Kimco Realty Corp. (NYSE: KIM) (the “Company” or “Kimco”) today
announced the establishment of an “at the market” continuous
offering program, pursuant to which the Company may offer and sell
shares of its common stock, par value $0.01 per share, with an
aggregate gross sales price of up to $500,000,000 through BofA
Securities, Inc., Barclays Capital Inc., BMO Capital Markets Corp.,
BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC,
BTIG, LLC, Citigroup Global Markets Inc., Credit Suisse Securities
(USA) LLC, Deutsche Bank Securities Inc., Jefferies LLC, J.P.
Morgan Securities LLC, Mizuho Securities USA LLC, Morgan Stanley
& Co. LLC, RBC Capital Markets, LLC, Regions Securities LLC,
Scotia Capital (USA) Inc., TD Securities (USA) LLC, Truist
Securities, Inc., UBS Securities LLC, and Wells Fargo Securities,
LLC, as sales agents (in such capacity, “Sales Agents”) or forward
sellers acting as sales agents for the respective Forward
Purchasers (as defined below) (in such capacity, “Forward
Sellers”). Sales of the shares of common stock may be made from
time to time, as needed, in negotiated transactions, transactions
that are deemed to be “at the market” offerings as defined in Rule
415 under the Securities Act of 1933, as amended, by means of
ordinary brokers’ transactions at market prices prevailing at the
time of sale, including sales made directly on the New York Stock
Exchange, or sales made to or through a market maker and sales made
through other securities exchanges or electronic communications
networks.
In addition to the issuance and sale of shares of its common
stock through the Sales Agents, the Company may enter into forward
sale agreements (each, a “Forward Sale Agreement” and,
collectively, the “Forward Sale Agreements”) with Bank of America,
N.A., Barclays Bank PLC, Bank of Montreal, BNP Paribas, The Bank of
New York Mellon, Citibank N.A., Credit Suisse Capital LLC, Deutsche
Bank AG, London Branch, Jefferies LLC, JPMorgan Chase Bank,
National Association, Mizuho Markets Americas LLC, Morgan Stanley
& Co. LLC, Royal Bank of Canada, The Bank of Nova Scotia, The
Toronto-Dominion Bank, Truist Bank, UBS AG London Branch, and Wells
Fargo Bank, National Association or their respective affiliates,
each in their capacity as forward purchasers (the "Forward
Purchasers"). In connection with each such Forward Sale Agreement,
the applicable Forward Purchaser or its affiliate will, at the
Company’s request, attempt to borrow from third parties and,
through the relevant Forward Seller, sell a number of shares of
common stock equal to the number of shares underlying such forward
purchase agreement to hedge such Forward Sale Agreement. The
Company will not initially receive any proceeds from any sale of
shares of common stock borrowed by a Forward Purchaser or its
affiliate and sold through the relevant Forward Seller. The Company
currently expects to fully physically settle each Forward Sale
Agreement, if any, with the relevant Forward Purchaser on one or
more dates specified by the Company on or prior to the maturity
date of such Forward Sale Agreement, in which case the Company
would expect to receive aggregate net cash proceeds at settlement
equal to the number of shares of the Company’s common stock
specified in such Forward Sale Agreement multiplied by the relevant
forward price per share, as adjusted pursuant to the terms of such
Forward Sale Agreement.
The Company intends to use any net proceeds from the program for
general corporate purposes, including, without limitation, the
funding of future acquisitions, the funding of development and
redevelopment costs, the redemption, from time to time, of
depositary shares representing one or more class or series of the
Company’s preferred stock and the reduction, from time to time, of
the Company’s outstanding indebtedness, including borrowings under
the Company’s revolving credit facility.
The Company has filed a registration statement (including a
prospectus and a related prospectus supplement) with the Securities
and Exchange Commission (“SEC”) for the offering of shares of
common stock described in this press release. Prior to investing,
prospective investors should read the prospectus in that
registration statement, the related prospectus supplement and other
documents the Company has filed with the SEC for more complete
information about the Company and this offering. These documents
may be obtained for free by visiting EDGAR on the SEC website at
www.sec.gov. Alternatively, the Company or the agents will arrange,
upon request, to send the prospectus. Please direct requests to:
BofA Securities, Inc. One Bryant Park, New York, New York 10036;
Barclays Capital Inc., 745 Seventh Avenue, New York, NY 10019; BMO
Capital Markets Corp., 3 Times Square 25th Floor, New York, New
York 10036; BNP Paribas Securities Corp., 787 Seventh Ave, New
York, New York 10019; BNY Mellon Capital Markets, LLC, 240
Greenwich Street 3W, New York, New York 10286; BTIG, LLC, 600
Montgomery Street, 6th Floor, San Francisco, CA 94111; Citigroup
Global Markets Inc., 388 Greenwich Street, New York, New York
10013; Credit Suisse Securities (USA) LLC, Attn: Prospectus
Department, 6933 Louis Stephens Drive, Morrisville, North Carolina
27560, E-mail: usa.prospectus@credit-suisse.com, Phone:
1-800-221-1037; Deutsche Bank Securities Inc., 60 Wall Street, New
York, New York 10005, Email: prospectus.CPDG@db.com, Phone: (800)
503-4611; Jefferies LLC, 520 Madison Avenue, New York, New York
10022; J.P. Morgan Securities LLC, 383 Madison Avenue, New York,
New York 10179; Mizuho Securities USA LLC, 1271 Avenue of the
Americas, New York, NY 10020; Morgan Stanley & Co. LLC , 1585
Broadway, New York, New York 10036; RBC Capital Markets, LLC, 200
Vesey Street, 8th Floor , New York, New York 10281; Regions
Securities LLC, 615 South College Street, Suite 600, Charlotte,
North Carolina 28202, Scotia Capital (USA) Inc., 250 Vesey Street,
24th Floor, New York, New York 10281; TD Securities (USA) LLC, 1
Vanderbilt Avenue, New York, NY 10017; Truist Securities, Inc.,
3333 Peachtree Road NE, 11th Floor, Atlanta, Georgia 30326; UBS
Securities LLC, 1285 Avenue of the Americas, New York, New York
10019; Wells Fargo Securities, LLC, 500 West 33rd Street, 14th
Floor New York, New York 10001, Attention: Equity Syndicate
Department, (Facsimile: (212) 214-5918).
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
shares of the Company’s common stock in any state or other
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or other jurisdiction.
About Kimco
Kimco Realty Corp. (NYSE:KIM) is a real estate investment trust
(REIT) headquartered in Jericho, N.Y. that is North America’s
largest publicly traded owner and operator of open-air,
grocery-anchored shopping centers and mixed-use assets. The
company’s portfolio is primarily concentrated in the first-ring
suburbs of the top major metropolitan markets, including those in
high barrier-to-entry coastal markets and rapidly expanding Sun
Belt cities, with a tenant mix focused on essential,
necessity-based goods and services that drive multiple shopping
trips per week. Kimco is also committed to leadership in
environmental, social and governance (ESG) issues and is a
recognized industry leader in these areas. Publicly traded on the
NYSE since 1991, and included in the S&P 500 Index, the company
has specialized in shopping center ownership, management,
acquisitions, and value enhancing redevelopment activities for more
than 60 years. As of June 30, 2021, the company owned interests in
398 U.S. shopping centers and mixed-use assets comprising 70
million square feet of gross leasable space.
Safe Harbor Statement
The statements in this news release reflect the Company’s and
management’s intentions, beliefs, expectations or projections of
the future and are forward-looking statements. It is important to
note that the Company’s actual results could differ materially from
those projected in such forward-looking statements. 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 management’s ability
to estimate the impact thereof, (vii) pandemics or other health
crises, such as COVID-19, (viii) the availability of suitable
acquisition, disposition, development and redevelopment
opportunities, and risks related to acquisitions not performing in
accordance with our expectations, (ix) the Company's failure to
realize the expected benefits of the acquisition of Weingarten
Realty Investors (“Weingarten”) (the “Merger”), (x) significant
transaction costs and/or unknown or inestimable liabilities related
to the Merger, (xi) the risk of shareholder litigation in
connection with the Merger, including any resulting expense, (xii)
the risk that Weingarten’s business will not be integrated
successfully or that such integration may be more difficult,
time-consuming, costly than expected, (xiii) risks related to
future opportunities and plans for the combined company, including
the uncertainty of expected future financial performance and
results of the combined company following completion of the Merger,
(xiv) the possibility that, if the Company does not achieve the
perceived benefits of the Merger as rapidly or to the extent
anticipated by financial analysts or investors, the market price of
the Company’s common stock could decline, (xv) valuation and risks
related to the Company’s joint venture and preferred equity
investments, (xvi) valuation of marketable securities and other
investments, including the shares of Albertsons Companies, Inc.
common stock held by the Company, (xvii) increases in operating
costs, (xviii) changes in the dividend policy for the Company’s
common and preferred stock and the Company’s ability to pay
dividends at current levels, (xix) the reduction in the Company’s
income in the event of multiple lease terminations by tenants or a
failure of multiple tenants to occupy their premises in a shopping
center, (xx) impairment charges, (xxi) unanticipated changes in the
Company’s intention or ability to prepay certain debt prior to
maturity and/or hold certain securities until maturity and (xxii)
the other risks and uncertainties identified under Item 1A, “Risk
Factors” in the Company’s Annual Report on Form 10-K for the
year-ended December 31, 2020, as supplemented by the risks and
uncertainties identified under Item 1A, “Risk Factors” in our
Quarterly Report on Form 10-Q for the quarter ended June 30, 2021,
and our subsequently filed reports with the SEC. 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.
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version on businesswire.com: https://www.businesswire.com/news/home/20210818005387/en/
David F. Bujnicki Senior Vice President, Investor Relations and
Strategy Kimco Realty Corporation 1-866-831-4297
dbujnicki@kimcorealty.com
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