RPT Merger (Tables)

6 Months Ended

Jun. 30, 2024

Business Combinations [Abstract]

Summary of Converted to Shares/Units

The number of RPT shares/units outstanding as of January 2, 2024, converted to shares of the Company’s shares/units were determined as follows (amounts presented in thousands, except per share data):

	Common Shares (1)		OP Units		Cumulative Convertible Perpetual Preferred Shares
RPT shares/units outstanding as of January 2, 2024		87,675		1,576		1,849
Exchange ratio		0.6049		0.6049		1.0000
Kimco shares/units issued		53,034		953		1,849
Value of Kimco stock per share/unit	$	22.0005	$	22.0005	$	57.13
Equity consideration given from Kimco shares/units issued	$	1,166,775	$	20,975	$	105,607

(1)The Company paid cash in lieu of issuing fractional Kimco common shares, which is included in “Cash Consideration” caption in the table below.

Summary of Consideration Paid

The following table presents the total value of consideration paid by Kimco at the close of the RPT Merger (in thousands):

	Calculated Value of RPT Consideration		Cash Consideration*		Total Value of Consideration
As of January 2, 2024	$	1,293,357	$	149,103	$	1,442,460

* Amount includes $130.0 million to pay off the outstanding balance on RPT’s credit facility at closing, additional consideration of approximately $19.1 million relating to transaction costs incurred by RPT and $0.1 million of cash paid in lieu of issuing fractional Kimco common shares.

Summary of Provisional Purchase Price Allocation

The following table summarizes the provisional purchase price allocation based on the Company's initial valuation and subsequent adjustments, including estimates and assumptions of the acquisition date fair value of the tangible and intangible assets acquired and liabilities assumed (in thousands):

	Provisional Allocation as of March 31, 2024			Adjustments			Provisional Allocation as of June 30, 2024
Land	$	312,663		$	(320	)	$	312,343
Building and improvements		1,340,164			2,992			1,343,156
In-place leases		220,607			(376	)		220,231
Above-market leases		12,872			(11	)		12,861
Real estate assets		1,886,306			2,285			1,888,591
Investments in and advances to real estate joint ventures		433,345			-			433,345
Investments in and advances to other investments		12,672			-			12,672
Operating lease right-of-use assets, net		6,128			-			6,128
Accounts receivable and other assets		57,529			-			57,529
Total assets acquired		2,395,980			2,285			2,398,265
Notes payable		(821,500	)		-			(821,500	)
Accounts payable and other liabilities		(50,713	)		(2,500	)		(53,213	)
Operating lease liabilities		(13,506	)		-			(13,506	)
Below-market leases		(67,801	)		215			(67,586	)
Total liabilities assumed		(953,520	)		(2,285	)		(955,805	)
Total purchase price	$	1,442,460		$	-		$	1,442,460

The following table details the provisional weighted average useful lives, in years, of the purchase price provisionally allocated to real estate and related intangible assets and liabilities acquired arising from the RPT Merger:

	Weighted Average Useful Life (in Years)
Land	n/a
Building		50.0
Building improvements		45.0
Tenant improvements		3.9
In-place leases		3.1
Above-market leases		3.7
Below-market leases		22.1
Operating right-of-use assets		81.3

Summary of Pro Forma Information

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Revenues from rental properties, net	$	496.2	$	483.6	$	995.1	$	966.7
Net income (1)	$	122.1	$	113.6	$	138.3	$	383.5
Net income available to the Company’s common shareholders (1)	$	111.8	$	102.9	$	118.1	$	360.9

(1)The pro forma earnings for the six months ended June 30, 2024 was adjusted to exclude $25.2 million of merger-related charges, while the pro forma earnings for the six months ended June 30, 2023 was adjusted to include $25.2 million of merger-related charges incurred.