted for more than 1.2% of the Company's annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest, or more than 1.3% of the Company’s total shopping center GLA.
Although many of the leases require the Company to make roof and structural repairs as needed, a number of tenant leases place that responsibility on the tenant, and the Company's standard small store lease provides for reimbursements by the tenant as part of common area maintenance.
Although many of the leases require the Company to make roof and structural repairs as needed, a number of tenant leases place that responsibility on the tenant, and the Company's standard small store lease provides for reimbursements by the tenant as part of common area maintenance. Additionally, many of the leases provide for reimbursements by the tenant of capital expenditures.
Some of the major national and regional companies that are tenants in the Company's shopping center properties include TJX Companies, The Home Depot, Albertsons Companies, Ross Stores, Amazon/Whole Foods Market, Burlington Stores, PetSmart, Ahold Delhaize, Kroger, and Walmart.
Some of the major national and regional companies that are tenants in the Company's shopping center properties include TJX Companies, Ross Stores, The Home Depot, Amazon/Whole Foods Market, Burlington Stores, Albertsons Companies, PetSmart, Ahold Delhaize, Kroger, and Dick's Sporting Goods.
At December 31, 2023, the Company’s five largest tenants were TJX Companies, The Home Depot, Albertsons Companies, Ross Stores and Amazon/Whole Foods Market, which represented 3.7%, 2.1%, 1.9%, 1.9% and 1.8%, respectively, of the Company’s annualized base rental revenues, including the proportionate share of base rental revenues from properties in which the Company has less than a 100% economic interest.
At December 31, 2024, the Company’s five largest tenants were TJX Companies, Ross Stores, The Home Depot, Amazon/Whole Foods Market, and Burlington Stores, which represented 3.7%, 1.8%, 1.8%, 1.7% 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.
For the period of January 1, 2023 to December 31, 2023, the Company increased the average base rent per leased square foot, which includes the impact of tenant concessions, in its consolidated portfolio of open-air shopping centers from $19.60 to $20.24, an increase of $0.64.
For the period of January 1, 2024 to December 31, 2024, the Company increased the average base rent per leased square foot, which includes the impact of tenant concessions, in its consolidated portfolio of open-air shopping centers from $20.24 to $20.36, an increase of $0.12.
During 2023, the Company expended $151.1 million in connection with property redevelopments and $113.3 million related to improvements. The Company's management believes its experience in the real estate industry and its relationships with numerous national and regional tenants gives it an advantage in an industry where ownership is fragmented among a large number of property owners.
During 2024, the Company expended $156.2 million in connection with property redevelopments and $168.3 million related to improvements. The Company's management believes its experience in the real estate industry and its relationships with numerous national and regional tenants gives it an advantage in an industry where ownership is fragmented among a large number of property owners.
Open-air shopping centers comprise the primary focus of the Company's current portfolio. As of December 31, 2023, the Company’s Combined Shopping Center Portfolio, was 96.2% leased. The Company's open-air shopping center properties, which are generally owned and operated through subsidiaries or joint ventures, had an average size of 171,471 square feet as of December 31, 2023.
Open-air shopping centers comprise the primary focus of the Company's current portfolio. As of December 31, 2024, the Company’s Combined Shopping Center Portfolio, was 96.3% leased. The Company's open-air shopping center properties, which are generally owned and operated through subsidiaries or joint ventures, had an average size of 177,978 square feet as of December 31, 2024.
The Company’s leases may also include escalation clauses, which provide for increases based upon changes in the consumer price index or similar inflation indices. As of December 31, 2023, the Company’s consolidated operating portfolio, comprised of 426 shopping center properties aggregating 70.8 million square feet of GLA, was 96.1% leased.
The Company’s leases may also include escalation clauses, which provide for increases based upon changes in the consumer price index or similar inflation indices. As of December 31, 2024, the Company’s consolidated operating portfolio, comprised of 459 shopping center properties aggregating 79.7 million square feet of GLA, was 96.4% leased.
During 2023, the Company executed 1,620 leases totaling 11.1 million square feet in the Company’s consolidated operating portfolio comprised of 500 new leases and 1,120 renewals and options. The leasing costs associated with these new leases are estimated to aggregate $119.5 million or $39.74 per square foot.
During 2024, the Company executed 1,556 leases totaling 10.3 million square feet in the Company’s consolidated operating portfolio comprised of 431 new leases and 1,125 renewals and options. The leasing costs associated with these new leases are estimated to aggregate $111.5 million, or $44.93 per square foot.
These costs include $93.9 million of tenant improvements and $25.6 million of external leasing commissions. The average rent per square foot for (i) new leases was $21.41 and (ii) renewals and options was $19.20.
These costs include $88.5 million of tenant improvements and $23.0 million of external leasing commissions. The average rent per square foot for (i) new leases was $22.63 and (ii) renewals and options was $19.79.
Item 2. Properties Real Estate Portfolio. As of December 31, 2023, the Company had interests in 523 shopping center properties aggregating 89.7 million square feet of GLA located in 28 states. In addition, the Company had 21 other property interests, primarily through the Company’s preferred equity investments and other investments, totaling 5.5 million square feet of GLA.
Item 2. Prop erties Real Estate Portfolio As of December 31, 2024, the Company had interests in 568 shopping center properties aggregating 101.1 million square feet of 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 5.5 million square feet of GLA.
Amounts for GLA and Annual Base Rent in thousands: Total Total Proportionate Number of Proportionate Share of Annual % of Gross Market Rank Properties Share of GLA Base Rent Annual Rent New York 1 71 6,770 $ 166,799 11.7 % Baltimore, Washington D.C. 2 46 8,139 $ 161,295 11.3 % Los Angeles, Orange County, San Diego 3 49 7,570 $ 148,733 10.4 % Miami, Ft.
Amounts for GLA and Annual Base Rent in thousands: Market Rank Number of Properties Total Proportionate Share of GLA Total Proportionate Share of Annual Base Rent % of Gross Annual Rent Baltimore, Washington D.C. 1 47 8,286 $ 168,391 10.2 % New York 2 71 6,784 $ 166,965 10.1 % Los Angeles, Orange County, San Diego 3 48 7,535 $ 151,753 9.2 % Miami, Ft.
Additionally, many of the leases provide for reimbursements by the tenant of capital expenditures. 24 Table of Contents Minimum base rental revenues, operating expense reimbursements, and percentage rents accounted for 98% of the Company's total revenues from rental properties for the year ended December 31, 2023.
Minimum base rental revenues, operating expense reimbursements, and percentage rents accounted for 98% of the Company's total revenues from rental properties for the year ended December 31, 2024.
This increase primarily consists of (i) a $0.48 increase relating to rent step-ups within the portfolio and new leases signed, net of leases vacated, (ii) an $0.08 increase relating to acquisitions and transfers and (iii) a $0.08 increase relating to dispositions. The Company has a total of 8,413 leases in the consolidated operating portfolio.
This increase primarily consists of (i) a $0.42 increase relating to rent step-ups within the portfolio and new leases signed, net of leases vacated and (ii) a $0.10 increase relating to acquisitions, partially offset by (iii) a $0.40 decrease relating to the acquisition of RPT. The Company has a total of 9,382 leases in the consolidated operating portfolio.
Lauderdale 4 41 6,396 $ 124,806 8.7 % Houston 5 31 6,036 $ 122,453 8.6 % San Francisco, Sacramento, San Jose 6 24 3,076 $ 79,535 5.6 % Phoenix 7 23 4,524 $ 63,453 4.4 % Philadelphia 8 21 3,040 $ 56,567 4.0 % Orlando 9 15 2,373 $ 46,754 3.3 % Raleigh-Durham 10 14 2,905 $ 42,587 3.0 % A substantial portion of the Company's income consists of rent received under long-term leases.
Lauderdale 4 47 7,105 $ 144,284 8.8 % Houston 5 31 6,095 $ 125,915 7.6 % Orlando 6 18 3,851 $ 81,172 4.9 % San Francisco, Sacramento, San Jose 7 24 3,037 $ 80,111 4.9 % Phoenix 8 23 4,524 $ 66,661 4.0 % Philadelphia 9 21 3,040 $ 58,498 3.6 % Atlanta 10 19 3,296 $ 51,314 3.1 % 23 A substantial portion of the Company's income consists of rent received under long-term leases.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeItem 3. Legal Proceedings The Company is not presently involved in any litigation nor, to its knowledge, is any litigation threatened against the Company or its subsidiaries that, in management's opinion, would result in any material effect on the Company's ownership, management or operation of its properties taken as a whole, or which is not covered by the Company's insurance.
Biggest changeLegal Pro ceedings The Company is not presently involved in any litigation nor, to its knowledge, is any litigation threatened against the Company or its subsidiaries that, in management's opinion, would result in any material effect on the Company's ownership, management or operation of its properties taken as a whole, or which is not covered by the Company's insurance.
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Item 4. Mine Safety Disclosures Not applicable. 25 PART I I

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe following table reflects the income tax status of distributions per share paid to holders of shares of our common stock: Year Ended December 31, 2023 2022 Dividend paid per share $ 1.02 $ 0.84 Ordinary income 99 % 81 % Capital gains - 16 % Return of capital 1 % 3 % In addition to common stock offerings, the Company has capitalized on the growth in its business through the issuance of unsecured fixed rate medium-term notes, underwritten bonds, unsecured bank debt, mortgage debt and perpetual preferred stock.
Biggest changeIn addition to common stock offerings, the Company has capitalized on the growth in its business through the issuance of unsecured fixed rate medium-term notes, underwritten bonds, unsecured bank debt, mortgage debt and perpetual preferred stock.
The Company does not believe that the preferential rights available to the holders of its Class L Preferred Stock, Class M Preferred Stock, and Class N Preferred Stock, the financial covenants contained in its public bond indentures, as amended, or the credit agreement for its Credit Facility and bank term loans will have an adverse impact on the Company's ability to pay dividends in the normal course to its common stockholders or to distribute amounts necessary to maintain its qualification as a REIT.
The Company does not believe that the preferential rights available to the holders of its 5.125% Class L Cumulative Redeemable Preferred Stock "Class L Preferred Stock", 5.250% Class M Cumulative Redeemable Preferred Stock "Class M Preferred Stock", and Class N Preferred Stock, the financial covenants contained in its public bond indentures, as amended, or the credit agreement for its Credit Facility and bank term loans will have an adverse impact on the Company's ability to pay dividends in the normal course to its common stockholders or to distribute amounts necessary to maintain its qualification as a REIT.
The following table presents information regarding the shares of common stock repurchased by the Company during the three months ended December 31, 2023.
The following table presents information regarding the shares of common stock repurchased by the Company during the three months ended December 31, 2024.
See Footnote 28 of the Notes to Consolidated Financial Statements included in this Form 10-K.
See Footnote 20 of the Notes to Consolidated Financial Statements included in this Form 10-K.
See "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Footnotes 12, 13 and 18 of the Notes to Consolidated Financial Statements included in this Form 10-K.
See "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Footnotes 13, 14 and 20 of the Notes to Consolidated Financial Statements included in this Form 10-K.
Item 5. Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information: The Company’s common stock is traded on the NYSE under the trading symbol "KIM". Holders: The number of holders of record of the Company's common stock, par value $0.01 per share, was 2,853 as of January 31, 2024.
Item 5. Market for the Re gistrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information: The Company’s common stock is traded on the NYSE under the trading symbol "KIM". Holders: The number of holders of record of the Company's common stock, par value $0.01 per share, was 2,732 as of January 31, 2025.
The Company may, from time-to-time, either (i) purchase shares of its common stock in the open market or (ii) issue new shares of its common stock for the purpose of fulfilling its obligations under the Plan. Recent Sales of Unregistered Securities: None.
The Company may, from time-to-time, either (i) purchase shares of its common stock in the open market or (ii) issue new shares of its common stock for the purpose of fulfilling its obligations under the Plan.
Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions) October 1, 2023 – October 31, 2023 213 $ 17.28 - $ 224.9 November 1, 2023 – November 30, 2023 - - - $ 224.9 December 1, 2023 – December 31, 2023 2,250 22.33 - $ 224.9 Total 2,463 $ 21.89 - Total Stockholder Return Performance: The following performance chart compares, over the five years ended December 31, 2023, the cumulative total stockholder return on the Company’s common stock with the cumulative total return of the S&P 500 Index and the cumulative total return of the NAREIT Equity REITs Index (the “NAREIT Equity REITs”) prepared and published by the National Association of Real Estate Investment Trusts (“NAREIT”).
Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions) October 1, 2024 - October 31, 2024 24,141 $ 24.00 - $ 224.9 November 1, 2024 - November 30, 2024 164 25.31 - $ 224.9 December 1, 2024 - December 31, 2024 259 23.01 - $ 224.9 Total 24,564 $ 24.00 - Total Stockholder Return Performance: The following performance chart compares, over the five years ended December 31, 2024, the cumulative total stockholder return on the Company’s common stock with the cumulative total return of the S&P 500 Index and the cumulative total return of the NAREIT Equity REITs Index (the “NAREIT Equity REITs”) prepared and published by the National Association of Real Estate Investment Trusts (“NAREIT”).
During the year ended December 31, 2023, the Company repurchased 761,149 shares of the Company’s common stock for an aggregate purchase price of $16.3 million (weighted average price of $21.41 per share) in connection with common shares surrendered or deemed surrendered to the Company to satisfy statutory minimum tax withholding obligations in connection with equity-based compensation plans.
During the year ended December 31, 2024, the Company repurchased 792,317 shares of the Company’s common stock for an aggregate purchase price of $15.8 million (weighted average price of $20.00 per share) in connection with shares of common stock surrendered or deemed surrendered to the Company to satisfy statutory minimum tax withholding obligations in connection with equity-based compensation plans.
As of December 31, 2023, the Company had $224.9 million available under this common share repurchase program.
The Company did not repurchase any shares under the share repurchase program during the year ended December 31, 2024. As of December 31, 2024, the Company had $224.9 million available under this common share repurchase program.
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 year ended December 31, 2023.
During February 2018, the Company established 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.
In addition, during January 2024, the Company’s Board of Directors 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 through February 28, 2026. 26 Table of Contents The Company’s Board of Directors also extended its previously authorized common share repurchase program, which is now scheduled to expire February 28, 2026.
Recent Sales of Unregistered Securities: None. 26 Issuer Purchases of Equity Securities: During January 2024, the Company’s Board of Directors 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, par value $1.00 per share through February 28, 2026.
Stockholder return performance, presented annually for the five years ended December 31, 2023, is not necessarily indicative of future results. All stockholder return performance assumes the reinvestment of dividends.
Constituents of the index include all tax-qualified REITs with more than 50% of total assets in qualifying real estate assets other than mortgages secured by real property. 27 Stockholder return performance, presented annually for the five years ended December 31, 2024, is not necessarily indicative of future results. All stockholder return performance assumes the reinvestment of dividends.
The NAREIT Equity REITs Index is a free-float adjusted, market capitalization-weighted index of U.S. equity REITs. Constituents of the index include all tax-qualified REITs with more than 50% of total assets in qualifying real estate assets other than mortgages secured by real property.
The NAREIT Equity REITs Index is a free-float adjusted, market capitalization-weighted index of U.S. equity REITs.
Removed
Issuer Purchases of Equity Securities: The Company’s Board of Directors had authorized the repurchase of up to 894,000 depositary shares of Class L preferred stock and 1,048,000 depositary shares of Class M preferred stock through December 31, 2023, which represented up to an aggregate of 1,942 shares of the Company’s preferred stock, par value $1.00 per share.
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The following table reflects the income tax status of distributions per share paid to holders of shares of our common stock: Year Ended December 31, 2024 2023 Dividend paid per share (1) $ 0.97 $ 1.02 Ordinary income 68 % 99 % Capital gains 32 % - Return of capital - 1 % (1) During 2023, the Company’s Board of Directors declared a $0.09 per common share special cash dividend to maintain distribution requirements as a REIT.
Removed
During the year ended December 31, 2023, the Company repurchased 43,777 depositary shares of Class L preferred stock and 23,791 depositary shares of Class M preferred stock for a purchase price of $1.0 million and $0.5 million, respectively.
Added
On November 4, 2024, the Company commenced a tender offer to purchase for cash any and all of its outstanding Class N Preferred Stock depositary shares at a price of $62.00 per depositary share, plus any accrued and unpaid dividends ("Class N Tender Offer").
Removed
The information in this paragraph and the following performance chart are deemed to be furnished, not filed. 27 Table of Contents Comparison of 5 year cumulative total return data points Dec-18 Dec-19 Dec-20 Dec-21 Dec-22 Dec-23 Kimco Realty Corporation $ 100 $ 150 $ 114 $ 193 $ 172 $ 183 S&P 500 $ 100 $ 131 $ 156 $ 200 $ 164 $ 207 NAREIT Equity REITs $ 100 $ 126 $ 116 $ 166 $ 126 $ 143 Item 6.
Added
Pursuant to the terms and conditions of the Class N Tender Offer, which expired on December 12, 2024, the Company repurchased 409,772 Class N depositary shares outstanding on December 16, 2024, for an aggregate cost of $26.7 million, of which $3.3 million was recognized as Preferred stock redemption charges on the Company’s Consolidated Statements of Income.
Added
The information in this paragraph and the following performance chart are deemed to be furnished, not filed.
Added
Comparison of 5 year cumulative total return data points Dec-19 Dec-20 Dec-21 Dec-22 Dec-23 Dec-24 Kimco Realty Corporation $ 100 $ 76 $ 129 $ 115 $ 122 $ 140 S&P 500 $ 100 $ 118 $ 152 $ 125 $ 158 $ 197 NAREIT Equity REITs $ 100 $ 92 $ 132 $ 100 $ 113 $ 123 It em 6.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeThe following is a reconciliation of Net income/(loss) available to the Company’s common shareholders to Same property NOI (in thousands): Three Months Ended December 31, Year Ended December 31, 2023 2022 2023 2022 Net income/(loss) available to the Company’s common shareholders $ 133,360 $ (56,086 ) $ 629,252 $ 100,758 Adjustments: Management and other fee income (3,708 ) (3,955 ) (16,343 ) (16,836 ) General and administrative 35,627 31,928 136,807 119,534 Impairment charges - 200 14,043 21,958 Merger charges 1,016 - 4,766 - Depreciation and amortization 124,282 124,676 507,265 505,000 Gain on sale of properties (22,600 ) (4,221 ) (74,976 ) (15,179 ) Special dividend income - - (194,116 ) - Interest expense and other income, net 46,917 50,969 210,241 205,652 (Gain)/loss on marketable securities, net (3,620 ) 100,314 (21,262 ) 315,508 (Benefit)/provision for income taxes, net (175 ) 57,750 60,952 56,654 Equity in income of other investments, net (1,968 ) (1,912 ) (10,709 ) (17,403 ) Net income/(loss) attributable to noncontrolling interests 2,468 2,710 11,676 (11,442 ) Preferred dividends 6,285 6,307 25,021 25,218 Non same property net operating income (12,967 ) (13,293 ) (62,357 ) (68,548 ) Non-operational expense from joint ventures, net 24,713 23,934 86,625 55,514 Same property NOI $ 329,630 $ 319,321 $ 1,306,885 $ 1,276,388 Same property NOI increased by $10.3 million, or 3.2%, for the three months ended December 31, 2023, as compared to the corresponding period in 2022.
Biggest changeThe following is a reconciliation of Net income available to the Company’s common shareholders to Same property NOI (in thousands): Three Months Ended December 31, Year Ended December 31, 2024 2023 2024 2023 Net income available to the Company’s common shareholders $ 154,835 $ 133,360 $ 375,718 $ 629,252 Adjustments: Management and other fee income (4,333 ) (3,708 ) (17,949 ) (16,343 ) General and administrative 34,902 35,627 138,140 136,807 Impairment charges 199 - 4,476 14,043 Merger charges - 1,016 25,246 4,766 Depreciation and amortization 156,130 124,282 603,685 507,265 Gain on sale of properties (330 ) (22,600 ) (1,274 ) (74,976 ) Special dividend income - - - (194,116 ) Interest expense and other income, net 66,032 46,917 250,201 210,241 Loss/(gain) on marketable securities, net 66 (3,620 ) 27,679 (21,262 ) (Benefit)/provision for income taxes, net (46,938 ) (175 ) 25,417 60,952 Equity in income of other investments, net (353 ) (1,968 ) (9,821 ) (10,709 ) Net income attributable to noncontrolling interests 1,961 2,468 8,654 11,676 Preferred stock redemption charges 3,304 - 3,304 - Preferred dividends, net 7,899 6,285 31,763 25,021 RPT same property NOI (1) - 40,062 606 160,978 Non same property net operating income (13,781 ) (9,727 ) (54,627 ) (55,508 ) Non-operational expense from joint ventures, net 30,066 24,713 115,695 86,625 Same property NOI $ 389,659 $ 372,932 $ 1,526,913 $ 1,474,712 (1) Amounts for the respective periods, represent the Same property NOI from RPT properties, not included in the Company's Net income available to the Company's common shareholders.
The Company considers Same property NOI as an important operating performance measure because it is frequently used by securities analysts and investors to measure only the net operating income of properties that have been owned by the Company for the entire current and prior year reporting periods.
The Company considers Same property NOI as an important operating performance measure because it is frequently used by securities analysts and 44 investors to measure only the net operating income of properties that have been owned by the Company for the entire current and prior year reporting periods.
NAREIT defines FFO as net income/(loss) available to the Company’s common shareholders computed in accordance with GAAP, excluding (i) depreciation and amortization related to real estate, (ii) gains or losses from sales of certain real estate assets, (iii) gains and losses from change in control, (iv) impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity and (v) after adjustments for unconsolidated partnerships and joint ventures calculated to reflect FFO on the same basis.
NAREIT defines FFO as net income available to the Company’s common shareholders computed in accordance with GAAP, excluding (i) depreciation and amortization related to real estate, (ii) gains or losses from sales of certain real estate assets, (iii) gains and losses from change in control, (iv) impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity and (v) after adjustments for unconsolidated partnerships 43 and joint ventures calculated to reflect FFO on the same basis.
The Company’s supplemental indenture governing its senior notes contains the following covenants, all of which the Company is compliant with: Covenant Must Be As of December 31, 2023 Consolidated Indebtedness to Total Assets 38% Consolidated Secured Indebtedness to Total Assets 2% Consolidated Income Available for Debt Service to Maximum Annual Service Charge >1.50x 5.3x Unencumbered Total Asset Value to Consolidated Unsecured Indebtedness >1.50x 2.4x For a full description of the various indenture covenants refer to the Indenture dated September 1, 1993; the First Supplemental Indenture dated August 4, 1994; the Second Supplemental Indenture dated April 7, 1995; the Third Supplemental Indenture dated June 2, 2006; the Fourth Supplemental Indenture dated April 26, 2007; the Fifth Supplemental Indenture dated as of September 24, 2009; the Sixth Supplemental Indenture dated as of May 23, 2013; Seventh Supplemental Indenture dated as of April 24, 2014; and the Eighth Supplemental Indenture dated as of January 3, 2023 each as filed with the SEC.
Senior Notes – The Company’s supplemental indenture governing its senior notes contains the following covenants, all of which the Company is compliant with: Covenant Must Be As of December 31, 2024 Consolidated Indebtedness to Total Assets 38% Consolidated Secured Indebtedness to Total Assets 2% Consolidated Income Available for Debt Service to Maximum Annual Service Charge >1.50x 4.4x Unencumbered Total Asset Value to Consolidated Unsecured Indebtedness >1.50x 2.4x For a full description of the various indenture covenants refer to the Indenture dated September 1, 1993; the First Supplemental Indenture dated August 4, 1994; the Second Supplemental Indenture dated April 7, 1995; the Third Supplemental Indenture dated June 2, 2006; the Fourth Supplemental Indenture dated April 26, 2007; the Fifth Supplemental Indenture dated as of September 24, 2009; the Sixth Supplemental Indenture dated as of May 23, 2013; the Seventh Supplemental Indenture dated as of April 24, 2014; and the Eighth Supplemental Indenture dated as of January 3, 2023, each as filed with the SEC.
Also, upon acquisition of real estate operating properties in either an asset acquisition or business combination, the Company estimates the fair value of acquired tangible assets (consisting of land, building, building improvements and tenant improvements) and identified intangible assets and liabilities (consisting of above and below-market leases, in-place 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.
Also, upon acquisition of real estate operating properties in either an asset acquisition or business combination, the Company estimates the fair value of acquired 29 tangible assets (consisting of land, building, building improvements and tenant improvements) and identified intangible assets and liabilities (consisting of above and below-market leases, in-place leases, and tenant relationships, where applicable), any assumed debt and/or redeemable units issued at the date of acquisition, based on evaluation of information and estimates available at that date.
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 2024 will be approximately $225.0 million to $275.0 million.
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 2025 will be approximately $225.0 million to $275.0 million.
The Company’s reconciliation of Net income/(loss) available to the Company’s common shareholders to FFO available to the Company’s common shareholders is reflected in the table below (in thousands, except per share data).
The Company’s reconciliation of Net income available to the Company’s common shareholders to FFO available to the Company’s common shareholders is reflected in the table below (in thousands, except per share data).
The Company intends to maintain strong debt service coverage and fixed charge coverage ratios as part of its commitment to maintain its unsecured debt ratings. The Company may, from time to time, seek to obtain funds through additional common and preferred equity offerings, unsecured debt financings, unsecured term loans and/or mortgage/construction loan financings and other capital alternatives.
The Company intends to maintain strong debt service coverage and fixed charge coverage ratios as part of its commitment to maintain its unsecured debt ratings. The Company may, from time to time, seek to obtain funds through additional common and preferred equity offerings, unsecured debt financings, and/or mortgage/construction loan financings and other capital alternatives.
See the Exhibits Index in this Form 10-K for specific filing information. In connection with the Reorganization, Kimco OP became the issuer of the senior notes and the Parent Company has provided a full and unconditional guarantee of Kimco OP’s obligations under each series of senior notes previously issued and outstanding.
See the Index to Exhibits included in this Form 10-K for specific filing information. In connection with the Reorganization, Kimco OP became the issuer of the senior notes and the Parent Company has provided a full and unconditional guarantee of Kimco OP’s obligations under each series of senior notes previously issued and outstanding.
The lender generally does not have recourse against any other assets owned by the borrower or any of the constituent members of the borrower, except for certain specified exceptions listed in the particular loan documents (see Footnote 6 of the Notes to Consolidated Financial Statements included in this Form 10-K).
The lender generally does not have recourse against any other assets owned by the borrower or any of the constituent members of the borrower, except for certain specified exceptions listed in the particular loan documents (see Footnote 7 of the Notes to Consolidated Financial Statements included in this Form 10-K).
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 2023 and 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 2024 and 2023.
For example, in the event that the Company’s collectability determinations are not accurate, and the Company is required to write off additional receivables equaling 1% of the outstanding accounts and notes receivable, net balance at December 31, 2023, the Company’s rental income and net income would decrease by $3.1 million for the year ended December 31, 2023.
For example, in the event that the Company’s collectability determinations are not accurate, and the Company is required to write off additional receivables equaling 1% of the outstanding accounts and notes receivable, net balance at December 31, 2024, the Company’s rental income and net income would decrease by $3.4 million for the year ended December 31, 2024.
Comparison of the years ended December 31, 2022 and 2021 Information pertaining to fiscal year 2021 was included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which was filed with the SEC on February 24, 2023.
Comparison of the years ended December 31, 2023 and 2022 Information pertaining to fiscal year 2022 was included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which was filed with the SEC on February 26, 2024.
The Company will continue to evaluate its capital requirements for both its short-term and long-term liquidity needs, which could be affected by various risks and uncertainties, including, but not limited to, the effects of the current inflationary environment, rising interest rates, and other risks detailed in Part I, Item 1A. Risk Factors.
The Company will continue to evaluate its capital requirements for both its short-term and long-term liquidity needs, which could be affected by various risks and uncertainties, including, but not limited to, the effects of the current inflationary environment, elevated interest rates, and other risks detailed in Part I, Item 1A.
In addition to the public equity and debt markets as capital sources, the Company may, from time to time, obtain mortgage financing on selected properties to partially fund the capital needs of its real estate re-development and re-tenanting projects. As of December 31, 2023, the Company had over 485 unencumbered property interests in its portfolio.
In addition to the public equity and debt markets as capital sources, the Company may, from time to time, obtain mortgage financing on selected properties to partially fund the capital needs of its real estate re-development and re-tenanting projects. As of December 31, 2024, the Company had over 525 unencumbered property interests in its portfolio.
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.
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.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations The following discussion should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in this Form 10-K.
Item 7. Managem ent's Discussion and Analysis of Financial Condition and Results of Operations The following discussion should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in this Form 10-K.
(3) General and administrative expense includes employee-related expenses (including salaries, bonuses, equity awards, benefits, severance costs and payroll taxes), professional fees, office rent, travel and entertainment costs and other company-specific expenses. Net income available to the Company’s common shareholders was $629.3 million for the year ended December 31, 2023, as compared to $100.8 million for the comparable period in 2022.
(3) General and administrative expense includes employee-related expenses (including salaries, bonuses, equity awards, benefits, severance costs and payroll taxes), professional fees, office rent, travel and entertainment costs and other company-specific expenses. Net income available to the Company’s common shareholders was $375.7 million for the year ended December 31, 2024, as compared to $629.3 million for the comparable period in 2023.
Impairment charges – During the years ended December 31, 2023 and 2022, the Company recognized impairment charges of $14.0 million and $22.0 million, respectively, primarily related to adjustments to property carrying values for which the Company’s estimated fair values were primarily based upon signed contracts or letters of intent from third-party offers.
Impairment charges – During the years ended December 31, 2024 and 2023, the Company recognized impairment charges of $4.5 million and $14.0 million, respectively, primarily related to adjustments to property carrying values for which the Company’s estimated fair values were primarily based upon signed contracts or letters of intent from third-party offers.
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. See Footnotes 3 and 5 of the Notes to Consolidated Financial Statements included in this Form 10-K for further discussion.
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. See Footnotes 2, 4 and 6 of the Notes to Consolidated Financial Statements included in this Form 10-K for further discussion.
As of December 31, 2023, the Company’s consolidated total debt had a weighted average term to maturity of 8.7 years. In addition, the Company has non-cancelable leases pertaining to its shopping center portfolio.
As of December 31, 2024, the Company’s consolidated total debt had a weighted average term to maturity of 8.0 years. In addition, the Company has non-cancelable leases pertaining to its shopping center portfolio.
On a diluted per share basis, net income available to the Company’s common shareholders for the year ended December 31, 2023, was $1.02 as compared to $0.16 for the comparable period in 2022. For additional disclosure, see Footnote 27 of the Notes to Consolidated Financial Statements included in this Form 10-K.
On a diluted per share basis, net income available to the Company’s common shareholders for the year ended December 31, 2024 was $0.55, as compared to $1.02 for the comparable period in 2023. For additional disclosure, see Footnote 29 of the Notes to Consolidated Financial Statements included in this Form 10-K.
In connection with the construction of its development/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, 2023, the Company had $18.4 million in performance and surety bonds outstanding.
In connection with the construction of its development/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, 2024, the Company had $16.2 million in performance and surety bonds outstanding.
The Company provides a guaranty for the payment of any debt service shortfalls on Series A bonds issued by the Sheridan Redevelopment Agency which are tax increment revenue bonds issued in connection with a property owned by the Company in Sheridan, Colorado. These tax increment revenue bonds have a balance of $41.0 million outstanding at December 31, 2023.
The Company provides a guaranty for the payment of any debt service shortfalls on Series A bonds issued by the Sheridan Redevelopment Agency, which are tax increment revenue bonds issued in connection with a property owned by the Company in Sheridan, Colorado. These tax increment revenue bonds have a balance of $36.2 million outstanding at December 31, 2024.
As of December 31, 2023, the Credit Facility had no outstanding balance and no appropriations for letters of credit. 38 Table of Contents Pursuant to the terms of the Credit Facility, the Company, among other things, is subject to maintenance of various covenants. The Company is currently in compliance with these covenants.
As of December 31, 2024, the Credit Facility had no outstanding balance and no appropriations for letters of credit. Pursuant to the terms of the Credit Facility, the Company, among other things, is subject to maintenance of various covenants. The Company is currently in compliance with these covenants.
Common Stock – 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.
Common Stock – During September 2023, 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.
Cash dividends paid were $657.5 million, $544.7 million and $382.1 million in 2023, 2022 and 2021, respectively. Although the Company receives substantially all of its rental payments on a monthly basis, it generally intends to continue paying dividends quarterly.
Cash dividends paid were $685.9 million, $657.5 million and $544.7 million in 2024, 2023 and 2022, respectively. Although the Company receives substantially all of its rental payments on a monthly basis, it generally intends to continue paying dividends quarterly.
Debt balances within the Company’s unconsolidated joint venture investments for which the Company held noncontrolling ownership interests at December 31, 2023, aggregated $1.2 billion.
Debt balances within the Company’s unconsolidated joint venture investments for which the Company held noncontrolling ownership interests at December 31, 2024, aggregated $1.5 billion.
As of December 31, 2023, the Company had 38 consolidated shopping center properties that are subject to long-term ground leases where a third party owns and has leased the underlying land or a portion of the underlying land to the Company to construct and/or operate a shopping center. Amounts due in 2024 in connection with these leases aggregate $11.8 million.
As of December 31, 2024, the Company had 40 consolidated shopping center properties that are subject to long-term ground leases where a third party owns and has leased the underlying land or a portion of the underlying land to the Company to construct and/or operate a shopping center. Amounts due in 2025 in connection with these leases aggregate $12.1 million.
At December 31, 2023, the Company had 4.9 million shares of common stock available for issuance under the 2020 Plan. (see Footnote 22 of the Notes to Consolidated Financial Statements included in this Form 10-K).
At December 31, 2024, the Company had 2.9 million shares of common stock available for issuance under the 2020 Plan. (see Footnote 24 of the Notes to Consolidated Financial Statements included in this Form 10-K).
On January 30, 2024, the Company’s Board of Directors declared quarterly dividends with respect to the Company’s classes of cumulative redeemable preferred shares (Classes L, M and N), which are scheduled to be paid on April 15, 2024, to shareholders of record on April 1, 2024.
On February 6, 2025, the Company’s Board of Directors declared quarterly dividends with respect to the Company’s classes of cumulative redeemable preferred shares (Classes L, M and N), which are scheduled to be paid on April 15, 2025, to shareholders of record on April 1, 2025.
Please refer to the form Indenture included in Weingarten’s Registration Statement on Form S-3, filed with the Securities and Exchange Commission on February 10, 1995, the First Supplemental Indenture, dated as of August 2, 2006 filed with Weingarten’s Current Report on Form 8-K dated August 2, 2006, and the Second Supplemental Indenture, dated as of October 9, 2012 filed with Weingarten’s Current Report on Form 8-K dated October 9, 2012.
Please refer to the form Indenture included in WRI’s Registration Statement on Form S-3, filed with the SEC on February 10, 1995, the First Supplemental Indenture, dated as of August 2, 2006 filed with WRI’s Current Report on Form 8-K dated August 2, 2006, and the Second Supplemental Indenture, dated as of October 9, 2012 filed with WRI’s Current Report on Form 8-K dated October 9, 2012, each as filed with the SEC.
The funding of these capital requirements will be provided by cash on hand, proceeds from property dispositions, proceeds from the sale of marketable securities, net cash flow provided by operating activities and/or availability under the Company’s Credit Facility. Financing Activities Net cash flow used for financing activities was $300.7 million for 2023, as compared to $982.7 million for 2022.
The funding of these capital requirements will be provided by net cash flow provided by operating activities, cash on hand, proceeds from property dispositions, and/or availability under the Company’s Credit Facility. Financing Activities Net cash flow used for financing activities was $781.1 million for 2024, as compared to $300.7 million for 2023.
For additional disclosure, see Footnotes 5 and 17 of the Notes to Consolidated Financial Statements included in this Form 10-K.
For additional disclosure, see Footnotes 6 and 18 of the Notes to Consolidated Financial Statements included in this Form 10-K.
During 2022, the Company disposed of nine operating properties and 13 parcels, in separate transactions, for an aggregate sales price of $191.1 million, which resulted in aggregate gains of $15.2 million. Special dividend income – During 2023, the Company received a $194.1 million special dividend payment on its shares of ACI common stock.
During 2023, the Company disposed of six operating properties and 13 parcels, in separate transactions, for an aggregate sales price of $214.2 million, which resulted in aggregate gains of $75.0 million. Special dividend income – During 2023, the Company received a $194.1 million special dividend payment on its shares of ACI common stock.
New Accounting Pronouncements See Footnote 1 of the Notes to Consolidated Financial Statements included in this Form 10-K. 43 Table of Contents
New Accounting Pronouncements See Footnote 1 of the Notes to Consolidated Financial Statements included in this Form 10-K. 45
Merger charges – During the year ended December 31, 2023, the Company incurred costs of $4.8 million associated with the RPT Merger, primarily comprised of professional and legal fees (see Footnote 28 of the Notes to Consolidated Financial Statements included in this Form 10-K).
Merger charges – During the years ended December 31, 2024 and 2023, the Company incurred costs of $25.2 million and $4.8 million, respectively, associated with the RPT Merger, primarily comprised of severance and professional and legal fees (see Footnote 2 of the Notes to Consolidated Financial Statements included in this Form 10-K).
As such, the Company does not include gains/impairments on land parcels, mark-to-market gains/losses from marketable securities, allowance for credit losses on mortgage receivables, gains/impairments on other investments or other amounts considered incidental to its main business in NAREIT defined FFO.
As such, the Company does not include gains/impairments on land parcels, mark-to-market gains/losses from marketable securities, allowance for credit losses on mortgage receivables, gains/impairments on other investments or other amounts considered incidental to its main business in NAREIT defined FFO, including any applicable tax effect and noncontrolling interest.
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.
Fair value contemplates the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
The properties owned by the joint ventures are primarily financed with individual non-recourse mortgage loans, however, the Company, on a selective basis, has obtained unsecured financing for certain joint ventures. As of December 31, 2023, the Company did not guarantee any joint venture unsecured debt.
These joint ventures primarily operate shopping centers or mixed-use properties. The properties owned by the joint ventures are primarily financed with individual non-recourse mortgage loans, however, the Company, on a selective basis, has obtained unsecured financing for certain joint ventures. As of December 31, 2024, the Company did not guarantee any joint venture unsecured debt.
These dividends will be paid from operating cash flows. The Company’s Board of Directors will continue to evaluate the Company’s dividend policy on a quarterly basis as it monitors sources of capital and evaluates the impact of the economy and capital markets availability on operating fundamentals.
The Company’s Board of Directors will continue to evaluate the Company’s dividend policy on a quarterly basis as it monitors sources of capital and evaluates the impact of the economy and capital markets availability on operating fundamentals.
Prior to the Reorganization, the Company’s business was conducted through the Predecessor. This Annual Report includes the business and results of operations of the Predecessor for its fiscal years ended December 31, 2022 and 2021. As a result of the Reorganization, the Company became the successor issuer to the Predecessor under the Exchange Act.
This Annual Report includes the business and results of operations of the Predecessor for its fiscal year ended December 31, 2022. As a result of the Reorganization, the Company became the successor issuer to the Predecessor under the Exchange Act.
The increase of $210.5 million is primarily attributable to: ● special dividend payment from ACI of $194.1 million during 2023; ● additional operating cash flow generated by operating properties acquired during 2023 and 2022; and 34 Table of Contents ● new leasing, expansion and re-tenanting of core portfolio properties; partially offset by ● a decrease in distributions from the Company’s joint ventures programs; ● the disposition of operating properties in 2023 and 2022; ● changes in assets and liabilities due to timing of receipts and payments; and ● nonrecurring costs incurred in connection with the RPT Merger during 2023.
The decrease of $0.1 billion is primarily attributable to: • special dividend payment received from ACI of $194.1 million during 2023; • merger costs incurred in connection with the RPT Merger during 2024 and 2023; • changes in assets and liabilities due to timing of receipts and payments; and • the disposition of operating properties in 2024 and 2023; partially offset by • additional operating cash flow generated by operating properties acquired during 2024 and 2023, including those acquired in connection with the RPT Merger; • an increase in distributions from the Company’s joint ventures programs; and • new leasing, expansion and re-tenanting of core portfolio properties.
The Company faces external factors which may influence its future results from operations. There remains significant uncertainty in the current macro-economic environment, driven by inflationary pressures, as well as ongoing supply chain issues. These factors have impacted, and are expected to continue to impact, consumer discretionary spending and many of our tenants.
The Company faces external factors which may influence its future results from operations. There remains significant uncertainty in the current macro-economic environment, driven by inflationary pressure and elevated interest rates. These factors have impacted, and are expected to continue to impact, consumer discretionary spending and many of our tenants.
Same property NOI increased by $30.5 million, or 2.4%, for the year ended December 31, 2023, as compared to the corresponding period in 2022.
Same property NOI increased by $52.2 million, or 3.5%, for the year ended December 31, 2024, as compared to the corresponding period in 2023.
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 December 31, 2023, the Company had consolidated floating rate debt totaling $17.6 million, excluding deferred financing costs of $0.1 million.
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 December 31, 2024, the Company had consolidated floating rate debt totaling $16.8 million.
Real Estate Valuation of Real Estate, and Intangible Assets and Liabilities The Company’s investments in real estate properties are stated at cost, less accumulated depreciation and amortization. Expenditures for maintenance and repairs are charged to operations as incurred.
Real Estate Valuation of Real Estate, and Intangible Assets and Liabilities The Company’s investments in real estate properties are stated at cost, less accumulated depreciation and amortization. Expenditures for maintenance and repairs are charged to operations as incurred. Significant renovations and replacements, which improve and extend the life of the asset, are capitalized.
These amounts consist of the following (in thousands): Year Ended December 31, 2023 2022 Redevelopment and renovations $ 151,067 $ 113,928 Tenant improvements and tenant allowances 113,328 79,782 Total improvements $ 264,395 $ 193,710 The Company has an ongoing program to redevelop and re-tenant its properties to maintain or enhance its competitive position in the marketplace.
These amounts consist of the following (in thousands): Year Ended December 31, 2024 2023 Redevelopment and renovations $ 156,240 $ 151,067 Tenant improvements and tenant allowances 168,225 113,328 Total improvements $ 324,465 $ 264,395 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 intends to fund these acquisitions with cash on hand, net cash flow provided by operating activities, proceeds from property dispositions, proceeds from the sale of marketable securities and/or availability under its Credit Facility. 35 Table of Contents Improvements to Operating Real Estate During the years ended December 31, 2023 and 2022, the Company expended $264.4 million and $193.7 million, respectively, towards improvements to operating real estate.
The Company intends to fund these potential acquisitions with net cash flow provided by operating activities, cash on hand, proceeds from property dispositions, and/or availability under its Credit Facility. Improvements to Operating Real Estate During the years ended December 31, 2024 and 2023, the Company expended $324.5 million and $264.4 million, respectively, towards improvements to operating real estate.
Commitments 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.
Commitments 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, 2024, these letters of credit aggregated $39.8 million.
Cash outflows: ● $277.3 million for the acquisition/consolidation of four consolidated operating properties and five parcels; ● $264.4 million for improvements to operating real estate primarily related to the Company’s active redevelopment pipeline; ● $42.9 million for investments in and advances to real estate joint ventures, primarily related to partner buyouts and a redevelopment project within the Company’s joint venture portfolio, and investments in other investments, primarily related to funding commitments for certain investments; ● $18.5 million for investment in mortgage and other financing receivables; ● $3.6 million for investment in marketable securities; and ● $1.6 million for investment in cost method investments.
Cash outflows: • $277.3 million for the acquisition/consolidation of four consolidated operating properties and five parcels; • $264.4 million for improvements to operating real estate primarily related to the Company’s active redevelopment pipeline; • $42.9 million for investments in and advances to real estate joint ventures, primarily related to partner buyouts and a redevelopment project within the Company’s joint venture portfolio, and investments in other investments, primarily related to funding commitments for certain investments; • $18.5 million for investment in mortgage and other financing receivables; and • $3.6 million for investment in marketable securities. 36 Acquisitions of Operating Real Estate and Other Related Net Assets During the years ended December 31, 2024 and 2023, the Company expended $152.9 million and $277.3 million, respectively, towards the acquisition/consolidation of operating real estate properties.
If the amounts allocated in 2023 to above-market and below-market leases were each reduced by 1% of the total purchase price, the net annual market lease amortization through rental income would decrease by $1.1 million (using the weighted average life of above-market and below-market leases at each respective acquired property).
If the amounts allocated in 2024 to above-market and below-market leases were each reduced by 1% of the net real estate fair value, the net annual market lease amortization through rental income would decrease by $4.5 million (using the weighted average useful life of above-market and below-market leases at each respective acquired property).
The Company’s cash flow activities are summarized as follows (in thousands): Year Ended December 31, 2023 2022 Cash, cash equivalents and restricted cash, beginning of year $ 149,829 $ 334,663 Net cash flow provided by operating activities 1,071,607 861,114 Net cash flow used for investing activities (136,983 ) (63,217 ) Net cash flow used for financing activities (300,696 ) (982,731 ) Net change in cash, cash equivalents and restricted cash 633,928 (184,834 ) Cash, cash equivalents and restricted cash, end of year $ 783,757 $ 149,829 Operating Activities The Company anticipates that cash on hand, net cash flow provided by operating activities, borrowings under its Credit Facility and the issuance of equity, public debt, as well as other debt and equity alternatives, and the sale of marketable equity securities, will provide the necessary capital required by the Company.
The Company’s cash flow activities are summarized as follows (in thousands): Year Ended December 31, 2024 2023 Cash, cash equivalents and restricted cash, beginning of year $ 783,757 $ 149,829 Net cash flow provided by operating activities 1,005,621 1,071,607 Net cash flow used for investing activities (318,541 ) (136,983 ) Net cash flow used for financing activities (781,106 ) (300,696 ) Net change in cash, cash equivalents and restricted cash (94,026 ) 633,928 Cash, cash equivalents and restricted cash, end of year $ 689,731 $ 783,757 Operating Activities The Company anticipates that cash on hand, net cash flow provided by operating activities, borrowings under its Credit Facility and the issuance of equity, public debt, as well as other debt and equity alternatives, will provide the necessary capital required by the Company.
Net cash flow provided by operating activities for the year ended December 31, 2023 was $1.1 billion, as compared to $861.1 million for the comparable period in 2022.
Risk Factors. 35 Net cash flow provided by operating activities for the year ended December 31, 2024 was $1.0 billion, as compared to $1.1 billion for the comparable period in 2023.
Additionally, on January 30, 2024, the Company’s Board of Directors declared a quarterly cash dividend of $0.24 per common share payable on March 21, 2024 to shareholders of record on March 7, 2024.
Additionally, on February 6, 2025, the Company’s Board of Directors declared a quarterly cash dividend of $0.25 per common share payable on March 21, 2025 to shareholders of record on March 7, 2025.
To assist in partially mitigating the Company’s exposure to increases in costs and operating expenses, including common area maintenance costs, real estate taxes and insurance, resulting from inflation, the Company’s leases include provisions that either (i) require the tenant to pay an allocable share of these operating expenses or (ii) contain fixed contractual amounts, which include escalation clauses, to reimburse these operating expenses. 41 Table of Contents Funds From Operations Funds From Operations (“FFO”) is a supplemental non-GAAP financial measure utilized to evaluate the operating performance of real estate companies.
To assist in partially mitigating the Company’s exposure to increases in costs and operating expenses, including common area maintenance costs, real estate taxes and insurance, resulting from inflation, the Company’s leases include provisions that either (i) require the tenant to pay an allocable share of these operating expenses or (ii) contain fixed contractual amounts, which include escalation clauses, to reimburse these operating expenses.
In February 2024, the Company sold its remaining 14.2 million shares of ACI common stock, generating net proceeds of $299.1 million. For tax purposes, the Company will recognize a long-term capital gain of $288.7 million during the three months ended March 31, 2024.
Albertsons Companies, Inc. – In February 2024, the Company sold its remaining 14.2 million shares of ACI common stock, generating net proceeds of $299.1 million. For tax purposes, the Company recognized a long-term capital gain of $288.7 million for the year ended December 31, 2024.
As of December 31, 2023, the Company’s other investments were $144.1 million, of which the Company’s net investment under the Preferred Equity program was $104.1 million. As of December 31, 2023, these preferred equity investment properties had non-recourse mortgage loans aggregating $231.2 million.
As of December 31, 2024, the Company’s other investments were $107.3 million, of which the Company’s net investment under the Preferred Equity program was $70.1 million. As of December 31, 2024, these preferred equity investment properties had non-recourse mortgage loans aggregating $93.3 million.
The financial covenants for the Credit Facility are as follows: Covenant Must Be As of December 31, 2023 Total Indebtedness to Gross Asset Value (“GAV”) 36% Total Priority Indebtedness to GAV 1% Unencumbered Asset Net Operating Income to Total Unsecured Interest Expense >1.75x 5.4x Fixed Charge Total Adjusted EBITDA to Total Debt Service >1.50x 4.7x For a full description of the Credit Facility’s covenants, refer to the Amended and Restated Credit Agreement dated as of February 23, 2023, filed as Exhibit 10.20 in our Annual Report on Form 10-K for the year ended December 31, 2022.
The financial covenants for the Credit Facility are as follows: Covenant Must Be As of December 31, 2024 Total Indebtedness to Gross Asset Value (“GAV”) 36% Total Priority Indebtedness to GAV 2% Unencumbered Asset Net Operating Income to Total Unsecured Interest Expense >1.75x 4.5x Fixed Charge Total Adjusted EBITDA to Total Debt Service >1.50x 4.0x For a full description of the Credit Facility’s covenants, refer to the Amended and Restated Credit Agreement dated as of February 23, 2023, as filed with the SEC.
Financial Highlights The following highlights the Company’s significant transactions, events and results that occurred during the year ended December 31, 2023: Financial and Portfolio Information: ● Net income available to the Company’s common shareholders was $629.3 million, or $1.02 per diluted share, for the year ended December 31, 2023 as compared to $100.8 million, or $0.16 per diluted share, for the year ended December 31, 2022. ● FFO available to the Company’s common shareholders was $970.0 million, or $1.57 per diluted share, for the year ended December 31, 2023, as compared to $976.4 million, or $1.58 per diluted share, for the corresponding period in 2022 (see additional disclosure on FFO beginning on page 42). ● Same property net operating income (“Same property NOI”) was $1.31 billion and $1.28 billion for the years ended December 31, 2023 and December 31, 2022, respectively, an increase of 2.4% (see additional disclosure on Same property NOI beginning on page 43). ● Executed 1,620 new leases, renewals and options totaling approximately 11.1 million square feet in the consolidated operating portfolio during the year ended December 31, 2023. ● Consolidated operating portfolio occupancy at December 31, 2023 was 96.1% as compared to 95.5% at December 31, 2022.
Financial Highlights The following highlights the Company’s significant transactions, events and results that occurred during the year ended December 31, 2024: Financial and Portfolio Information: • Net income available to the Company’s common shareholders was $375.7 million, or $0.55 per diluted share, for the year ended December 31, 2024 as compared to $629.3 million, or $1.02 per diluted share, for the year ended December 31, 2023. • Funds From Operations ("FFO"), a supplemental non-GAAP financial measure of REIT performance, available to the Company’s common shareholders was $1.1 billion, or $1.65 per diluted share, for the year ended December 31, 2024, as compared to $970.0 million, or $1.57 per diluted share, for the corresponding period in 2023 (see additional disclosure on FFO beginning on page 43 ). • Same property net operating income (“Same property NOI”) was $1.53 billion and $1.47 billion for the years ended December 31, 2024 and December 31, 2023, respectively, an increase of 3.5% (see additional disclosure on Same property NOI beginning on page 44 ). • Executed 1,556 new leases, renewals and options totaling approximately 10.3 million square feet in the consolidated operating portfolio during the year ended December 31, 2024. • Consolidated operating portfolio occupancy at December 31, 2024 was 96.4% as compared to 96.1% at December 31, 2023.
Investing Activities Net cash flow used for investing activities was $137.0 million for 2023, as compared to $63.2 million for 2022.
Investing Activities Net cash flow used for investing activities was $318.5 million for 2024, as compared to $137.0 million for 2023.
Significant renovations and replacements, which improve and extend the life of the asset, are capitalized. 28 Table of Contents Transaction costs related to acquisitions that qualify as asset acquisitions are capitalized as part of the cost basis of the acquired assets, while transaction costs for acquisitions that are deemed to be business combinations are expensed as incurred.
Transaction costs related to acquisitions that qualify as asset acquisitions are capitalized as part of the cost basis of the acquired assets, while transaction costs for acquisitions that are deemed to be business combinations are expensed as incurred.
As of December 31, 2023, these loans had scheduled maturities ranging from three months to 7.5 years and bore interest at rates ranging from 2.95% to SOFR plus 210 basis points (7.41% as of December 31, 2023). Approximately $112.9 million of the aggregate outstanding loan balance matures in 2024.
As of December 31, 2024, these loans had scheduled maturities ranging from five months to 7.2 years and bore interest at rates ranging from 2.81% to SOFR plus 225 basis points (6.65% as of December 31, 2024). Approximately $29.7 million of the aggregate outstanding loan balance matures in 2025.
The following table summarizes the Company’s consolidated debt maturities (excluding extension options, unamortized debt issuance costs of $66.2 million and fair market value of debt adjustments aggregating $24.4 million) and obligations under non-cancelable operating leases as of December 31, 2023: Payments due by period (in millions) 2024 2025 2026 2027 2028 Thereafter Total Long-Term Debt: Principal (1) $ 667.5 $ 813.5 $ 780.4 $ 472.7 $ 523.4 $ 4,401.2 $ 7,658.7 Interest (2) $ 261.8 $ 236.1 $ 223.0 $ 193.4 $ 178.2 $ 1,572.6 $ 2,665.1 Non-cancelable Leases: Operating leases (3) $ 11.8 $ 11.3 $ 10.6 $ 10.3 $ 10.4 $ 178.4 $ 232.8 Financing leases $ 25.9 $ - $ - $ - $ - $ - $ 25.9 (1) Maturities utilized do not reflect extension options, which range from two to five years.
The following table summarizes the Company’s consolidated debt maturities (excluding extension options, unamortized debt issuance costs of $66.1 million and fair market value of debt adjustments aggregating $12.3 million) and obligations under non-cancelable operating leases as of December 31, 2024: Payments due by period (in millions) 2025 2026 2027 2028 2029 Thereafter Total Long-Term Debt: Principal (1) $ 816.9 $ 1,384.0 $ 626.5 $ 637.3 $ 238.6 $ 4,811.8 $ 8,515.1 Interest (2) $ 308.7 $ 269.5 $ 232.3 $ 210.6 $ 199.2 $ 1,525.5 $ 2,745.8 Non-cancelable Leases: Operating leases (3) $ 12.1 $ 11.5 $ 11.2 $ 11.2 $ 10.4 $ 255.6 $ 312.0 Financing leases (4) $ 24.2 $ - $ - $ - $ - $ - $ 24.2 (1) Maturities utilized do not reflect extension options, which range from two to five years.
Equity in income of joint ventures, net – The decrease in Equity in income of joint ventures, net of $37.2 million is primarily due to (i) higher gains of $29.8 million recognized on sale of properties within various joint venture investments during 2022 as compared to 2023, (ii) an increase in interest expense of $7.2 million and (iii) lower equity in income in 2023 as compared to 2022 by $3.8 million, partially offset by (iv) lower impairments in 2023 as compared to 2022 by $3.6 million.
Equity in income of joint ventures, net – The increase in Equity in income of joint ventures, net of $11.5 million is primarily due to (i) higher equity in income in 2024 as compared to 2023 of $21.7 million, primarily due to newly acquired joint ventures in connection with the RPT Merger, and (ii) lower impairments in 2024 as compared to 2023 of $1.0 million, partially offset by (iii) higher gains of $7.5 million recognized on sale of properties within various joint venture investments during 2023 as compared to 2024 and (iv) an increase in interest expense of $3.7 million.
Cash outflows: ● $657.5 million of dividends paid; ● $60.8 million in principal payment on debt, including normal amortization of rental property debt; ● $58.4 million in redemption/distribution of noncontrolling interests; ● $16.3 million in shares repurchased for employee tax withholding on equity awards; ● $12.5 million in financing origination costs, in connection with the issuance of senior unsecured notes; and ● $1.5 million for repurchase of preferred stock.
Financing activities during 2023 primarily consisted of the following: Cash inflows: • $500.0 million in proceeds from issuance of 6.4% senior unsecured notes due in 2034; • $3.7 million in proceeds from the issuance of common stock from stock option exercises; and • $2.5 million from changes in tenants’ security deposits. 37 Cash outflows: • $657.5 million of dividends paid; • $60.8 million in principal payment on debt, including normal amortization of rental property debt; • $58.4 million in redemption/distribution of noncontrolling interests; • $16.3 million in shares repurchased for employee tax withholding on equity awards; • $12.5 million in financing origination costs, in connection with the issuance of senior unsecured notes; and • $1.5 million for repurchase of preferred stock.
On October 23, 2023, the Company’s Board of Directors declared a quarterly dividend with respect to the Company’s classes of cumulative redeemable preferred shares (Classes L and M) which were paid on January 16, 2024, to shareholders of record on January 2, 2024.
On October 29, 2024, the Company’s Board of Directors declared quarterly dividends with respect to the Company’s classes of preferred shares (Classes L, M and N) which were paid on January 15, 2025, to shareholders of record on January 2, 2025.
During January 2024, the Company’s Board of Directors 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 through February 28, 2026.
The Company’s Board of Directors 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.
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 could be increased to $2.75 billion through an accordion feature.
The Company has a $2.0 billion Credit Facility with a group of banks. 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.
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.
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. 30 See Footnote 1 of the Notes to Consolidated Financial Statements included in this Form 10-K for further discussion of the Company’s accounting policies and estimates.
As of December 31, 2023, the Company had $500.0 million available under this ATM Program. 37 Table of Contents The Company has a common share repurchase program, which is scheduled to expire on February 28, 2026.
As of December 31, 2024, the Company had $362.5 million available under this ATM Program. During February 2018, the Company established a common share repurchase program, which is scheduled to expire on February 28, 2026.
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, proceeds from sales within the respective entities, and partner capital contributions, as deemed appropriate.
The 2025 debt maturities on properties in the Company’s unconsolidated joint ventures are anticipated to be repaid through net cash flow provided by operating activities, debt refinancing, proceeds from sales, and/or partner capital contributions, as deemed appropriate.
These maturing loans are anticipated to be repaid with operating cash flows, debt refinancing, unsecured credit facilities, proceeds from sales of properties within the respective entities, and partner capital contributions, as deemed appropriate (see Footnote 6 of the Notes to Consolidated Financial Statements included in this Form 10-K).
For these maturing loans, the Company will utilize extension options where available or repay them with operating cash flows, debt refinancing, unsecured credit facilities, proceeds from sales of properties, and partner capital contributions, as deemed appropriate (see Footnote 7 of the Notes to Consolidated Financial Statements included in this Form 10-K).
In addition, includes income related to the liquidation of the pension plan of $5.0 million, net for the year ended December 31, 2023. 42 Table of Contents Same Property Net Operating Income Same property NOI is a supplemental non-GAAP financial measure of real estate companies’ operating performance and should not be considered an alternative to net income in accordance with GAAP or cash flows from operations as a measure of liquidity.
Same Property Net Operating Income Same property NOI is a supplemental non-GAAP financial measure of real estate companies’ operating performance and should not be considered an alternative to net income in accordance with GAAP or cash flows from operations as a measure of liquidity.
Investing activities during 2022 consisted primarily of: Cash inflows: ● $302.5 million in proceeds from the sale of marketable securities, primarily due to the sale of 11.5 million shares of ACI common stock; ● $184.3 million in proceeds from the sale of nine consolidated properties and 13 parcels; ● $68.4 million in reimbursements of investments in and advances to real estate joint ventures and other investments primarily due to the sale of properties within the investments; ● $60.3 million in collection of mortgage and other financing receivables; and ● $4.0 million for principal payments from securities held to maturity.
Investing activities during 2024 consisted primarily of: Cash inflows: • $301.5 million in proceeds from the sale of marketable securities, primarily due to the sale of 14.2 million shares of ACI common stock; • $108.4 million for collection of mortgage and other financing receivables; • $71.3 million in proceeds from the sale of 11 operating properties and 10 land parcels; • $29.9 million in reimbursements of investments in and advances to real estate joint ventures and other investments, primarily due to the sale of properties within the investments; • $7.6 million in proceeds from insurance casualty claims; and • $5.4 million for principal payments from securities held to maturity.
Gain on sale of properties – During 2023, the Company disposed of six operating properties and 13 parcels, in separate transactions, for an aggregate sales price of $214.2 million, which resulted in aggregate gains of $75.0 million.
Gain on sale of properties – During 2024, the Company disposed of 11 operating properties and 10 parcels, in separate transactions, for an aggregate sales price of $255.1 million, which resulted in aggregate gains of $1.3 million.
See the Index to Exhibits included in this Form 10-K for specific filing information. In connection with the merger with Weingarten, the Company assumed senior unsecured notes which have covenants that are similar to the Company’s existing debt covenants for its senior unsecured notes.
In connection with the merger with WRI, the Company assumed senior unsecured notes which have covenants that are similar to the Company’s existing debt covenants for its senior unsecured notes.
The following describes the changes of certain line items included on the Company’s Consolidated Statements of Income, that the Company believes changed significantly and affected Net income available to the Company’s common shareholders during the year ended December 31, 2023, as compared to the corresponding period in 2022: Revenues from rental properties, net – The increase in Revenues from rental properties, net of $56.2 million is primarily from (i) an increase in revenues from tenants of $50.2 million, primarily due to an increase in leasing activity and net growth in the current portfolio, and (ii) an increase in revenues of $48.8 million due to properties acquired during 2023 and 2022, partially offset by (iii) a decrease in revenues of $24.5 million due to dispositions in 2023 and 2022, (iv) a net decrease of $15.2 million due to changes in credit losses from tenants, and (v) a decrease in lease termination fee income of $3.1 million.
The following describes the changes of certain line items included on the Company’s Consolidated Statements of Income that the Company believes changed significantly and affected Net income available to the Company’s common shareholders during the year ended December 31, 2024, as compared to the corresponding period in 2023: Revenues from rental properties, net – The increase in Revenues from rental properties, net of $252.0 million is primarily from (i) a net increase in revenues of $178.6 million due to properties acquired through the RPT Merger, (ii) a net increase in revenues of $63.0 million, primarily due to an increase in leasing activity and net growth in the current portfolio, and (iii) an increase in revenues of $21.4 million due to properties acquired during 2024 and 2023, partially offset by (iv) a decrease in revenues of $6.1 million due to dispositions in 2024 and 2023 and (v) a decrease in net straight-line rental income of $4.9 million primarily due to tenants that are being accounted for on a cash basis. 33 Real estate taxes – The increase in Real estate taxes of $30.1 million is primarily due to the RPT Merger and other properties acquired during 2024 and 2023, partially offset by dispositions during 2024 and 2023.
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. 36 Table of Contents Debt maturities for 2024 consist of: $659.0 million of consolidated debt (of which $246.2 million was subsequently repaid), $112.9 million of unconsolidated joint venture debt and $231.2 million of debt included in the Company’s preferred equity program, assuming the utilization of extension options where available.
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. Debt maturities for 2025 consist of $792.0 million of consolidated debt and $29.7 million of unconsolidated joint venture debt, assuming the utilization of extension options where available.
The Company anticipates spending approximately $50.0 million to $100.0 million towards the acquisition of or purchase of additional interests in operating properties during 2024, excluding amounts expended in connection with the RPT Merger.
The Company anticipates spending approximately $225.0 million to $275.0 million towards the acquisition of, or the purchase of additional interests in, operating properties during 2025, excluding amounts expended to purchase properties under finance leasing arrangements.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeThe table does not include extension options where available (amounts in millions). 2024 2025 2026 2027 2028 Thereafter Total Fair Value Secured Debt Fixed Rate $ 12.2 $ 51.1 $ - $ 33.7 $ 138.2 $ 101.1 $ 336.3 $ 312.6 Average Interest Rate 4.48 % 3.50 % - 4.01 % 4.51 % 3.82 % 4.09 % Variable Rate $ - $ 17.6 $ - $ - $ - $ - $ 17.6 $ 17.4 Average Interest Rate - 6.64 % - - - - 6.64 % Unsecured Debt Fixed Rate $ 646.8 $ 747.9 $ 782.0 $ 436.1 $ 407.3 $ 4,242.8 $ 7,262.9 $ 6,671.5 Average Interest Rate 3.37 % 3.48 % 3.06 % 4.03 % 2.01 % 3.95 % 3.66 % Based on the Company’s variable-rate debt balances, interest expense would have increased by $0.2 million for the year ended December 31, 2023, if short-term interest rates were 1.0% higher.
Biggest changeThe table does not include extension options where available (amounts in millions). 2025 2026 2027 2028 2029 Thereafter Total Fair Value Secured Debt Fixed Rate $ 49.2 $ - $ 33.2 $ 132.4 $ 253.7 $ 11.1 $ 479.6 $ 452.9 Average Interest Rate 3.50 % - 4.01 % 4.49 % 4.51 % 3.33 % 4.34 % Variable Rate $ 16.8 $ - $ - $ - $ - $ - $ 16.8 $ 16.8 Average Interest Rate 5.85 % - - - - - 5.85 % Unsecured Debt Fixed Rate $ 742.8 $ 1,376.9 $ 585.2 $ 517.7 $ - $ 4,742.1 $ 7,964.7 $ 7,400.1 Average Interest Rate 3.48 % 3.74 % 4.21 % 2.55 % - 4.13 % 3.86 % Based on the Company’s variable-rate debt balances, interest expense would have increased by $0.2 million for the year ended December 31, 2024, if short-term interest rates were 1.0% higher.
The following table presents the carrying value of the Company’s aggregate fixed rate and variable rate debt obligations outstanding, including fair market value adjustments and unamortized deferred financing costs, as of December 31, 2023, with corresponding weighted-average interest rates sorted by maturity date.
The following table presents the carrying value of the Company’s aggregate fixed rate and variable rate debt obligations outstanding, including fair market value adjustments and unamortized deferred financing costs, as of December 31, 2024, with corresponding weighted-average interest rates sorted by maturity date.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk The Company’s primary market risk exposure is interest rate risk. The Company periodically evaluates its exposure to short-term interest rates and will, from time-to-time, enter into interest rate protection agreements which mitigate, but do not eliminate, the effect of changes in interest rates on its floating-rate debt.
Item 7A. Quantitative and Qualitative D isclosures About Market Risk The Company’s primary market risk exposure is interest rate risk. The Company periodically evaluates its exposure to short-term interest rates and will, from time-to-time, enter into interest rate protection agreements which mitigate, but do not eliminate, the effect of changes in interest rates on its floating-rate debt.
In addition, the following table presents the fair value of the Company’s debt obligations outstanding, excluding unamortized deferred financing costs.
In addition, the following table presents the fair value of the Company’s debt obligations outstanding, including fair market value adjustments and unamortized deferred financing costs.
The Company has not entered, and does not plan to enter, into any derivative financial instruments for trading or speculative purposes.
The hedged debt is reflected as fixed rate unsecured debt in the table below. The Company has not entered, and does not plan to enter, into any derivative financial instruments for trading or speculative purposes.
Added
As of December 31, 2024, the Company has 26 interest rate swaps with notional amounts aggregating to $860.0 million. The interest rate swap agreements are designated as cash flow hedges and are held by the Company to reduce the impact of changes in interest rates on variable rate debt.

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