Kimco Realty Prices Series N Preferred Stock Offering
Ticker: KIM-PN · Form: 8-K · Filed: Sep 5, 2024 · CIK: 879101
| Field | Detail |
|---|---|
| Company | Kimco Realty Corp (KIM-PN) |
| Form Type | 8-K |
| Filed Date | Sep 5, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 4 min |
| Key Dollar Amounts | $1.00, $50 million, $550 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: preferred-stock, financing, capital-raise
Related Tickers: KIM
TL;DR
KIM priced $1B preferred stock offering, closing Sept 9th.
AI Summary
Kimco Realty Corp. (KIM) announced on September 4, 2024, the pricing of its Series N convertible perpetual preferred stock. The company priced 1,000,000 depositary shares, each representing one-thousandth of a share of 7.250% Class N Cumulative Convertible Perpetual Preferred Stock, at a liquidation preference of $1,000 per depositary share. This offering is expected to close on September 9, 2024.
Why It Matters
This preferred stock offering provides Kimco Realty with additional capital, potentially for strategic investments or debt reduction, impacting its financial structure and future growth prospects.
Risk Assessment
Risk Level: medium — Issuing preferred stock can dilute existing shareholder value and increase the company's fixed dividend obligations.
Key Numbers
- 7.250% — Dividend Rate (Annual dividend rate on the Series N preferred stock)
- $1,000 — Liquidation Preference (Per depositary share of the Series N preferred stock)
- 1,000,000 — Depositary Shares (Number of depositary shares offered)
Key Players & Entities
- Kimco Realty Corp. (company) — Issuer of preferred stock
- KIM (company) — Ticker symbol for Kimco Realty Corp.
- 7.250% Class N Cumulative Convertible Perpetual Preferred Stock (dollar_amount) — Type of security offered
- $1,000 (dollar_amount) — Liquidation preference per depositary share
- September 4, 2024 (date) — Date of pricing announcement
- September 9, 2024 (date) — Expected closing date of the offering
FAQ
What is the total amount Kimco Realty Corp. expects to raise from this offering?
Kimco Realty Corp. expects to raise approximately $1 billion from the offering of 1,000,000 depositary shares, each at a liquidation preference of $1,000.
When is the expected closing date for this preferred stock offering?
The offering is expected to close on September 9, 2024.
What is the specific dividend rate for the Series N Cumulative Convertible Perpetual Preferred Stock?
The Series N Cumulative Convertible Perpetual Preferred Stock has a dividend rate of 7.250%.
What is the par value of the preferred stock?
The par value of the preferred stock is $1.00 per share.
What is the primary purpose of this filing?
This 8-K filing is primarily to report the entry into a material definitive agreement related to the creation of a direct financial obligation through the issuance of preferred stock.
Filing Stats: 1,090 words · 4 min read · ~4 pages · Grade level 9.5 · Accepted 2024-09-05 08:57:07
Key Financial Figures
- $1.00 — Cumulative Redeemable, Preferred Stock, $1.00 par value per share . KIMprL New Yor
- $50 million — owed an incremental principal amount of $50 million (the " New Term Loans ") pursuant to, a
- $550 million — ter giving effect to Amendment No. 3 is $550 million. The terms of the New Term Loans are t
Filing Documents
- kim8k20240904.htm (8-K) — 46KB
- kim8k20240904_10-1.htm (EX-10.1) — 44KB
- kim8k20240904_99-1.htm (EX-99.1) — 15KB
- kimcologo.jpg (GRAPHIC) — 65KB
- 0000898822-24-000016.txt ( ) — 424KB
- kim-20240905.xsd (EX-101.SCH) — 6KB
- kim-20240905_def.xml (EX-101.DEF) — 21KB
- kim-20240905_lab.xml (EX-101.LAB) — 32KB
- kim-20240905_pre.xml (EX-101.PRE) — 23KB
- kim8k20240904_htm.xml (XML) — 12KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. Amendment to TD Bank Term Loan On September 3, 2024, Kimco Realty OP, LLC (" Kimco OP ") entered into an amendment agreement (" Amendment No. 3 ") together with Kimco Realty Corporation (" Kimco "), Toronto Dominion (Texas) LLC, as administrative agent, and certain lenders party thereto to that certain term loan agreement dated January 2, 2024 (as amended and modified from time to time, the " TD Credit Agreement "), among Kimco OP, TD Bank, N.A., as administrative agent, and the other parties party thereto. Kimco OP borrowed an incremental principal amount of $50 million (the " New Term Loans ") pursuant to, and subject to the terms and conditions set forth in, Amendment No. 3. The aggregate principal amount of loans outstanding pursuant to the TD Credit Agreement after giving effect to Amendment No. 3 is $550 million. The terms of the New Term Loans are the same as those applicable to the term loans outstanding under the TD Credit Agreement prior to giving effect to Amendment No. 3 (the " Original Term Loans ") as described in the Current Report on Form 8-K filed by Kimco OP and Kimco on January 3, 2024 and July 19, 2024. The New Term Loans have the same maturity date as the Original Term Loans. Kimco has guaranteed Kimco OP's obligations under the TD Credit Agreement (including as amended by Amendment No. 3). The foregoing description of Amendment No. 3 does not purport to be complete and is qualified in its entirety by reference to the full text of Amendment No. 3, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information in Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On September 4, 2024, Kimco issued a press release announcing Amendment No. 3. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information set forth in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Description 10.1 Amendment No. 3, dated as of September 3, 2024, among Kimco OP, Toronto Dominion (Texas) LLC (successor to TD Bank, N.A.) as administrative agent and the lenders party thereto to the Term Loan Agreement, dated as of January 2, 2024, among Kimco OP, TD Bank, N.A., as administrative agent and the lenders party thereto 99.1 Press Release, dated September 4, 2024, issued by Kimco Realty Corporation 104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) * Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. Kimco agrees to furnish supplementally to the SEC a copy of any omitted schedule upon request by the SEC.
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. KIMCO REALTY CORPORATION Date: September 5, 2024 By: /s/ Glenn G. Cohen Name: Glenn G. Cohen Title: Chief Financial Officer KIMCO REALTY OP, LLC By: KIMCO REALTY CORPORATION, its Managing Member Date: September 5, 2024 By: /s/ Glenn G. Cohen Name: Glenn G. Cohen Title: Chief Financial Officer