kim20220331_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended March 31, 2022

☐	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.)

500 North Broadway, Suite 201, Jericho, NY 11753

(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)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.01 per share.	KIM	New York Stock Exchange
Depositary Shares, each representing one-thousandth of a share of 5.125% Class L Cumulative Redeemable, Preferred Stock, $1.00 par value per share.	KIMprL	New York Stock Exchange
Depositary Shares, each representing one-thousandth of a share of 5.250% Class M Cumulative Redeemable, Preferred Stock, $1.00 par value per share.	KIMprM	New York Stock Exchange

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

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

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

Large accelerated filer	☒	Accelerated filer	☐	Non-accelerated filer	☐
Smaller reporting company	☐	Emerging growth company	☐

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

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

As of April 20, 2022, the registrant had 618,006,814 shares of common stock outstanding.

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

Condensed Consolidated Financial Statements of Kimco Realty Corporation and Subsidiaries (Unaudited) -

Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021	3

Condensed Consolidated Statements of Income for the Three Months Ended March 31, 2022 and 2021	4

Condensed Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2022 and 2021	5

Condensed Consolidated Statements of Changes in Equity for the Three Months Ended March 31, 2022 and 2021	6

Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2022 and 2021	7

Notes to Condensed Consolidated Financial Statements.	8

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.	18

Item 3. Quantitative and Qualitative Disclosures About Market Risk.	29

Item 4. Controls and Procedures.	29

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.	30

Item 1A. Risk Factors.	30

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.	30

Item 3. Defaults Upon Senior Securities.	30

Item 4. Mine Safety Disclosures.	30

Item 5. Other Information.	30

Item 6. Exhibits.	30

Signatures	32

Table of Contents

KIMCO REALTY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except share information)

	March 31, 2022		December 31, 2021
Assets:
Real estate, net of accumulated depreciation and amortization of $3,128,182 and $3,010,699, respectively	$	14,950,391	$	15,035,900
Real estate under development		5,672		5,672
Investments in and advances to real estate joint ventures		1,013,940		1,006,899
Other investments		104,195		122,015
Cash and cash equivalents		370,318		334,663
Marketable securities		1,334,873		1,211,739
Accounts and notes receivable, net		253,687		254,677
Operating lease right-of-use assets, net		145,784		147,458
Other assets		364,721		340,176
Total assets (1)	$	18,543,581	$	18,459,199

Liabilities:
Notes payable, net	$	7,110,804	$	7,027,050
Mortgages payable, net		378,644		448,652
Dividends payable		5,366		5,366
Operating lease liabilities		122,615		123,779
Other liabilities		697,510		730,690
Total liabilities (2)		8,314,939		8,335,537
Redeemable noncontrolling interests		13,480		13,480

Commitments and Contingencies

Stockholders' equity:
Preferred stock, $1.00 par value, authorized 7,054,000 shares; Issued and outstanding (in series) 19,580 shares; Aggregate liquidation preference $489,500		20		20
Common stock, $.01 par value, authorized 750,000,000 shares; Issued and outstanding 618,002,532 and 616,658,593 shares, respectively		6,180		6,167
Paid-in capital		9,589,955		9,591,871
Retained earnings		412,659		299,115
Accumulated other comprehensive income		2,216		2,216
Total stockholders' equity		10,011,030		9,899,389
Noncontrolling interests		204,132		210,793
Total equity		10,215,162		10,110,182
Total liabilities and equity	$	18,543,581	$	18,459,199

(1)	Includes restricted assets of consolidated variable interest entities (“VIEs”) at March 31, 2022 and December 31, 2021 of $227,748 and $227,858, respectively. See Footnote 11 of the Notes to Condensed Consolidated Financial Statements.

(2)	Includes non-recourse liabilities of consolidated VIEs at March 31, 2022 and December 31, 2021 of $151,955 and $153,924, respectively. See Footnote 11 of the Notes to Condensed Consolidated Financial Statements.

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

Table of Contents

KIMCO REALTY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(in thousands, except per share data)

	Three Months Ended March 31,
	2022			2021
Revenues
Revenues from rental properties, net	$	422,654		$	278,871
Management and other fee income		4,595			3,437
Total revenues		427,249			282,308

Operating expenses
Rent		(4,081	)		(3,035	)
Real estate taxes		(54,314	)		(38,936	)
Operating and maintenance		(69,225	)		(46,520	)
General and administrative		(29,948	)		(24,478	)
Impairment charges		(272	)		-
Depreciation and amortization		(130,294	)		(74,876	)
Total operating expenses		(288,134	)		(187,845	)

Gain on sale of properties		4,193			10,005

Operating income		143,308			104,468

Other income/(expense)
Other income, net		5,983			3,357
Gain on marketable securities, net		121,764			61,085
Interest expense		(57,019	)		(47,716	)
Early extinguishment of debt charges		(7,173	)		-

Income before income taxes, net, equity in income of joint ventures, net, and equity in income from other investments, net		206,863			121,194

Benefit/(provision) for income taxes, net		153			(1,308	)
Equity in income of joint ventures, net		23,570			17,752
Equity in income of other investments, net		5,373			3,787

Net income		235,959			141,425

Net loss/(income) attributable to noncontrolling interests		1,343			(3,483	)

Net income attributable to the Company		237,302			137,942

Preferred dividends		(6,354	)		(6,354	)

Net income available to the Company's common shareholders	$	230,948		$	131,588

Per common share:
Net income available to the Company's common shareholders:
-Basic	$	0.37		$	0.30
-Diluted	$	0.37		$	0.30

Weighted average shares:
-Basic		614,767			430,524
-Diluted		616,758			432,264

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

Table of Contents

KIMCO REALTY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(in thousands)

	Three Months Ended March 31,
	2022		2021
Net income	$	235,959	$	141,425
Other comprehensive income:
Change in unrealized gains related to defined benefit plan		-		-
Other comprehensive income		-		-

Comprehensive income		235,959		141,425

Comprehensive loss/(income) attributable to noncontrolling interests		1,343		(3,483	)

Comprehensive income attributable to the Company	$	237,302	$	137,942

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

Table of Contents

KIMCO REALTY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the Three Months Ended March 31, 2022 and 2021

(Unaudited)

(in thousands)

	Retained Earnings/ (Cumulative Distributions in Excess			Accumulated Other Comprehensive		Preferred Stock				Common Stock						Paid-in			Total Stockholders'			Noncontrolling			Total
	of Net Income)			Income		Issued		Amount		Issued			Amount			Capital			Equity			Interests			Equity
Balance at January 1, 2021	$	(162,812	)	$	-		20	$	20		432,519		$	4,325		$	5,766,511		$	5,608,044		$	62,210		$	5,670,254
Net income		137,942			-		-		-		-			-			-			137,942			3,483			141,425
Redeemable noncontrolling interests income		-			-		-		-		-			-			-			-			(169	)		(169	)
Dividends declared to common and preferred shares		(80,039	)		-		-		-		-			-			-			(80,039	)		-			(80,039	)
Distributions to noncontrolling interests		-			-		-		-		-			-			-			-			(370	)		(370	)
Issuance of common stock		-			-		-		-		1,442			14			(14	)		-			-			-
Surrender of common stock		-			-		-		-		(521	)		(5	)		(9,087	)		(9,092	)		-			(9,092	)
Exercise of common stock options		-			-		-		-		8			-			160			160			-			160
Amortization of equity awards		-			-		-		-		-			-			6,298			6,298			-			6,298
Balance at March 31, 2021	$	(104,909	)	$	-		20	$	20		433,448		$	4,334		$	5,763,868		$	5,663,313		$	65,154		$	5,728,467

Balance at January 1, 2022	$	299,115		$	2,216		20	$	20		616,659		$	6,167		$	9,591,871		$	9,899,389		$	210,793		$

SEC Form 10-Q filed by Kimco Realty Corporation