10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

Form 10-Q

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

For the quarterly period ended June 30, 2018

or

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

For the transition period from                 to                

Commission File Number:   1-10899

Kimco Realty Corporation

(Exact name of registrant as specified in its charter)

Maryland	13-2744380
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

3333 New Hyde Park Road, New Hyde Park, NY 11042

(Address of principal executive offices) (Zip Code)

(516) 869-9000

(Registrant’s telephone number, including area code)

        N/A        

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

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

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

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

Large accelerated filer	☒	Accelerated filer	☐	Non-accelerated filer	☐
Smaller reporting company	☐	Emerging growth company	☐	(Do not check if a smaller reporting company)

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

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

As of July 17, 2018, the registrant had 421,382,113 shares of common stock outstanding.

PART I FINANCIAL INFORMATION
Item 1.  Financial Statements of Kimco Realty Corporation and Subsidiaries (Unaudited)
Condensed Consolidated Financial Statements -
	Condensed Consolidated Balance Sheets as of June 30, 2018 and December 31, 2017	3
	Condensed Consolidated Statements of Income for the Three and Six Months Ended June 30, 2018 and 2017	4
	Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2018 and 2017	5
	Condensed Consolidated Statements of Changes in Equity for the Six Months Ended June 30, 2018 and 2017	6
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2018 and 2017	7
Notes to Condensed Consolidated Financial Statements		8
Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations		22
Item 3.  Quantitative and Qualitative Disclosures About Market Risk		34
Item 4.  Controls and Procedures		34
PART II OTHER INFORMATION

Item 1.  Legal Proceedings	35
Item 1A.  Risk Factors	35
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds	35
Item 3.  Defaults Upon Senior Securities	35
Item 4.  Mine Safety Disclosures	35
Item 5.  Other Information	35
Item 6.  Exhibits	36
Signatures	37

2

KIMCO REALTY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except share information)

	June 30, 2018			December 31, 2017
Assets:
Operating real estate, net of accumulated depreciation of $2,395,195 and $2,433,053, respectively	$	9,126,945		$	9,817,875
Investments in and advances to real estate joint ventures		568,698			483,861
Real estate under development		529,759			402,518
Other real estate investments		187,785			217,584
Mortgages and other financing receivables		31,127			21,838
Cash and cash equivalents		305,577			238,513
Marketable securities		13,131			13,265
Accounts and notes receivable, net		180,451			189,757
Other assets		348,310			378,515
Total assets (1)	$	11,291,783		$	11,763,726
Liabilities:
Notes payable, net	$	4,591,178		$	4,596,140
Mortgages payable, net		477,538			882,787
Dividends payable		130,262			128,892
Other liabilities		587,676			617,617
Total liabilities (2)		5,786,654			6,225,436
Redeemable noncontrolling interests		16,151			16,143
Commitments and Contingencies
Stockholders' equity:
Preferred stock, $1.00 par value, authorized 5,996,240 shares, 42,580 and 41,200 shares issued and outstanding (in series), respectively; Aggregate liquidation preference $1,064,500 and $1,030,000, respectively		43			41
Common stock, $.01 par value, authorized 750,000,000 shares issued and outstanding 421,387,540 and 425,646,380 shares, respectively		4,214			4,256
Paid-in capital		6,117,862			6,152,764
Cumulative distributions in excess of net income		(710,981	)		(761,337	)
Accumulated other comprehensive income/(loss)		72			(1,480	)
Total stockholders' equity		5,411,210			5,394,244
Noncontrolling interests		77,768			127,903
Total equity		5,488,978			5,522,147
Total liabilities and equity	$	11,291,783		$	11,763,726

(1)	Includes restricted assets of consolidated variable interest entities (“VIEs”) at June 30, 2018 and December 31, 2017 of $109,987 and $644,990, respectively.  See Footnote 7 of the Notes to Condensed Consolidated Financial Statements.
(2)	Includes non-recourse liabilities of consolidated VIEs at June 30, 2018 and December 31, 2017 of $107,215 and $417,688, respectively.  See Footnote 7 of the Notes to Condensed Consolidated Financial Statements.

The accompanying notes are an integral part of these condensed consolidated financial statements.

3

KIMCO REALTY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(in thousands, except per share data)

	Three Months Ended June 30,						Six Months Ended June 30,
	2018			2017			2018			2017
Revenues
Revenues from rental properties	$	222,651		$	225,774		$	453,066		$	453,485
Reimbursement income		61,206			60,971			124,922			119,100
Other rental property income		5,526			6,098			11,112			9,649
Management and other fee income		4,020			4,333			8,381			8,530
Total revenues		293,403			297,176			597,481			590,764
Operating expenses
Rent		2,742			2,765			5,560			5,548
Real estate taxes		37,274			38,747			77,708			77,016
Operating and maintenance		41,325			42,703			84,656			85,277
General and administrative		24,029			19,965			46,427			42,195
Provision for doubtful accounts		1,051			2,096			3,182			3,500
Impairment charges		22,873			29,719			30,519			31,336
Depreciation and amortization		79,760			95,270			161,142			187,344
Total operating expenses		209,054			231,265			409,194			432,216
Operating income		84,349			65,911			188,287			158,548
Other income/(expense)
Other income, net		3,277			1,439			9,456			2,712
Interest expense		(46,434	)		(46,090	)		(96,377	)		(92,572	)
Income from continuing operations before income taxes, net, equity in income of joint ventures, net, gain on change in control of interests and equity in income from other real estate investments, net		41,192			21,260			101,366			68,688
Benefit for income taxes, net		720			1,034			668			1,527
Equity in income of joint ventures, net		19,040			13,169			35,953			27,902
Gain on change in control of interests		-			60,972			-			71,160
Equity in income of other real estate investments, net		9,617			38,356			19,593			42,043
Income from continuing operations		70,569			134,791			157,580			211,320
Gain on sale of operating properties/change in control of interests		95,240			19,883			152,211			21,569
Net income		165,809			154,674			309,791			232,889
Net income attributable to noncontrolling interests		(423	)		(11,258	)		(315	)		(12,740	)
Net income attributable to the Company		165,386			143,416			309,476			220,149
Preferred dividends		(14,534	)		(11,555	)		(29,123	)		(23,110	)
Net income available to the Company's common shareholders	$	150,852		$	131,861		$	280,353		$	197,039
Per common share:
Net income available to the Company:
-Basic	$	0.36		$	0.31		$	0.66		$	0.46
-Diluted	$	0.36		$	0.31		$	0.66		$	0.46
Weighted average shares:
-Basic		420,731			423,650			422,060			423,516
-Diluted		421,928			424,944			423,236			424,084

The accompanying notes are an integral part of these condensed consolidated financial statements.

4

KIMCO REALTY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(in thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2018			2017			2018			2017
Net income	$	165,809		$	154,674		$	309,791		$	232,889
Other comprehensive income:
Change in unrealized value related to available-for-sale securities		-			(1,647	)		-			(1,619	)
Change in unrealized value on interest rate swap		138			17			416			205
Change in foreign currency translation adjustments		-			1,218			-			1,721
Other comprehensive income		138			(412	)		416			307
Comprehensive income		165,947			154,262			310,207			233,196
Comprehensive income attributable to noncontrolling interests		(423	)		(11,258	)		(315	)		(12,740	)
Comprehensive income attributable to the Company	$	165,524		$	143,004		$	309,892		$	220,456

The accompanying notes are an integral part of these condensed consolidated financial statements.

5

KIMCO REALTY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the Six Months Ended June 30, 2018 and 2017

(Unaudited)

(in thousands)

	Cumulative			Accumulated
	Distributions			Other																Total
	in Excess			Comprehensive			Preferred Stock				Common Stock						Paid-in			Stockholders'			Noncontrolling			Total
	of Net Income			Income/(Loss)			Issued		Amount		Issued			Amount			Capital			Equity			Interests			Equity
Balance, January 1, 2017	$	(676,867	)	$	5,766			32	$	32		425,034		$	4,250		$	5,922,958		$	5,256,139		$	146,735		$	5,402,874
Contributions/deemed contributions from noncontrolling interests		-			-			-		-		-			-			-			-			48,604			48,604
Comprehensive income:
Net income		220,149			-			-		-		-			-			-			220,149			12,740			232,889
Other comprehensive income, net of tax:
Change in unrealized value on marketable securities		-			(1,619	)		-		-		-			-			-			(1,619	)		-			(1,619	)
Change in unrealized value on interest rate swaps		-			205			-		-		-			-			-			205			-			205
Change in foreign currency translation adjustment		-			1,721			-		-		-			-			-			1,721			-			1,721
Redeemable noncontrolling interests income		-			-			-		-		-			-			-			-			(1,109	)		(1,109	)
Dividends ($0.54 per common share; $0.75000 per
Class I Depositary Share, $0.68750 per
Class J Depositary Share. and $0.70312 per
Class K Depositary Share, respectively)		(252,953	)		-			-		-		-			-			-			(252,953	)		-			(252,953	)
Distributions to noncontrolling interests		-			-			-		-		-			-			-			-			(12,691	)		(12,691	)
Issuance of common stock		-			-			-		-		776			8			(8	)		-			-			-
Surrender of restricted common stock		-			-			-		-		(224	)		(2	)		(5,322	)		(5,324	)		-			(5,324	)
Exercise of common stock options		-			-			-		-		51			-			973			973			-			973
Amortization of equity awards		-			-			-		-		-			-			12,032			12,032			-			12,032
Balance at June 30, 2017	$	(709,671	)	$	6,073			32	$	32		425,637		$	4,256		$	5,930,633		$	5,231,323		$	194,279		$	5,425,602
Balance at December 31, 2017, as previously reported	$	(761,337	)	$	(1,480	)		41	$	41		425,646		$	4,256		$	6,152,764		$	5,394,244		$	127,903		$	5,522,147
Impact of change in accounting principles
ASU 2017-05 (1)		8,098			-			-		-		-			-			-			8,098			-			8,098
ASU 2016-01 (1)		(1,136	)		1,136			-		-		-			-			-			-			-			-
Balance at January 1, 2018, as adjusted	$	(754,375	)	$	(344	)		41	$	41		425,646		$	4,256		$	6,152,764		$	5,402,342		$	127,903		$	5,530,245
Comprehensive income:
Net income		309,476			-			-		-		-			-			-			309,476			315			309,791
Other comprehensive income:																					-						-
Change in unrealized value on interest rate swap		-			416			-		-		-			-			-			416			-			416
Redeemable noncontrolling interests income		-			-			-		-		-			-			-			-			(185	)		(185	)
Dividends ($0.56 per common share; $0.75000 per
Class I Depositary Share, $0.68750 per
Class J Depositary Share, $0.70312 per
Class K Depositary Share, $0.64062 per
Class L Depositary Share and $0.65626 per
Class M Depositary Share, respectively)		(266,082	)		-			-		-		-			-			-			(266,082	)		-			(266,082	)
Distributions to noncontrolling interests		-			-			-		-		-			-			-			-			(1,870	)		(1,870	)
Issuance of common stock		-			-			-		-		1,075			11			(11	)					-			-
Repurchase of common stock		-			-			-		-		(5,100	)		(51	)		(75,075	)		(75,126	)		-			(75,126	)
Surrender of restricted common stock		-			-			-		-		(236	)		(2	)		(3,490	)		(3,492	)		-			(3,492	)
Exercise of common stock options		-			-			-		-		3			-			30			30			-			30
Amortization of equity awards		-			-			-		-		-			-			9,329			9,329			-			9,329
Issuance of preferred stock		-			-			2		2		-			-			33,112			33,114			-			33,114
Acquisition/deconsolidation of noncontrolling interests		-			-			-		-		-			-			1,203			1,203			(48,395	)		(47,192	)
Balance at June 30, 2018	$	(710,981	)	$	72			43	$	43		421,388		$	4,214		$	6,117,862		$	5,411,210		$	77,768		$	5,488,978

(1) Represents the impact of change in accounting principles for its respective Accounting Standard Updates ("ASU").  See Footnote 2 of the Notes to Condensed Consolidated Financial Statements for additional disclosure.

The accompanying notes are an integral part of these condensed consolidated financial statements.

6

KIMCO REALTY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(in thousands)

	Six Months Ended June 30,
	2018			2017
Cash flow from operating activities:
Net income	$	309,791		$	232,889
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		161,142			187,344
Impairment charges		30,519			31,336
Equity award expense		10,423			13,775
Gain on sale of operating properties/change in control of interests		(152,211	)		(21,569	)
Gain on change in control of interests		-			(71,160	)
Equity in income of joint ventures, net		(35,953	)		(27,902	)
Equity in income of other real estate investments, net		(19,593	)		(42,043	)
Distributions from joint ventures and other real estate investments		67,005			27,678
Change in accounts and notes receivable		9,306			4,916
Change in accounts payable and accrued expenses		(5,139	)		(10,506	)
Change in other operating assets and liabilities		(23,304	)		(24,724	)
Net cash flow provided by operating activities		351,986			300,034
Cash flow from investing activities:
Acquisition of operating real estate and other related net assets		(3,337	)		(56,036	)
Improvements to operating real estate		(127,380	)		(81,280	)
Acquisition of real estate under development		(4,592	)		(10,010	)
Improvements to real estate under development		(121,393	)		(91,729	)
Investments in marketable securities		(63	)		(9,822	)
Proceeds from sale/repayments of marketable securities		129			1,846
Investments in and advances to real estate joint ventures		(15,240	)		(22,704	)
Reimbursements of investments in and advances to real estate joint ventures		5,228			15,793
Investments in and advances to other real estate investments		(353	)		(569	)
Reimbursements of investments in and advances to other real estate investments		10,444			39,751
Collection of mortgage loans receivable		5,427			514
Proceeds from sale of operating properties		472,781			66,803
Proceeds from insurance casualty claims		6,500			-
Net cash flow provided by/(used for) investing activities		228,151			(147,443	)
Cash flow from financing activities:
Principal payments on debt, excluding normal amortization of rental property debt		(175,209	)		(463,572	)
Principal payments on rental property debt		(6,852	)		(8,129	)
(Repayments)/proceeds under the unsecured revolving credit facility, net		(7,746	)		449,958
Proceeds from issuance of unsecured notes		-			400,000
Repayments under unsecured notes/term loan		(6,365	)		(250,000	)
Financing origination costs		(11	)		(14,936	)
Payment of early extinguishment of debt charges		(546	)		(708	)
Contributions from noncontrolling interests		-			1,284
Redemption/distribution of noncontrolling interests		(5,454	)		(14,695	)
Dividends paid		(264,711	)		(252,793	)
Proceeds from issuance of stock, net		33,144			973
Repurchase of common stock		(75,126	)		-
Change in other financing liabilities		(4,197	)		640
Net cash flow used for financing activities		(513,073	)		(151,978	)
Net change in cash and cash equivalents		67,064			613
Cash and cash equivalents, beginning of the period		238,513			142,486
Cash and cash equivalents, end of the period	$	305,577		$	143,099
Interest paid during the period (net of capitalized interest of $8,199 and $6,442 respectively)	$	96,974		$	96,306

The accompanying notes are an integral part of these condensed consolidated financial statements.

7

KIMCO REALTY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. Business and Organization

Kimco Realty Corporation and subsidiaries (the "Company"), affiliates and related real estate joint ventures are engaged principally in the ownership, management, development and operation of open-air shopping centers, which are anchored generally by grocery stores, discount department stores, or drugstores. Additionally, the Company provides complementary services that capitalize on the Company’s established retail real estate expertise.

The Company elected status as a Real Estate Investment Trust (a “REIT”) for federal income tax purposes beginning in its taxable year ended December 31, 1991 and operates in a manner that enables the Company to maintain its status as a REIT.  As a REIT, with respect to each taxable year, the Company must distribute at least 90 percent of its taxable income (excluding capital gain) and does not pay federal income taxes on the amount distributed to its shareholders.  The Company is not generally subject to federal income taxes if it distributes 100 percent of its taxable income.  Most states, where the Company holds investments in real estate, conform to the federal rules recognizing REITs.  Certain subsidiaries have made a joint election with the Company to be treated as taxable REIT subsidiaries (“TRSs”), which permit the Company to engage in certain business activities which the REIT may not conduct directly.  A TRS is subject to federal and state income taxes on its income, and the Company includes, when applicable, a provision for taxes in its condensed consolidated financial statements.  The Company is subject to and also includes in its tax provision non-U.S. income taxes on certain investments located in jurisdictions outside the U.S. These investments are held by the Company at the REIT level and not in the Company’s taxable REIT subsidiaries. Accordingly, the Company does not expect a U.S. income tax impact associated with the repatriation of undistributed earnings from the Company’s foreign subsidiaries.

2. Summary of Significant Accounting Policies

Principles of Consolidation -

The accompanying Condensed Consolidated Financial Statements include the accounts of the Company. The Company’s subsidiaries include subsidiaries which are wholly-owned or which the Company has a controlling interest, including where the Company has been determined to be a primary beneficiary of a variable interest entity (“VIE”) in accordance with the Consolidation guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). All inter-company balances and transactions have been eliminated in consolidation. The information presented in the accompanying Condensed Consolidated Financial Statements is unaudited and reflects all adjustments which are, in the opinion of management, necessary to reflect a fair statement of the results for the interim periods presented, and all such adjustments are of a normal recurring nature.  These Condensed Consolidated Financial Statements should be read in conjunction with the Company's audited Annual Report on Form 10-K for the year ended December 31, 2017 (the “10-K”), as certain disclosures in this Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2018, that would duplicate those included in the 10-K are not included in these Condensed Consolidated Financial Statements.

Reclassifications -

Certain amounts in the prior period have been reclassified in order to conform with the current period’s presentation. The Company reclassified $7.3 million and $15.6 million of costs related to property management and services of the Company’s operating properties from General and administrative to Operating and maintenance on the Company’s Condensed Consolidated Statements of Income for the three and six months ended June 30, 2017, respectively. In conjunction with the adoption of Accounting Standard Update (“ASU”) 2014-09 discussed below, the Company reclassified $61.0 million and $119.1 million of Reimbursement income and $6.1 million and $9.6 million of Other rental property income from Revenues from rental properties on the Company’s Condensed Consolidated Statements of Income for the three and six months ended June 30, 2017, respectively.  In addition, the Company reclassified $5.3 million of tax withholdings for surrender of restricted common stock from Net cash flow provided by operating activities to Net cash flow used for financing activities on the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2017.

Subsequent Events -

The Company has evaluated subsequent events and transactions for potential recognition or disclosure in its condensed consolidated financial statements (see Footnote 10 to the Notes to the Company’s Condensed Consolidated Financial Statements).

Marketable Securities -

The Company classifies its marketable equity securities as available-for-sale in accordance with the FASB’s Investments-Debt and Equity Securities guidance. On January 1, 2018, the Company adopted ASU 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). In accordance with the adoption of ASU 2016-01, the Company now recognizes changes in the fair value of equity investments with readily determinable fair values in net income. Previously, changes in fair value of the Company’s available-for-sale marketable securities were recognized in accumulated other comprehensive income (“AOCI”) on the Company’s Condensed Consolidated Balance Sheets. As of December 31, 2017, the Company had aggregate unrealized losses related to its available-for-sale marketable securities of $1.1 million, which were included in AOCI on the Company’s Condensed Consolidated Balance Sheets. In connection with the adoption of ASU 2016-01, the Company recorded a cumulative-effect adjustment of $1.1 million to its beginning retained earnings as of January 1, 2018, which is reflected in Cumulative distributions in excess of net income on the Company’s Condensed Consolidated Statements of Changes in Equity.

8

Revenue and Gain Recognition–

On January 1, 2018, the Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606), (“Topic 606”) using the modified retrospective method applying it to any open contracts as of January 1, 2018, for which the Company did not identify any open contracts. The Company also utilized the practical expedient for which the Company was not required to restate revenue from contracts that began and are completed within the same annual reporting period. Results for reporting periods beginning after January 1, 2018, are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under Revenue Recognition (Topic 605). The new guidance provides a unified model to determine how revenue is recognized. To determine the proper amount of revenue to be recognized, the Company performs the following steps: (i) identify the contract with the customer, (ii) identify the performance obligations within the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations and (v) recognize revenue when (or as) a performance obligation is satisfied. As of June 30, 2018, the Company had no outstanding contract assets or contract liabilities. The adoption of this standard did not result in any material changes to the Company’s revenue recognition as compared to the previous guidance.

The Company’s primary source of revenue are leases which fall under the scope of Leases (Topic 840). The revenues which will be impacted by the adoption of Topic 606 include fees for services performed at various unconsolidated joint ventures for which the Company is the manager. These fees primarily include property and asset management fees, leasing fees, development fees and property acquisition/disposition fees. Also affected by Topic 606 are gains on sales of properties, lease termination fees and tax increment financing (“TIF”) contracts. The Company elected to disaggregate its revenue streams into the following line items on the Company’s Condensed Consolidated Statements of Income: Revenues from rental properties, Reimbursement income, Other rental property income and Management and other fee income. The Company believes that these are the proper disaggregated categories as they are the best depiction of its revenue streams both qualitatively and quantitatively.

Revenues from rental properties

Revenues from rental properties are comprised of minimum base rent, percentage rent, lease termination fee income, amortization of above-market and below-market rent adjustments and straight-line rent adjustments. Base rental revenues from rental properties are recognized on a straight-line basis over the terms of the related leases. Certain of these leases also provide for percentage rents based upon the level of sales achieved by the lessee.  These percentage rents are recognized once the required sales level is achieved.  Rental income may also include payments received in connection with lease termination agreements.  Lease termination fee income is recognized when the lessee provides consideration in order to terminate a lease agreement in place. The performance obligation of the Company is the termination of the lease agreement which occurs upon consideration received and execution of the termination agreement. Upon acquisition of real estate operating properties, the Company estimates the fair value of identified intangible assets and liabilities (including above-market and below-market leases, where applicable). The capitalized above-market or below-market intangible is amortized to rental income over the estimated remaining term of the respective leases, which includes the expected renewal option period for below-market leases.

Reimbursement income

Leases typically provide for reimbursement to the Company of common area maintenance costs (“CAM”), real estate taxes and other operating expenses.  Operating expense reimbursements are recognized as earned. The lease component relating to CAM reimbursement revenue will be within the scope of Topic 606, upon the effective date of ASU 2016-02, Leases (Topic 842). See New Accounting Pronouncements below for further details.

Other rental property income

Other rental property income totaled $11.1 million and $9.6 million for the six months ended June 30, 2018 and 2017, respectively, which mainly consists of ancillary income and TIF income. Ancillary income is derived through various agreements relating to parking lots, clothing bins, temporary storage, vending machines, ATMs, trash bins and trash collections, fireworks sales, etc. The majority of the revenue derived from these sources are through lease agreements/arrangements and are recognized in accordance with the lease terms described in the lease. The Company has TIF agreements with certain municipalities and receives payments in accordance with the agreements. TIF reimbursement income is recognized on a cash-basis when received.

9

Management and other fee income

Property management fees, property acquisition and disposition fees, construction management fees, leasing fees and asset management fees all fall within the scope of Topic 606. These fees arise from contractual agreements with third parties or with entities in which the Company has a noncontrolling interest. Management and other fee income related to partially owned entities are recognized to the extent attributable to the unaffiliated interest. Property and asset management fee income is recognized as a single performance obligation (managing the property) comprised of a series of distinct services (maintaining property, handling tenant inquiries, etc.). The Company believes that the overall service of property management is substantially the same each day and has the same pattern of performance over the term of the agreement. As a result, each day of service represents a performance obligation satisfied at that point in time. These fees are recognized at the end of each period for services performed during that period, primarily billed to the customer monthly and terms for payment are payment due upon receipt.

Leasing fee income is recognized as a single performance obligation primarily upon the rent commencement date. The Company believes the leasing services it provides are similar for each available space leased and none of the individual activities necessary to facilitate the execution of each lease are distinct. These fees are billed to the customer monthly and terms for payment are payment due upon receipt.

Property acquisition and disposition fees are recognized when the Company satisfies a performance obligation by acquiring a property or transferring control of a property. These fees are billed subsequent to the acquisition or sale of the property and payment is due upon receipt.

Construction management fees are recognized as a single performance obligation (managing the construction of the project) composed of a series of distinct services. The Company believes that the overall service of construction management is substantially the same each day and has the same pattern of performance over the term of the agreement. As a result, each day of service represents a performance obligation satisfied at that point in time. These fees are based on the amount spent on the construction at the end of each period for services performed during that period, primarily billed to the customer monthly and terms for payment are payment due upon receipt.

Gains on sales of operating properties/change in control of interests

On January 1, 2018, the Company also adopted ASU 2017-05, Other Income–Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets (“Topic 610”) for gains and losses from the sale and/or transfer of real estate property. The Company adopted Topic 610 using the modified retrospective approach for all contracts effective January 1, 2018. Topic 610 provides that sales of nonfinancial assets, such as real estate, are to be recognized when control of the asset transfers to the buyer, which will occur when the buyer has the ability to direct the use of or obtain substantially all of the remaining benefits from the asset. This generally occurs when the transaction closes and consideration is exchanged for control of the property.

In accordance with its election to apply the modified retrospective approach for all contracts, the Company recorded a cumulative-effect adjustment of $8.1 million to its beginning retained earnings as of January 1, 2018, on the Company’s Condensed Consolidated Statements of Changes in Equity and an adjustment to Investments in and advances to real estate joint ventures on the Company’s Condensed Consolidated Balance Sheets. As of December 31, 2017, the Company had aggregate net deferred gains of $8.1 million relating to partial disposals of two operating real estate properties prior to the adoption of ASU 2017-05, of which $6.9 million was included in Investments in and advances to real estate joint ventures and $1.2 million was included in Other liabilities on the Company’s Condensed Consolidated Balance Sheets. The Company had deferred these gains in accordance with prior guidance due to its continuing involvement in the entities which acquired the operating real estate properties.

During the six months ended June 30, 2018, the Company sold a portion of its investment in a consolidated operating property to its partner and amended the partnership agreement to provide for joint control of the entity. As a result of the amendment, the Company no longer consolidates the entity and recognized a gain on change in control of $6.8 million, in accordance with the adoption of ASU 2017-05 (See Footnote 3 to the Notes to the Company’s Condensed Consolidated Financial Statements for additional disclosure regarding disposals), which is included in Gain on sale of operating properties/change in controls of interests on the Company’s Condensed Consolidated Statements of Income.    

10

New Accounting Pronouncements –

       The following table represents ASUs to the FASB’s ASC that, as of June 30, 2018, are not yet effective for the Company and for which the Company has not elected early adoption, where permitted:

ASU	Description	Effective Date	Effect on the financial statements or other significant matters
ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments	The new guidance introduces a new model for estimating credit losses for certain types of financial instruments, including loans receivable, held-to-maturity debt securities, and net investments in direct financing leases, amongst other financial instruments. ASU 2016-13 also modifies the impairment model for available-for-sale debt securities and expands the disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance for losses.	January 1, 2020; Early adoption permitted	The Company is still assessing the impact on its financial position and/or results of operations.
ASU 2016-02, Leases (Topic 842) ASU 2018-01, Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842 ASU 2018-10, Codification Improvements to Topic 842, Leases	This ASU sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. ASU 2016-02 supersedes the previous leases standard, Leases (Topic 840). In January 2018, the FASB issued ASU 2018-01, which includes amendments to clarify land easements are within the scope of the new leases standard (Topic 842) and provide an optional transition practical expedient to not evaluate whether existing and expired land easements that were not previously accounted for as leases under current lease guidance in Topic 840 and are to be accounted for or contain leases under Topic 842. Early adoption is permitted as of the original effective date. The FASB approved an exposure draft in March 2018 which provided lessors with a practical expedient by class of underlying assets to not separate non-lease components from the lease component. However, the practical expedient would be limited to circumstances in which: 1) the timing and pattern of revenue recognition are the same for the non-lease component and the related lease component; and, 2) the combined single lease component would be classified as an operating lease. In July 2018, the FASB issued ASU 2018-10, which includes amendments to clarify certain aspects of the new leases standard.  These amendments address the rate implicit in the lease, impairment of the net investment in the lease, lessee reassessment of lease classification, lessor reassessment of lease term and purchase options, variable payments that depend on an index or rate and certain transition adjustments.	January 1, 2019; Early adoption permitted	The Company continues to evaluate the effect the adoption will have on the Company’s financial position and/or results of operations. However, the Company currently believes that the adoption will not have a material impact for operating leases where it is a lessor and will continue to record revenues from rental properties for its operating leases on a straight-line basis. However, for leases where the Company is a lessee, primarily for the Company’s ground leases and administrative office leases, the Company will be required to record a lease liability and a right of use asset on its Consolidated Balance Sheets at present value upon adoption. In addition, direct internal leasing costs will continue to be capitalized, however, indirect internal leasing costs previously capitalized will be expensed. Within the terms of the Company’s leases where the Company is the lessor, the Company is entitled to receive reimbursement amounts from tenants for operating expenses such as real estate taxes, insurance and other CAM. Upon adoption of this ASU, CAM reimbursement revenue will be accounted for in accordance with ASU 2016-12 Revenue from Contracts with Customers (Topic 606). The Company continues to evaluate the effect the adoption will have on this source of revenue. However, the Company currently does not believe the adoption will significantly affect the timing of the recognition of the Company’s CAM reimbursement revenue.
ASU 2017-09, Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting	The amendment provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The new guidance will be applied prospectively to awards modified on or after the adoption date.	January 1, 2018	There was no material impact to the Company’s financial position and/or results of operations.

11

The following ASUs to the FASB’s ASC have been adopted by the Company during the six months ended June 30, 2018:

ASU	Description	Adoption Date	Effect on the financial statements or other significant matters
ASU 2017-05, Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets	The amendment clarifies that a financial asset is within the scope of Subtopic 610-20 if it meets the definition of an in substance nonfinancial asset and defines the term in substance nonfinancial asset. ASU 2017-05 also clarifies that nonfinancial assets within the scope of Subtopic 610-20 may include nonfinancial assets transferred within a legal entity to a counterparty.  Subtopic 610-20, which was issued in May 2014 as part of ASU 2014-09, discussed below, provides guidance for recognizing gains and losses from the transfer of nonfinancial assets in contracts with noncustomers. An entity is required to apply the amendments in ASU 2017-05 at the same time it applies the amendments in ASU 2014-09 discussed below. An entity may elect to apply the amendments in ASU 2017-05 either retrospectively to each period presented in the financial statements in accordance with the guidance on accounting changes in ASC Topic 250, Accounting Changes and Error Corrections, paragraphs 10-45-5 through 10-45-10 (i.e. the retrospective approach) or retrospectively with a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption (i.e. the modified retrospective approach). An entity may elect to apply all of the amendments in ASU 2017-05 and ASU 2014-09 using the same transition method, or alternatively may elect to use different transition methods.	January 1, 2018	The Company adopted the provisions of Subtopic 610-20 using the modified retrospective approach. The Company has applied the guidance to disposals of nonfinancial assets (including real estate assets) within the scope of Subtopic 610-20, see above for impact from the adoption of this ASU.
ASU 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ASU 2018-03, Technical Corrections and Improvements to Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities	The amendment addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments, including the following: (i)   Requires equity investments (excluding those investments accounted for under the equity method of accounting or those that result in consolidation of the investee) with readily determinable fair values to be measured at fair value with the changes in fair value recognized in net income; however, an entity may choose to measure equity investments that do not have readily determinable fair values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. (ii)  Simplifies the impairment assessment of those equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment (iii)Eliminates the disclosure of the method(s) and significant assumptions used to estimate the fair value for financial instruments measured at amortized cost and changes the fair value calculation for those investments (iv)Changes the disclosure in other comprehensive income for financial liabilities that are measured at fair value in accordance with the fair value options for financial instruments (v)  Clarifies that a deferred asset related to available-for-sale securities should be included in an entity's evaluation for a valuation allowance. The amendments clarify certain aspects of the guidance issued in ASU 2016-01, discussed below, primarily impacting the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments.	January 1, 2018 Fiscal years beginning after December 15, 2017, and interim periods within those fiscal years beginning after June 15, 2018.	Effective as of date of adoption, changes in fair value of the Company’s available-for-sale marketable securities are recognized in Other income, net on the Company’s Condensed Consolidated Statements of Income. See above and Footnote 9 in the Notes to the Condensed Consolidated Financial Statements for impact from the adoption of this ASU.
ASU 2014-09, Revenue from Contracts with Customers (Topic 606) ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date	ASU 2014-09 is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. In adopting ASU 2014-09, companies may use either a full retrospective or a modified retrospective approach. ASU 2014-09 was anticipated to be effective for the first interim period within annual reporting periods beginning after December 15, 2016, and early adoption was not permitted.	January 1, 2018	The Company’s revenue-producing contracts are primarily leases that are not within the scope of this standard, except for the lease component relating to common area maintenance (“CAM”) reimbursement revenue, which will be within the scope of this standard upon the effective date of ASU 2016-02, Leases (Topic 842).

12

ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying performance obligations and licensing ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-scope improvements and practical expedients	In August 2015, the FASB issued ASU 2015-14, which delayed the effective date of ASU 2014-09 by one year making it effective for the first interim period within annual reporting periods beginning after December 15, 2017. Subsequently, in March 2016, the FASB issued ASU 2016-08, which further clarifies the implementation guidance on principal versus agent considerations, and in April 2016, the FASB issued ASU 2016-10, an update on identifying performance obligations and accounting for licenses of intellectual property. Additionally, in May 2016, the FASB issued ASU 2016-12, which includes amendments for enhanced clarification of the guidance. Early adoption is permitted as of the original effective date.		The revenues which are within the scope of this standard include other ancillary income earned through the Company’s operating properties as well as fees for services performed at various unconsolidated joint ventures which the Company manages. These fees primarily include property and asset management fees, leasing fees, development fees and property acquisition/disposition fees. The Company believes the timing of recognition and amount of these revenues will be generally consistent with the previous recognition and measurement.  See above for impact from the adoption of this ASU.
ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash	This amendment requires entities to show the changes in the total of cash, cash equivalents, restricted cash, and restricted cash equivalents in the statement of cash flows. The amendment should be applied using a retrospective transition method to each period presented.	January 1, 2018	There was no impact to the Company’s financial position and/or results of operations.

3. Operating Property Activities

Acquisitions and Dispositions –

During January 2018, the Company acquired a land parcel adjacent to an existing shopping center located in Ardmore, PA for a purchase price of $3.4 million.

The table below summarizes the Company’s disposition activity relating to consolidated operating properties and parcels (dollars in millions):

	Six Months Ended June 30,
	2018		2017
Aggregate sales price	$	833.1	$	157.3
Gain on sale of operating properties/change in control of interests	$	152.2	$	21.6
Impairment charges	$	9.9	$	2.4
Number of operating properties sold/deconsolidated		35		11
Number of out-parcels sold		2		5

Included in the table above, during the six months ended June 30, 2018, the Company sold a portion of its investment in a consolidated operating property to its partner based on a gross fair value of $320.0 million, including $206.0 million of non-recourse mortgage debt, and amended the partnership agreement to provide for joint control of the entity. As a result of the amendment, the Company no longer consolidates the entity and as such, reduced noncontrolling interests by $43.8 million and recognized a gain on change in control of $6.8 million, in accordance with the adoption of ASU 2017-05 effective as of January 1, 2018 (See Footnote 2 to the Notes to the Company’s Condensed Consolidated Financial Statements for additional discussion). The Company now has an investment in this unconsolidated property ($62.4 million as of the date of deconsolidation), included in Investments in and advances to real estate joint ventures on the Company’s Condensed Consolidated Balance Sheets. The Company’s share of this investment is subject to change and is based upon a cash flow waterfall provision within the partnership agreement (54.8% as of the date of deconsolidation).

During the six months ended June 30, 2018, the Company disposed of five land parcels, in separate transactions, for an aggregate sales price of $4.7 million, which resulted in an aggregate gain of $2.1 million, included in Other income, net on the Company’s Condensed Consolidated Statements of Income.

13

Held-for-Sale

At June 30, 2018, the Company had three consolidated properties classified as held-for-sale at an aggregate carrying amount of $10.2 million (including accumulated depreciation of $4.8 million), which are included in Other assets on the Company’s Condensed Consolidated Balance Sheets. The Company’s determination of the fair value of the properties was based upon executed contracts of sale with third parties. The book value of one of these properties exceeded its estimated fair value, less costs to sell, and as such an impairment charge of $0.3 million was recognized. Additionally, the Company reclassified $3.1 million in mortgage debt related to one of these properties to Other liabilities on the Company’s Condensed Consolidated Balance Sheets.

Impairments –

During the six months ended June 30, 2018, the Company recognized aggregate impairment charges of $30.5 million. These impairment charges consist of (i) $20.6 million related to adjustments to property carrying values for properties which the Company has marketed for sale as part of its active capital recycling program and as such has adjusted the anticipated hold period for such properties and (ii) $9.9 million related to the sale of certain operating properties, as discussed above. The Company’s estimated fair values of these properties were primarily based upon estimated sales prices from (i) signed contracts or letters of intent from third party offers or (ii) discounted cash flow models. See Footnote 12 to the Notes to the Company’s Condensed Consolidated Financial Statements for fair value disclosure.

4. Real Estate Under Development

The Company is engaged in various real estate development projects for long-term investment. As of June 30, 2018, the Company had in progress a total of four active real estate development projects and two additional projects held for future development.

The costs incurred to date for these real estate development projects are as follows (in thousands):

Property Name	Location	June 30, 2018		December 31, 2017
Grand Parkway Marketplace	Spring, TX	$	46,727	$	43,403
Dania Pointe (1)	Dania Beach, FL		218,870		152,841
Mill Station	Owings Mills, MD		42,085		34,347
Lincoln Square	Philadelphia, PA		140,175		90,479
Avenues Walk (2)	Jacksonville, FL		48,573		48,573
Promenade at Christiana (3)	New Castle, DE		33,329		32,875
Total (4)		$	529,759	$	402,518

(1) These costs include expenditures for phase I and phase II offsite and infrastructure requirements. During the six months ended June 30, 2018, the Company acquired a parcel adjacent to this development project for a purchase price of $4.6 million.

(2) Mixed-use project to be developed in the future.

(3) Land held for future development.

(4) Includes capitalized costs of interest, real estate taxes, insurance, legal costs and payroll of $36.5 million and $27.7 million, as of June 30, 2018 and December 31, 2017, respectively.

During the six months ended June 30, 2018, the Company capitalized (i) interest of $6.7 million, (ii) real estate taxes, insurance and legal costs of $1.2 million and (iii) payroll of $0.9 million, in connection with these real estate development projects.

5. Investments in and Advances to Real Estate Joint Ventures

The Company has investments in and advances to various real estate joint ventures. These joint ventures are engaged primarily in the operation of shopping centers which are either owned or held under long-term operating leases. The Company and the joint venture partners have joint approval rights for major decisions, including those regarding property operations. As such, the Company holds noncontrolling interests in these joint ventures and accounts for them under the equity method of accounting.

The table below presents joint venture investments for which the Company held an ownership interest at June 30, 2018 and December 31, 2017 (in millions, except number of properties):

	Ownership		The Company's Investment
Joint Venture	Interest		June 30, 2018		December 31, 2017
Prudential Investment Program (“KimPru” and “KimPru II”) (1) (2) (3)		15.0%	$	183.9	$	179.5
Kimco Income Opportunity Portfolio (“KIR”) (2)		48.6%		160.2		154.1
Canada Pension Plan Investment Board (“CPP”) (2)		55.0%		117.4		105.0
Other Joint Venture Programs (3) (4)		Various		107.2		45.3
Total*			$	568.7	$	483.9

14

* Representing 116 property interests and 23.9 million square feet of GLA, as of June 30, 2018, and 118 property interests and 23.5 million square feet of GLA, as of December 31, 2017.

(1) Represents four separate joint ventures, with four separate accounts managed by Prudential Global Investment Management (“PGIM”), three of these ventures are collectively referred to as KimPru and the remaining venture is referred to as KimPru II.

(2) The Company manages these joint venture investments and, where applicable, earns property management fees, construction management fees, property acquisition and disposition fees, leasing management fees and asset management fees.

(3) As of December 31, 2017, the Company had aggregate net deferred gains of $6.9 million relating to the disposal of operating properties prior to the adoption of ASU 2017-05. These deferred gains were included in the Company’s investment above, of which $5.1 million related to KimPru II and $1.8 million related to Other Joint Venture Programs. Upon adoption, the Company recorded a cumulative-effect adjustment of $6.9 million to its beginning retained earnings as of January 1, 2018 on the Company’s Condensed Consolidated Statements of Changes in Equity. See Footnote 2 to the Notes to the Company’s Condensed Consolidated Financial Statements for further detail and discussion.

(4) During March 2018, the Company sold a portion of its investment in a consolidated operating property to its partner and amended the partnership agreement to provide for joint control of the entity. As a result of the amendment, the Company no longer consolidates the entity. As of the date of deconsolidation, the Company had an investment in this unconsolidated property of $62.4 million. See Footnotes 2 and 3 to the Notes to the Company’s Condensed Consolidated Financial Statements for further detail and discussion.

The table below presents the Company’s share of net income for the above investments which is included in Equity in income of joint ventures, net on the Company’s Condensed Consolidated Statements of Income for the three and six months ended June 30, 2018 and 2017 (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
Joint Venture	2018		2017		2018		2017
KimPru and KimPru II	$	2.7	$	3.2	$	5.6	$	6.5
KIR		9.9		7.2		18.9		16.6
CPP		1.3		1.3		2.5		2.9
Other Joint Venture Programs (1)		5.1		1.5		9.0		1.9
Total	$	19.0	$	13.2	$	36.0	$	27.9

(1) During the three months ended June 30, 2018, a joint venture investment distributed cash proceeds resulting from the refinancing of an existing loan of which the Company’s share was $3.6 million. This distribution was in excess of the Company’s carrying basis in this joint venture investment and as such was recognized as income.

During the six months ended June 30, 2018, certain of the Company’s real estate joint ventures disposed of four operating properties, in separate transactions, for an aggregate sales price of $37.9 million. These transactions resulted in an aggregate net gain to the Company of $3.5 million for the six months ended June 30, 2018.

During the six months ended June 30, 2017, certain of the Company’s real estate joint ventures disposed of six operating properties and a portion of one property, in separate transactions, for an aggregate sales price of $49.3 million. These transactions resulted in an aggregate net gain to the Company of $0.1 million, before income taxes, for the six months ended June 30, 2017. In addition, during the six months ended June 30, 2017, the Company acquired a controlling interest in three operating properties from certain joint ventures, in separate transactions, for an aggregate sales price of $320.1 million.

The table below presents debt balances within the Company’s unconsolidated joint venture investments for which the Company held noncontrolling ownership interests at June 30, 2018 and December 31, 2017 (dollars in millions):

	As of June 30, 2018							As of December 31, 2017
Joint Venture	Mortgages and Notes Payable, Net		Weighted Average Interest Rate			Weighted Average Remaining Term (months)*		Mortgages and Notes Payable, Net		Weighted Average Interest Rate			Weighted Average Remaining Term (months)*
KimPru and KimPru II	$	623.1		3.96	%		53.8	$	625.7		3.59	%		59.8
KIR		686.6		4.63	%		41.8		702.0		4.60	%		47.5
CPP		84.3		3.64	%		60.1		84.9		2.91	%		4.0
Other Joint Venture Programs		487.1		4.18	%		82.8		287.6		4.41	%		27.2
Total	$	1,881.1						$	1,700.2

* Includes extension options

6. Other Real Estate Investments and Other Assets

Preferred Equity Capital -

The Company previously provided capital to owners and developers of real estate properties through its Preferred Equity Program. The Company’s maximum exposure to losses associated with its preferred equity investments is primarily limited to its net investment. As of June 30, 2018, the Company’s net investment under the Preferred Equity Program was $172.1 million relating to 286 properties, including 273 net leased properties.  During the six months ended June 30, 2018, the Company recognized income of $19.5 million from its preferred equity investments, including $10.0 million in profit participation earned from five capital transactions. These amounts are included in Equity in income of other real estate investments, net on the Company’s Condensed Consolidated Statements of Income.

15

Albertsons -

As of June 30, 2018, the Company owns 9.74% of the common stock of Albertsons Companies, Inc. (“ACI”) through two wholly-owned partnerships and accounts for this investment on the cost method. The Company’s net investment of $140.2 million in ACI is included in Other assets on the Company’s Condensed Consolidated Balance Sheets.

On February 20, 2018, ACI announced the execution of a definitive merger agreement under which ACI will acquire all the outstanding shares of Rite Aid Corporation (NYSE: RAD) (“RAD”). This agreement is subject to customary closing conditions. During June 2018, RAD scheduled a special stockholder meeting for August 9, 2018 for its stockholders of record to vote on the proposed merger with ACI. In addition, RAD announced that the registration statement on Form S-4 filed, in connection with this proposed merger, has been declared effective by the Securities and Exchange Commission. Upon completion of the proposed merger, the Company expects to account for its net investment in ACI as an available-for-sale marketable security, with the related changes in fair value recognized in net income.

7. Variable Interest Entities (“VIE”)

Included within the Company’s consolidated operating properties at June 30, 2018 and December 31, 2017, are 22 and 24 consolidated entities that are VIEs, respectively, for which the Company is the primary beneficiary. These entities have been established to own and operate real estate property. The Company’s involvement with these entities is through its majority ownership and management of the properties. The entities were deemed VIEs primarily because the unrelated investors do not have substantive kick-out rights to remove the general or managing partner by a vote of a simple majority or less and they do not have substantive participating rights. The Company determined that it was the primary beneficiary of these VIEs as a result of its controlling financial interest. At June 30, 2018, total assets of these VIEs were $891.3 million and total liabilities were $69.6 million. At December 31, 2017, total assets of these VIEs were $1.2 billion and total liabilities were $383.5 million.

The majority of the operations of these VIEs are funded with cash flows generated from the properties. The Company has not provided financial support to any of these VIEs that it was not previously contractually required to provide, which consists primarily of funding any capital expenditures, including tenant improvements, which are deemed necessary to continue to operate the entity and any operating cash shortfalls that the entity may experience.

Additionally, included within the Company’s real estate development projects at June 30, 2018 and December 31, 2017, are two and three consolidated entities that are VIEs, respectively, for which the Company is the primary beneficiary. These entities have been established to develop real estate properties to hold as long-term investments. The Company’s involvement with these entities is through its majority ownership and management of the properties. These entities were deemed VIEs primarily based on the fact that the equity investments at risk are not sufficient to permit the entities to finance their activities without additional financial support. The initial equity contributed to these entities was not sufficient to fully finance the real estate construction as development costs are funded by the partners throughout the construction period. The Company determined that it was the primary beneficiary of these VIEs as a result of its controlling financial interest. At June 30, 2018, total assets of these real estate development VIEs were $350.4 million and total liabilities were $37.6 million. At December 31, 2017, total assets of these real estate development VIEs were $307.9 million and total liabilities were $34.2 million.

Substantially all the projected development costs to be funded for these two real estate development projects, approximately $25.0 million to $75.0 million, will be funded with capital contributions from the Company, when contractually obligated. The Company has not provided financial support to these VIEs that it was not previously contractually required to provide.

All liabilities of these consolidated VIEs are non-recourse to the Company (“VIE Liabilities”). The assets of the unencumbered VIEs are not restricted for use to settle only the obligations of these VIEs. The remaining VIE assets are encumbered by third party non-recourse mortgage debt. The assets associated with these encumbered VIEs (“Restricted Assets”) are collateral under the respective mortgages and are therefore restricted and can only be used to settle the corresponding liabilities of the VIE. The table below summarizes the consolidated VIEs and the classification of the Restricted Assets and VIE Liabilities on the Company’s Condensed Consolidated Balance Sheets are as follows (dollars in millions):

	As of June 30, 2018		As of December 31, 2017
Number of unencumbered VIEs		21		22
Number of encumbered VIEs		3		5
Total number of consolidated VIEs		24		27
Restricted Assets:
Real estate, net	$	102.6	$	627.5
Cash and cash equivalents		3.5		9.8
Accounts and notes receivable, net		1.4		3.2
Other assets		2.5		4.5
Total Restricted Assets	$	110.0	$	645.0
VIE Liabilities:
Mortgages payable, net	$	35.3	$	340.9
Other liabilities		71.9		76.8
Total VIE Liabilities	$	107.2	$	417.7

16

8. Mortgages and Other Financing Receivables

The Company has various mortgages and other financing receivables which consist of loans acquired and loans originated by the Company. The Company reviews payment status to identify performing versus non-performing loans. As of June 30, 2018, the Company had a total of 11 loans aggregating $31.1 million, of which all were identified as performing loans.

During the six months ended June 30, 2018, the Company sold an operating property for a sales price of $20.8 million. In conjunction with this sale, the Company issued mortgage financing of $14.7 million which is scheduled to mature on December 20, 2018 and bears interest at a rate equal to the greater of (i) 5.00% or (ii) LIBOR plus 300 basis points (5.09% as of June 30, 2018). This loan is collateralized by the property.

Additionally, during the six months ended June 30, 2018, the Company received full payment relating to one mortgage receivable which had an aggregate outstanding balance of $5.7 million Canadian dollars (USD $4.5 million). This loan bore interest at a rate of 7.00% and matured in May 2018.

9. Marketable Securities

Effective January 1, 2018, in accordance with the adoption of ASU 2016-01, the Company now recognizes changes in the fair value of equity investments with readily determinable fair values in net income. In addition, the Company recorded a cumulative-effect adjustment of $1.1 million to its beginning retained earnings as of January 1, 2018, which is reflected in Cumulative distributions in excess of net income on the Company’s Condensed Consolidated Statements of Changes in Equity, to reclassify unrealized losses previously reported in AOCI for available-for-sale marketable securities. Also, during the six months ended June 30, 2018, the Company recognized a net loss on changes in fair value of its available-for-sale marketable securities of $0.1 million in Other income, net on the Company’s Condensed Consolidated Statements of Income.

10. Notes and Mortgages Payable

Notes Payable -

In June 2018, the Company repurchased $6.4 million of its $500.0 million Senior Unsecured Notes which bear interest at an annual rate of 3.20% and are scheduled to mature in May 2021. As of June 30, 2018, these Senior Unsecured Notes had an outstanding balance of $493.6 million. 

On July 24, 2018, the Company issued a notice of redemption for all of its $300.0 million 6.875% Senior Unsecured Notes (the “Senior Notes”) which are scheduled to mature in October 2019.  The Senior Notes will be redeemed on August 23, 2018 (the “Redemption Date”) at a redemption price (“Redemption Price”) equal to the greater of (i) 100% of the aggregate principal amount of the Senior Notes to be redeemed and (ii) the sum, as determined by an independent investment banker to be appointed by the Company, of the remaining scheduled payments of principal and interest in respect of the Senior Notes being redeemed (exclusive of any interest accrued to, but excluding, the Redemption Date) discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, plus, in either case, accrued and unpaid interest to, but excluding, the Redemption Date. The Redemption Price will be determined on August 20, 2018.

Mortgages Payable -

During the six months ended June 30, 2018, the Company (i) deconsolidated $206.0 million of individual non-recourse mortgage debt relating to an operating property for which the Company no longer holds a controlling interest and (ii) repaid $176.0 million of maturing mortgage debt (including fair market value adjustments of $0.8 million) that encumbered four operating properties.

Additionally, during the six months ended June 30, 2018, the Company disposed of an encumbered property through foreclosure. The transaction resulted in a net decrease in mortgage debt of $12.4 million. In addition, the Company recognized a gain on forgiveness of debt of $4.3 million and relief of accrued interest of $3.4 million, both of which are included in Other income, net in the Company’s Condensed Consolidated Statements of Income.

11. Noncontrolling Interests

      Noncontrolling interests represent the portion of equity that the Company does not own in entities it consolidates as a result of having a controlling interest or determined that the Company was the primary beneficiary of a VIE in accordance with the provisions of the FASB’s Consolidation guidance.  The Company accounts and reports for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. The Company identifies its noncontrolling interests separately within the equity section on the Company’s Condensed Consolidated Balance Sheets. The amounts of consolidated net income attributable to the Company and to the noncontrolling interests are presented separately on the Company’s Condensed Consolidated Statements of Income.  During the six months ended June 30, 2018, there were various transactions that had an impact on noncontrolling interest. See Footnotes 3 and 5 to the Notes to Condensed Consolidated Financial Statements for additional information regarding specific transactions.

17

In addition, during the six months ended June 30, 2018, the Company acquired its partners’ interests in three consolidated entities, in two separate transactions, for an aggregate purchase price of $3.4 million. These transactions resulted in a net decrease in Noncontrolling interest of $4.6 million and a corresponding net increase in Paid-in capital of $1.2 million on the Company’s Condensed Consolidated Balance Sheets. There are no remaining partners in two of these consolidated entities.

      Included within noncontrolling interests are units that were determined to be contingently redeemable that are classified as Redeemable noncontrolling interests and presented in the mezzanine section between Total liabilities and Stockholder’s equity on the Company’s Condensed Consolidated Balance Sheets.

12. Fair Value Measurements

All financial instruments of the Company are reflected in the accompanying Condensed Consolidated Balance Sheets at amounts which, in management’s estimation, based upon an interpretation of available market information and valuation methodologies, reasonably approximate their fair values except those listed below, for which fair values are disclosed. The valuation method used to estimate fair value for fixed-rate and variable-rate debt is based on discounted cash flow analyses, with assumptions that include credit spreads, market yield curves, trading activity, loan amounts and debt maturities. The fair values for marketable securities are based on published values, securities dealers’ estimated market values or comparable market sales. Such fair value estimates are not necessarily indicative of the amounts that would be realized upon disposition.

As a basis for considering market participant assumptions in fair value measurements, the FASB’s Fair Value Measurements and Disclosures guidance establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy).

The following are financial instruments for which the Company’s estimate of fair value differs from the carrying amounts (in thousands):

	June 30, 2018				December 31, 2017
	Carrying Amounts		Estimated Fair Value		Carrying Amounts		Estimated Fair Value
Notes payable, net (1)	$	4,591,178	$	4,338,371	$	4,596,140	$	4,601,479
Mortgages payable, net (2)	$	477,538	$	470,651	$	882,787	$	881,427

(1) The Company determined that the valuation of its Senior Unsecured Notes were classified within Level 2 of the fair value hierarchy and its Credit Facility was classified within Level 3 of the fair value hierarchy.  The estimated fair value amounts classified as Level 2 as of June 30, 2018 and December 31, 2017, were $4.3 billion and $4.6 billion, respectively. The estimated fair value amounts classified as Level 3 as of June 30, 2018 and December 31, 2017, were $0 and $1.9 million, respectively.

(2) The Company determined that its valuation of Mortgages payable, net was classified within Level 3 of the fair value hierarchy. 

The Company has certain financial instruments that must be measured under the FASB’s Fair Value Measurements and Disclosures guidance, including available for sale securities. The Company currently does not have non-financial assets and non-financial liabilities that are required to be measured at fair value on a recurring basis.

The tables below present the Company’s financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2018 and December 31, 2017, aggregated by the level in the fair value hierarchy within which those measurements fall (in thousands):

	Balance at June 30, 2018		Level 1		Level 2		Level 3
Assets:
Marketable equity securities	$	11,838	$	11,838	$		$	-
Interest rate swaps	$	72	$		$	72	$	-

	Balance at December 31, 2017		Level 1		Level 2		Level 3
Assets:
Marketable equity securities	$	11,936	$	11,936	$	-	$	-
Liabilities:
Interest rate swaps	$	344	$	-	$	344	$	-

18

Assets measured at fair value on a non-recurring basis during the six months ended June 30, 2018 and the year ended December 31, 2017, are as follows (in thousands): 

	Balance at June 30, 2018		Level 1		Level 2		Level 3
Real estate	$	117,070	$	-	$	-	$	117,070
Investments in real estate joint ventures (1)	$	62,429	$	-	$	-	$	62,429

	Balance at December 31, 2017		Level 1		Level 2		Level 3
Real estate	$	108,313	$	-	$	-	$	108,313

(1) Fair value measurement as of date of deconsolidation. See Footnotes 3 and 5 to the Notes to the Company’s Condensed Consolidated Financial Statements for further detail and discussion.

During the six months ended June 30, 2018 and 2017, the Company recognized impairment charges related to adjustments to property carrying values of $30.5 million and $31.3 million, respectively. The Company’s estimated fair values of these properties were primarily based upon estimated sales prices from (i) signed contracts or letters of intent from third party offers or (ii) discounted cash flow models.  The Company does not have access to the unobservable inputs used to determine the estimated fair values of third party offers.  For the discounted cash flow models, the capitalization rates primarily range from 8.5% to 9.0% and discount rates primarily range from 9.50% to 10.0% which were utilized in the models based upon unobservable rates that the Company believes to be within a reasonable range of current market rates for each respective investment.  Based on these inputs, the Company determined that its valuation of these investments was classified within Level 3 of the fair value hierarchy. (See Footnote 3 to the Notes to the Company’s Condensed Consolidated Financial Statements for additional discussion regarding impairment charges).

13. Preferred Stock and Common Stock

The Company’s outstanding Preferred Stock is detailed below:

As of June 30, 2018
Class of Preferred Stock	Shares Authorized		Shares Issued and Outstanding		Liquidation Preference (in thousands)		Dividend Rate			Annual Dividend per Depositary Share		Par Value		Optional Redemption Date
Class I		18,400		7,000	$	175,000		6.000	%	$	1.50000	$	1.00	3/20/2017
Class J		9,000		9,000		225,000		5.500	%	$	1.37500	$	1.00	7/25/2017
Class K		8,050		7,000		175,000		5.625	%	$	1.40625	$	1.00	12/7/2017
Class L		10,350		9,000		225,000		5.125	%	$	1.28125	$	1.00	8/16/2022
Class M (1)		10,580		10,580		264,500		5.250	%	$	1.31250	$	1.00	12/20/2022
				42,580	$	1,064,500

(1) During January 2018, the underwriting financial institutions for the Class M Preferred Stock issuance elected to exercise the over-allotment option and as a result, the Company issued an additional 1,380,000 Class M Depositary Shares, each representing a one-thousandth fractional interest in a share of the Company's 5.250% Class M Cumulative Redeemable Preferred Stock, $1.00 par value per share. The Company received net proceeds before expenses of $33.4 million from this over-allotment issuance.

As of December 31, 2017
Class of Preferred Stock	Shares Authorized		Shares Issued and Outstanding		Liquidation Preference (in thousands)		Dividend Rate			Annual Dividend per Depositary Share		Par Value		Optional Redemption Date
Class I		18,400		7,000	$	175,000		6.000	%	$	1.50000	$	1.00	3/20/2017
Class J		9,000		9,000		225,000		5.500	%	$	1.37500	$	1.00	7/25/2017
Class K		8,050		7,000		175,000		5.625	%	$	1.40625	$	1.00	12/7/2017
Class L		10,350		9,000		225,000		5.125	%	$	1.28125	$	1.00	8/16/2022
Class M		10,580		9,200		230,000		5.250	%	$	1.31250	$	1.00	12/20/2022
				41,200	$	1,030,000

During February 2018, the Company’s Board of Directors authorized a share repurchase program, which is effective for a term of two years, pursuant to which 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. During the six months ended June 30, 2018, the Company repurchased 5,100,000 shares for an aggregate purchase price of $75.1 million (weighted average price of $14.72 per share). As of June 30, 2018, the Company had $224.9 million available under this common share repurchase program.

19

14. Supplemental Schedule of Non-Cash Investing / Financing Activities

The following schedule summarizes the non-cash investing and financing activities of the Company for the six months ended June 30, 2018 and 2017 (in thousands):

	2018		2017
Proceeds deposited in escrow through sale of real estate interests	$	-	$	89,770
Disposition of real estate interests through the issuance of mortgage receivables	$	14,700	$	-
Disposition of real estate interests by foreclosure of debt	$	7,444	$	-
Forgiveness of debt due to foreclosure	$	12,415	$	-
Surrender of restricted common stock	$	3,492	$	5,324
Declaration of dividends paid in succeeding period	$	130,262	$	124,679
Capital expenditures accrual	$	75,760	$	45,898
Deemed contribution from noncontrolling interest	$	-	$	10,000
Consolidation of Joint Ventures:
Increase in real estate and other assets	$	-	$	325,981
Increase in mortgages payable, other liabilities and noncontrolling interests	$	-	$	258,626
Deconsolidation of Joint Ventures:
Decrease in real estate and other assets	$	300,299	$	-
Increase in investments in and advances to real estate joint ventures	$	62,429	$	-
Decrease in mortgages payable, other liabilities and noncontrolling interests	$	248,274	$	-

15. Incentive Plans

The Company accounts for equity awards in accordance with FASB’s Compensation – Stock Compensation guidance which requires that all share based payments to employees, including grants of employee stock options, restricted stock and performance shares, be recognized in the Condensed Consolidated Statements of Income over the service period based on their fair values. Fair value is determined, depending on the type of award, using either the Black-Scholes option pricing formula or the Monte Carlo method for performance shares, both of which are intended to estimate the fair value of the awards at the grant date. Fair value of restricted shares is calculated based on the price on the date of grant.

The Company recognized expenses associated with its equity awards of $10.4 million and $13.8 million for the six months ended June 30, 2018 and 2017, respectively.  As of June 30, 2018, the Company had $37.1 million of total unrecognized compensation cost related to unvested stock compensation granted under the Plans.  That cost is expected to be recognized over a weighted average period of approximately 3.1 years.

16. Accumulated Other Comprehensive Income

In accordance with the adoption of ASU 2016-01, the Company recorded a cumulative-effect adjustment of $1.1 million to beginning retained earnings as of January 1, 2018, which is reflected in Cumulative distributions in excess of net income on the Company’s Condensed Consolidated Statements of Changes in Equity, to reclassify unrealized losses previously reported in AOCI for available-for-sale marketable securities (See Footnotes 2 and 9 to the Notes to the Company’s Condensed Consolidated Financial Statements for additional disclosure).

The following tables display the change in the components of accumulated other comprehensive income for the six months ended June 30, 2018 and 2017 (in thousands):

	Unrealized Gain/(Loss) on Interest Rate Swap
Balance as of January 1, 2018, as adjusted	$	(344	)
Other comprehensive income before reclassifications		416
Amounts reclassified from AOCI		-
Net current-period other comprehensive income		416
Balance as of June 30, 2018	$	72

	Foreign Currency Translation Adjustments		Unrealized Gains Related to Available- for-Sale Securities			Unrealized Loss on Interest Rate Swaps			Total
Balance as of January 1, 2017	$	6,335	$	406		$	(975	)	$	5,766
Other comprehensive income before reclassifications		1,721		(1,619	)		205			307
Amounts reclassified from AOCI		-		-			-			-
Net current-period other comprehensive income		1,721		(1,619	)		205			307
Balance as of June 30, 2017	$	8,056	$	(1,213	)	$	(770	)	$	6,073

20

17. Earnings Per Share

The following table sets forth the reconciliation of earnings and the weighted average number of shares used in the calculation of basic and diluted earnings per share (amounts presented in thousands except per share data):

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2018			2017			2018			2017
Computation of Basic and Diluted Earnings Per Share:
Net income available to the Company's common shareholders	$	150,852		$	131,861		$	280,353		$	197,039
Earnings attributable to participating securities		(863	)		(647	)		(1,472	)		(1,070	)
Net income available to the Company’s common shareholders for basic earnings per share		149,989			131,214			278,881			195,969
Distributions on convertible units		282			259			521			29
Net income available to the Company’s common shareholders for diluted earnings per share	$	150,271		$	131,473		$	279,402		$	195,998
Weighted average common shares outstanding – basic		420,731			423,650			422,060			423,516
Effect of dilutive securities (1):
Equity awards		350			432			352			505
Assumed conversion of convertible units		847			862			824			63
Weighted average common shares outstanding – diluted		421,928			424,944			423,236			424,084
Net income available to the Company's common shareholders:
Basic earnings per share	$	0.36		$	0.31		$	0.66		$	0.46
Diluted earnings per share	$	0.36		$	0.31		$	0.66		$	0.46

(1) The effect of the assumed conversion of certain convertible units had an anti-dilutive effect upon the calculation of Income from continuing operations per share. Accordingly, the impact of such conversions has not been included in the determination of diluted earnings per share calculations. Additionally, there were 3.2 million and 4.0 million stock options that were not dilutive as of June 30, 2018 and 2017, respectively, and 2.3 million shares of restricted stock that were not dilutive for the three months ended June 30, 2018.

The Company's unvested restricted share awards contain non-forfeitable rights to distributions or distribution equivalents. The impact of the unvested restricted share awards on earnings per share has been calculated using the two-class method whereby earnings are allocated to the unvested restricted share awards based on dividends declared and the unvested restricted shares' participation rights in undistributed earnings.

21

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

Forward-Looking Statements

This Quarterly Report on Form 10-Q, together with other statements and information publicly disseminated by Kimco Realty Corporation (the “Company”) contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with the safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, are generally identifiable by use of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project,” “will,” “target,” “forecast” or similar expressions. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond the Company’s control and could materially affect actual results, performances or achievements. Factors which may cause actual results to differ materially from current expectations include, but are not limited to (i) general adverse economic and local real estate conditions, (ii) the inability of major tenants to continue paying their rent obligations due to bankruptcy, insolvency or a general downturn in their business, (iii) financing risks, such as the inability to obtain equity, debt or other sources of financing or refinancing on favorable terms to the Company, (iv) the Company’s ability to raise capital by selling its assets, (v) changes in governmental laws and regulations and management’s ability to estimate the impact of such changes, (vi) the level and volatility of interest rates and foreign currency exchange rates and managements’ ability to estimate the impact thereof, (vii) risks related to the Company’s international operations, (viii) the availability of suitable acquisition, disposition, development and redevelopment opportunities, and risks related to acquisitions not performing in accordance with our expectations, (ix) valuation and risks related to the Company’s joint venture and preferred equity investments, (x) valuation of marketable securities and other investments, (xi) increases in operating costs, (xii) changes in the dividend policy for the Company’s common and preferred stock and the Company’s ability to pay dividends at current levels, (xiii) the reduction in the Company’s income in the event of multiple lease terminations by tenants or a failure by multiple tenants to occupy their premises in a shopping center, (xiv) impairment charges, (xv) unanticipated changes in the Company’s intention or ability to prepay certain debt prior to maturity and/or hold certain securities until maturity and (xvi) the risks and uncertainties identified under Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year-ended December 31, 2017. Accordingly, there is no assurance that the Company’s expectations will be realized. The Company disclaims any intention or obligation to update the forward-looking statements, whether as a result of new information, future events or otherwise. You are advised to refer to any further disclosures the Company makes or related subjects in the Company’s Current Reports on Form 8-K that the Company files with the Securities and Exchange Commission (“SEC”).

The following discussion should be read in conjunction with the accompanying Condensed Consolidated Financial Statements and Notes thereto.  These unaudited financial statements include all adjustments which are, in the opinion of management, necessary to reflect a fair statement of the results for the interim periods presented, and all such adjustments are of a normal recurring nature.

Executive Overview

Kimco Realty Corporation, a Maryland corporation, is one of North America’s largest publicly traded owners and operators of open-air shopping centers.   The terms “Kimco,” the “Company,” “we,” “our” and “us” each refer to Kimco Realty Corporation and our subsidiaries, unless the context indicates otherwise.  The Company’s mission is to create destinations for everyday living that inspire a sense of community and deliver value to our many stakeholders.

The Company is a self-administered real estate investment trust (“REIT”) and has owned and operated open-air shopping centers for 60 years.  The Company has not engaged, nor does it expect to retain, any REIT advisors in connection with the operation of its properties. As of June 30, 2018, the Company had interests in 460 shopping center properties (the “Combined Shopping Center Portfolio”), aggregating 78.7 million square feet of gross leasable area (“GLA”), located in 28 states and Puerto Rico. In addition, the Company had 296 other property interests, primarily through the Company’s preferred equity investments and other real estate investments, totaling 5.0 million square feet of GLA. The Company’s ownership interests in real estate consist of its consolidated portfolio and portfolios where the Company owns an economic interest, such as properties in the Company’s investment real estate management programs, where the Company partners with institutional investors and also retains management.  

The Company’s operating strategies are to (i) own and operate its shopping center properties at their highest potential through maximizing and maintaining rental income and occupancy levels, (ii) attract local area customers to its shopping centers, which offer day-to-day necessities rather than high-priced luxury items, and (iii) maintain a strong balance sheet.

The Company’s investment strategy is to invest capital into high quality assets which are concentrated in major metro markets that provide opportunity for growth while disposing of lesser quality assets in more undesirable locations. Through this strategy, the Company has steadily progressed in its transformation of its portfolio and will continue these efforts as deemed necessary to maximize the quality and growth of its portfolio. The properties acquired are primarily located in major metro areas allowing tenants to generate higher foot traffic resulting in higher sales volume. The Company believes that this will enable it to maintain higher occupancy levels, rental rates and rental growth.

22

The Company’s investment strategy also includes the retail re-tenanting, renovation and expansion of its existing centers and acquired centers. The Company may selectively acquire established income-producing real estate properties and properties requiring significant re-tenanting and redevelopment, primarily in geographic regions in which the Company presently operates. Additionally, the Company may selectively acquire land parcels in its key markets for real estate development projects for long-term investment. The Company may consider investments in other real estate sectors and in geographic markets where it does not presently operate should suitable opportunities arise. The Company also continues to simplify its business by reducing the number of joint venture investments and pursuing redevelopment opportunities to increase overall value within its portfolio.

As part of the Company’s investment strategy each property is evaluated for its highest and best use, which may include residential and mixed-use components. In addition, the Company may consider other opportunistic investments related to retailer controlled real estate such as, repositioning underperforming retail locations, retail real estate financing and bankruptcy transaction support. The Company has an active capital recycling program which provides for the disposition of certain properties. If the Company accepts sales prices for any of these assets that are less than their net carrying values, the Company would be required to take impairment charges and such amounts could be material.

Results of Operations

Comparison of the three and six months ended June 30, 2018 and 2017

The following table presents the comparative results from the Company’s Condensed Consolidated Statements of Income for the three and six months ended June 30, 2018, as compared to the corresponding periods in 2017 (in thousands, except per share data):

	Three Months Ended June 30,									Six Months Ended June 30,
	2018			2017			$ Change			2018			2017			$ Change
Revenues
Revenues from rental properties	$	222,651		$	225,774		$	(3,123	)	$	453,066		$	453,485		$	(419	)
Reimbursement income		61,206			60,971			235			124,922			119,100			5,822
Other rental property income		5,526			6,098			(572	)		11,112			9,649			1,463
Management and other fee income		4,020			4,333			(313	)		8,381			8,530			(149	)
Operating expenses
Rent (1)		(2,742	)		(2,765	)		23			(5,560	)		(5,548	)		(12	)
Real estate taxes		(37,274	)		(38,747	)		1,473			(77,708	)		(77,016	)		(692	)
Operating and maintenance (2)		(41,325	)		(42,703	)		1,378			(84,656	)		(85,277	)		621
General and administrative (3)		(24,029	)		(19,965	)		(4,064	)		(46,427	)		(42,195	)		(4,232	)
Provision for doubtful accounts		(1,051	)		(2,096	)		1,045			(3,182	)		(3,500	)		318
Impairment charges		(22,873	)		(29,719	)		6,846			(30,519	)		(31,336	)		817
Depreciation and amortization		(79,760	)		(95,270	)		15,510			(161,142	)		(187,344	)		26,202
Other income/(expense)
Other income, net		3,277			1,439			1,838			9,456			2,712			6,744
Interest expense		(46,434	)		(46,090	)		(344	)		(96,377	)		(92,572	)		(3,805	)
Benefit for income taxes, net		720			1,034			(314	)		668			1,527			(859	)
Equity in income of joint ventures, net		19,040			13,169			5,871			35,953			27,902			8,051
Gain on change in control of interests		-			60,972			(60,972	)		-			71,160			(71,160	)
Equity in income of other real estate investments, net		9,617			38,356			(28,739	)		19,593			42,043			(22,450	)
Gain on sale of operating properties/change in control of interests		95,240			19,883			75,357			152,211			21,569			130,642
Net income attributable to noncontrolling interests		(423	)		(11,258	)		10,835			(315	)		(12,740	)		12,425
Preferred dividends		(14,534	)		(11,555	)		(2,979	)		(29,123	)		(23,110	)		(6,013	)
Net income available to the Company's common shareholders	$	150,852		$	131,861		$	18,991		$	280,353		$	197,039		$	83,314
Net income available to the Company:
Diluted per common share	$	0.36		$	0.31		$	0.05		$	0.66		$	0.46		$	0.20

(1) Rent expense relates to ground lease payments for which the Company is the lessee.

(2) Operating and maintenance expense consists of property related costs including repairs and maintenance costs, roof repair, landscaping, parking lot repair, snow removal, utilities, property insurance costs, security, personnel costs related to property management services and various other property related expenses.

(3) General and administrative costs include employee-related expenses (including salaries, bonuses, equity awards, benefits, severance costs and payroll taxes but excluding property management personnel), professional fees, office rent, travel expense and other company-specific expenses.

      The following describes the activity of certain line items from the Company’s Condensed Consolidated Statements of Income, which it believes represent items that have significant changes during the three months and/or six months ended June 30, 2018, as compared to the corresponding periods in 2017:

23

Revenue from rental properties –

The decrease in Revenues from rental properties of $3.1 million for the three months ended June 30, 2018, as compared to the corresponding period in 2017, is primarily from the combined effect of (i) a decrease in revenues of $15.5 million from properties sold during 2018 and 2017, partially offset by (ii) the completion of certain redevelopment projects, tenant buyouts and net growth in the current portfolio, providing incremental revenues for the three months ended June 30, 2018, of $10.5 million, as compared to the corresponding period in 2017, and (iii) the acquisition/consolidation of operating properties during 2017, providing incremental revenues for the three months ended June 30, 2018, of $1.9 million, as compared to the corresponding period in 2017.

Reimbursement income –

The increase in Reimbursement income of $5.8 million for the six months ended June 30, 2018, as compared to the corresponding period in 2017, is primarily from the combined effect of (i) increased occupancy rates, nature and timing of spending and net growth in recovery rates for the current portfolio, providing incremental reimbursement income for the six months ended June 30, 2018, of $7.5 million, as compared to the corresponding period in 2017, and (ii) the acquisition/consolidation of operating properties during 2017, providing incremental reimbursement income for the six months ended June 30, 2018, of $3.1 million, as compared to the corresponding period in 2017, partially offset by (iii) a decrease in reimbursement income of $4.8 million from properties sold during 2018 and 2017.

General and administrative –

The increase in General and administrative costs of $4.1 million and $4.2 million for the three and six months ended June 30, 2018, respectively, as compared to the corresponding periods in 2017, is primarily due to an increase in severance and personnel costs.

Impairment charges –

During the six months ended June 30, 2018 and 2017, the Company recognized impairment charges related to adjustments to property carrying values of $30.5 million and $31.3 million, respectively, for which the Company’s estimated fair values were primarily based upon (i) signed contracts or letters of intent from third party offers or (ii) discounted cash flow models. These adjustments to property carrying values were recognized in connection with the Company’s efforts to market certain properties and management’s assessment as to the likelihood and timing of such potential transactions. Certain of the calculations to determine fair value utilized unobservable inputs and as such are classified as Level 3 of the fair value hierarchy.

Depreciation and amortization –

The decrease in Depreciation and amortization of $15.5 million for the three months ended June 30, 2018, as compared to the corresponding period in 2017, is primarily due to (i) a decrease of $10.7 million related to the acceleration of depreciable lives of assets within the Company’s redevelopment projects associated with demolition during the three months ended June 30, 2018, as compared to the corresponding period in 2017, (ii) a decrease related to tenant vacates of $4.6 million during the three months ended June 30, 2018, as compared to the corresponding period in 2017 and (iii) a decrease of $3.2 million resulting from property dispositions in 2018 and 2017, partially offset by (iv) an increase of $3.0 million related to the acquisition/consolidation of operating properties during 2017.

The decrease in Depreciation and amortization of $26.2 million for the six months ended June 30, 2018, as compared to the corresponding period in 2017, is primarily due to (i) a decrease of $20.8 million related to the acceleration of depreciable lives of assets within the Company’s redevelopment projects associated with demolition during the six months ended June 30, 2018, as compared to the corresponding period in 2017 (ii) a decrease related to tenant vacates of $7.2 million during the six months ended June 30, 2018, as compared to the corresponding period in 2017 and (iii) a decrease of $5.1 million resulting from property dispositions in 2018 and 2017, partially offset by (iv) an increase of $6.9 million related to the acquisition/consolidation of operating properties during 2017.

Other income, net –

The increase in Other income, net of $6.7 million for the six months ended June 30, 2018, as compared to the corresponding period in 2017, is primarily due to (i) the recognition of gain on forgiveness of debt of $4.3 million and relief of accrued interest of $3.4 million resulting from the foreclosure of an encumbered property during 2018, partially offset by (ii) a decrease of $0.8 million due to foreign currency losses during the six months ended June 30, 2018, as compared to the corresponding period in 2017.

Interest expense –

The increase in Interest expense of $3.8 million for the six months ended June 30, 2018, as compared to the corresponding period in 2017, is primarily the result of higher interest rates and higher levels of borrowings during the six months ended June 30, 2018, as compared to the corresponding period in 2017, partially offset by the repayment of maturing debt during 2018 and 2017.

Equity in income of joint ventures, net –

The increase in Equity in income of joint ventures, net of $5.9 million for the three months ended June 30, 2018, as compared to the corresponding period in 2017, is primarily due to (i) an increase in net gains of $5.1 million resulting from the sale of properties and capital transactions within various joint venture investments during 2018, as compared to the corresponding period in 2017, and (ii) a decrease in impairment charges of $0.8 million recognized during 2018, as compared to 2017.

24

The increase in Equity in income of joint ventures, net of $8.1 million for the six months ended June 30, 2018, as compared to the corresponding period in 2017, is primarily due to (i) an increase in net gains of $6.1 million resulting from the sale of properties and capital transactions within various joint venture investments during 2018, as compared to the corresponding period in 2017, and (ii) a decrease in impairment charges of $1.9 million recognized during 2018, as compared to 2017.

Gain on change in control of interests –

During the six months ended June 30, 2017, the Company acquired, in separate transactions, a controlling interest in three operating properties from certain joint venture partners in which the Company had noncontrolling interests. As a result of these transactions, the Company recorded an aggregate gain on change in control of interests of $71.2 million related to the fair value adjustment associated with its previously held equity interest in these operating properties.

Equity in income of other real estate investments, net –

The decrease in Equity in income of other real estate investments, net of $28.7 million for the three months ended June 30, 2018, as compared to the corresponding period in 2017, is primarily due to (i) a decrease of $34.6 million in equity in income from the ACI joint venture resulting from cash distributions received in excess of the Company’s carrying basis during 2017, partially offset by (ii) an increase in earnings and profit participation from capital transactions related to Company’s Preferred Equity Program of $5.9 million during 2018, as compared to the corresponding period in 2017.

The decrease in Equity in income of other real estate investments, net of $22.5 million for the six months ended June 30, 2018, as compared to the corresponding period in 2017, is primarily due to (i) a decrease of $34.6 million in equity in income from the ACI joint venture resulting from cash distributions received in excess of the Company’s carrying basis during 2017, partially offset by (ii) an increase in earnings and profit participation from capital transactions related to Company’s Preferred Equity Program of $12.1 million during 2018, as compared to the corresponding period in 2017.

Gain on sale of operating properties/change in control of interests –

During the six months ended June 30, 2018, the Company disposed/deconsolidated of 35 operating properties and two out-parcels, in separate transactions, for an aggregate sales price of $833.1 million. These transactions resulted in (i) an aggregate gain of $152.2 million and (ii) aggregate impairment charges of $9.9 million.

During the six months ended June 30, 2017, the Company disposed of 11 consolidated operating properties and five out-parcels, in separate transactions, for an aggregate sales price of $157.3 million. These transactions resulted in (i) an aggregate gain of $21.6 million and (ii) aggregate impairment charges of $2.4 million.

Net income attributable to noncontrolling interests –

The decrease in Net income attributable to noncontrolling interests of $10.8 million and $12.4 million for the three and six months ended June 30, 2018, respectively, as compared to the corresponding periods in 2017, is primarily due to equity in income allocated to the Company’s noncontrolling interest members as a result of a distribution in excess of basis in the Albertsons joint venture during 2017.

Preferred dividends –

The increase in Preferred dividends of $3.0 million and $6.0 million for the three and six months ended June 30, 2018, respectively, as compared to the corresponding periods in 2017, is primarily due to the issuances of Class L Preferred Stock and Class M Preferred Stock in 2017 and 2018, partially offset by the partial redemption of Class I Preferred Stock in 2017.

Net income available to the Company’s common shareholders and Diluted earnings per share –

Net income available to the Company’s common shareholders was $150.9 million for the three months ended June 30, 2018, as compared to $131.9 million for the three months ended June 30, 2017. On a diluted per share basis, net income available to the Company for the three months ended June 30, 2018, was $0.36 as compared to $0.31 for the three months ended June 30, 2017. These changes are primarily attributable to (i) an increase in gains on sale of operating properties, (ii) a decrease in depreciation and amortization, (iii) a decrease in net income attributable to noncontrolling interests, (iv) a decrease in impairment charges, (v) an increase in equity in income of joint ventures, net, primarily resulting from the sales of properties and capital transactions within various joint venture investments, and (vi) increased profitability from the Company’s operating properties, partially offset by, (vii) a decrease from gain on change in control of interests, (viii) a decrease in equity in income of other real estate investments, net, (ix) an increase in general and administrative expenses and (x) an increase in preferred dividends.

25

Net income available to the Company’s common shareholders was $280.4 million for the six months ended June 30, 2018, as compared to $197.0 million for the six months ended June 30, 2017. On a diluted per share basis, net income available to the Company for the six months ended June 30, 2018, was $0.66 as compared to $0.46 for the six months ended June 30, 2017. These changes are primarily attributable to (i) an increase in gains on sale of operating properties, including gain on change in control of interests, (ii) a decrease in depreciation and amortization, (iii) a decrease in net income attributable to noncontrolling interests, (iv) an increase in equity in income of joint ventures, net, primarily resulting from the sales of properties and capital transactions within various joint venture investments, (v) an increase in other income, net, and (vi) incremental earnings due to the acquisition of operating properties during 2017, as well as increased profitability from the Company’s operating properties, (vii) increased profitability from the Company’s operating properties, partially offset by (viii) a decrease from gain on change in control of interests, (ix) a decrease in equity in income of other real estate investments, net, (x) an increase in preferred dividends and (xi) an increase in general and administrative expenses.

 Tenant Concentration

The Company seeks to reduce its operating and leasing risks through diversification achieved by the geographic distribution of its properties and a large tenant base. At June 30, 2018, the Company’s five largest tenants were TJX Companies, Home Depot, Ahold Delhaize USA, Albertsons and PetSmart, which represented 3.6%, 2.5%, 2.3%, 1.8% 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.

Liquidity and Capital Resources

The Company’s capital resources include accessing the public debt and equity capital markets, mortgage and construction loan financing, and immediate access to an unsecured revolving credit facility (the “Credit Facility”) with bank commitments of $2.25 billion which can be increased to $2.75 billion through an accordion feature.

The Company’s cash flow activities are summarized as follows (in millions): 

	Six Months Ended June 30,
	2018			2017
Cash and cash equivalents, beginning of the period	$	238,513		$	142,486
Net cash flow provided by operating activities		351,986			300,034
Net cash flow provided by/(used for) investing activities		228,151			(147,443	)
Net cash flow used for financing activities		(513,073	)		(151,978	)
Change in cash and cash equivalents		67,064			613
Cash and cash equivalents, end of the period	$	305,577		$	143,099

Operating Activities

The Company anticipates that cash on hand, cash flows from operations, borrowings under its Credit Facility, and the issuance of equity and public debt, as well as other debt and equity alternatives, will provide the necessary capital required by the Company.  

Cash flows provided by operating activities for the six months ended June 30, 2018, were $352.0 million, as compared to $300.0 million for the comparable period in 2017. The increase of $52.0 million is primarily attributable to:

● the acquisition of operating properties during 2017;

● new leasing, expansion and re-tenanting of core portfolio properties;

● an increase in distributions from the Company’s joint venture programs; and

● changes in operating assets and liabilities due to timing of receipts and payments; partially offset by

● an increase in interest expense.

During the six months ended June 30, 2018 and 2017, the Company capitalized personnel costs of $6.4 million and $6.5 million, respectively, relating to deferred leasing costs.

Investing Activities

Cash flows provided by investing activities were $228.2 million for the six months ended June 30, 2018, as compared to cash flows used for investing activities of $147.4 million for the comparable period in 2017.

Investing activities during 2018 consisted primarily of:

Cash inflows:

● $472.8 million in proceeds from the sale of 35 consolidated operating properties, two out-parcels and five land parcels;

26

● $15.7 million in reimbursements of investments in and advances to real estate joint ventures and reimbursements of investments in and advances to other real estate investments, primarily related to disposition of properties and loan refinancing within the joint venture portfolio and the Company’s Preferred Equity Program;

● $6.5 million in proceeds from insurance casualty claims; and

● $5.4 million in collection of mortgage loans receivable.

Cash outflows:

● $248.8 million for improvements to operating real estate related to the Company’s active redevelopment pipeline and improvements to real estate under development;

● $15.2 million for investments in and advances to real estate joint ventures, primarily related to a redevelopment project within the Company’s joint venture portfolio; and

● $7.9 million for the acquisition of operating real estate and other related net assets, including one land parcel, and the acquisition of real estate under development related to one development project.

Investing activities during 2017 consisted primarily of:

Cash inflows:

● $66.8 million in proceeds from the sale of operating properties related to 11 consolidated operating properties and five out-parcels; and

● $55.5 million in reimbursements of investments in and advances to real estate joint ventures, primarily related to the disposition of properties within the joint venture portfolio, and reimbursements of investments in and advances to other real estate investments, primarily related to the distribution from the Albertsons joint venture.

Cash outflows:

● $173.0 million for improvements to operating real estate related to the Company’s active redevelopment pipeline and improvements to real estate under development;

● $66.0 million for acquisition of operating real estate and other related net assets, including four consolidated operating properties and a parcel, and acquisition of real estate under development related to a development project;

● $22.7 million for investments in and advances to real estate joint ventures, primarily related to a redevelopment project within one joint venture and the repayment of a mortgage in another joint venture; and

● $9.8 million for investment in marketable securities.

Acquisitions of Operating Real Estate and Other Related Net Assets -

       During the six months ended June 30, 2018 and 2017, the Company expended $3.3 million and $56.0 million, respectively, towards the acquisition of operating real estate properties and parcels adjacent to operating real estate properties. The Company continues to transform the quality of its portfolio by disposing of lesser quality assets and acquiring larger, higher quality properties in key markets identified by the Company. The Company anticipates spending up to $25.0 million towards the acquisition of operating properties for the remainder of 2018, if suitable opportunities arise. The Company intends to fund these acquisitions with proceeds from property dispositions.

Improvements to Operating Real Estate -

During the six months ended June 30, 2018 and 2017, the Company expended $127.4 million and $81.3 million, respectively, towards improvements to operating real estate. These amounts consist of the following (in thousands):

	Six Months Ended June 30,
	2018		2017
Redevelopment and renovations	$	93,140	$	66,934
Tenant improvements and tenant allowances		33,585		10,047
Other		655		4,299
Total improvements (1)	$	127,380	$	81,280

(1) During the six months ended June 30, 2018 and 2017, the Company capitalized payroll of $3.4 million and $1.4 million, respectively, and capitalized interest of $1.5 million and $1.2 million, respectively, in connection with the Company’s improvements to operating real estate.

The Company has an ongoing program to redevelop and re-tenant its properties to maintain or enhance its competitive position in the marketplace. The Company is actively pursuing redevelopment opportunities within its operating portfolio which it believes will increase the overall value by bringing in new tenants and improving the assets’ value. The Company has identified three categories of redevelopment, (i) large scale redevelopment, which involves demolishing and building new square footage, (ii) value creation redevelopment, which includes the subdivision of large anchor spaces into multiple tenant layouts, and (iii) creation of out-parcels and pads located in the front of the shopping center properties. The Company anticipates its capital commitment toward these redevelopment projects and re-tenanting efforts for the remainder of 2018 will be approximately $125.0 million to $200.0 million. The funding of these capital requirements will be provided by proceeds from property dispositions, cash flow from operating activities, construction financing, where applicable, and availability under the Company’s Credit Facility.

27

Real Estate Under Development -

The Company is engaged in select real estate development projects, which are expected to be held as long-term investments. As of June 30, 2018, the Company had in progress a total of four active real estate development projects and two additional projects held for future development. During the six months ended June 30, 2018 and 2017, the Company expended $121.4 million and $91.7 million, respectively, towards improvements to real estate under development. The Company capitalized (i) interest of $6.7 million and $5.2 million, (ii) real estate taxes, insurance and legal costs of $1.2 million and $1.7 million and (iii) payroll of $0.9 million and $2.2 million during the six months ended June 30, 2018 and 2017, respectively, in connection with these real estate development projects. The Company anticipates the total remaining costs to complete these four active projects to be approximately $125.0 million to $200.0 million. The Company anticipates its capital commitment toward these development projects for the remainder of 2018 will be approximately $100.0 million to $150.0 million. The funding of these capital requirements will be provided by proceeds from property dispositions, cash flow from operating activities, construction financing, where applicable, and availability under the Company’s Credit Facility.

Financing Activities

Cash flow used for financing activities were $513.1 million for the six months ended June 30, 2018, as compared to $152.0 million for the comparable period in 2017.

Financing activities during 2018 primarily consisted of the following:

Cash inflows:

● $33.1 million in proceeds from the exercise of the Class M Preferred Stock over-allotment option.

Cash outflows:

● $264.7 million of dividends paid;

● $182.1 million for principal payments on debt (related to the repayment of debt on four encumbered properties), including normal amortization on rental property debt;

● $75.1 million for the repurchase of common stock;

● $14.1 million for repayments of unsecured revolving credit facility, net, and partial repayment of Senior Unsecured Note; and

● $5.5 million for redemption/distribution of noncontrolling interests, primarily related to the redemption of certain partnership units by consolidated subsidiaries.

Financing activities during 2017 primarily consisted of:

Cash inflows:

● $450.0 million in proceeds from unsecured revolving credit facility, net; and

● $400.0 million in proceeds from issuance of Senior Unsecured Notes.

Cash outflows:

● $471.7 million for principal payments on debt (related to the repayment of debt on 22 encumbered properties), including normal amortization on rental property debt;

● $252.8 million of dividends paid;

● $250.0 million for repayment of unsecured term loan;

● $14.9 million for financing origination costs, primarily related to costs associated with the issuance of Senior Unsecured Notes; and

● $14.7 million for redemption/distribution of noncontrolling interests.

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. 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. The Company has noticed a continuing trend that, although pricing remains dependent on specific deal terms, generally spreads for non-recourse mortgage financing has stabilized and the unsecured debt markets are functioning well and credit spreads are at manageable levels.

28

Debt maturities for the remainder of 2018 consist of $68.1 million of unconsolidated joint venture debt, assuming the utilization of extension options where available.  These maturities are anticipated to be repaid through operating cash flows, debt refinancing, unsecured credit facilities, proceeds from property sales or partner capital contributions, as deemed appropriate.

The Company intends to maintain strong debt service coverage and fixed charge coverage ratios as part of its commitment to maintain its investment-grade senior, 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.

Since the completion of the Company’s IPO in 1991, the Company has utilized the public debt and equity markets as its principal source of capital for its expansion needs. Since the IPO, the Company has completed additional offerings of its public unsecured debt and equity, raising in the aggregate over $13.8 billion.  Proceeds from public capital market activities have been used for the purposes of, among other things, repaying indebtedness, acquiring interests in open-air shopping centers, funding real estate under development projects, expanding and improving properties in the portfolio and other investments.

During February 2018, the Company filed a shelf registration statement on Form S-3, which is effective for a term of three years, for the future unlimited offerings, from time-to-time, of debt securities, preferred stock, depositary shares, common stock and common stock warrants. The Company, pursuant to this shelf registration statement may, from time-to-time, offer for sale its senior unsecured debt for any general corporate purposes, including (i) funding specific liquidity requirements in its business, including property acquisitions, development and redevelopment costs and (ii) managing the Company’s debt maturities.

Preferred Stock-

      During January 2018, the underwriting financial institutions for the Class M Preferred Stock issuance elected to exercise the over-allotment option and as a result, the Company issued an additional 1,380,000 Class M Depositary Shares, each representing a one-thousandth fractional interest in a share of the Company's 5.250% Class M Cumulative Redeemable Preferred Stock, $1.00 par value per share. The Company received net proceeds before expenses of $33.4 million from this over-allotment issuance.

Share Repurchase Program –

During February 2018, the Company’s Board of Directors authorized a share repurchase program, which is effective for a term of two years, pursuant to which 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. During the six months ended June 30, 2018, the Company repurchased 5,100,000 shares for an aggregate purchase price of $75.1 million (weighted average price of $14.72 per share). As of June 30, 2018, the Company had $224.9 million available under this common share repurchase program.

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 6/30/18
Consolidated Indebtedness to Total Assets	<65%	38%
Consolidated Secured Indebtedness to Total Assets	<40%	4%
Consolidated Income Available for Debt Service to Maximum Annual Service Charge	>1.50x	5.6x
Unencumbered Total Asset Value to Consolidated Unsecured Indebtedness	>1.50x	2.6x

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; and the Seventh Supplemental Indenture dated as of April 24, 2014, each as filed with the SEC. See the Exhibits Index to our Annual Report on Form 10-K for the year ended December 31, 2017 for specific filing information.

In June 2018, the Company repurchased $6.4 million of its $500.0 million Senior Unsecured Note which bears interest at annual rate of 3.20% and is scheduled to mature in May 2021. As of June 30, 2018, this Senior Unsecured Note had an outstanding balance of $493.6 million.

On July 24, 2018, the Company issued a notice of redemption for all of its $300.0 million 6.875% Senior Unsecured Notes (the “Senior Notes”) which are scheduled to mature in October 2019.  The Senior Notes will be redeemed on August 23, 2018 (the “Redemption Date”) at a redemption price (“Redemption Price”) equal to the greater of (i) 100% of the aggregate principal amount of the Senior Notes to be redeemed and (ii) the sum, as determined by an independent investment banker to be appointed by the Company, of the remaining scheduled payments of principal and interest in respect of the Senior Notes being redeemed (exclusive of any interest accrued to, but excluding, the Redemption Date) discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, plus, in either case, accrued and unpaid interest to, but excluding, the Redemption Date. The Redemption Price will be determined on August 20, 2018.

29

Credit Facility -

The Company has a $2.25 billion unsecured revolving credit facility (the “Credit Facility”) with a group of banks, which is scheduled to expire in March 2021, with two additional six-month options to extend the maturity date, at the Company’s discretion, to March 2022. This Credit Facility, which accrues interest at a rate of LIBOR plus 87.5 basis points (2.94% as of June 30, 2018), can be increased to $2.75 billion through an accordion feature. In addition, the Credit Facility includes a $500.0 million sub-limit which provides the Company the opportunity to borrow in alternative currencies including Canadian Dollars, British Pounds Sterling, Japanese Yen or Euros. Pursuant to the terms of the Credit Facility, the Company, among other things, is subject to covenants requiring the maintenance of (i) maximum leverage ratios on both unsecured and secured debt and (ii) minimum interest and fixed coverage ratios. As of June 30, 2018, the Credit Facility had no balance outstanding and $0.5 million appropriated 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. The financial covenants for the Credit Facility are as follows:

Covenant	Must Be	As of 6/30/18
Total Indebtedness to Gross Asset Value (“GAV”)	<60%	36%
Total Priority Indebtedness to GAV	<35%	3%
Unencumbered Asset Net Operating Income to Total Unsecured Interest Expense	>1.75x	4.2x
Fixed Charge Total Adjusted EBITDA to Total Debt Service	>1.50x	3.0x

For a full description of the Credit Facility’s covenants refer to the Amended and Restated Credit Agreement dated as of February 1, 2017, filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 30, 2017.

Mortgages Payable –

During the six months ended June 30, 2018, the Company (i) deconsolidated $206.0 million of individual non-recourse mortgage debt relating to an operating property for which the Company no longer holds a controlling interest and (ii) repaid $176.0 million of maturing mortgage debt (including fair market value adjustments of $0.8 million) that encumbered four operating properties.

Additionally, during the six months ended June 30, 2018, the Company disposed of an encumbered property through foreclosure. The transaction resulted in a net decrease in mortgage debt of $12.4 million. In addition, the Company recognized a gain on forgiveness of debt of $4.3 million and relief of accrued interest of $3.4 million, both of which are included in Other income, net in the Company’s Condensed Consolidated Statements of Income.

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 and construction loans to partially fund the capital needs of its real estate development projects. As of June 30, 2018, the Company had over 340 unencumbered property interests in its portfolio.

Dividends –

In connection with its intention to continue to qualify as a REIT for federal income tax purposes, the Company expects to continue paying regular dividends to its stockholders. 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 the Board of Directors monitors sources of capital and evaluates the impact of the economy and capital markets availability on operating fundamentals.  Since cash used to pay dividends reduces amounts available for capital investment, the Company generally intends to maintain a conservative dividend payout ratio, reserving such amounts as it considers necessary for the expansion and renovation of shopping centers in its portfolio, debt reduction, the acquisition of interests in new properties and other investments as suitable opportunities arise and such other factors as the Board of Directors considers appropriate.  Cash dividends paid for the six months ended June 30, 2018 and 2017 were $264.7 million and $252.8 million, respectively.

Although the Company receives substantially all of its rental payments on a monthly basis, it generally intends to continue paying dividends quarterly. Amounts accumulated in advance of each quarterly distribution will be invested by the Company in short-term money market or other suitable instruments. On April 24, 2018, the Company’s Board of Directors declared a quarterly cash dividend of $0.28 per common share payable to shareholders of record on July 3, 2018, which was paid on July 16, 2018. Additionally, on July 24, 2018, the Company’s Board of Directors declared a quarterly cash dividend of $0.28 per common share payable to shareholders of record on October 2, 2018, which is scheduled to be paid on October 15, 2018.

The Board of Directors declared quarterly dividends with respect to the Company’s various classes of cumulative redeemable preferred shares (Classes I, J, K, L and M). All dividends on the preferred shares were paid on July 16, 2018 to shareholders of record on July 3, 2018. Additionally, the Board of Directors also declared quarterly dividends with respect to the Company’s various series of cumulative redeemable preferred shares (Classes I, J, K, L and M). All dividends on the preferred shares are scheduled to be paid on October 15, 2018, to shareholders of record on October 1, 2018.

Hurricane Impact –

On September 20, 2017, Hurricane Maria struck Puerto Rico as a Category 4 hurricane which resulted in widespread damage, flooding, and power outages. The Company has interests in seven operating properties located throughout Puerto Rico, aggregating 2.2 million square feet of GLA, which were variously impacted by the hurricane.  The Company maintains a comprehensive property insurance policy on these properties with total coverage of up to $62.0 million, as well as business interruption insurance with coverage up to $39.3 million in the aggregate, subject to a collective deductible of $1.2 million.

30

The Company expects to collect property insurance proceeds (net of deductible) equal to the replacement cost of its damaged property, currently estimated to be approximately $30.9 million. The Company expects that the final replacement cost claim will exceed the amount previously written off due to property damage ($16.0 million) and that this excess amount will be recorded, net of the deductible, as income by the Company upon full settlement and collection of the casualty insurance claim.  As of June 30, 2018, the Company has collected property insurance proceeds totaling $10.5 million to date and has a remaining receivable balance of $5.5 million, which is included in Other assets on the Company’s Condensed Consolidated Balance Sheets.

The Company’s business interruption insurance covers lost revenues as a result of the hurricane for a period of up to one year. After the expiration of one year following the loss, the policy has 365 days of extended period of indemnity which provides business interruption coverage in the event the properties have not fully recovered from the storm. As of June 30, 2018, the Company has collected business interruption claims totaling $3.7 million to date from its insurance provider. The Company is still in the process of assessing current and future business interruption insurance losses and will submit insurance claims for its estimated losses under its business interruption insurance policy.

Other –

The Company is subject to taxes on its activities in Canada, Puerto Rico and Mexico.  In general, under local country law applicable to the structures the Company has in place and applicable treaties, the repatriation of cash to the Company from its subsidiaries and joint ventures in Canada, Puerto Rico and Mexico generally are not subject to withholding tax. The Company is subject to and also includes in its tax provision non-U.S. income taxes on certain investments located in jurisdictions outside the U.S. These investments are held by the Company at the REIT level and not in the Company’s taxable REIT subsidiary. Accordingly, the Company does not expect a U.S. income tax impact associated with the repatriation of undistributed earnings from the Company’s foreign subsidiaries.

Funds From Operations

Funds From Operations (“FFO”) is a supplemental non-GAAP financial measure utilized to evaluate the operating performance of real estate companies. The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income/(loss) available to the Company’s common shareholders computed in accordance with generally accepted accounting principles in the United States (“GAAP”), excluding (i) gains or losses from sales of operating real estate assets and change in control of interests, plus (ii) depreciation and amortization of operating properties and (iii) impairment of depreciable real estate and in substance real estate equity investments and (iv) after adjustments for unconsolidated partnerships and joint ventures calculated to reflect FFO on the same basis.

The Company presents FFO available to the Company’s common shareholders as it considers it an important supplemental measure of our operating performance and believes it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, many of which present FFO available to the Company’s common shareholders when reporting results. Comparison of our presentation of FFO available to the Company’s common shareholders to similarly titled measures for other REITs may not necessarily be meaningful due to possible differences in the application of the NAREIT definition used by such REITs.

The Company also presents FFO available to the Company’s common shareholders as adjusted as an additional supplemental measure as it believes it is more reflective of its core operating performance and provides investors and analysts an additional measure to compare the Company’s performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. FFO available to the Company’s common shareholders as adjusted is generally calculated by the Company as FFO available to the Company’s common shareholders excluding certain transactional income and expenses and non-operating impairments which management believes are not reflective of the results within the Company’s operating real estate portfolio.

FFO is a supplemental non-GAAP financial measure of real estate companies’ operating performances, which does not represent cash generated from operating activities in accordance with GAAP and therefore should not be considered an alternative for net income as a measure of liquidity.  Our method of calculating FFO available to the Company’s common shareholders and FFO available to the Company’s common shareholders as adjusted may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

31

The Company’s reconciliation of net income available to the Company’s common shareholders to FFO available to the Company’s common shareholders and FFO available to the Company’s common shareholders as adjusted, is as follows (in thousands, except per share data):

	Three Months Ended June 30,							Six Months Ended June 30,
	2018				2017			2018				2017
Net income available to the Company’s common shareholders	$	150,852			$	131,861		$	280,353			$	197,039
Gain on sale of operating properties/change in control of interests		(95,163	)			(19,763	)		(152,134	)			(20,861	)
Gain on sale of joint venture operating properties/change in control of interests		(1,510	)			(60,955	)		(3,549	)			(72,185	)
Depreciation and amortization - real estate related		77,250				94,121			156,242				184,970
Depreciation and amortization - real estate joint ventures		11,611				10,311			20,895				19,851
Impairment of operating properties		22,720				21,048			30,366				23,643
Benefit for income taxes (2)		-				-			-				(39	)
Noncontrolling interests (2)		(507	)			(1,627	)		(2,059	)			(2,282	)
FFO available to the Company’s common shareholders		165,253				174,996			330,114				330,136
Transactional (income)/expense:
Profit participation from other real estate investments		(5,561	)			(34,573	)		(10,289	)			(34,573	)
Gain from land sales		(1,625	)			(450	)		(2,078	)			(1,060	)
Demolition costs		573				189			573				464
Impairments on other investments		200				9,531			267				9,708
Severance costs		492				-			1,185				-
Gain on forgiveness of debt		-				-			(4,274	)			-
Noncontrolling interests (3)		-				11,033			136				11,338
Loss/(gain) on marketable securities		(24	)			-			1,486				(30	)
Distribution in excess of basis		(3,550	)			-			(3,550	)			-
Other income, net		(29	)			16			(29	)			522
Total transactional income, net		(9,524	)			(14,254	)		(16,573	)			(13,631	)
FFO available to the Company's common shareholders as adjusted	$	155,729			$	160,742		$	313,541			$	316,505
Weighted average shares outstanding for FFO calculations:
Basic		420,731				423,650			422,060				423,516
Units		935				960			927				854
Dilutive effect of equity awards		350				432			352				505
Diluted		422,016		(1)		425,042			423,339		(1)		424,875
FFO per common share – basic	$	0.39			$	0.41		$	0.78			$	0.78
FFO per common share – diluted	$	0.39		(1)	$	0.41		$	0.78		(1)	$	0.78
FFO as adjusted per common share – basic	$	0.37			$	0.38		$	0.74			$	0.75
FFO as adjusted per common share – diluted	$	0.37		(1)	$	0.38		$	0.74		(1)	$	0.75

(1) Reflects the potential impact if certain units were converted to common stock at the beginning of the period, which would have a dilutive effect on FFO available to the Company’s common shareholders. FFO available to the Company’s common shareholders would be increased by $261 and $267 for the three months ended June 30, 2018 and 2017, respectively and $525 and $459 for the six months ended June 30, 2018 and 2017. The effect of other certain convertible units would have an anti-dilutive effect upon the calculation of Net income available to the Company’s common shareholders per share. Accordingly, the impact of such conversion has not been included in the determination of diluted earnings per share calculations.

(2) Related to gains, impairment and depreciation on operating properties, where applicable.

(3) Related to transactional (income)/expense, where applicable.

Same Property Net Operating Income (“Same property NOI”)

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 as a measure of liquidity. 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. It excludes properties under redevelopment, development and pending stabilization; properties are deemed stabilized at the earlier of (i) reaching 90% leased or (ii) one year following a project’s inclusion in operating real estate. Same property NOI assists in eliminating disparities in net income due to the development, acquisition or disposition of properties during the particular period presented, and thus provides a more consistent performance measure for the comparison of the Company's properties.

Same property NOI is calculated using revenues from rental properties (excluding straight-line rent adjustments, lease termination fees, TIFs and amortization of above/below market rents) less charges for bad debt, operating and maintenance expense, real estate taxes and rent expense plus the Company’s proportionate share of Same property NOI from unconsolidated real estate joint ventures, calculated on the same basis. The Company’s method of calculating Same property NOI available to the Company’s common shareholders may differ from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

32

The following is a reconciliation of Net income available to the Company’s common shareholders to Same property NOI (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2018			2017			2018			2017
Net income available to the Company’s common shareholders	$	150,852		$	131,861		$	280,353		$	197,039
Adjustments:
Management and other fee income		(4,020	)		(4,333	)		(8,381	)		(8,530	)
General and administrative		24,029			19,965			46,427			42,195
Impairment charges		22,873			29,719			30,519			31,336
Depreciation and amortization		79,760			95,270			161,142			187,344
Interest and other expense, net		43,157			44,651			86,921			89,860
Benefit for income taxes, net		(720	)		(1,034	)		(668	)		(1,527	)
Gain on change in control of interests		-			(60,972	)		-			(71,160	)
Equity in income of other real estate investments, net		(9,617	)		(38,356	)		(19,593	)		(42,043	)
Gain on sale of operating properties/change in control of interests		(95,240	)		(19,883	)		(152,211	)		(21,569	)
Net income attributable to noncontrolling interests		423			11,258			315			12,740
Preferred dividends		14,534			11,555			29,123			23,110
Non same property net operating income		(26,833	)		(32,054	)		(58,175	)		(65,756	)
Non-operational expense from joint ventures, net		15,136			18,648			29,508			39,031
Same property NOI	$	214,334		$	206,295		$	425,280		$	412,070

Same property NOI increased by $8.0 million or 3.9% for the three months ended June 30, 2018, as compared to the corresponding period in 2017. This increase is primarily the result of (i) an increase of $6.2 million related to lease-up and rent commencements in the portfolio, (ii) an increase in other property income of $1.3 million and (iii) a decrease of $0.5 million of credit loss.

Same property NOI increased by $13.2 million or 3.2% for the six months ended June 30, 2018, as compared to the corresponding period in 2017. This increase is primarily the result of (i) an increase of $10.9 million related to lease-up and rent commencements in the portfolio, (ii) an increase in other property income of $1.9 million and (iii) a decrease of $0.4 million of credit loss.

Leasing Activity

During the six months ended June 30, 2018, the Company executed 579 leases totaling over 5.0 million square feet in the Company’s consolidated operating portfolio comprised of 195 new leases and 384 renewals and options. The leasing costs associated with new leases are estimated to aggregate $36.4 million or $25.30 per square foot. These costs include $28.3 million of tenant improvements and $8.1 million of external leasing commissions. The average rent per square foot on new leases was $16.05 and on renewals and options was $15.80.

Tenant Lease Expirations

At June 30, 2018, the Company has a total of 5,735 leases in the U.S. consolidated operating portfolio. 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. Amounts in thousands except for number of lease data:

Year Ending December 31,	Number of Leases Expiring	Square Feet  Expiring	Total Annual Base Rent Expiring		% of Gross  Annual Rent
(1)	148	359	$	8,207		1.0	%
2018	189	734	$	14,503		1.7	%
2019	791	4,982	$	84,302		10.2	%
2020	800	5,619	$	92,131		11.1	%
2021	801	6,407	$	96,318		11.6	%
2022	822	6,707	$	108,070		13.0	%
2023	712	6,470	$	102,575		12.4	%
2024	276	3,436	$	52,861		6.4	%
2025	220	1,856	$	33,481		4.0	%
2026	227	3,650	$	51,354		6.2	%
2027	251	3,477	$	53,010		6.4	%
2028	286	3,030	$	53,196		6.4	%

(1) Leases currently under month to month lease or in process of renewal.

33

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The Company’s primary market risk exposures are interest rate risk and foreign currency exchange rate risk.  The Company has not, and does not plan to, enter into any derivative financial instruments for trading or speculative purposes. The following table presents the Company’s aggregate fixed rate debt obligations outstanding, including fair market value adjustments and unamortized deferred financing costs, as of June 30, 2018, with corresponding weighted-average interest rates sorted by maturity date.  The table does not include extension options where available. Amounts are in millions.

	2018		2019			2020			2021			2022			Thereafter			Total			Fair Value
Secured Debt
Fixed Rate	$	-	$	2.2		$	134.4		$	153.4		$	153.4		$	34.1		$	477.5		$	470.7
Average Interest Rate		-		5.29	%		5.29	%		5.39	%		4.05	%		5.56	%		4.94	%
Unsecured Debt
Fixed Rate	$	-	$	299.6		$	-		$	491.6		$	495.4		$	3,304.6		$	4,591.2		$	4,338.4
Average Interest Rate		-		6.88	%		-			3.20	%		3.40	%		3.54	%		3.71	%

At June 30, 2018, the Company’s foreign real estate investments in their local currency had an aggregate carrying amount of 51.4 million Mexican Pesos (USD $4.7 million). Currency fluctuations between local currency and the U.S. dollar for the Company’s foreign monetary assets and liabilities result in foreign currency gains/losses which are recognized in Other income, net in the Company’s Condensed Consolidated Statements of Income. During the six months ended June 30, 2018, the Company recognized a net foreign currency loss of $0.1 million.

Item 4.  Controls and Procedures

The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective.

There have not been any changes in the Company’s internal control over financial reporting during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

34

PART II

OTHER INFORMATION

Item 1.  Legal Proceedings

The following information supplements and amends our discussion set forth under Part I, Item 3 "Legal Proceedings" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017.

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 adverse 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 liability insurance.

Item 1A.  Risk Factors

There are no material changes from risk factors as previously disclosed in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2017. 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities 

During the six months ended June 30, 2018, the Company repurchased 228,431 shares for an aggregate purchase price of $3.5 million (weighted average price of $15.21 per share) in connection with common shares surrendered or deemed surrendered to the Company to satisfy statutory minimum tax withholding obligations in connection with the vesting of restricted stock awards under the Company’s equity-based compensation plans.  In addition, during February 2018, the Company’s Board of Directors authorized a share repurchase program, which is effective for a term of two years, pursuant to which 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.  During the six months ended June 30, 2018, the Company repurchased 5,100,000 shares for an aggregate purchase price of $75.1 million (weighted average price of $14.72 per share). These repurchased shares are no longer outstanding. 

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)
January 1, 2018 – January 31, 2018	56,094	$	17.69	-	$	-
February 1, 2018 – February 28, 2018	164,751		14.38	1,600,000		275.7
March 1, 2018 – March 31, 2018	222		15.21	-		275.7
April 1, 2018 – April 30, 2018	1,067			-		275.7
May 1, 2018 – May 31, 2018	5,277		14.45	3,500,000		224.9
June 1, 2018 – June 30, 2018	1,020		17.40	-		224.9
Total	228,431	$	15.21	5,100,000

Item 3.  Defaults Upon Senior Securities

None.

Item 4.  Mine Safety Disclosures

Not applicable.

Item 5.  Other Information

None.

35

Item 6.  Exhibits

Exhibits –

4.1 Agreement to File Instruments

Kimco Realty Corporation (the “Registrant”) hereby agrees to file with the Securities and Exchange Commission, upon request of the Commission, all instruments defining the rights of holders of long-term debt of the Registrant and its consolidated subsidiaries, and for any of its unconsolidated subsidiaries for which financial statements are required to be filed, and for which the total amount of securities authorized thereunder does not exceed 10 percent of the total assets of the Registrant and its subsidiaries on a consolidated basis.

12.1	Computation of Ratio of Earnings to Fixed Charges
12.2	Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends
31.1	Certification of the Company’s Chief Executive Officer, Conor C. Flynn, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of the Company’s Chief Financial Officer, Glenn G. Cohen, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of the Company’s Chief Executive Officer, Conor C. Flynn, and the Company’s Chief Financial Officer, Glenn G. Cohen, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema
101.CAL	XBRL Taxonomy Extension Calculation Linkbase
101.DEF	XBRL Taxonomy Extension Definition Linkbase
101.LAB	XBRL Taxonomy Extension Label Linkbase
101.PRE	XBRL Taxonomy Extension Presentation Linkbase

36

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	KIMCO REALTY CORPORATION
July 27, 2018	/s/ Conor C. Flynn
(Date)	Conor C. Flynn
	Chief Executive Officer
July 27, 2018	/s/ Glenn G. Cohen
(Date)	Glenn G. Cohen
	Chief Financial Officer

37

EX-12.1

Exhibit 12.1

KIMCO REALTY CORPORATION AND SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

For the six months ended June 30, 2018

(in thousands, except for ratio)

Pretax earnings from continuing operations before adjustment for noncontrolling interests or income loss from equity investees	$	253,577
Add:
Interest on indebtedness (excluding capitalized interest)		96,018
Amortization of debt premiums, discounts and capitalized expenses		(901	)
Amortization of capitalized interest		2,750
Portion of rents representative of the interest factor		3,635
		355,079
Distributed income from equity investees		67,005
Pretax earnings from continuing operations, as adjusted	$	422,084
Fixed charges -
Interest on indebtedness (excluding capitalized interest)	$	96,018
Capitalized interest		8,199
Amortization of debt premiums, discounts and capitalized expenses		(901	)
Portion of rents representative of the interest factor		3,635
Fixed charges	$	106,951
Ratio of earnings to fixed charges		3.9

EX-12.2

Exhibit 12.2

KIMCO REALTY CORPORATION AND SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS

For the six months ended June 30, 2018

(in thousands, except for ratio)

Pretax earnings from continuing operations before adjustment for noncontrolling interests or income loss from equity investees	$	253,577
Add:
Interest on indebtedness (excluding capitalized interest)		96,018
Amortization of debt premiums, discounts and capitalized expenses		(901	)
Amortization of capitalized interest		2,750
Portion of rents representative of the interest factor		3,635
		355,079
Distributed income from equity investees		67,005
Pretax earnings from continuing operations, as adjusted	$	422,084
Combined fixed charges and preferred stock dividends -
Interest on indebtedness (excluding capitalized interest)	$	96,018
Capitalized interest		8,199
Preferred dividend factor		29,186
Amortization of debt premiums, discounts and capitalized expenses		(901	)
Portion of rents representative of the interest factor		3,635
Combined fixed charges and preferred stock dividends	$	136,137
Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends		3.1

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Conor C. Flynn, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Kimco Realty Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 27, 2018

/s/ Conor C. Flynn

Conor C. Flynn      

Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Glenn G. Cohen, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Kimco Realty Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 27, 2018

/s/ Glenn G. Cohen

Glenn G. Cohen

Chief Financial Officer

EX-32.1

Exhibit 32.1

Section 1350 Certification

Pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of Kimco Realty Corporation (the “Company”) hereby certifies, to such officer’s knowledge, that:

(i) the accompanying Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2018 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(ii) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: July 27, 2018

/s/ Conor C. Flynn

Conor C. Flynn

Chief Executive Officer

Date: July 27, 2018

/s/ Glenn G. Cohen

Glenn G. Cohen

Chief Financial Officer

XML

Document And Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Jul. 17, 2018
Document Information [Line Items]
Entity Registrant Name	KIMCO REALTY CORP
Entity Central Index Key	0000879101
Trading Symbol	kim
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	Yes
Entity Common Stock, Shares Outstanding (in shares)		421,382,113
Document Type	10-Q
Document Period End Date	Jun. 30, 2018
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q2
Amendment Flag	false

XML

Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands		Jun. 30, 2018	Dec. 31, 2017
Assets:
Operating real estate, net of accumulated depreciation of $2,395,195 and $2,433,053, respectively		$ 9,126,945	$ 9,817,875
Investments in and advances to real estate joint ventures		568,698	483,861
Real estate under development	[1]	529,759	402,518
Other real estate investments		187,785	217,584
Mortgages and other financing receivables		31,127	21,838
Cash and cash equivalents		305,577	238,513
Marketable securities		13,131	13,265
Accounts and notes receivable, net		180,451	189,757
Other assets		348,310	378,515
Total assets	[2]	11,291,783	11,763,726
Liabilities:
Notes payable, net		4,591,178	4,596,140
Mortgages payable, net		477,538	882,787
Dividends payable		130,262	128,892
Other liabilities		587,676	617,617
Total liabilities	[3]	5,786,654	6,225,436
Redeemable noncontrolling interests		16,151	16,143
Commitments and Contingencies
Stockholders' equity:
Preferred stock, $1.00 par value, authorized 5,996,240 shares, 42,580 and 41,200 shares issued and outstanding (in series), respectively; Aggregate liquidation preference $1,064,500 and $1,030,000, respectively		43	41
Common stock, $.01 par value, authorized 750,000,000 shares issued and outstanding 421,387,540 and 425,646,380 shares, respectively		4,214	4,256
Paid-in capital		6,117,862	6,152,764
Cumulative distributions in excess of net income		(710,981)	(761,337)
Accumulated other comprehensive income/(loss)		72	(1,480)
Total stockholders' equity		5,411,210	5,394,244
Noncontrolling interests		77,768	127,903
Total equity		5,488,978	5,522,147
Total liabilities and equity		$ 11,291,783	$ 11,763,726

[1] Includes capitalized costs of interest, real estate taxes, insurance, legal costs and payroll of $36.5 million and $27.7 million, as of June 30, 2018 and December 31, 2017, respectively.

[2] Includes restricted assets of consolidated variable interest entities ("VIEs") at June 30, 2018 and December 31, 2017 of $109,987 and $644,990, respectively. See Footnote 7 of the Notes to Condensed Consolidated Financial Statements.

[3] Includes non-recourse liabilities of consolidated VIEs at June 30, 2018 and December 31, 2017 of $107,215 and $417,688, respectively. See Footnote 7 of the Notes to Condensed Consolidated Financial Statements.

XML

Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Operating real estate, accumulated depreciation	$ 2,395,195	$ 2,433,053
Assets of consolidated variable interest entities	109,987	644,990
Liabilities of consolidated variable interest entities	$ 107,215	$ 417,688
Preferred stock, par value (in dollars per share)	$ 1	$ 1
Preferred stock, shares authorized (in shares)	5,996,240	5,996,240
Preferred stock, shares issued (in shares)	42,580	41,200
Preferred stock, shares outstanding (in shares)	42,580	41,200
Preferred stock, liquidation preference	$ 1,064,500	$ 1,030,000
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	750,000,000	750,000,000
Common stock, shares issued (in shares)	421,387,540	425,646,380
Common stock, shares outstanding (in shares)	421,387,540	425,646,380

XML

Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenues		$ 293,403	$ 297,176	$ 597,481	$ 590,764
Operating expenses
Rent		2,742	2,765	5,560	5,548
Real estate taxes		37,274	38,747	77,708	77,016
Operating and maintenance		41,325	42,703	84,656	85,277
General and administrative		24,029	19,965	46,427	42,195
Provision for doubtful accounts		1,051	2,096	3,182	3,500
Impairment charges		22,873	29,719	30,519	31,336
Depreciation and amortization		79,760	95,270	161,142	187,344
Total operating expenses		209,054	231,265	409,194	432,216
Operating income		84,349	65,911	188,287	158,548
Other income, net		3,277	1,439	9,456	2,712
Interest expense		(46,434)	(46,090)	(96,377)	(92,572)
Income from continuing operations before income taxes, net, equity in income of joint ventures, net, gain on change in control of interests and equity in income from other real estate investments, net		41,192	21,260	101,366	68,688
Benefit for income taxes, net		720	1,034	668	1,527
Equity in income of joint ventures, net		19,000	13,200	35,953	27,902
Gain on change in control of interests			60,972		71,160
Income from continuing operations		70,569	134,791	157,580	211,320
Gain on sale of operating properties/change in control of interests		95,240	19,883	152,211	21,569
Net income		165,809	154,674	309,791	232,889
Net income attributable to noncontrolling interests		(423)	(11,258)	(315)	(12,740)
Net income attributable to the Company		165,386	143,416	309,476	220,149
Preferred dividends		(14,534)	(11,555)	(29,123)	(23,110)
Net income available to the Company's common shareholders		$ 150,852	$ 131,861	$ 280,353	$ 197,039
Net income available to the Company:
-Basic (in dollars per share)		$ 0.36	$ 0.31	$ 0.66	$ 0.46
-Diluted (in dollars per share)		$ 0.36	$ 0.31	$ 0.66	$ 0.46
Weighted average shares:
-Basic (in shares)		420,731	423,650	422,060	423,516
-Diluted (in shares)	[1]	421,928	424,944	423,236	424,084
Joint Ventures [Member]
Operating expenses
Equity in income of joint ventures, net		$ 19,040	$ 13,169	$ 35,953	$ 27,902
Other Real Estate Investments [Member]
Operating expenses
Equity in income of joint ventures, net		9,617	38,356	19,593	42,043
Revenues from Rental Properties [Member]
Revenues		222,651	225,774	453,066	453,485
Reimbursement Income [Member]
Revenues		61,206	60,971	124,922	119,100
Other Rental Property Income [Member]
Revenues		5,526	6,098	11,112	9,649
Management and Other Fee Incomes [Member]
Revenues		$ 4,020	$ 4,333	$ 8,381	$ 8,530

[1] The effect of the assumed conversion of certain convertible units had an anti-dilutive effect upon the calculation of Income from continuing operations per share. Accordingly, the impact of such conversions has not been included in the determination of diluted earnings per share calculations. Additionally, there were 3.2 million and 4.0 million stock options that were not dilutive as of June 30, 2018 and 2017, respectively, and 2.3 million shares of restricted stock that were not dilutive for the three months ended June 30, 2018.

XML

Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Net income	$ 165,809	$ 154,674	$ 309,791	$ 232,889
Other comprehensive income:
Change in unrealized value related to available-for-sale securities		(1,647)		(1,619)
Change in unrealized value on interest rate swap	138	17	416	205
Change in foreign currency translation adjustments		1,218		1,721
Net current-period other comprehensive income	138	(412)	416	307
Comprehensive income	165,947	154,262	310,207	233,196
Comprehensive income attributable to noncontrolling interests	(423)	(11,258)	(315)	(12,740)
Comprehensive income attributable to the Company	$ 165,524	$ 143,004	$ 309,892	$ 220,456

XML

Condensed Consolidated Statements of Changes in Equity (Unaudited) - USD ($) $ in Thousands		Retained Earnings [Member]	AOCI Attributable to Parent [Member]	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Parent [Member]	Noncontrolling Interest [Member]	Total
Beginning balance at Dec. 31, 2016		$ (676,867)	$ 5,766	$ 32	$ 4,250	$ 5,922,958	$ 5,256,139	$ 146,735	$ 5,402,874
Balance (in shares) at Dec. 31, 2016				32,000	425,034,000
Contributions/deemed contributions from noncontrolling interests								48,604	48,604
Comprehensive income:
Net income		220,149					220,149	12,740	232,889
Change in unrealized value related to available-for-sale securities			(1,619)				(1,619)		(1,619)
Change in unrealized value on interest rate swap			205				205		205
Change in foreign currency translation adjustment			1,721				1,721		1,721
Redeemable noncontrolling interests income								(1,109)	(1,109)
Dividends		(252,953)					(252,953)		(252,953)
Distributions to noncontrolling interests								(12,691)	(12,691)
Issuance of common stock					$ 8	(8)
Issuance of common stock (in shares)					776,000
Surrender of restricted common stock					$ (2)	(5,322)	(5,324)		(5,324)
Surrender of restricted common stock (in shares)					(224,000)
Exercise of common stock options						973	973		973
Exercise of common stock options (in shares)					51,000
Amortization of equity awards						12,032	12,032		12,032
Balance (in shares) at Jun. 30, 2017				32,000	425,637,000
Beginning balance at Dec. 31, 2016		(676,867)	5,766	$ 32	$ 4,250	5,922,958	5,256,139	146,735	5,402,874
Balance (in shares) at Dec. 31, 2016				32,000	425,034,000
Ending balance at Jun. 30, 2017		(709,671)	6,073	$ 32	$ 4,256	5,930,633	5,231,323	194,279	5,425,602
Beginning balance at Dec. 31, 2017		(761,337)	(1,480)	$ 41	$ 4,256	6,152,764	5,394,244	127,903	5,522,147
Balance (in shares) at Dec. 31, 2017				41,000	425,646,000
Comprehensive income:
Net income		309,476					309,476	315	309,791
Change in unrealized value related to available-for-sale securities
Change in unrealized value on interest rate swap			416				416		416
Redeemable noncontrolling interests income								(185)	(185)
Dividends		(266,082)					(266,082)		(266,082)
Distributions to noncontrolling interests								(1,870)	(1,870)
Issuance of common stock					$ 11	(11)
Issuance of common stock (in shares)					1,075,000
Surrender of restricted common stock					$ (2)	(3,490)	(3,492)		(3,492)
Surrender of restricted common stock (in shares)					(236,000)
Exercise of common stock options						30	30		30
Exercise of common stock options (in shares)					3,000
Amortization of equity awards						9,329	9,329		9,329
Balance (in shares) at Jun. 30, 2018				43,000	421,388,000
Beginning balance at Dec. 31, 2017		(761,337)	(1,480)	$ 41	$ 4,256	6,152,764	5,394,244	127,903	5,522,147
Balance (in shares) at Dec. 31, 2017				41,000	425,646,000
Adoption of accounting policy (Accounting Standards Update 2017-05 [Member]) at Dec. 31, 2017	[1]	8,098					8,098		8,098
Adoption of accounting policy (Accounting Standards Update 2016-01 [Member]) at Dec. 31, 2017	[1]	(1,136)	1,136
Balance at Dec. 31, 2017		(754,375)	(344)	$ 41	$ 4,256	6,152,764	5,402,342	127,903	5,530,245
Comprehensive income:
Repurchase of common stock					$ (51)	(75,075)	(75,126)		$ (75,126)
Repurchase of common stock (in shares)					(5,100,000)				(5,100,000)
Issuance of preferred stock				$ 2		33,112	33,114		$ 33,114
Issuance of preferred stock (in shares)				2,000
Acquisition/deconsolidation of noncontrolling interests						1,203	1,203	(48,395)	(47,192)
Ending balance at Jun. 30, 2018		$ (710,981)	$ 72	$ 43	$ 4,214	$ 6,117,862	$ 5,411,210	$ 77,768	$ 5,488,978

[1] Represents the impact of change in accounting principles for its respective Accounting Standard Updates ("ASU"). See Footnote 2 of the Notes to Condensed Consolidated Financial Statements for additional disclosure.

XML

Condensed Consolidated Statements of Changes in Equity (Unaudited) (Parentheticals) - $ / shares	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Series I Preferred Stock [Member]
Dividends per depository share (in dollars per share)	$ 0.75	$ 0.75
Series J Preferred Stock [Member]
Dividends per depository share (in dollars per share)	0.6875	0.6875
Series K Preferred Stock [Member]
Dividends per depository share (in dollars per share)	0.70312	0.70312
Series L Preferred Stock [Member]
Dividends per depository share (in dollars per share)	0.64062
Series M Preferred Stock [Member]
Dividends per depository share (in dollars per share)	0.65626
Dividends per common share (in dollars per share)	$ 0.56	$ 0.54

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash flow from operating activities:
Net income	$ 309,791	$ 232,889
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	161,142	187,344
Impairment charges	30,519	31,336
Equity award expense	10,423	13,775
Gain on sale of operating properties/change in control of interests	(152,211)	(21,569)
Gain on change in control of interests		(71,160)
Equity in income of joint ventures, net	(35,953)	(27,902)
Equity in income of other real estate investments, net	(19,593)	(42,043)
Distributions from joint ventures and other real estate investments	67,005	27,678
Change in accounts and notes receivable	9,306	4,916
Change in accounts payable and accrued expenses	(5,139)	(10,506)
Change in other operating assets and liabilities	(23,304)	(24,724)
Net cash flow provided by operating activities	351,986	300,034
Cash flow from investing activities:
Acquisition of operating real estate and other related net assets	(3,337)	(56,036)
Improvements to operating real estate	(127,380)	(81,280)
Acquisition of real estate under development	(4,592)	(10,010)
Improvements to real estate under development	(121,393)	(91,729)
Investments in marketable securities	(63)	(9,822)
Proceeds from sale/repayments of marketable securities	129	1,846
Investments in and advances to real estate joint ventures	(15,240)	(22,704)
Reimbursements of investments in and advances to real estate joint ventures	5,228	15,793
Investments in and advances to other real estate investments	(353)	(569)
Reimbursements of investments in and advances to other real estate investments	10,444	39,751
Collection of mortgage loans receivable	5,427	514
Proceeds from sale of operating properties	472,781	66,803
Proceeds from insurance casualty claims	6,500
Net cash flow provided by/(used for) investing activities	228,151	(147,443)
Cash flow from financing activities:
Principal payments on debt, excluding normal amortization of rental property debt	(175,209)	(463,572)
Principal payments on rental property debt	(6,852)	(8,129)
(Repayments)/proceeds under the unsecured revolving credit facility, net	(7,746)	449,958
Proceeds from issuance of unsecured notes		400,000
Repayments under unsecured notes/term loan	(6,365)	(250,000)
Financing origination costs	(11)	(14,936)
Payment of early extinguishment of debt charges	(546)	(708)
Contributions from noncontrolling interests		1,284
Redemption/distribution of noncontrolling interests	(5,454)	(14,695)
Dividends paid	(264,711)	(252,793)
Proceeds from issuance of stock, net	33,144	973
Repurchase of common stock	(75,126)
Change in other financing liabilities	(4,197)	640
Net cash flow used for financing activities	(513,073)	(151,978)
Net change in cash and cash equivalents	67,064	613
Cash and cash equivalents, beginning of the period	238,513	142,486
Cash and cash equivalents, end of the period	305,577	143,099
Interest paid during the period (net of capitalized interest of $8,199 and $6,442 respectively)	$ 96,974	$ 96,306

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) (Parentheticals) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash paid for capitalized interest	$ 8,199	$ 6,442

XML

Note 1 - Business and Organization

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Business Description and Basis of Presentation [Text Block]

1.

Business and Organization

Kimco Realty Corporation and subsidiaries (the "Company"), affiliates and related real estate joint ventures are engaged principally in the ownership, management, development and operation of open-air shopping centers, which are anchored generally by grocery stores, discount department stores, or drugstores. Additionally, the Company provides complementary services that capitalize on the Company’s established retail real estate expertise.

The Company elected status as a Real Estate Investment Trust (a “REIT”) for federal income tax purposes beginning in its taxable year ended

December 31, 1991

and operates in a manner that enables the Company to maintain its status as a REIT.  As a REIT, with respect to each taxable year, the Company must distribute at least

90

percent of its taxable income (excluding capital gain) and does

not

pay federal income taxes on the amount distributed to its shareholders.  The Company is

not

generally subject to federal income taxes if it distributes

100

percent of its taxable income.  Most states, where the Company holds investments in real estate, conform to the federal rules recognizing REITs.  Certain subsidiaries have made a joint election with the Company to be treated as taxable REIT subsidiaries (“TRSs”), which permit the Company to engage in certain business activities which the REIT

may

not

conduct directly.  A TRS is subject to federal and state income taxes on its income, and the Company includes, when applicable, a provision for taxes in its condensed consolidated financial statements.  The Company is subject to and also includes in its tax provision non-U.S. income taxes on certain investments located in jurisdictions outside the U.S. These investments are held by the Company at the REIT level and

not

in the Company’s taxable REIT subsidiaries. Accordingly, the Company does

not

expect a U.S. income tax impact associated with the repatriation of undistributed earnings from the Company’s foreign subsidiaries.

XML

Note 2 - Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Significant Accounting Policies [Text Block]

2.

Summary of Significant Accounting Policies

Principles of Consolidation -

The accompanying Condensed Consolidated Financial Statements include the accounts of the Company. The Company’s subsidiaries include subsidiaries which are wholly-owned or which the Company has a controlling interest, including where the Company has been determined to be a primary beneficiary of a variable interest entity (“VIE”) in accordance with the Consolidation guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). All inter-company balances and transactions have been eliminated in consolidation. The information presented in the accompanying Condensed Consolidated Financial Statements is unaudited and reflects all adjustments which are, in the opinion of management, necessary to reflect a fair statement of the results for the interim periods presented, and all such adjustments are of a normal recurring nature.  These Condensed Consolidated Financial Statements should be read in conjunction with the Company's audited Annual Report on Form

10

-K for the year ended

December 31, 2017 (

the

“10

-K”), as certain disclosures in this Quarterly Report on Form

10

-Q for the quarterly period ended

June 30, 2018,

that would duplicate those included in the

10

-K are

not

included in these Condensed Consolidated Financial Statements.

Reclassifications -

Certain amounts in the prior period have been reclassified in order to conform with the current period’s presentation. The Company reclassified

$7.3

million and

$15.6

million of costs related to property management and services of the Company’s operating properties from General and administrative to Operating and maintenance on the Company’s Condensed Consolidated Statements of Income for the

three

and

six

months ended

June 30, 2017,

respectively. In conjunction with the adoption of Accounting Standard Update (“ASU”)

2014

-

09

discussed below, the Company reclassified

$61.0

million and

$119.1

million of Reimbursement income and

$6.1

million and

$9.6

million of Other rental property income from Revenues from rental properties on the Company’s Condensed Consolidated Statements of Income for the

three

and

six

months ended

June 30, 2017,

respectively.  In addition, the Company reclassified

$5.3

million of tax withholdings for surrender of restricted common stock from Net cash flow provided by operating activities to Net cash flow used for financing activities on the Condensed Consolidated Statements of Cash Flows for the

six

months ended

June 30, 2017.

Subsequent Events -

The Company has evaluated subsequent events and transactions for potential recognition or disclosure in its condensed consolidated financial statements (see Footnote

10

to the Notes to the Company’s Condensed Consolidated Financial Statements).

Marketable Securities

-

The Company classifies its marketable equity securities as available-for-sale in accordance with the FASB’s Investments-Debt and Equity Securities guidance. On

January 1, 2018,

the Company adopted ASU

2016

-

01,

Financial Instruments—Overall

(Subtopic

825

-

10

): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU

2016

-

01”

). In accordance with the adoption of ASU

2016

-

01,

the Company now recognizes changes in the fair value of equity investments with readily determinable fair values in net income. Previously, changes in fair value of the Company’s available-for-sale marketable securities were recognized in accumulated other comprehensive income (“AOCI”) on the Company’s Condensed Consolidated Balance Sheets. As of

December 31, 2017,

the Company had aggregate unrealized losses related to its available-for-sale marketable securities of

$1.1

million, which were included in AOCI on the Company’s Condensed Consolidated Balance Sheets. In connection with the adoption of ASU

2016

-

01,

the Company recorded a cumulative-effect adjustment of

$1.1

million to its beginning retained earnings as of

January 1, 2018,

which is reflected in Cumulative distributions in excess of net income on the Company’s Condensed Consolidated Statements of Changes in Equity.

Revenue

and

Gain Recognition

–

On

January 1, 2018,

the Company adopted ASU

2014

-

09,

Revenue from Contracts with Customers

(Topic

606

), (“Topic

606”

) using the modified retrospective method applying it to any open contracts as of

January 1, 2018,

for which the Company did

not

identify any open contracts. The Company also utilized the practical expedient for which the Company was

not

required to restate revenue from contracts that began and are completed within the same annual reporting period. Results for reporting periods beginning after

January 1, 2018,

are presented under Topic

606,

while prior period amounts are

not

adjusted and continue to be reported in accordance with our historic accounting under Revenue Recognition (Topic

605

). The new guidance provides a unified model to determine how revenue is recognized. To determine the proper amount of revenue to be recognized, the Company performs the following steps: (i) identify the contract with the customer, (ii) identify the performance obligations within the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations and (v) recognize revenue when (or as) a performance obligation is satisfied. As of

June 30, 2018,

the Company had

no

outstanding contract assets or contract liabilities. The adoption of this standard did

not

result in any material changes to the Company’s revenue recognition as compared to the previous guidance.

The Company’s primary source of revenue are leases which fall under the scope of Leases (Topic

840

). The revenues which will be impacted by the adoption of Topic

606

include fees for services performed at various unconsolidated joint ventures for which the Company is the manager. These fees primarily include property and asset management fees, leasing fees, development fees and property acquisition/disposition fees. Also affected by Topic

606

are gains on sales of properties, lease termination fees and tax increment financing (“TIF”) contracts. The Company elected to disaggregate its revenue streams into the following line items on the Company’s Condensed Consolidated Statements of Income: Revenues from rental properties, Reimbursement income, Other rental property income and Management and other fee income. The Company believes that these are the proper disaggregated categories as they are the best depiction of its revenue streams both qualitatively and quantitatively.

Revenues from rental properties

Revenues from rental properties are comprised of minimum base rent, percentage rent, lease termination fee income, amortization of above-market and below-market rent adjustments and straight-line rent adjustments. Base rental revenues from rental properties are recognized on a straight-line basis over the terms of the related leases. Certain of these leases also provide for percentage rents based upon the level of sales achieved by the lessee.  These percentage rents are recognized once the required sales level is achieved.  Rental income

may

also include payments received in connection with lease termination agreements.  Lease termination fee income is recognized when the lessee provides consideration in order to terminate a lease agreement in place. The performance obligation of the Company is the termination of the lease agreement which occurs upon consideration received and execution of the termination agreement. Upon acquisition of real estate operating properties, the Company estimates the fair value of identified intangible assets and liabilities (including above-market and below-market leases, where applicable). The capitalized above-market or below-market intangible is amortized to rental income over the estimated remaining term of the respective leases, which includes the expected renewal option period for below-market leases.

Reimbursement income

Leases typically provide for reimbursement to the Company of common area maintenance costs (“CAM”), real estate taxes and other operating expenses.  Operating expense reimbursements are recognized as earned. The lease component relating to CAM reimbursement revenue will be within the scope of Topic

606,

upon the effective date of ASU

2016

-

02,

Leases (Topic

842

). See New Accounting Pronouncements below for further details.

Other rental property income

Other rental property income totaled

$11.1

million and

$9.6

million for the

six

months ended

June 30, 2018

and

2017,

respectively, which mainly consists of ancillary income and TIF income. Ancillary income is derived through various agreements relating to parking lots, clothing bins, temporary storage, vending machines, ATMs, trash bins and trash collections, fireworks sales, etc. The majority of the revenue derived from these sources are through lease agreements/arrangements and are recognized in accordance with the lease terms described in the lease. The Company has TIF agreements with certain municipalities and receives payments in accordance with the agreements. TIF reimbursement income is recognized on a cash-basis when received.

Management and other fee income

Property management fees, property acquisition and disposition fees, construction management fees, leasing fees and asset management fees all fall within the scope of Topic

606.

These fees arise from contractual agreements with

third

parties or with entities in which the Company has a noncontrolling interest. Management and other fee income related to partially owned entities are recognized to the extent attributable to the unaffiliated interest. Property and asset management fee income is recognized as a single performance obligation (managing the property) comprised of a series of distinct services (maintaining property, handling tenant inquiries, etc.). The Company believes that the overall service of property management is substantially the same each day and has the same pattern of performance over the term of the agreement. As a result, each day of service represents a performance obligation satisfied at that point in time. These fees are recognized at the end of each period for services performed during that period, primarily billed to the customer monthly and terms for payment are payment due upon receipt.

Leasing fee income is recognized as a single performance obligation primarily upon the rent commencement date. The Company believes the leasing services it provides are similar for each available space leased and

none

of the individual activities necessary to facilitate the execution of each lease are distinct. These fees are billed to the customer monthly and terms for payment are payment due upon receipt.

Property acquisition and disposition fees are recognized when the Company satisfies a performance obligation by acquiring a property or transferring control of a property. These fees are billed subsequent to the acquisition or sale of the property and payment is due upon receipt.

Construction management fees are recognized as a single performance obligation (managing the construction of the project) composed of a series of distinct services. The Company believes that the overall service of construction management is substantially the same each day and has the same pattern of performance over the term of the agreement. As a result, each day of service represents a performance obligation satisfied at that point in time. These fees are based on the amount spent on the construction at the end of each period for services performed during that period, primarily billed to the customer monthly and terms for payment are payment due upon receipt.

Gains on sales of operating properties

/change in control of interests

On

January 1, 2018,

the Company also adopted ASU

2017

-

05,

Other Income–Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic

610

-

20

): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets (“Topic

610”

) for gains and losses from the sale and/or transfer of real estate property. The Company adopted Topic

610

using the modified retrospective approach for all contracts effective

January 1, 2018.

Topic

610

provides that sales of nonfinancial assets, such as real estate, are to be recognized when control of the asset transfers to the buyer, which will occur when the buyer has the ability to direct the use of or obtain substantially all of the remaining benefits from the asset. This generally occurs when the transaction closes and consideration is exchanged for control of the property.

In accordance with its election to apply the modified retrospective approach for all contracts, the Company recorded a cumulative-effect adjustment of

$8.1

million to its beginning retained earnings as of

January 1, 2018,

on the Company’s Condensed Consolidated Statements of Changes in Equity and an adjustment to Investments in and advances to real estate joint ventures on the Company’s Condensed Consolidated Balance Sheets. As of

December 31, 2017,

the Company had aggregate net deferred gains of

$8.1

million relating to partial disposals of

two

operating real estate properties prior to the adoption of ASU

2017

-

05,

of which

$6.9

million was included in Investments in and advances to real estate joint ventures and

$1.2

million was included in Other liabilities on the Company’s Condensed Consolidated Balance Sheets. The Company had deferred these gains in accordance with prior guidance due to its continuing involvement in the entities which acquired the operating real estate properties.

During the

six

months ended

June 30, 2018,

the Company sold a portion of its investment in a consolidated operating property to its partner and amended the partnership agreement to provide for joint control of the entity. As a result of the amendment, the Company

no

longer consolidates the entity and recognized a gain on change in control of

$6.8

million, in accordance with the adoption of ASU

2017

-

05

(See Footnote

3

to the Notes to the Company’s Condensed Consolidated Financial Statements for additional disclosure regarding disposals), which is included in Gain on sale of operating properties/change in controls of interests on the Company’s Condensed Consolidated Statements of Income.    

New Accounting Pronouncements

–

       The following table represents ASUs to the FASB’s ASC that, as of

June 30, 2018,

are

not

yet effective for the Company and for which the Company has

not

elected early adoption, where permitted:

ASU	Description	Effective Date	Effect on the financial statements or other significant matters
ASU 2016 - 13, Financial Instruments – Credit Losses (Topic 326 ): Measurement of Credit Losses on Financial Instruments	The new guidance introduces a new model for estimating credit losses for certain types of financial instruments, including loans receivable, held-to-maturity debt securities, and net investments in direct financing leases, amongst other financial instruments. ASU 2016 - 13 also modifies the impairment model for available-for-sale debt securities and expands the disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance for losses.	January 1, 2020; Early adoption permitted	The Company is still assessing the impact on its financial position and/or results of operations.
ASU 2016 - 02, Leases (Topic 842 ) ASU 2018 - 01, Leases (Topic 842 ): Land Easement Practical Expedient for Transition to Topic 842 ASU 2018 - 10, Codification Improvements to Topic 842, Leases	This ASU sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. ASU 2016 - 02 supersedes the previous leases standard, Leases (Topic 840 ). In January 2018, the FASB issued ASU 2018 - 01, which includes amendments to clarify land easements are within the scope of the new leases standard (Topic 842 ) and provide an optional transition practical expedient to not evaluate whether existing and expired land easements that were not previously accounted for as leases under current lease guidance in Topic 840 and are to be accounted for or contain leases under Topic 842.  Early adoption is permitted as of the original effective date. The FASB approved an exposure draft in March 2018 which provided lessors with a practical expedient by class of underlying assets to not separate non-lease components from the lease component. However, the practical expedient would be limited to circumstances in which: 1 ) the timing and pattern of revenue recognition are the same for the non-lease component and the related lease component; and, 2 ) the combined single lease component would be classified as an operating lease. In July 2018, the FASB issued ASU 2018 - 10, which includes amendments to clarify certain aspects of the new leases standard.  These amendments address the rate implicit in the lease, impairment of the net investment in the lease, lessee reassessment of lease classification, lessor reassessment of lease term and purchase options, variable payments that depend on an index or rate and certain transition adjustments.	January 1, 2019; Early adoption permitted	The Company continues to evaluate the effect the adoption will have on the Company’s financial position and/or results of operations. However, the Company currently believes that the adoption will not have a material impact for operating leases where it is a lessor and will continue to record revenues from rental properties for its operating leases on a straight-line basis. However, for leases where the Company is a lessee, primarily for the Company’s ground leases and administrative office leases, the Company will be required to record a lease liability and a right of use asset on its Consolidated Balance Sheets at present value upon adoption. In addition, direct internal leasing costs will continue to be capitalized, however, indirect internal leasing costs previously capitalized will be expensed. Within the terms of the Company’s leases where the Company is the lessor, the Company is entitled to receive reimbursement amounts from tenants for operating expenses such as real estate taxes, insurance and other CAM. Upon adoption of this ASU, CAM reimbursement revenue will be accounted for in accordance with ASU 2016 - 12 Revenue from Contracts with Customers (Topic 606 ). The Company continues to evaluate the effect the adoption will have on this source of revenue. However, the Company currently does not believe the adoption will significantly affect the timing of the recognition of the Company’s CAM reimbursement revenue.
ASU 2017 - 09, Compensation – Stock Compensation (Topic 718 ): Scope of Modification Accounting	The amendment provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The new guidance will be applied prospectively to awards modified on or after the adoption date.	January 1, 2018	There was no material impact to the Company’s financial position and/or results of operations.

The following ASUs to the FASB’s ASC have been adopted by the Company during the

six

months ended

June 30, 2018:

ASU	Description	Adoption Date	Effect on the financial statements or other significant matters
ASU 2017 - 05, Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610 - 20 ): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets	The amendment clarifies that a financial asset is within the scope of Subtopic 610 - 20 if it meets the definition of an in substance nonfinancial asset and defines the term in substance nonfinancial asset. ASU 2017 - 05 also clarifies that nonfinancial assets within the scope of Subtopic 610 - 20 may include nonfinancial assets transferred within a legal entity to a counterparty.  Subtopic 610 - 20, which was issued in May 2014 as part of ASU 2014 - 09, discussed below, provides guidance for recognizing gains and losses from the transfer of nonfinancial assets in contracts with noncustomers. An entity is required to apply the amendments in ASU 2017 - 05 at the same time it applies the amendments in ASU 2014 - 09 discussed below. An entity may elect to apply the amendments in ASU 2017 - 05 either retrospectively to each period presented in the financial statements in accordance with the guidance on accounting changes in ASC Topic 250, Accounting Changes and Error Corrections, paragraphs 10 - 45 - 5 through 10 - 45 - 10 (i.e. the retrospective approach) or retrospectively with a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption (i.e. the modified retrospective approach). An entity may elect to apply all of the amendments in ASU 2017 - 05 and ASU 2014 - 09 using the same transition method, or alternatively may elect to use different transition methods.	January 1, 2018	The Company adopted the provisions of Subtopic 610 - 20  using the modified retrospective approach. The Company has applied the guidance to disposals of nonfinancial assets (including real estate assets) within the scope of Subtopic 610 - 20, see above for impact from the adoption of this ASU.
ASU 2016 - 01, Financial Instruments—Overall (Subtopic 825 - 10 ): Recognition and Measurement of Financial Assets and Financial Liabilities ASU 2018 - 03, Technical Corrections and Improvements to Financial Instruments—Overall (Subtopic 825 - 10 ): Recognition and Measurement of Financial Assets and Financial Liabilities	The amendment addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments, including the following: (i)   Requires equity investments (excluding those investments accounted for under the equity method of accounting or those that result in consolidation of the investee) with readily determinable fair values to be measured at fair value with the changes in fair value recognized in net income; however, an entity may choose to measure equity investments that do not have readily determinable fair values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. (ii)  Simplifies the impairment assessment of those equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment (iii)Eliminates the disclosure of the method(s) and significant assumptions used to estimate the fair value for financial instruments measured at amortized cost and changes the fair value calculation for those investments (iv)Changes the disclosure in other comprehensive income for financial liabilities that are measured at fair value in accordance with the fair value options for financial instruments (v)  Clarifies that a deferred asset related to available-for-sale securities should be included in an entity's evaluation for a valuation allowance. The amendments clarify certain aspects of the guidance issued in ASU 2016 - 01, discussed below, primarily impacting the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments.	January 1, 2018 Fiscal years beginning after December 15, 2017, and interim periods within those fiscal years beginning after June 15, 2018.	Effective as of date of adoption, changes in fair value of the Company’s available-for-sale marketable securities are recognized in Other income, net on the Company’s Condensed Consolidated Statements of Income. See above and Footnote 9 in the Notes to the Condensed Consolidated Financial Statements for impact from the adoption of this ASU.
ASU 2014 - 09, Revenue from Contracts with Customers (Topic 606 ) ASU 2015 - 14, Revenue from Contracts with Customers (Topic 606 ): Deferral of the Effective Date	ASU 2014 - 09 is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. In adopting ASU 2014 - 09, companies may use either a full retrospective or a modified retrospective approach. ASU 2014 - 09 was anticipated to be effective for the first interim period within annual reporting periods beginning after December 15, 2016, and early adoption was not permitted.	January 1, 2018	The Company’s revenue-producing contracts are primarily leases that are not within the scope of this standard, except for the lease component relating to common area maintenance (“CAM”) reimbursement revenue, which will be within the scope of this standard upon the effective date of ASU 2016 - 02, Leases (Topic 842 ).

ASU 2016 - 08, Revenue from Contracts with Customers (Topic 606 ): Principal versus Agent Considerations ASU 2016 - 10, Revenue from Contracts with Customers (Topic 606 ): Identifying performance obligations and licensing ASU 2016 - 12, Revenue from Contracts with Customers (Topic 606 ): Narrow-scope improvements and practical expedients	In August 2015, the FASB issued ASU 2015 - 14, which delayed the effective date of ASU 2014 - 09 by one year making it effective for the first interim period within annual reporting periods beginning after December 15, 2017. Subsequently, in March 2016, the FASB issued ASU 2016 - 08, which further clarifies the implementation guidance on principal versus agent considerations, and in April 2016, the FASB issued ASU 2016 - 10, an update on identifying performance obligations and accounting for licenses of intellectual property. Additionally, in May 2016, the FASB issued ASU 2016 - 12, which includes amendments for enhanced clarification of the guidance. Early adoption is permitted as of the original effective date.		The revenues which are within the scope of this standard include other ancillary income earned through the Company’s operating properties as well as fees for services performed at various unconsolidated joint ventures which the Company manages. These fees primarily include property and asset management fees, leasing fees, development fees and property acquisition/disposition fees. The Company believes the timing of recognition and amount of these revenues will be generally consistent with the previous recognition and measurement.  See above for impact from the adoption of this ASU.
ASU 2016 - 18, Statement of Cash Flows (Topic 230 ): Restricted Cash	This amendment requires entities to show the changes in the total of cash, cash equivalents, restricted cash, and restricted cash equivalents in the statement of cash flows. The amendment should be applied using a retrospective transition method to each period presented.	January 1, 2018	There was no impact to the Company’s financial position and/or results of operations.

XML

Note 3 - Operating Property Activities

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Business Combination Disclosure [Text Block]

3.

Operating Property Activities

Acquisitions

and Dispositions

–

During

January 2018,

the Company acquired a land parcel adjacent to an existing shopping center located in Ardmore, PA for a purchase price of

$3.4

million.

The table below summarizes the Company’s disposition activity relating to consolidated operating properties and parcels (dollars in millions):

	Six Months Ended June 30 ,
	2018		2017
Aggregate sales price	$	833.1	$	157.3
Gain on sale of operating properties/change in control of interests	$	152.2	$	21.6
Impairment charges	$	9.9	$	2.4
Number of operating properties sold/deconsolidated		35		11
Number of out-parcels sold		2		5

Included in the table above, during the

six

months ended

June 30, 2018,

the Company sold a portion of its investment in a consolidated operating property to its partner based on a gross fair value of

$320.0

million, including

$206.0

million of non-recourse mortgage debt, and amended the partnership agreement to provide for joint control of the entity. As a result of the amendment, the Company

no

longer consolidates the entity and as such, reduced noncontrolling interests by

$43.8

million and recognized a gain on change in control of

$6.8

million, in accordance with the adoption of ASU

2017

-

05

effective as of

January 1, 2018 (

See Footnote

2

to the Notes to the Company’s Condensed Consolidated Financial Statements for additional discussion). The Company now has an investment in this unconsolidated property (

$62.4

million as of the date of deconsolidation), included in Investments in and advances to real estate joint ventures on the Company’s Condensed Consolidated Balance Sheets. The Company’s share of this investment is subject to change and is based upon a cash flow waterfall provision within the partnership agreement (

54.8%

as of the date of deconsolidation).

During the

six

months ended

June 30, 2018,

the Company disposed of

five

land parcels, in separate transactions, for an aggregate sales price of

$4.7

million, which resulted in an aggregate gain of

$2.1

million, included in Other income, net on the Company’s Condensed Consolidated Statements of Income.

Held-for-Sale

At

June 30, 2018,

the Company had

three

consolidated properties classified as held-for-sale at an aggregate carrying amount of

$10.2

million (including accumulated depreciation of

$4.8

million), which are included in Other assets on the Company’s Condensed Consolidated Balance Sheets. The Company’s determination of the fair value of the properties was based upon executed contracts of sale with

third

parties. The book value of

one

of these properties exceeded its estimated fair value, less costs to sell, and as such an impairment charge of

$0.3

million was recognized. Additionally, the Company reclassified

$3.1

million in mortgage debt related to

one

of these properties to Other liabilities on the Company’s Condensed Consolidated Balance Sheets.

Impairments

–

During the

six

months ended

June 30, 2018,

the Company recognized aggregate impairment charges of

$30.5

million. These impairment charges consist of (i)

$20.6

million related to adjustments to property carrying values for properties which the Company has marketed for sale as part of its active capital recycling program and as such has adjusted the anticipated hold period for such properties and (ii)

$9.9

million related to the sale of certain operating properties, as discussed above. The Company’s estimated fair values of these properties were primarily based upon estimated sales prices from (i) signed contracts or letters of intent from

third

party offers or (ii) discounted cash flow models. See Footnote

12

to the Notes to the Company’s Condensed Consolidated Financial Statements for fair value disclosure.

XML

Note 4 - Real Estate Under Development

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Real Estate Under Development [Text Block]

4.

Real Estate Under

Development

The Company is engaged in various real estate development projects for long-term investment. As of

June 30, 2018,

the Company had in progress a total of

four

active real estate development projects and

two

additional projects held for future development.

The costs incurred to date for these real estate development projects are as follows (in thousands):

Property Name	Location	June 30 , 2018		December 31, 2017
Grand Parkway Marketplace	Spring, TX	$	46,727	$	43,403
Dania Pointe (1)	Dania Beach, FL		218,870		152,841
Mill Station	Owings Mills, MD		42,085		34,347
Lincoln Square	Philadelphia, PA		140,175		90,479
Avenues Walk (2)	Jacksonville, FL		48,573		48,573
Promenade at Christiana (3)	New Castle, DE		33,329		32,875
Total (4)		$	529,759	$	402,518

( 1 ) These costs include expenditures for phase I and phase II offsite and infrastructure requirements. During the six months ended June 30, 2018, the Company acquired a parcel adjacent to this development project for a purchase price of $4.6 million.

( 2 ) Mixed-use project to be developed in the future.

( 3 ) Land held for future development.

( 4 ) Includes capitalized costs of interest, real estate taxes, insurance, legal costs and payroll of $36.5 million and $27.7 million, as of June 30, 2018 and December 31, 2017, respectively.

During the

six

months ended

June 30, 2018,

the Company capitalized (i) interest of

$6.7

million, (ii) real estate taxes, insurance and legal costs of

$1.2

million and (iii) payroll of

$0.9

million, in connection with these real estate development projects.

XML

Note 5 - Investments In and Advances to Real Estate Joint Ventures

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Investments and Advances In Real Estate Joint Ventures [Text Block]

5.

Investments

in

and Advances

to

Real Estate Joint Ventures

The Company has investments in and advances to various real estate joint ventures. These joint ventures are engaged primarily in the operation of shopping centers which are either owned or held under long-term operating leases. The Company and the joint venture partners have joint approval rights for major decisions, including those regarding property operations. As such, the Company holds noncontrolling interests in these joint ventures and accounts for them under the equity method of accounting.

The table below presents joint venture investments for which the Company held an ownership interest at

June 30, 2018

and

December 31, 2017 (

in millions, except number of properties):

	Ownership		The Company's Investment
Joint Venture	Interest		June 30, 2018		December 31, 2017
Prudential Investment Program (“KimPru” and “KimPru II”) (1) (2) (3)		15.0%	$	183.9	$	179.5
Kimco Income Opportunity Portfolio (“KIR”) (2)		48.6%		160.2		154.1
Canada Pension Plan Investment Board (“CPP”) (2)		55.0%		117.4		105.0
Other Joint Venture Programs (3) (4)		Various		107.2		45.3
Total*			$	568.7	$	483.9

* Representing

116

property interests and

23.9

million square feet of GLA, as of

June 30, 2018,

and

118

property interests and

23.5

million square feet of GLA, as of

December 31, 2017.

( 1 ) Represents four separate joint ventures, with four separate accounts managed by Prudential Global Investment Management (“PGIM”), three of these ventures are collectively referred to as KimPru and the remaining venture is referred to as KimPru II.

( 2 ) The Company manages these joint venture investments and, where applicable, earns property management fees, construction management fees, property acquisition and disposition fees, leasing management fees and asset management fees.

( 3 ) As of December 31, 2017, the Company had aggregate net deferred gains of $6.9 million relating to the disposal of operating properties prior to the adoption of ASU 2017 - 05. These deferred gains were included in the Company’s investment above, of which $5.1 million related to KimPru II and $1.8 million related to Other Joint Venture Programs. Upon adoption, the Company recorded a cumulative-effect adjustment of $6.9 million to its beginning retained earnings as of January 1, 2018 on the Company’s Condensed Consolidated Statements of Changes in Equity. See Footnote 2 to the Notes to the Company’s Condensed Consolidated Financial Statements for further detail and discussion.

( 4 ) During March 2018, the Company sold a portion of its investment in a consolidated operating property to its partner and amended the partnership agreement to provide for joint control of the entity. As a result of the amendment, the Company no longer consolidates the entity. As of the date of deconsolidation, the Company had an investment in this unconsolidated property of $62.4 million. See Footnotes 2 and 3 to the Notes to the Company’s Condensed Consolidated Financial Statements for further detail and discussion.

The table below presents the Company’s share of net income for the above investments which is included in Equity in income of joint ventures, net on the Company’s Condensed Consolidated Statements of Income for the

three

and

six

months ended

June 30, 2018

and

2017

(in millions):

	Three Months Ended June 30,				Six Months Ended June 30 ,
Joint Venture	2018		2017		2018		2017
KimPru and KimPru II	$	2.7	$	3.2	$	5.6	$	6.5
KIR		9.9		7.2		18.9		16.6
CPP		1.3		1.3		2.5		2.9
Other Joint Venture Programs (1)		5.1		1.5		9.0		1.9
Total	$	19.0	$	13.2	$	36.0	$	27.9

( 1 ) During the three months ended June 30, 2018, a joint venture investment distributed cash proceeds resulting from the refinancing of an existing loan of which the Company’s share was $3.6 million. This distribution was in excess of the Company’s carrying basis in this joint venture investment and as such was recognized as income.

During the

six

months ended

June 30, 2018,

certain of the Company’s real estate joint ventures disposed of

four

operating properties, in separate transactions, for an aggregate sales price of

$37.9

million. These transactions resulted in an aggregate net gain to the Company of

$3.5

million for the

six

months ended

June 30, 2018.

During the

six

months ended

June 30, 2017,

certain of the Company’s real estate joint ventures disposed of

six

operating properties and a portion of

one

property, in separate transactions, for an aggregate sales price of

$49.3

million. These transactions resulted in an aggregate net gain to the Company of

$0.1

million, before income taxes, for the

six

months ended

June 30, 2017.

In addition, during the

six

months ended

June 30, 2017,

the Company acquired a controlling interest in

three

operating properties from certain joint ventures, in separate transactions, for an aggregate sales price of

$320.1

million.

The table below presents debt balances within the Company’s unconsolidated joint venture investments for which the Company held noncontrolling ownership interests at

June 30, 2018

and

December 31, 2017 (

dollars in millions):

	As of June 30 , 2018							As of December 31, 2017
Joint Venture	Mortgages and Notes Payable , Net		Weighted Average Interest Rate			Weighted Average Remaining Term (months)*		Mortgages and Notes Payable , Net		Weighted Average Interest Rate			Weighted Average Remaining Term (months)*
KimPru and KimPru II	$	623.1		3.96	%		53.8	$	625.7		3.59	%		59.8
KIR		686.6		4.63	%		41.8		702.0		4.60	%		47.5
CPP		84.3		3.64	%		60.1		84.9		2.91	%		4.0
Other Joint Venture Programs		487.1		4.18	%		82.8		287.6		4.41	%		27.2
Total	$	1,881.1						$	1,700.2

* Includes extension options

XML

Note 6 - Other Real Estate Investments and Other Assets

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Other Real Estate Investments and Other Assets [Text Block]

6.

Other Real Estate Investments

and Other Assets

Preferred Equity Capital -

The Company previously provided capital to owners and developers of real estate properties through its Preferred Equity Program. The Company’s maximum exposure to losses associated with its preferred equity investments is primarily limited to its net investment. As of

June 30, 2018,

the Company’s net investment under the Preferred Equity Program was

$172.1

million relating to

286

properties, including

273

net leased properties.  During the

six

months ended

June 30, 2018,

the Company recognized income of

$19.5

million from its preferred equity investments, including

$10.0

million in profit participation earned from

five

capital transactions. These amounts are included in Equity in income of other real estate investments, net on the Company’s Condensed Consolidated Statements of Income.

Albertsons

-

As of

June 30, 2018,

the Company owns

9.74%

of the common stock of Albertsons Companies, Inc. (“ACI”) through

two

wholly-owned partnerships and accounts for this investment on the cost method. The Company’s net investment of

$140.2

million in ACI is included in Other assets on the Company’s Condensed Consolidated Balance Sheets.

On

February 20, 2018,

ACI announced the execution of a definitive merger agreement under which ACI will acquire all the outstanding shares of Rite Aid Corporation (NYSE: RAD) (“RAD”). This agreement is subject to customary closing conditions. During

June 2018,

RAD scheduled a special stockholder meeting for

August 9, 2018

for its stockholders of record to vote on the proposed merger with ACI. In addition, RAD announced that the registration statement on Form S-

4

filed, in connection with this proposed merger, has been declared effective by the Securities and Exchange Commission. Upon completion of the proposed merger, the Company expects to account for its net investment in ACI as an available-for-sale marketable security, with the related changes in fair value recognized in net income.

XML

Note 7 - Variable Interest Entities ("VIE")

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

7.

Variable Interest Entities

(

“

VIE”)

Included within the Company’s consolidated operating properties at

June 30, 2018

and

December 31, 2017,

are

22

and

24

consolidated entities that are VIEs, respectively, for which the Company is the primary beneficiary. These entities have been established to own and operate real estate property. The Company’s involvement with these entities is through its majority ownership and management of the properties. The entities were deemed VIEs primarily because the unrelated investors do

not

have substantive kick-out rights to remove the general or managing partner by a vote of a simple majority or less and they do

not

have substantive participating rights. The Company determined that it was the primary beneficiary of these VIEs as a result of its controlling financial interest. At

June 30, 2018,

total assets of these VIEs were

$891.3

million and total liabilities were

$69.6

million. At

December 31, 2017,

total assets of these VIEs were

$1.2

billion and total liabilities were

$383.5

million.

The majority of the operations of these VIEs are funded with cash flows generated from the properties. The Company has

not

provided financial support to any of these VIEs that it was

not

previously contractually required to provide, which consists primarily of funding any capital expenditures, including tenant improvements, which are deemed necessary to continue to operate the entity and any operating cash shortfalls that the entity

may

experience.

Additionally, included within the Company’s real estate development projects at

June 30, 2018

and

December 31, 2017,

are

two

and

three

consolidated entities that are VIEs, respectively, for which the Company is the primary beneficiary. These entities have been established to develop real estate properties to hold as long-term investments. The Company’s involvement with these entities is through its majority ownership and management of the properties. These entities were deemed VIEs primarily based on the fact that the equity investments at risk are

not

sufficient to permit the entities to finance their activities without additional financial support. The initial equity contributed to these entities was

not

sufficient to fully finance the real estate construction as development costs are funded by the partners throughout the construction period. The Company determined that it was the primary beneficiary of these VIEs as a result of its controlling financial interest. At

June 30, 2018,

total assets of these real estate development VIEs were

$350.4

million and total liabilities were

$37.6

million. At

December 31, 2017,

total assets of these real estate development VIEs were

$307.9

million and total liabilities were

$34.2

million.

Substantially all the projected development costs to be funded for these

two

real estate development projects, approximately

$25.0

million to

$75.0

million, will be funded with capital contributions from the Company, when contractually obligated. The Company has

not

provided financial support to these VIEs that it was

not

previously contractually required to provide.

All liabilities of these consolidated VIEs are non-recourse to the Company (“VIE Liabilities”). The assets of the unencumbered VIEs are

not

restricted for use to settle only the obligations of these VIEs. The remaining VIE assets are encumbered by

third

party non-recourse mortgage debt. The assets associated with these encumbered VIEs (“Restricted Assets”) are collateral under the respective mortgages and are therefore restricted and can only be used to settle the corresponding liabilities of the VIE. The table below summarizes the consolidated VIEs and the classification of the Restricted Assets and VIE Liabilities on the Company’s Condensed Consolidated Balance Sheets are as follows (dollars in millions):

	As of June 3 0 , 2018		As of December 31, 2017
Number of unencumbered VIEs		21		22
Number of encumbered VIEs		3		5
Total number of consolidated VIEs		24		27
Restricted Assets:
Real estate, net	$	102.6	$	627.5
Cash and cash equivalents		3.5		9.8
Accounts and notes receivable, net		1.4		3.2
Other assets		2.5		4.5
Total Restricted Assets	$	110.0	$	645.0
VIE Liabilities:
Mortgages payable, net	$	35.3	$	340.9
Other liabilities		71.9		76.8
Total VIE Liabilities	$	107.2	$	417.7

XML

Note 8 - Mortgages and Other Financing Receivables

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Loans, Notes, Trade and Other Receivables Disclosure [Text Block]

8.

Mortgages and Other Financing Receivables

The Company has various mortgages and other financing receivables which consist of loans acquired and loans originated by the Company. The Company reviews payment status to identify performing versus non-performing loans. As of

June 30, 2018,

the Company had a total of

11

loans aggregating

$31.1

million, of which all were identified as performing loans.

During the

six

months ended

June 30, 2018,

the Company sold an operating property for a sales price of

$20.8

million. In conjunction with this sale, the Company issued mortgage financing of

$14.7

million which is scheduled to mature on

December 20, 2018

and bears interest at a rate equal to the greater of (i)

5.00%

or (ii) LIBOR plus

300

basis points (

5.09%

as of

June 30, 2018).

This loan is collateralized by the property.

Additionally, during the

six

months ended

June 30, 2018,

the Company received full payment relating to

one

mortgage receivable which had an aggregate outstanding balance of

$5.7

million Canadian dollars (USD

$4.5

million). This loan bore interest at a rate of

7.00%

and matured in

May 2018.

XML

Note 9 - Marketable Securities

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block]

9.

Marketable Securities

Effective

January 1, 2018,

in accordance with the adoption of ASU

2016

-

01,

the Company now recognizes changes in the fair value of equity investments with readily determinable fair values in net income. In addition, the Company recorded a cumulative-effect adjustment of

$1.1

million to its beginning retained earnings as of

January 1, 2018,

which is reflected in Cumulative distributions in excess of net income on the Company’s Condensed Consolidated Statements of Changes in Equity, to reclassify unrealized losses previously reported in AOCI for available-for-sale marketable securities. Also, during the

six

months ended

June 30, 2018,

the Company recognized a net loss on changes in fair value of its available-for-sale marketable securities of

$0.1

million in Other income, net on the Company’s Condensed Consolidated Statements of Income.

XML

Note 10 - Notes and Mortgages Payable

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Mortgage Notes Payable Disclosure [Text Block]

10.

Notes and M

ortgages

Payable

Notes Payable -

In

June 2018,

the Company repurchased

$6.4

million of its

$500.0

million Senior Unsecured Notes which bear interest at an annual rate of

3.20%

and are scheduled to mature in

May 2021.

As of

June 30, 2018,

these Senior Unsecured Notes had an outstanding balance of

$493.6

million. 

On

July 24, 2018,

the Company issued a notice of redemption for all of its

$300.0

million

6.875%

Senior Unsecured Notes (the “Senior Notes”) which are scheduled to mature in

October 2019. 

The Senior Notes will be redeemed on

August 23, 2018 (

the “Redemption Date”) at a redemption price (“Redemption Price”) equal to the greater of (i)

100%

of the aggregate principal amount of the Senior Notes to be redeemed and (ii) the sum, as determined by an independent investment banker to be appointed by the Company, of the remaining scheduled payments of principal and interest in respect of the Senior Notes being redeemed (exclusive of any interest accrued to, but excluding, the Redemption Date) discounted to the Redemption Date on a semi-annual basis (assuming a

360

-day year consisting of

twelve

30

-day months) at the Treasury Rate plus

50

basis points, plus, in either case, accrued and unpaid interest to, but excluding, the Redemption Date. The Redemption Price will be determined on

August 20, 2018.

Mortgages Payable -

During the

six

months ended

June 30, 2018,

the Company (i) deconsolidated

$206.0

million of individual non-recourse mortgage debt relating to an operating property for which the Company

no

longer holds a controlling interest and (ii) repaid

$176.0

million of maturing mortgage debt (including fair market value adjustments of

$0.8

million) that encumbered

four

operating properties.

Additionally, during the

six

months ended

June 30, 2018,

the Company disposed of an encumbered property through foreclosure. The transaction resulted in a net decrease in mortgage debt of

$12.4

million. In addition, the Company recognized a gain on forgiveness of debt of

$4.3

million and relief of accrued interest of

$3.4

million, both of which are included in Other income, net in the Company’s Condensed Consolidated Statements of Income.

XML

Note 11 - Noncontrolling Interests

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Noncontrolling Interest Disclosure [Text Block]

11.

Noncontrolling Interests

      Noncontrolling interests represent the portion of equity that the Company does

not

own in entities it consolidates as a result of having a controlling interest or determined that the Company was the primary beneficiary of a VIE in accordance with the provisions of the FASB’s Consolidation guidance.  The Company accounts and reports for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. The Company identifies its noncontrolling interests separately within the equity section on the Company’s Condensed Consolidated Balance Sheets. The amounts of consolidated net income attributable to the Company and to the noncontrolling interests are presented separately on the Company’s Condensed Consolidated Statements of Income.  During the

six

months ended

June 30, 2018,

there were various transactions that had an impact on noncontrolling interest. See Footnotes

3

and

5

to the Notes to Condensed Consolidated Financial Statements for additional information regarding specific transactions.

In addition, during the

six

months ended

June 30, 2018,

the Company acquired its partners’ interests in

three

consolidated entities, in

two

separate transactions, for an aggregate purchase price of

$3.4

million. These transactions resulted in a net decrease in Noncontrolling interest of

$4.6

million and a corresponding net increase in Paid-in capital of

$1.2

million on the Company’s Condensed Consolidated Balance Sheets. There are

no

remaining partners in

two

of these consolidated entities.

      Included within noncontrolling interests are units that were determined to be contingently redeemable that are classified as Redeemable noncontrolling interests and presented in the mezzanine section between Total liabilities and Stockholder’s equity on the Company’s Condensed Consolidated Balance Sheets.

XML

Note 12 - Fair Value Measurements

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Fair Value Disclosures [Text Block]

12.

Fair Value Measurements

All financial instruments of the Company are reflected in the accompanying Condensed Consolidated Balance Sheets at amounts which, in management’s estimation, based upon an interpretation of available market information and valuation methodologies, reasonably approximate their fair values except those listed below, for which fair values are disclosed. The valuation method used to estimate fair value for fixed-rate and variable-rate debt is based on discounted cash flow analyses, with assumptions that include credit spreads, market yield curves, trading activity, loan amounts and debt maturities. The fair values for marketable securities are based on published values, securities dealers’ estimated market values or comparable market sales. Such fair value estimates are

not

necessarily indicative of the amounts that would be realized upon disposition.

As a basis for considering market participant assumptions in fair value measurements, the FASB’s Fair Value Measurements and Disclosures guidance establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels

1

and

2

of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level

3

of the hierarchy).

The following are financial instruments for which the Company’s estimate of fair value differs from the carrying amounts (in thousands):

	June 30 , 2018				December 31, 2017
	Carrying Amounts		Estimated Fair Value		Carrying Amounts		Estimated Fair Value
Notes payable, net (1)	$	4,591,178	$	4,338,371	$	4,596,140	$	4,601,479
Mortgages payable, net (2)	$	477,538	$	470,651	$	882,787	$	881,427

( 1 ) The Company determined that the valuation of its Senior Unsecured Notes were classified within Level 2 of the fair value hierarchy and its Credit Facility was classified within Level 3 of the fair value hierarchy.  The estimated fair value amounts classified as Level 2 as of June 30, 2018 and December 31, 2017, were $4.3 billion and $4.6 billion, respectively. The estimated fair value amounts classified as Level 3 as of June 30, 2018 and December 31, 2017, were $0 and $1.9 million, respectively.

( 2 ) The Company determined that its valuation of Mortgages payable, net was classified within Level 3 of the fair value hierarchy. 

The Company has certain financial instruments that must be measured under the FASB’s Fair Value Measurements and Disclosures guidance, including available for sale securities. The Company currently does

not

have non-financial assets and non-financial liabilities that are required to be measured at fair value on a recurring basis.

The tables below present the Company’s financial assets and liabilities measured at fair value on a recurring basis as of 

June 30, 2018

and

December 31, 2017,

aggregated by the level in the fair value hierarchy within which those measurements fall (in thousands):

	Balance at June 30 , 2018		Level 1		Level 2		Level 3
Assets:
Marketable equity securities	$	11,838	$	11,838	$		$	-
Interest rate swaps	$	72	$		$	72	$	-

	Balance at December 31, 2017		Level 1		Level 2		Level 3
Assets:
Marketable equity securities	$	11,936	$	11,936	$	-	$	-
Liabilities:
Interest rate swaps	$	344	$	-	$	344	$	-

Assets measured at fair value on a non-recurring basis during the

six

months ended

June 30, 2018

and the year ended

December 31, 2017,

are as follows (in thousands): 

	Balance at June 30 , 2018		Level 1		Level 2		Level 3
Real estate	$	117,070	$	-	$	-	$	117,070
Investments in real estate joint ventures (1)	$	62,429	$	-	$	-	$	62,429

	Balance at December 31, 2017		Level 1		Level 2		Level 3
Real estate	$	108,313	$	-	$	-	$	108,313

( 1 ) Fair value measurement as of date of deconsolidation. See Footnotes 3 and 5 to the Notes to the Company’s Condensed Consolidated Financial Statements for further detail and discussion.

During the

six

months ended

June 30, 2018

and

2017,

the Company recognized impairment charges related to adjustments to property carrying values of

$30.5

million and

$31.3

million, respectively. The Company’s estimated fair values of these properties were primarily based upon estimated sales prices from (i) signed contracts or letters of intent from

third

party offers or (ii) discounted cash flow models.  The Company does

not

have access to the unobservable inputs used to determine the estimated fair values of

third

party offers.  For the discounted cash flow models, the capitalization rates primarily range from

8.5%

to

9.0%

and discount rates primarily range from

9.50%

to

10.0%

which were utilized in the models based upon unobservable rates that the Company believes to be within a reasonable range of current market rates for each respective investment.  Based on these inputs, the Company determined that its valuation of these investments was classified within Level

3

of the fair value hierarchy. (See Footnote

3

to the Notes to the Company’s Condensed Consolidated Financial Statements for additional discussion regarding impairment charges).

XML

Note 13 - Preferred Stock and Common Stock

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Stockholders' Equity Note Disclosure [Text Block]

13.

Preferred Stock

and Common Stock

The Company’s outstanding Preferred Stock is detailed below:

As of June 30 , 2018
Class of Preferred Stock	Shares Authorized		Shares Issued and Outstanding		Liquidation Preference (in thousands)		Dividend Rate			Annual Dividend per Depositary Share		Par Value		Optional Redemption Date
Class I		18,400		7,000	$	175,000		6.000	%	$	1.50000	$	1.00	3/20/2017
Class J		9,000		9,000		225,000		5.500	%	$	1.37500	$	1.00	7/25/2017
Class K		8,050		7,000		175,000		5.625	%	$	1.40625	$	1.00	12/7/2017
Class L		10,350		9,000		225,000		5.125	%	$	1.28125	$	1.00	8/16/2022
Class M (1)		10,580		10,580		264,500		5.250	%	$	1.31250	$	1.00	12/20/2022
				42,580	$	1,064,500

( 1 ) During January 2018, the underwriting financial institutions for the Class M Preferred Stock issuance elected to exercise the over-allotment option and as a result, the Company issued an additional 1,380,000 Class M Depositary Shares, each representing a one -thousandth fractional interest in a share of the Company's 5.250% Class M Cumulative Redeemable Preferred Stock, $1.00 par value per share. The Company received net proceeds before expenses of $33.4 million from this over-allotment issuance.

As of December 31, 2017
Class of Preferred Stock	Shares Authorized		Shares Issued and Outstanding		Liquidation Preference (in thousands)		Dividend Rate			Annual Dividend per Depositary Share		Par Value		Optional Redemption Date
Class I		18,400		7,000	$	175,000		6.000	%	$	1.50000	$	1.00	3/20/2017
Class J		9,000		9,000		225,000		5.500	%	$	1.37500	$	1.00	7/25/2017
Class K		8,050		7,000		175,000		5.625	%	$	1.40625	$	1.00	12/7/2017
Class L		10,350		9,000		225,000		5.125	%	$	1.28125	$	1.00	8/16/2022
Class M		10,580		9,200		230,000		5.250	%	$	1.31250	$	1.00	12/20/2022
				41,200	$	1,030,000

During

February 2018,

the Company’s Board of Directors authorized a share repurchase program, which is effective for a term of

two

years, pursuant to which 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. During the

six

months ended

June 30, 2018,

the Company repurchased

5,100,000

shares for an aggregate purchase price of

$75.1

million (weighted average price of

$14.72

per share). As of

June 30, 2018,

the Company had

$224.9

million available under this common share repurchase program.

XML

Note 14 - Supplemental Schedule of Non-cash Investing / Financing Activities

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Cash Flow, Supplemental Disclosures [Text Block]

14.

Supplemental Schedule of Non-Cash Investing / Financing Activities

The following schedule summarizes the non-cash investing and financing activities of the Company for the

six

months ended

June 30, 2018

and

2017

(in thousands):

	201 8		2017
Proceeds deposited in escrow through sale of real estate interests	$	-	$	89,770
Disposition of real estate interests through the issuance of mortgage receivables	$	14,700	$	-
Disposition of real estate interests by foreclosure of debt	$	7,444	$	-
Forgiveness of debt due to foreclosure	$	12,415	$	-
Surrender of restricted common stock	$	3,492	$	5,324
Declaration of dividends paid in succeeding period	$	130,262	$	124,679
Capital expenditures accrual	$	75,760	$	45,898
Deemed contribution from noncontrolling interest	$	-	$	10,000
Consolidation of Joint Ventures:
Increase in real estate and other assets	$	-	$	325,981
Increase in mortgages payable, other liabilities and noncontrolling interests	$	-	$	258,626
Deconsolidation of Joint Ventures:
Decrease in real estate and other assets	$	300,299	$	-
Increase in investments in and advances to real estate joint ventures	$	62,429	$	-
Decrease in mortgages payable, other liabilities and noncontrolling interests	$	248,274	$	-

XML

Note 15 - Incentive Plans

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

15.

Incentive Plans

The Company accounts for equity awards in accordance with FASB’s Compensation – Stock Compensation guidance which requires that all share based payments to employees, including grants of employee stock options, restricted stock and performance shares, be recognized in the Condensed Consolidated Statements of Income over the service period based on their fair values. Fair value is determined, depending on the type of award, using either the Black-Scholes option pricing formula or the Monte Carlo method for performance shares, both of which are intended to estimate the fair value of the awards at the grant date. Fair value of restricted shares is calculated based on the price on the date of grant.

The Company recognized expenses associated with its equity awards of

$10.4

million and

$13.8

million for the

six

months ended

June 30, 2018

and

2017,

respectively.  As of

June 30, 2018,

the Company had

$37.1

million of total unrecognized compensation cost related to unvested stock compensation granted under the Plans.  That cost is expected to be recognized over a weighted average period of approximately

3.1

years.

XML

Note 16 - Accumulated Other Comprehensive Income

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Comprehensive Income (Loss) Note [Text Block]

16.

Accumulated Other Comprehensive Income

In accordance with the adoption of ASU

2016

-

01,

the Company recorded a cumulative-effect adjustment of

$1.1

million to beginning retained earnings as of

January 1, 2018,

which is reflected in Cumulative distributions in excess of net income on the Company’s Condensed Consolidated Statements of Changes in Equity, to reclassify unrealized losses previously reported in AOCI for available-for-sale marketable securities (See Footnotes

2

and

9

to the Notes to the Company’s Condensed Consolidated Financial Statements for additional disclosure).

The following tables display the change in the components of accumulated other comprehensive income for the

six

months ended

June 30, 2018

and

2017

(in thousands):

	Unrealized Gain/( Loss ) on Interest Rate Swap
Balance as of January 1, 2018, as adjusted	$	(344	)
Other comprehensive income before reclassifications		416
Amounts reclassified from AOCI		-
Net current-period other comprehensive income		416
Balance as of June 30, 2018	$	72

	Foreign Currency Translation Adjustments		Unrealized Gains Related to Available- for-Sale Securities			Unrealized Loss on Interest Rate Swaps			Total
Balance as of January 1, 2017	$	6,335	$	406		$	(975	)	$	5,766
Other comprehensive income before reclassifications		1,721		(1,619	)		205			307
Amounts reclassified from AOCI		-		-			-			-
Net current-period other comprehensive income		1,721		(1,619	)		205			307
Balance as of June 30, 2017	$	8,056	$	(1,213	)	$	(770	)	$	6,073

XML

Note 17 - Earnings Per Share

6 Months Ended

Jun. 30, 2018

Notes to Financial Statements

Earnings Per Share [Text Block]

17.

Earnings Per Shar

e

The following table sets forth the reconciliation of earnings and the weighted average number of shares used in the calculation of basic and diluted earnings per share (amounts presented in thousands except per share data):

	Three Months Ended						Six Months Ended
	June 30 ,						June 30 ,
	2018			2017			2018			2017
Computation of Basic and Diluted Earnings Per Share:
Net income available to the Company's common shareholders	$	150,852		$	131,861		$	280,353		$	197,039
Earnings attributable to participating securities		(863	)		(647	)		(1,472	)		(1,070	)
Net income available to the Company’s common shareholders for basic earnings per share		149,989			131,214			278,881			195,969
Distributions on convertible units		282			259			521			29
Net income available to the Company’s common shareholders for diluted earnings per share	$	150,271		$	131,473		$	279,402		$	195,998
Weighted average common shares outstanding – basic		420,731			423,650			422,060			423,516
Effect of dilutive securities (1):
Equity awards		350			432			352			505
Assumed conversion of convertible units		847			862			824			63
Weighted average common shares outstanding – diluted		421,928			424,944			423,236			424,084
Net income available to the Company's common shareholders:
Basic earnings per share	$	0.36		$	0.31		$	0.66		$	0.46
Diluted earnings per share	$	0.36		$	0.31		$	0.66		$	0.46

( 1 ) The effect of the assumed conversion of certain convertible units had an anti-dilutive effect upon the calculation of Income from continuing operations per share. Accordingly, the impact of such conversions has not been included in the determination of diluted earnings per share calculations. Additionally, there were 3.2 million and 4.0 million stock options that were not dilutive as of June 30, 2018 and 2017, respectively, and 2.3 million shares of restricted stock that were not dilutive for the three months ended June 30, 2018.

The Company's unvested restricted share awards contain non-forfeitable rights to distributions or distribution equivalents. The impact of the unvested restricted share awards on earnings per share has been calculated using the

two

-class method whereby earnings are allocated to the unvested restricted share awards based on dividends declared and the unvested restricted shares' participation rights in undistributed earnings.

XML

Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2018

Accounting Policies [Abstract]

Consolidation, Policy [Policy Text Block]

Principles of Consolidation -

The accompanying Condensed Consolidated Financial Statements include the accounts of the Company. The Company’s subsidiaries include subsidiaries which are wholly-owned or which the Company has a controlling interest, including where the Company has been determined to be a primary beneficiary of a variable interest entity (“VIE”) in accordance with the Consolidation guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). All inter-company balances and transactions have been eliminated in consolidation. The information presented in the accompanying Condensed Consolidated Financial Statements is unaudited and reflects all adjustments which are, in the opinion of management, necessary to reflect a fair statement of the results for the interim periods presented, and all such adjustments are of a normal recurring nature.  These Condensed Consolidated Financial Statements should be read in conjunction with the Company's audited Annual Report on Form

10

-K for the year ended

December 31, 2017 (

the

“10

-K”), as certain disclosures in this Quarterly Report on Form

10

-Q for the quarterly period ended

June 30, 2018,

that would duplicate those included in the

10

-K are

not

included in these Condensed Consolidated Financial Statements.

Reclassification, Policy [Policy Text Block]

Reclassifications -

Certain amounts in the prior period have been reclassified in order to conform with the current period’s presentation. The Company reclassified

$7.3

million and

$15.6

million of costs related to property management and services of the Company’s operating properties from General and administrative to Operating and maintenance on the Company’s Condensed Consolidated Statements of Income for the

three

and

six

months ended

June 30, 2017,

respectively. In conjunction with the adoption of Accounting Standard Update (“ASU”)

2014

-

09

discussed below, the Company reclassified

$61.0

million and

$119.1

million of Reimbursement income and

$6.1

million and

$9.6

million of Other rental property income from Revenues from rental properties on the Company’s Condensed Consolidated Statements of Income for the

three

and

six

months ended

June 30, 2017,

respectively.  In addition, the Company reclassified

$5.3

million of tax withholdings for surrender of restricted common stock from Net cash flow provided by operating activities to Net cash flow used for financing activities on the Condensed Consolidated Statements of Cash Flows for the

six

months ended

June 30, 2017.

Subsequent Events, Policy [Policy Text Block]

Subsequent Events -

The Company has evaluated subsequent events and transactions for potential recognition or disclosure in its condensed consolidated financial statements (see Footnote

10

to the Notes to the Company’s Condensed Consolidated Financial Statements).

Marketable Securities, Policy [Policy Text Block]

Marketable Securities

-

The Company classifies its marketable equity securities as available-for-sale in accordance with the FASB’s Investments-Debt and Equity Securities guidance. On

January 1, 2018,

the Company adopted ASU

2016

-

01,

Financial Instruments—Overall

(Subtopic

825

-

10

): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU

2016

-

01”

). In accordance with the adoption of ASU

2016

-

01,

the Company now recognizes changes in the fair value of equity investments with readily determinable fair values in net income. Previously, changes in fair value of the Company’s available-for-sale marketable securities were recognized in accumulated other comprehensive income (“AOCI”) on the Company’s Condensed Consolidated Balance Sheets. As of

December 31, 2017,

the Company had aggregate unrealized losses related to its available-for-sale marketable securities of

$1.1

million, which were included in AOCI on the Company’s Condensed Consolidated Balance Sheets. In connection with the adoption of ASU

2016

-

01,

the Company recorded a cumulative-effect adjustment of

$1.1

million to its beginning retained earnings as of

January 1, 2018,

which is reflected in Cumulative distributions in excess of net income on the Company’s Condensed Consolidated Statements of Changes in Equity.

Revenue Recognition, Policy [Policy Text Block]

Revenue

and

Gain Recognition

–

On

January 1, 2018,

the Company adopted ASU

2014

-

09,

Revenue from Contracts with Customers

(Topic

606

), (“Topic

606”

) using the modified retrospective method applying it to any open contracts as of

January 1, 2018,

for which the Company did

not

identify any open contracts. The Company also utilized the practical expedient for which the Company was

not

required to restate revenue from contracts that began and are completed within the same annual reporting period. Results for reporting periods beginning after

January 1, 2018,

are presented under Topic

606,

while prior period amounts are

not

adjusted and continue to be reported in accordance with our historic accounting under Revenue Recognition (Topic

605

). The new guidance provides a unified model to determine how revenue is recognized. To determine the proper amount of revenue to be recognized, the Company performs the following steps: (i) identify the contract with the customer, (ii) identify the performance obligations within the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations and (v) recognize revenue when (or as) a performance obligation is satisfied. As of

June 30, 2018,

the Company had

no

outstanding contract assets or contract liabilities. The adoption of this standard did

not

result in any material changes to the Company’s revenue recognition as compared to the previous guidance.

The Company’s primary source of revenue are leases which fall under the scope of Leases (Topic

840

). The revenues which will be impacted by the adoption of Topic

606

include fees for services performed at various unconsolidated joint ventures for which the Company is the manager. These fees primarily include property and asset management fees, leasing fees, development fees and property acquisition/disposition fees. Also affected by Topic

606

are gains on sales of properties, lease termination fees and tax increment financing (“TIF”) contracts. The Company elected to disaggregate its revenue streams into the following line items on the Company’s Condensed Consolidated Statements of Income: Revenues from rental properties, Reimbursement income, Other rental property income and Management and other fee income. The Company believes that these are the proper disaggregated categories as they are the best depiction of its revenue streams both qualitatively and quantitatively.

Revenues from rental properties

Revenues from rental properties are comprised of minimum base rent, percentage rent, lease termination fee income, amortization of above-market and below-market rent adjustments and straight-line rent adjustments. Base rental revenues from rental properties are recognized on a straight-line basis over the terms of the related leases. Certain of these leases also provide for percentage rents based upon the level of sales achieved by the lessee.  These percentage rents are recognized once the required sales level is achieved.  Rental income

may

also include payments received in connection with lease termination agreements.  Lease termination fee income is recognized when the lessee provides consideration in order to terminate a lease agreement in place. The performance obligation of the Company is the termination of the lease agreement which occurs upon consideration received and execution of the termination agreement. Upon acquisition of real estate operating properties, the Company estimates the fair value of identified intangible assets and liabilities (including above-market and below-market leases, where applicable). The capitalized above-market or below-market intangible is amortized to rental income over the estimated remaining term of the respective leases, which includes the expected renewal option period for below-market leases.

Reimbursement income

Leases typically provide for reimbursement to the Company of common area maintenance costs (“CAM”), real estate taxes and other operating expenses.  Operating expense reimbursements are recognized as earned. The lease component relating to CAM reimbursement revenue will be within the scope of Topic

606,

upon the effective date of ASU

2016

-

02,

Leases (Topic

842

). See New Accounting Pronouncements below for further details.

Other rental property income

Other rental property income totaled

$11.1

million and

$9.6

million for the

six

months ended

June 30, 2018

and

2017,

respectively, which mainly consists of ancillary income and TIF income. Ancillary income is derived through various agreements relating to parking lots, clothing bins, temporary storage, vending machines, ATMs, trash bins and trash collections, fireworks sales, etc. The majority of the revenue derived from these sources are through lease agreements/arrangements and are recognized in accordance with the lease terms described in the lease. The Company has TIF agreements with certain municipalities and receives payments in accordance with the agreements. TIF reimbursement income is recognized on a cash-basis when received.

Management and other fee income

Property management fees, property acquisition and disposition fees, construction management fees, leasing fees and asset management fees all fall within the scope of Topic

606.

These fees arise from contractual agreements with

third

parties or with entities in which the Company has a noncontrolling interest. Management and other fee income related to partially owned entities are recognized to the extent attributable to the unaffiliated interest. Property and asset management fee income is recognized as a single performance obligation (managing the property) comprised of a series of distinct services (maintaining property, handling tenant inquiries, etc.). The Company believes that the overall service of property management is substantially the same each day and has the same pattern of performance over the term of the agreement. As a result, each day of service represents a performance obligation satisfied at that point in time. These fees are recognized at the end of each period for services performed during that period, primarily billed to the customer monthly and terms for payment are payment due upon receipt.

Leasing fee income is recognized as a single performance obligation primarily upon the rent commencement date. The Company believes the leasing services it provides are similar for each available space leased and

none

of the individual activities necessary to facilitate the execution of each lease are distinct. These fees are billed to the customer monthly and terms for payment are payment due upon receipt.

Property acquisition and disposition fees are recognized when the Company satisfies a performance obligation by acquiring a property or transferring control of a property. These fees are billed subsequent to the acquisition or sale of the property and payment is due upon receipt.

Construction management fees are recognized as a single performance obligation (managing the construction of the project) composed of a series of distinct services. The Company believes that the overall service of construction management is substantially the same each day and has the same pattern of performance over the term of the agreement. As a result, each day of service represents a performance obligation satisfied at that point in time. These fees are based on the amount spent on the construction at the end of each period for services performed during that period, primarily billed to the customer monthly and terms for payment are payment due upon receipt.

Gains on sales of operating properties

/change in control of interests

On

January 1, 2018,

the Company also adopted ASU

2017

-

05,

Other Income–Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic

610

-

20

): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets (“Topic

610”

) for gains and losses from the sale and/or transfer of real estate property. The Company adopted Topic

610

using the modified retrospective approach for all contracts effective

January 1, 2018.

Topic

610

provides that sales of nonfinancial assets, such as real estate, are to be recognized when control of the asset transfers to the buyer, which will occur when the buyer has the ability to direct the use of or obtain substantially all of the remaining benefits from the asset. This generally occurs when the transaction closes and consideration is exchanged for control of the property.

In accordance with its election to apply the modified retrospective approach for all contracts, the Company recorded a cumulative-effect adjustment of

$8.1

million to its beginning retained earnings as of

January 1, 2018,

on the Company’s Condensed Consolidated Statements of Changes in Equity and an adjustment to Investments in and advances to real estate joint ventures on the Company’s Condensed Consolidated Balance Sheets. As of

December 31, 2017,

the Company had aggregate net deferred gains of

$8.1

million relating to partial disposals of

two

operating real estate properties prior to the adoption of ASU

2017

-

05,

of which

$6.9

million was included in Investments in and advances to real estate joint ventures and

$1.2

million was included in Other liabilities on the Company’s Condensed Consolidated Balance Sheets. The Company had deferred these gains in accordance with prior guidance due to its continuing involvement in the entities which acquired the operating real estate properties.

During the

six

months ended

June 30, 2018,

the Company sold a portion of its investment in a consolidated operating property to its partner and amended the partnership agreement to provide for joint control of the entity. As a result of the amendment, the Company

no

longer consolidates the entity and recognized a gain on change in control of

$6.8

million, in accordance with the adoption of ASU

2017

-

05

(See Footnote

3

to the Notes to the Company’s Condensed Consolidated Financial Statements for additional disclosure regarding disposals), which is included in Gain on sale of operating properties/ change in controls of interests on the Company’s Condensed Consolidated Statements of Income.    

New Accounting Pronouncements, Policy [Policy Text Block]

New Accounting Pronouncements

–

       The following table represents ASUs to the FASB’s ASC that, as of

June 30, 2018,

are

not

yet effective for the Company and for which the Company has

not

elected early adoption, where permitted:

ASU	Description	Effective Date	Effect on the financial statements or other significant matters
ASU 2016 - 13, Financial Instruments – Credit Losses (Topic 326 ): Measurement of Credit Losses on Financial Instruments	The new guidance introduces a new model for estimating credit losses for certain types of financial instruments, including loans receivable, held-to-maturity debt securities, and net investments in direct financing leases, amongst other financial instruments. ASU 2016 - 13 also modifies the impairment model for available-for-sale debt securities and expands the disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance for losses.	January 1, 2020; Early adoption permitted	The Company is still assessing the impact on its financial position and/or results of operations.
ASU 2016 - 02, Leases (Topic 842 ) ASU 2018 - 01, Leases (Topic 842 ): Land Easement Practical Expedient for Transition to Topic 842 ASU 2018 - 10, Codification Improvements to Topic 842, Leases	This ASU sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. ASU 2016 - 02 supersedes the previous leases standard, Leases (Topic 840 ). In January 2018, the FASB issued ASU 2018 - 01, which includes amendments to clarify land easements are within the scope of the new leases standard (Topic 842 ) and provide an optional transition practical expedient to not evaluate whether existing and expired land easements that were not previously accounted for as leases under current lease guidance in Topic 840 and are to be accounted for or contain leases under Topic 842.  Early adoption is permitted as of the original effective date. The FASB approved an exposure draft in March 2018 which provided lessors with a practical expedient by class of underlying assets to not separate non-lease components from the lease component. However, the practical expedient would be limited to circumstances in which: 1 ) the timing and pattern of revenue recognition are the same for the non-lease component and the related lease component; and, 2 ) the combined single lease component would be classified as an operating lease. In July 2018, the FASB issued ASU 2018 - 10, which includes amendments to clarify certain aspects of the new leases standard.  These amendments address the rate implicit in the lease, impairment of the net investment in the lease, lessee reassessment of lease classification, lessor reassessment of lease term and purchase options, variable payments that depend on an index or rate and certain transition adjustments.	January 1, 2019; Early adoption permitted	The Company continues to evaluate the effect the adoption will have on the Company’s financial position and/or results of operations. However, the Company currently believes that the adoption will not have a material impact for operating leases where it is a lessor and will continue to record revenues from rental properties for its operating leases on a straight-line basis. However, for leases where the Company is a lessee, primarily for the Company’s ground leases and administrative office leases, the Company will be required to record a lease liability and a right of use asset on its Consolidated Balance Sheets at present value upon adoption. In addition, direct internal leasing costs will continue to be capitalized, however, indirect internal leasing costs previously capitalized will be expensed. Within the terms of the Company’s leases where the Company is the lessor, the Company is entitled to receive reimbursement amounts from tenants for operating expenses such as real estate taxes, insurance and other CAM. Upon adoption of this ASU, CAM reimbursement revenue will be accounted for in accordance with ASU 2016 - 12 Revenue from Contracts with Customers (Topic 606 ). The Company continues to evaluate the effect the adoption will have on this source of revenue. However, the Company currently does not believe the adoption will significantly affect the timing of the recognition of the Company’s CAM reimbursement revenue.
ASU 2017 - 09, Compensation – Stock Compensation (Topic 718 ): Scope of Modification Accounting	The amendment provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The new guidance will be applied prospectively to awards modified on or after the adoption date.	January 1, 2018	There was no material impact to the Company’s financial position and/or results of operations.

The following ASUs to the FASB’s ASC have been adopted by the Company during the

six

months ended

June 30, 2018:

ASU	Description	Adoption Date	Effect on the financial statements or other significant matters
ASU 2017 - 05, Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610 - 20 ): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets	The amendment clarifies that a financial asset is within the scope of Subtopic 610 - 20 if it meets the definition of an in substance nonfinancial asset and defines the term in substance nonfinancial asset. ASU 2017 - 05 also clarifies that nonfinancial assets within the scope of Subtopic 610 - 20 may include nonfinancial assets transferred within a legal entity to a counterparty.  Subtopic 610 - 20, which was issued in May 2014 as part of ASU 2014 - 09, discussed below, provides guidance for recognizing gains and losses from the transfer of nonfinancial assets in contracts with noncustomers. An entity is required to apply the amendments in ASU 2017 - 05 at the same time it applies the amendments in ASU 2014 - 09 discussed below. An entity may elect to apply the amendments in ASU 2017 - 05 either retrospectively to each period presented in the financial statements in accordance with the guidance on accounting changes in ASC Topic 250, Accounting Changes and Error Corrections, paragraphs 10 - 45 - 5 through 10 - 45 - 10 (i.e. the retrospective approach) or retrospectively with a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption (i.e. the modified retrospective approach). An entity may elect to apply all of the amendments in ASU 2017 - 05 and ASU 2014 - 09 using the same transition method, or alternatively may elect to use different transition methods.	January 1, 2018	The Company adopted the provisions of Subtopic 610 - 20  using the modified retrospective approach. The Company has applied the guidance to disposals of nonfinancial assets (including real estate assets) within the scope of Subtopic 610 - 20, see above for impact from the adoption of this ASU.
ASU 2016 - 01, Financial Instruments—Overall (Subtopic 825 - 10 ): Recognition and Measurement of Financial Assets and Financial Liabilities ASU 2018 - 03, Technical Corrections and Improvements to Financial Instruments—Overall (Subtopic 825 - 10 ): Recognition and Measurement of Financial Assets and Financial Liabilities	The amendment addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments, including the following: (i)   Requires equity investments (excluding those investments accounted for under the equity method of accounting or those that result in consolidation of the investee) with readily determinable fair values to be measured at fair value with the changes in fair value recognized in net income; however, an entity may choose to measure equity investments that do not have readily determinable fair values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. (ii)  Simplifies the impairment assessment of those equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment (iii)Eliminates the disclosure of the method(s) and significant assumptions used to estimate the fair value for financial instruments measured at amortized cost and changes the fair value calculation for those investments (iv)Changes the disclosure in other comprehensive income for financial liabilities that are measured at fair value in accordance with the fair value options for financial instruments (v)  Clarifies that a deferred asset related to available-for-sale securities should be included in an entity's evaluation for a valuation allowance. The amendments clarify certain aspects of the guidance issued in ASU 2016 - 01, discussed below, primarily impacting the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments.	January 1, 2018 Fiscal years beginning after December 15, 2017, and interim periods within those fiscal years beginning after June 15, 2018.	Effective as of date of adoption, changes in fair value of the Company’s available-for-sale marketable securities are recognized in Other income, net on the Company’s Condensed Consolidated Statements of Income. See above and Footnote 9 in the Notes to the Condensed Consolidated Financial Statements for impact from the adoption of this ASU.
ASU 2014 - 09, Revenue from Contracts with Customers (Topic 606 ) ASU 2015 - 14, Revenue from Contracts with Customers (Topic 606 ): Deferral of the Effective Date	ASU 2014 - 09 is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. In adopting ASU 2014 - 09, companies may use either a full retrospective or a modified retrospective approach. ASU 2014 - 09 was anticipated to be effective for the first interim period within annual reporting periods beginning after December 15, 2016, and early adoption was not permitted.	January 1, 2018	The Company’s revenue-producing contracts are primarily leases that are not within the scope of this standard, except for the lease component relating to common area maintenance (“CAM”) reimbursement revenue, which will be within the scope of this standard upon the effective date of ASU 2016 - 02, Leases (Topic 842 ).

ASU 2016 - 08, Revenue from Contracts with Customers (Topic 606 ): Principal versus Agent Considerations ASU 2016 - 10, Revenue from Contracts with Customers (Topic 606 ): Identifying performance obligations and licensing ASU 2016 - 12, Revenue from Contracts with Customers (Topic 606 ): Narrow-scope improvements and practical expedients	In August 2015, the FASB issued ASU 2015 - 14, which delayed the effective date of ASU 2014 - 09 by one year making it effective for the first interim period within annual reporting periods beginning after December 15, 2017. Subsequently, in March 2016, the FASB issued ASU 2016 - 08, which further clarifies the implementation guidance on principal versus agent considerations, and in April 2016, the FASB issued ASU 2016 - 10, an update on identifying performance obligations and accounting for licenses of intellectual property. Additionally, in May 2016, the FASB issued ASU 2016 - 12, which includes amendments for enhanced clarification of the guidance. Early adoption is permitted as of the original effective date.		The revenues which are within the scope of this standard include other ancillary income earned through the Company’s operating properties as well as fees for services performed at various unconsolidated joint ventures which the Company manages. These fees primarily include property and asset management fees, leasing fees, development fees and property acquisition/disposition fees. The Company believes the timing of recognition and amount of these revenues will be generally consistent with the previous recognition and measurement.  See above for impact from the adoption of this ASU.
ASU 2016 - 18, Statement of Cash Flows (Topic 230 ): Restricted Cash	This amendment requires entities to show the changes in the total of cash, cash equivalents, restricted cash, and restricted cash equivalents in the statement of cash flows. The amendment should be applied using a retrospective transition method to each period presented.	January 1, 2018	There was no impact to the Company’s financial position and/or results of operations.

XML

Note 3 - Operating Property Activities (Tables)

6 Months Ended

Jun. 30, 2018

Notes Tables

Disposal Groups, Including Discontinued Operations [Table Text Block]

	Six Months Ended June 30 ,
	2018		2017
Aggregate sales price	$	833.1	$	157.3
Gain on sale of operating properties/change in control of interests	$	152.2	$	21.6
Impairment charges	$	9.9	$	2.4
Number of operating properties sold/deconsolidated		35		11
Number of out-parcels sold		2		5

XML

Note 4 - Real Estate Under Development (Tables)

6 Months Ended

Jun. 30, 2018

Notes Tables

Real Estate Held for Development [Table Text Block]

Property Name	Location	June 30 , 2018		December 31, 2017
Grand Parkway Marketplace	Spring, TX	$	46,727	$	43,403
Dania Pointe (1)	Dania Beach, FL		218,870		152,841
Mill Station	Owings Mills, MD		42,085		34,347
Lincoln Square	Philadelphia, PA		140,175		90,479
Avenues Walk (2)	Jacksonville, FL		48,573		48,573
Promenade at Christiana (3)	New Castle, DE		33,329		32,875
Total (4)		$	529,759	$	402,518

XML

Note 5 - Investments In and Advances to Real Estate Joint Ventures (Tables)

6 Months Ended

Jun. 30, 2018

Notes Tables

Equity Method Investments [Table Text Block]

	Ownership		The Company's Investment
Joint Venture	Interest		June 30, 2018		December 31, 2017
Prudential Investment Program (“KimPru” and “KimPru II”) (1) (2) (3)		15.0%	$	183.9	$	179.5
Kimco Income Opportunity Portfolio (“KIR”) (2)		48.6%		160.2		154.1
Canada Pension Plan Investment Board (“CPP”) (2)		55.0%		117.4		105.0
Other Joint Venture Programs (3) (4)		Various		107.2		45.3
Total*			$	568.7	$	483.9

Joint Venture Investments Accounted For Under The Equity Method Debt Details [Table Text Block]

	As of June 30 , 2018							As of December 31, 2017
Joint Venture	Mortgages and Notes Payable , Net		Weighted Average Interest Rate			Weighted Average Remaining Term (months)*		Mortgages and Notes Payable , Net		Weighted Average Interest Rate			Weighted Average Remaining Term (months)*
KimPru and KimPru II	$	623.1		3.96	%		53.8	$	625.7		3.59	%		59.8
KIR		686.6		4.63	%		41.8		702.0		4.60	%		47.5
CPP		84.3		3.64	%		60.1		84.9		2.91	%		4.0
Other Joint Venture Programs		487.1		4.18	%		82.8		287.6		4.41	%		27.2
Total	$	1,881.1						$	1,700.2

Income [Member]

Notes Tables

Equity Method Investments [Table Text Block]

	Three Months Ended June 30,				Six Months Ended June 30 ,
Joint Venture	2018		2017		2018		2017
KimPru and KimPru II	$	2.7	$	3.2	$	5.6	$	6.5
KIR		9.9		7.2		18.9		16.6
CPP		1.3		1.3		2.5		2.9
Other Joint Venture Programs (1)		5.1		1.5		9.0		1.9
Total	$	19.0	$	13.2	$	36.0	$	27.9

XML

Note 7 - Variable Interest Entities ("VIE") (Tables)

6 Months Ended

Jun. 30, 2018

Notes Tables

Schedule of Variable Interest Entities [Table Text Block]

	As of June 3 0 , 2018		As of December 31, 2017
Number of unencumbered VIEs		21		22
Number of encumbered VIEs		3		5
Total number of consolidated VIEs		24		27
Restricted Assets:
Real estate, net	$	102.6	$	627.5
Cash and cash equivalents		3.5		9.8
Accounts and notes receivable, net		1.4		3.2
Other assets		2.5		4.5
Total Restricted Assets	$	110.0	$	645.0
VIE Liabilities:
Mortgages payable, net	$	35.3	$	340.9
Other liabilities		71.9		76.8
Total VIE Liabilities	$	107.2	$	417.7

XML

Note 12 - Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2018

Notes Tables

Fair Value, by Balance Sheet Grouping [Table Text Block]

	June 30 , 2018				December 31, 2017
	Carrying Amounts		Estimated Fair Value		Carrying Amounts		Estimated Fair Value
Notes payable, net (1)	$	4,591,178	$	4,338,371	$	4,596,140	$	4,601,479
Mortgages payable, net (2)	$	477,538	$	470,651	$	882,787	$	881,427

Fair Value Measurements, Recurring and Nonrecurring [Table Text Block]

	Balance at June 30 , 2018		Level 1		Level 2		Level 3
Assets:
Marketable equity securities	$	11,838	$	11,838	$		$	-
Interest rate swaps	$	72	$		$	72	$	-

	Balance at December 31, 2017		Level 1		Level 2		Level 3
Assets:
Marketable equity securities	$	11,936	$	11,936	$	-	$	-
Liabilities:
Interest rate swaps	$	344	$	-	$	344	$	-

	Balance at June 30 , 2018		Level 1		Level 2		Level 3
Real estate	$	117,070	$	-	$	-	$	117,070
Investments in real estate joint ventures (1)	$	62,429	$	-	$	-	$	62,429

	Balance at December 31, 2017		Level 1		Level 2		Level 3
Real estate	$	108,313	$	-	$	-	$	108,313

XML

Note 13 - Preferred Stock and Common Stock (Tables)

6 Months Ended

Jun. 30, 2018

Notes Tables

Schedule of Stockholders Equity [Table Text Block]

As of June 30 , 2018
Class of Preferred Stock	Shares Authorized		Shares Issued and Outstanding		Liquidation Preference (in thousands)		Dividend Rate			Annual Dividend per Depositary Share		Par Value		Optional Redemption Date
Class I		18,400		7,000	$	175,000		6.000	%	$	1.50000	$	1.00	3/20/2017
Class J		9,000		9,000		225,000		5.500	%	$	1.37500	$	1.00	7/25/2017
Class K		8,050		7,000		175,000		5.625	%	$	1.40625	$	1.00	12/7/2017
Class L		10,350		9,000		225,000		5.125	%	$	1.28125	$	1.00	8/16/2022
Class M (1)		10,580		10,580		264,500		5.250	%	$	1.31250	$	1.00	12/20/2022
				42,580	$	1,064,500

As of December 31, 2017
Class of Preferred Stock	Shares Authorized		Shares Issued and Outstanding		Liquidation Preference (in thousands)		Dividend Rate			Annual Dividend per Depositary Share		Par Value		Optional Redemption Date
Class I		18,400		7,000	$	175,000		6.000	%	$	1.50000	$	1.00	3/20/2017
Class J		9,000		9,000		225,000		5.500	%	$	1.37500	$	1.00	7/25/2017
Class K		8,050		7,000		175,000		5.625	%	$	1.40625	$	1.00	12/7/2017
Class L		10,350		9,000		225,000		5.125	%	$	1.28125	$	1.00	8/16/2022
Class M		10,580		9,200		230,000		5.250	%	$	1.31250	$	1.00	12/20/2022
				41,200	$	1,030,000

XML

Note 14 - Supplemental Schedule of Non-cash Investing / Financing Activities (Tables)

6 Months Ended

Jun. 30, 2018

Notes Tables

Schedule of Cash Flow, Supplemental Disclosures [Table Text Block]

	201 8		2017
Proceeds deposited in escrow through sale of real estate interests	$	-	$	89,770
Disposition of real estate interests through the issuance of mortgage receivables	$	14,700	$	-
Disposition of real estate interests by foreclosure of debt	$	7,444	$	-
Forgiveness of debt due to foreclosure	$	12,415	$	-
Surrender of restricted common stock	$	3,492	$	5,324
Declaration of dividends paid in succeeding period	$	130,262	$	124,679
Capital expenditures accrual	$	75,760	$	45,898
Deemed contribution from noncontrolling interest	$	-	$	10,000
Consolidation of Joint Ventures:
Increase in real estate and other assets	$	-	$	325,981
Increase in mortgages payable, other liabilities and noncontrolling interests	$	-	$	258,626
Deconsolidation of Joint Ventures:
Decrease in real estate and other assets	$	300,299	$	-
Increase in investments in and advances to real estate joint ventures	$	62,429	$	-
Decrease in mortgages payable, other liabilities and noncontrolling interests	$	248,274	$	-

XML

Note 16 - Accumulated Other Comprehensive Income (Tables)

6 Months Ended

Jun. 30, 2018

Notes Tables

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

	Unrealized Gain/( Loss ) on Interest Rate Swap
Balance as of January 1, 2018, as adjusted	$	(344	)
Other comprehensive income before reclassifications		416
Amounts reclassified from AOCI		-
Net current-period other comprehensive income		416
Balance as of June 30, 2018	$	72

	Foreign Currency Translation Adjustments		Unrealized Gains Related to Available- for-Sale Securities			Unrealized Loss on Interest Rate Swaps			Total
Balance as of January 1, 2017	$	6,335	$	406		$	(975	)	$	5,766
Other comprehensive income before reclassifications		1,721		(1,619	)		205			307
Amounts reclassified from AOCI		-		-			-			-
Net current-period other comprehensive income		1,721		(1,619	)		205			307
Balance as of June 30, 2017	$	8,056	$	(1,213	)	$	(770	)	$	6,073

XML

Note 17 - Earnings Per Share (Tables)

6 Months Ended

Jun. 30, 2018

Notes Tables

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	Three Months Ended						Six Months Ended
	June 30 ,						June 30 ,
	2018			2017			2018			2017
Computation of Basic and Diluted Earnings Per Share:
Net income available to the Company's common shareholders	$	150,852		$	131,861		$	280,353		$	197,039
Earnings attributable to participating securities		(863	)		(647	)		(1,472	)		(1,070	)
Net income available to the Company’s common shareholders for basic earnings per share		149,989			131,214			278,881			195,969
Distributions on convertible units		282			259			521			29
Net income available to the Company’s common shareholders for diluted earnings per share	$	150,271		$	131,473		$	279,402		$	195,998
Weighted average common shares outstanding – basic		420,731			423,650			422,060			423,516
Effect of dilutive securities (1):
Equity awards		350			432			352			505
Assumed conversion of convertible units		847			862			824			63
Weighted average common shares outstanding – diluted		421,928			424,944			423,236			424,084
Net income available to the Company's common shareholders:
Basic earnings per share	$	0.36		$	0.31		$	0.66		$	0.46
Diluted earnings per share	$	0.36		$	0.31		$	0.66		$	0.46

XML

Note 2 - Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Jan. 01, 2018	Dec. 31, 2017
Contract with Customer, Liability, Total		$ 0		$ 0
Revenues, Total		293,403	$ 297,176	597,481	$ 590,764
Disposal Group, Deferred Gain on Disposal							$ 8,100
Contract with Customer, Asset, Net, Total		0		0
Other Rental Property Income [Member]
Revenues, Total		$ 5,526	$ 6,098	11,112	$ 9,649
AOCI Attributable to Parent [Member]
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax, Total							1,100
Investments in and Advances to Real Estate Joint Ventures [Member]
Disposal Group, Deferred Gain on Disposal							6,900
Other Liabilities [Member]
Disposal Group, Deferred Gain on Disposal							1,200
Accounting Standards Update 2016-01 [Member] | Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption						$ (1,100)	(1,136)	[1]
Accounting Standards Update 2017-05 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	[1]						8,098
Accounting Standards Update 2017-05 [Member] | Gain on Sale of Operating Properties/ Change in Controls of Interests [Member]
Deconsolidation, Gain (Loss), Amount				6,800
Accounting Standards Update 2017-05 [Member] | Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption						$ 8,100	$ 8,098	[1]
Three Months Ended June 30, 2017 [Member] | Reclassification of Reimbursement Income From Revenues From Rental Properties [Member]
Prior Period Reclassification Adjustment				61,000
Three Months Ended June 30, 2017 [Member] | Reclassification of Other Rental Property Income From Revenues From Properties [Member]
Prior Period Reclassification Adjustment				6,100
Six Months Ended June 30, 2017 [Member] | Reclassification of Reimbursement Income From Revenues From Rental Properties [Member]
Prior Period Reclassification Adjustment				119,100
Six Months Ended June 30, 2017 [Member] | Reclassification of Other Rental Property Income From Revenues From Properties [Member]
Prior Period Reclassification Adjustment				9,600
Six Months Ended June 30, 2017 [Member] | Reclassification of Tax Withholdings for Surrender of Restricted Common Stock From Net Cash Flow Provided by Operating Activiites to Net Cash Flow Used for Financing Activities [Member]
Prior Period Reclassification Adjustment				5,300
Reclassification of Personnel Costs Related to Property Management and Services From General Administrative to Operating and Maintenance [Member] | Three Months Ended June 30, 2017 [Member]
Prior Period Reclassification Adjustment				7,300
Reclassification of Personnel Costs Related to Property Management and Services From General Administrative to Operating and Maintenance [Member] | Six Months Ended June 30, 2017 [Member]
Prior Period Reclassification Adjustment				$ 15,600

[1] Represents the impact of change in accounting principles for its respective Accounting Standard Updates ("ASU"). See Footnote 2 of the Notes to Condensed Consolidated Financial Statements for additional disclosure.

XML

Note 3 - Operating Property Activities (Details Textual)	1 Months Ended	3 Months Ended		6 Months Ended
	Jan. 31, 2018 USD ($)	Jun. 30, 2018 USD ($)	Jun. 30, 2017 USD ($)	Jun. 30, 2018 USD ($)	Jun. 30, 2017 USD ($)	Mar. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
Payments to Acquire Real Estate, Total				$ 3,337,000	$ 56,036,000
Equity Method Investments		$ 568,698,000		568,698,000			$ 483,861,000
Impairment of Real Estate				30,500,000	31,300,000
Mortgage Loans Held-for-sale Reclassified to Other Liabilities				3,100,000
Asset Impairment Charges, Total		$ 22,873,000	$ 29,719,000	30,519,000	$ 31,336,000
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member]
Proceeds from Sale of Real Estate, Total				4,700,000
Gains (Losses) on Sales of Investment Real Estate				2,100,000
Asset Impairment Charges, Total				$ 9,900,000
Disposal Group, Held-for-sale, Not Discontinued Operations [Member]
Number of Properties Held-for-Sale		3		3
Real Estate Held-for-sale		$ 10,200,000		$ 10,200,000
Real Estate Owned, Accumulated Depreciation		4,800,000		4,800,000
Impairment of Real Estate				300,000
Disposal Group, Expected to Market for Sale, Not Discontinued Operations [Member]
Asset Impairment Charges, Total				20,600,000
Investment in Unconsolidated Property, Unconsolidated 2017 [Member]
Equity Method Investments		$ 62,400,000		$ 62,400,000		$ 62,400,000
Equity Method Investment, Ownership Percentage		54.80%		54.80%
Gain on Sale of Operating Properties/ Change in Controls of Interests [Member] | Accounting Standards Update 2017-05 [Member]
Deconsolidation, Gain (Loss), Amount				$ 6,800,000
Non-recouse Mortgage Debt Related to Property Deconsolidated [Member]
Debt Instrument, Increase (Decrease), Net, Total				206,000,000
Sold Portion of Investment in Consolidated Operating Property [Member]
Disposal Group, Including Discontinued Operation, Consideration		$ 320,000,000		320,000,000
Noncontrolling Interest, Decrease from Deconsolidation				$ 43,800,000
Land Parcel Adjacent to Shopping Center Located in Ardmore, PA [Member]
Payments to Acquire Real Estate, Total	$ 3,400,000
Consolidated Operating Properties [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member]
Number of Properties Disposed of				5

XML

Note 3 - Operating Property Activities - Disposition Activity (Details) - Disposition Activity Relating to Consolidated Operating Properties and Parcels [Member] $ in Millions	6 Months Ended
	Jun. 30, 2018 USD ($)	Jun. 30, 2017 USD ($)
Aggregate sales price	$ 833.1	$ 157.3
Gain on sale of operating properties/change in control of interests	152.2	21.6
Impairment charges	$ 9.9	$ 2.4
Number of operating properties sold/deconsolidated	35	11
Number of out-parcels sold	2	5

XML

Note 4 - Real Estate Under Development (Details Textual) $ in Thousands	6 Months Ended
	Jun. 30, 2018 USD ($)	Jun. 30, 2017 USD ($)	Dec. 31, 2017 USD ($)
Payments to Acquire Real Estate, Total	$ 3,337	$ 56,036
Real Estate Under Development, Capitalized Costs of Interest, Real Estate Taxes, Insurance, Legal Costs and Payroll	36,500		$ 27,700
Real Estate Inventory, Capitalized Interest Costs Incurred	6,700
Real Estate Development Projects, Real Estate Taxes and Insurance Capitalized	1,200
Real Estate Development Projects, Payroll Costs Capitalized	$ 900
Real Estate Under Development [Member]
Number of Real Estate Properties	4
Real Estate Properties, Future Development [Member]
Number of Real Estate Properties	2
Parcel Adjacent to Development Project [Member]
Payments to Acquire Real Estate, Total	$ 4,600

XML

Note 4 - Real Estate Under Development - Costs Incurred for Real Estate Development (Details) - USD ($) $ in Thousands		Jun. 30, 2018	Dec. 31, 2017
Property Under Development	[1]	$ 529,759	$ 402,518
Grand Parkway Marketplace [Member]
Property Under Development		46,727	43,403
Dania Pointe [Member]
Property Under Development	[2]	218,870	152,841
Mill Station [Member]
Property Under Development		42,085	34,347
Lincoln Square [Member]
Property Under Development	[3]	140,175	90,479
Avenues Walk [Member]
Property Under Development	[3]	48,573	48,573
Promenade at Christiana [Member]
Property Under Development	[4]	$ 33,329	$ 32,875

[1] Includes capitalized costs of interest, real estate taxes, insurance, legal costs and payroll of $36.5 million and $27.7 million, as of June 30, 2018 and December 31, 2017, respectively.

[2] These costs include expenditures for phase I and phase II offsite and infrastructure requirements. During the six months ended June 30, 2018, the Company acquired a parcel adjacent to this development project for a purchase price of $4.6 million.

[3] Mixed-use project to be developed in the future.

[4] Land held for future development.

XML

Note 5 - Investments In and Advances to Real Estate Joint Ventures (Details Textual) $ in Thousands, ft² in Millions		3 Months Ended	6 Months Ended
		Jun. 30, 2018 USD ($) ft²	Jun. 30, 2018 USD ($) ft²	Jun. 30, 2017 USD ($)	Mar. 31, 2018 USD ($)	Jan. 01, 2018 USD ($)	Dec. 31, 2017 USD ($) ft²
Deferred Gain on Sale of Property							$ 6,900
Equity Method Investments		$ 568,698	$ 568,698				483,861
Proceeds from Equity Method Investment, Distribution			$ 67,005	$ 27,678
Accounting Standards Update 2017-05 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	[1]						$ 8,098
All Equity Method Investments [Member]
Number of Real Estate Properties		116	116				118
Gross Leasable Area | ft²		23.9	23.9				23.5
Kim Pru and Kim Pru II [Member]
Number of Joint Ventures		4	4
Number Of Accounts		4	4
Kim Pru [Member]
Number of Joint Ventures		3	3
Kim Pru II [Member]
Deferred Gain on Sale of Property							$ 5,100
Other Joint Venture Programs [Member]
Deferred Gain on Sale of Property							$ 1,800
Proceeds from Equity Method Investment, Distribution		$ 3,600
Other Joint Venture Programs [Member] | Accounting Standards Update 2017-05 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption						$ 6,900
Investment in Unconsolidated Property, Unconsolidated 2017 [Member]
Equity Method Investments		62,400	$ 62,400		$ 62,400
Real Estate Joint Ventures [Member] | Operating Properties [Member]
Number of Real Estate Properties, Interest Disposed of or Transferred			4	6
Equity Method Investment, Sales Price		$ 37,900	$ 37,900	$ 49,300
Equity Method Investment, Realized Gain (Loss) on Disposal, Total			$ 3,500	$ 100
Number of Real Estate Properties, Remaining Interest Acquired				3
Business Combination, Consideration Transferred, Total				$ 320,100

[1] Represents the impact of change in accounting principles for its respective Accounting Standard Updates ("ASU"). See Footnote 2 of the Notes to Condensed Consolidated Financial Statements for additional disclosure.

XML

Note 5 - Investments in and Advances to Real Estate Joint Ventures - Investment Details (Details) - USD ($) $ in Millions		Jun. 30, 2018	Dec. 31, 2017
Kim Pru and Kim Pru II [Member]
Average ownership interest	[1],[2],[3]	15.00%
The company's investment	[1],[2],[3]	$ 183.9	$ 179.5
Kimco Income Fund [Member]
Average ownership interest	[3]	48.60%
The company's investment	[3]	$ 160.2	154.1
CPP [Member]
Average ownership interest	[3]	55.00%
The company's investment	[3]	$ 117.4	105.0
Other Joint Venture Programs [Member]
The company's investment	[1],[4]	107.2	45.3
All Equity Method Investments [Member]
The company's investment	[5]	$ 568.7	$ 483.9

[1] As of December 31, 2017, the Company had aggregate net deferred gains of $6.9 million relating to the disposal of operating properties prior to the adoption of ASU 2017-05. These deferred gains were included in the Company's investment above, of which $5.1 million related to KimPru II and $1.8 million related to Other Joint Venture Programs. Upon adoption, the Company recorded a cumulative-effect adjustment of $6.9 million to its beginning retained earnings as of January 1, 2018 on the Company's Condensed Consolidated Statements of Changes in Equity. See Footnote 2 to the Notes to the Company's Condensed Consolidated Financial Statements for further detail and discussion.

[2] Represents four separate joint ventures, with four separate accounts managed by Prudential Global Investment Management ("PGIM"), three of these ventures are collectively referred to as KimPru and the remaining venture is referred to as KimPru II.

[3] The Company manages these joint venture investments and, where applicable, earns property management fees, construction management fees, property acquisition and disposition fees, leasing management fees and asset management fees.

[4] During March 2018, the Company sold a portion of its investment in a consolidated operating property to its partner and amended the partnership agreement to provide for joint control of the entity. As a result of the amendment, the Company no longer consolidates the entity. As of the date of deconsolidation, the Company had an investment in this unconsolidated property of $62.4 million. See Footnotes 2 and 3 to the Notes to the Company's Condensed Consolidated Financial Statements for further detail and discussion.

[5] Representing 116 property interests and 23.9 million square feet of GLA, as of June 30, 2018, and 118 property interests and 23.5 million square feet of GLA, as of December 31, 2017.

XML

Note 5 - Investments in and Advances to Real Estate Joint Ventures - The Company's Share of Net Income/(Loss) (Details) - USD ($) $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Income of joint ventures, net		$ 19,000	$ 13,200	$ 35,953	$ 27,902
Kim Pru and Kim Pru II [Member]
Income of joint ventures, net		2,700	3,200	5,600	6,500
KIR [Member]
Income of joint ventures, net		9,900	7,200	18,900	16,600
CPP [Member]
Income of joint ventures, net		1,300	1,300	2,500	2,900
Other Joint Venture Programs [Member]
Income of joint ventures, net	[1]	$ 5,100	$ 1,500	$ 9,000	$ 1,900

[1] During the three months ended June 30, 2018, a joint venture investment distributed cash proceeds resulting from the refinancing of an existing loan of which the Company's share was $3.6 million. This distribution was in excess of the Company's carrying basis in this joint venture investment and as such was recognized as income.

XML

Note 5 - Investments in and Advances to Real Estate Joint Ventures - Joint Venture Investments Accounted for Under the Equity Method, Debt Details (Details) - USD ($) $ in Millions		6 Months Ended	12 Months Ended
		Jun. 30, 2018	Dec. 31, 2017
Mortgage and notes payable		$ 1,881.1	$ 1,700.2
Kim Pru and Kim Pru II [Member]
Mortgage and notes payable		$ 623.1	$ 625.7
Weighted average interest rate		3.96%	3.59%
Weighted average remaining term (Month)	[1]	4 years 174 days	4 years 354 days
KIR [Member]
Mortgage and notes payable		$ 686.6	$ 702.0
Weighted average interest rate		4.63%	4.60%
Weighted average remaining term (Month)	[1]	3 years 174 days	3 years 345 days
CPP [Member]
Mortgage and notes payable		$ 84.3	$ 84.9
Weighted average interest rate		3.64%	2.91%
Weighted average remaining term (Month)	[1]	5 years 3 days	120 days
Other Joint Venture Programs [Member]
Mortgage and notes payable		$ 487.1	$ 287.6
Weighted average interest rate		4.18%	4.41%
Weighted average remaining term (Month)	[1]	6 years 324 days	2 years 96 days

[1] Includes extension options

XML

Note 6 - Other Real Estate Investments and Other Assets (Details Textual) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Equity Method Investments	$ 568,698		$ 568,698		$ 483,861
Income (Loss) from Equity Method Investments, Total	$ 19,000	$ 13,200	$ 35,953	$ 27,902
Preferred Equity Investments [Member]
Number of Real Estate Properties	286		286
Income (Loss) from Equity Method Investments, Total			$ 19,500
Equity Method Investment, Realized Gain (Loss) on Disposal, Total			$ 10,000
Preferred Equity Investments [Member] | Leased Properties [Member]
Number of Real Estate Properties	273		273
Preferred Equity Investments [Member] | Maximum Exposure [Member]
Equity Method Investments	$ 172,100		$ 172,100
Albertstons Companies, Inc. [Member]
Percentage of Ownership	9.74%		9.74%
Albertstons Companies, Inc. [Member] | Other Assets [Member]
Other Investments, Total	$ 140,200		$ 140,200

XML

Note 7 - Variable Interest Entities ("VIE") (Details Textual) $ in Millions	6 Months Ended
	Jun. 30, 2018 USD ($)	Dec. 31, 2017 USD ($)
Variable Interest Entity, Number of Entities	24	27
Consolidated Operating Properties [Member]
Variable Interest Entity, Number of Entities	22	24
Variable Interest Entity, Consolidated, Carrying Amount, Assets, Total	$ 891.3	$ 1,200.0
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities, Total	$ 69.6	$ 383.5
Real Estate Under Development [Member]
Variable Interest Entity, Number of Entities	2	3
Variable Interest Entity, Consolidated, Carrying Amount, Assets, Total	$ 350.4	$ 307.9
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities, Total	37.6	$ 34.2
Real Estate Under Development, Project 1 [Member]
Variable Interest Entity, Financial or Other Support, Amount	25.0
Real Estate Under Development, Project 2 [Member]
Variable Interest Entity, Financial or Other Support, Amount	$ 75.0

XML

Note 7 - Variable Interest Entities ("VIE") - Summary of Restricted Assets and VIE Liabilities (Details) $ in Thousands	Jun. 30, 2018 USD ($)	Dec. 31, 2017 USD ($)
Number of consolidated VIEs	24	27
Restricted Assets:
Real estate, net	$ 102,600	$ 627,500
Cash and cash equivalents	3,500	9,800
Accounts and notes receivable, net	1,400	3,200
Other assets	2,500	4,500
Total Restricted Assets	109,987	644,990
VIE Liabilities:
Mortgages payable, net	35,300	340,900
Other liabilities	71,900	76,800
Total VIE Liabilities	$ 107,215	$ 417,688
Variable Interest Entity, Unencumbered [Member]
Number of consolidated VIEs	21	22
Variable Interest Entity, Encumbered by Third Party Non-resource Mortgage Debt [Member]
Number of consolidated VIEs	3	5

XML

Note 8 - Mortgages and Other Financing Receivables (Details Textual) $ in Millions, $ in Millions		6 Months Ended
	Jun. 30, 2018 USD ($)	Jun. 30, 2018 USD ($)	Jun. 30, 2018 CAD ($)
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate, Number of Loans		11	11
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate, Ending Balance	$ 31.1	$ 31.1
Mortgage Receivable [Member]
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate, Interest Rate		7.00%	7.00%
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate, Collections of Principal		$ 4.5	$ 5.7
Operating Properties [Member]
Proceeds from Sale of Real Estate, Total		20.8
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate, New Mortgage Loan		$ 14.7
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate, Interest Rate	5.09%	5.00%	5.00%
Operating Properties [Member] | London Interbank Offered Rate (LIBOR) [Member]
Loans Receivable, Basis Spread on Variable Rate	3.00%	3.00%

XML

Note 9 - Marketable Securities (Details Textual) - Accounting Standards Update 2016-01 [Member] - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jan. 01, 2018	Dec. 31, 2017	[1]
Other Income, Net [Member]
Marketable Securities, Gain (Loss), Total	$ (100)
Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption		$ (1,100)	$ (1,136)

[1] Represents the impact of change in accounting principles for its respective Accounting Standard Updates ("ASU"). See Footnote 2 of the Notes to Condensed Consolidated Financial Statements for additional disclosure.

XML

Note 10 - Notes and Mortgages Payable (Details Textual) - USD ($) $ in Thousands		1 Months Ended		6 Months Ended
	Aug. 23, 2018	Jul. 26, 2018	Jun. 30, 2018	Jun. 30, 2018	Jun. 30, 2017
Repayments of Unsecured Debt				$ 6,365	$ 250,000
Senior Unsecured Notes 1 [Member]
Repayments of Unsecured Debt			$ 6,400
Debt Instrument, Face Amount			$ 500,000	$ 500,000
Debt Instrument, Interest Rate, Stated Percentage			3.20%	3.20%
Unsecured Debt, Total			$ 493,600	$ 493,600
Senior Unsecured Notes 2 [Member] | Scenario, Forecast [Member]
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed	100.00%
Senior Unsecured Notes 2 [Member] | Scenario, Forecast [Member] | Treasury Rate [Member]
Debt Instrument Redemption Basis Spread on Discount Rate	0.50%
Senior Unsecured Notes 2 [Member] | Subsequent Event [Member]
Debt Instrument, Interest Rate, Stated Percentage		6.875%
Unsecured Debt Called for Redemption		$ 300,000
Non-recouse Mortgage Debt Related to Property Deconsolidated [Member]
Debt Instrument, Increase (Decrease), Net, Total				206,000
Repayments of Long-term Debt, Total				176,000
Liabilities, Fair Value Adjustment				800
Mortgages [Member]
Debt Instrument, Increase (Decrease), Net, Total				12,400
Mortgages [Member] | Other Income (Expense), Net [Member]
Gain on Forgiveness of Debt				4,300
Relief of Accrued Interest				$ 3,400

XML

Note 11 - Noncontrolling Interests (Details Textual) $ in Millions	6 Months Ended
	Jun. 30, 2018 USD ($)
Payments to Noncontrolling Interests	$ 3.4
Adjustments to Additional Paid in Capital, Other	1.2
Noncontrolling Interest [Member]
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests	$ 4.6

XML

Note 12 - Fair Value Measurements (Details Textual)		6 Months Ended
		Jun. 30, 2018 USD ($)	Jun. 30, 2017 USD ($)	Dec. 31, 2017 USD ($)
Impairment of Real Estate		$ 30,500,000	$ 31,300,000
Measurement Input, Cap Rate [Member] | Minimum [Member]
Real Estate, Measurement Input		0.085
Measurement Input, Cap Rate [Member] | Maximum [Member]
Real Estate, Measurement Input		0.09
Measurement Input, Discount Rate [Member] | Minimum [Member]
Real Estate, Measurement Input		0.095
Measurement Input, Discount Rate [Member] | Maximum [Member]
Real Estate, Measurement Input		0.1
Estimate of Fair Value Measurement [Member]
Notes Payable, Fair Value Disclosure	[1]	$ 4,338,371,000		$ 4,601,479,000
Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member]
Notes Payable, Fair Value Disclosure		4,300,000,000		4,600,000,000
Fair Value, Inputs, Level 3 [Member] | Estimate of Fair Value Measurement [Member]
Notes Payable, Fair Value Disclosure		$ 0		$ 1,900,000

[1] The Company determined that the valuation of its Senior Unsecured Notes were classified within Level 2 of the fair value hierarchy and its Credit Facility was classified within Level 3 of the fair value hierarchy. The estimated fair value amounts classified as Level 2 as of June 30, 2018 and December 31, 2017, were $4.3 billion and $4.6 billion, respectively. The estimated fair value amounts classified as Level 3 as of June 30, 2018 and December 31, 2017, were $0 and $1.9 million, respectively.

XML

Note 12 - Fair Value Measurements - Estimate of Fair Value Differs From Carrying Amounts (Details) - USD ($) $ in Thousands		Jun. 30, 2018	Dec. 31, 2017
Reported Value Measurement [Member]
Notes payable	[1]	$ 4,591,178	$ 4,596,140
Reported Value Measurement [Member] | Mortgages [Member]
Mortgages payable	[2]	477,538	882,787
Estimate of Fair Value Measurement [Member]
Notes payable	[1]	4,338,371	4,601,479
Estimate of Fair Value Measurement [Member] | Mortgages [Member]
Mortgages payable	[2]	$ 470,651	$ 881,427

[1] The Company determined that the valuation of its Senior Unsecured Notes were classified within Level 2 of the fair value hierarchy and its Credit Facility was classified within Level 3 of the fair value hierarchy. The estimated fair value amounts classified as Level 2 as of June 30, 2018 and December 31, 2017, were $4.3 billion and $4.6 billion, respectively. The estimated fair value amounts classified as Level 3 as of June 30, 2018 and December 31, 2017, were $0 and $1.9 million, respectively.

[2] The Company determined that its valuation of Mortgages payable, net was classified within Level 3 of the fair value hierarchy.

XML

Note 12 - Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring and Nonrecurring Basis (Details) - USD ($) $ in Thousands		Jun. 30, 2018	Dec. 31, 2017
Fair Value, Measurements, Nonrecurring [Member]
Real estate		$ 117,070	$ 108,313
Investments in real estate joint ventures	[1]	62,429
Fair Value, Measurements, Nonrecurring [Member] | Fair Value, Inputs, Level 1 [Member]
Real estate
Investments in real estate joint ventures	[1]
Fair Value, Measurements, Nonrecurring [Member] | Fair Value, Inputs, Level 2 [Member]
Real estate
Investments in real estate joint ventures	[1]
Fair Value, Measurements, Nonrecurring [Member] | Fair Value, Inputs, Level 3 [Member]
Real estate		117,070	108,313
Investments in real estate joint ventures	[1]	62,429
Fair Value, Measurements, Recurring [Member]
Marketable equity securities		11,838	11,936
Interest rate swaps		72	344
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Marketable equity securities		11,838	11,936
Interest rate swaps
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Marketable equity securities
Interest rate swaps		72	344
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Marketable equity securities
Interest rate swaps

[1] Fair value measurement as of date of deconsolidation. See Footnotes 3 and 5 to the Notes to the Company's Condensed Consolidated Financial Statements for further detail and discussion.

XML

Note 13 - Preferred Stock and Common Stock (Details Textual) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	6 Months Ended		12 Months Ended
	Jan. 31, 2018	Jun. 30, 2018		Dec. 31, 2017	Feb. 22, 2018
Preferred Stock, Par or Stated Value Per Share		$ 1		$ 1
Common Stock, Par or Stated Value Per Share		$ 0.01		$ 0.01	$ 0.01
Stock Repurchase Program, Authorized Amount					$ 300,000
Stock Repurchased During Period, Shares		5,100,000
Stock Repurchased During Period, Value		$ 75,126
Stock Repurchased During Period, Average Cost Per Share		$ 14.72
Stock Repurchase Program, Remaining Authorized Repurchase Amount		$ 224,900
Series M Preferred Stock [Member]
Stock Issued During Period, Shares, New Issues	1,380,000
Preferred stock, Fractional Interest in Share of Stock	0.001%
Preferred Stock, Dividend Rate, Percentage		5.25%	[1]	5.25%
Preferred Stock, Par or Stated Value Per Share	$ 1	$ 1	[1]	$ 1
Proceeds from Issuance of Preferred Stock and Preference Stock	$ 33,400
Series M Cumulative Redeemable Preferred Stock [Member]
Preferred Stock, Dividend Rate, Percentage	5.25%

[1] During January 2018, the underwriting financial institutions for the Class M Preferred Stock issuance elected to exercise the over-allotment option and as a result, the Company issued an additional 1,380,000 Class M Depositary Shares, each representing a one-thousandth fractional interest in a share of the Company's 5.250% Class M Cumulative Redeemable Preferred Stock, $1.00 par value per share. The Company received net proceeds before expenses of $33.4 million from this over-allotment issuance.

XML

Note 13 - Preferred Stock and Common Stock - Outstanding Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2018		Dec. 31, 2017	Jan. 31, 2018
Shares authorized (in shares)	5,996,240		5,996,240
Liquidation preference	$ 1,064,500		$ 1,030,000
Preferred Stock, Par or Stated Value Per Share	$ 1		$ 1
Series I Preferred Stock [Member]
Shares authorized (in shares)	18,400		18,400
Shares issued and outstanding (in shares)	7,000		7,000
Liquidation preference	$ 175,000		$ 175,000
Preferred Stock, Dividend Rate, Percentage	6.00%		6.00%
Annual dividend per depository share (in dollars per share)	$ 1.50		$ 1.50
Preferred Stock, Par or Stated Value Per Share	$ 1		$ 1
Series J Preferred Stock [Member]
Shares authorized (in shares)	9,000		9,000
Shares issued and outstanding (in shares)	9,000		9,000
Liquidation preference	$ 225,000		$ 225,000
Preferred Stock, Dividend Rate, Percentage	5.50%		5.50%
Annual dividend per depository share (in dollars per share)	$ 1.375		$ 1.375
Preferred Stock, Par or Stated Value Per Share	$ 1		$ 1
Series K Preferred Stock [Member]
Shares authorized (in shares)	8,050		8,050
Shares issued and outstanding (in shares)	7,000		7,000
Liquidation preference	$ 175,000		$ 175,000
Preferred Stock, Dividend Rate, Percentage	5.625%		5.625%
Annual dividend per depository share (in dollars per share)	$ 1.40625		$ 1.40625
Preferred Stock, Par or Stated Value Per Share	$ 1		$ 1
Series L Preferred Stock [Member]
Shares authorized (in shares)	10,350		10,350
Shares issued and outstanding (in shares)	9,000		9,000
Liquidation preference	$ 225,000		$ 225,000
Preferred Stock, Dividend Rate, Percentage	5.125%		5.125%
Annual dividend per depository share (in dollars per share)	$ 1.28125		$ 1.28125
Preferred Stock, Par or Stated Value Per Share	$ 1		$ 1
Series M Preferred Stock [Member]
Shares authorized (in shares)	10,580	[1]	10,580
Shares issued and outstanding (in shares)	10,580	[1]	9,200
Liquidation preference	$ 264,500	[1]	$ 230,000
Preferred Stock, Dividend Rate, Percentage	5.25%	[1]	5.25%
Annual dividend per depository share (in dollars per share)	$ 1.3125	[1]	$ 1.3125
Preferred Stock, Par or Stated Value Per Share	$ 1	[1]	$ 1	$ 1
Total [Member]
Shares issued and outstanding (in shares)	42,580		41,200
Liquidation preference	$ 1,064,500		$ 1,030,000

[1] During January 2018, the underwriting financial institutions for the Class M Preferred Stock issuance elected to exercise the over-allotment option and as a result, the Company issued an additional 1,380,000 Class M Depositary Shares, each representing a one-thousandth fractional interest in a share of the Company's 5.250% Class M Cumulative Redeemable Preferred Stock, $1.00 par value per share. The Company received net proceeds before expenses of $33.4 million from this over-allotment issuance.

XML

Note 14 - Supplemental Schedule of Non-cash Investing / Financing Activities - Non-cash Investing and Financing Activities (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Proceeds deposited in escrow through sale of real estate interests		$ 89,770
Disposition of real estate interests through the issuance of mortgage receivables	14,700
Disposition of real estate interests by foreclosure of debt	7,444
Forgiveness of debt due to foreclosure	12,415
Surrender of restricted common stock	3,492	5,324
Dividends payable	130,262	124,679	$ 128,892
Capital expenditures accrual	75,760	45,898
Deemed contribution from noncontrolling interest		10,000
Increase in real estate and other assets		325,981
Increase in mortgages payable, other liabilities and noncontrolling interests		258,626
Decrease in real estate and other assets	300,299
Increase in investments in and advances to real estate joint ventures	(62,429)
Decrease in mortgages payable, other liabilities and noncontrolling interests	$ 248,274

XML

Note 15 - Incentive Plans (Details Textual) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Allocated Share-based Compensation Expense, Total	$ 10.4	$ 13.8
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total	$ 37.1
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition	3 years 36 days

XML

Note 16 - Accumulated Other Comprehensive Income (Details Textual) - USD ($) $ in Thousands	Jan. 01, 2018	Dec. 31, 2017
Retained Earnings [Member] | Accounting Standards Update 2016-01 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	$ (1,100)	$ (1,136)	[1]

[1] Represents the impact of change in accounting principles for its respective Accounting Standard Updates ("ASU"). See Footnote 2 of the Notes to Condensed Consolidated Financial Statements for additional disclosure.

XML

Note 16 - Accumulated Other Comprehensive Income - Components of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Beginning balance			$ 5,522,147	$ 5,402,874
Net current-period other comprehensive income	$ 138	$ (412)	416	307
Ending balance	5,488,978	5,425,602	5,488,978	5,425,602
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member]
Beginning balance			(344)	(975)
Other comprehensive income before reclassifications			416	205
Amounts reclassified from AOCI
Net current-period other comprehensive income			416	205
Ending balance	72	(770)	72	(770)
Accumulated Foreign Currency Adjustment Attributable to Parent [Member]
Beginning balance				6,335
Other comprehensive income before reclassifications				1,721
Amounts reclassified from AOCI
Net current-period other comprehensive income				1,721
Ending balance		8,056		8,056
Accumulated Net Investment Gain (Loss) Attributable to Parent [Member]
Beginning balance				406
Other comprehensive income before reclassifications				(1,619)
Amounts reclassified from AOCI
Net current-period other comprehensive income				(1,619)
Ending balance		(1,213)		(1,213)
AOCI Attributable to Parent [Member]
Beginning balance			(1,480)	5,766
Other comprehensive income before reclassifications				307
Amounts reclassified from AOCI
Net current-period other comprehensive income				307
Ending balance	$ 72	$ 6,073	$ 72	$ 6,073

XML

Note 17 - Earnings Per Share (Details Textual) - shares shares in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2018	Jun. 30, 2017
Employee Stock Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount		3.2	4.0
Restricted Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	2.3

XML

Note 17 - Earnings Per Share - Reconciliation of Earnings/(Loss) and the Weighted Average Number of Shares (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Net income available to the Company's common shareholders		$ 150,852	$ 131,861	$ 280,353	$ 197,039
Earnings attributable to participating securities		(863)	(647)	(1,472)	(1,070)
Net income available to the Company’s common shareholders for basic earnings per share		149,989	131,214	278,881	195,969
Distributions on convertible units		282	259	521	29
Net income available to the Company’s common shareholders for diluted earnings per share		$ 150,271	$ 131,473	$ 279,402	$ 195,998
-Basic (in shares)		420,731	423,650	422,060	423,516
Effect of dilutive securities (1):
Equity awards (in shares)	[1]	350	432	352	505
Assumed conversion of convertible units (in shares)	[1]	847	862	824	63
Weighted average common shares outstanding – diluted (in shares)	[1]	421,928	424,944	423,236	424,084
Basic earnings per share (in dollars per share)		$ 0.36	$ 0.31	$ 0.66	$ 0.46
Diluted earnings per share (in dollars per share)		$ 0.36	$ 0.31	$ 0.66	$ 0.46

[1] The effect of the assumed conversion of certain convertible units had an anti-dilutive effect upon the calculation of Income from continuing operations per share. Accordingly, the impact of such conversions has not been included in the determination of diluted earnings per share calculations. Additionally, there were 3.2 million and 4.0 million stock options that were not dilutive as of June 30, 2018 and 2017, respectively, and 2.3 million shares of restricted stock that were not dilutive for the three months ended June 30, 2018.