REAL ESTATE TECHNOLOGY,REAL ESTATE INVESTMENT
Kimco Realty | December 19, 2022
Kimco Realty® (NYSE: KIM) (the “Company”) today announced that it intends to complete a holding company reorganization (the “Reorganization”), which would restructure the Company as an Umbrella Partnership Real Estate Investment Trust, or UPREIT. As part of the Reorganization, a new holding company (“New Kimco”) will become the publicly traded parent company by way of an intercompany merger (the “Merger”), assuming the existing name of “Kimco Realty Corporation,” while the current corporation (“Old Kimco”) will convert to a limited liability company called “Kimco Realty OP LLC” (“Kimco OP”) controlled by the publicly traded parent company (the “Conversion”).
“We are very excited to announce our reorganization into an UPREIT, which we believe will enhance our ability to compete in the acquisition of real estate assets by enabling us to offer tax-deferred opportunity to sellers, We believe this reorganization will have no material impact on our existing shareholders, debt security holders, lenders or other constituencies, and will represent an enhanced platform for Kimco’s continued growth.”
-Conor Flynn, Kimco’s Chief Executive Officer
The Reorganization is intended to align the Company’s corporate structure with other publicly traded U.S. real estate investment trusts and provide a platform for the Company to more efficiently acquire properties in a tax-deferred manner. The UPREIT structure will allow owners of appreciated property to contribute such property to an LLC structured as an “operating partnership” in exchange for membership interests therein. Subject to applicable tax requirements, this type of contribution may be done on a tax-deferred basis for the contributors. Following the Conversion, Kimco OP will function as the operating partnership in the UPREIT structure. Membership interests in Kimco OP will generally entitle their holders to receive the same distributions as holders of New Kimco common stock, and the holders of such interests will generally be entitled to exchange the membership interests for cash or common stock, at New Kimco’s option.
The Reorganization is not anticipated to have any material impact on the Company’s financial position and is not expected to result in any material changes to the Company’s combined financial statements, outstanding debt securities, material debt facilities, or business operations. All shares of common and preferred stock of Kimco will automatically be converted into identical shares of the new parent holding company as part of the Reorganization, and the Reorganization will not impact the payment of the dividends declared by the Company’s board of directors and payable to stockholders of record in accordance with previously announced dividend payment dates in respect of the Company’s common shares and the Class L preferred stock and Class M preferred stock.
The Reorganization does not require shareholder approval under Maryland law and the Merger is expected to qualify as a tax-free reorganization under Section 368(a) of the Internal Revenue Code of 1986, as amended, meaning that Kimco’s shareholders are not expected to recognize a gain or loss for federal income tax purposes as a result of the Merger.
The Merger is expected to be effective as of January 1, 2023, and the Conversion is expected to be effective promptly thereafter. When the Reorganization is complete, the holding company will be named “Kimco Realty Corporation,” just as Kimco is today, and its shares of common stock, Class L depositary shares and Class M depositary shares are expected to continue to trade on the NYSE under the symbols “KIM,” “KIMprL” and “KIMprM”, respectively.
About Kimco Realty®
Kimco Realty® (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, including 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 Realty 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 September 30, 2022, the company owned interests in 526 U.S. shopping centers and mixed-use assets comprising 91 million square feet of gross leasable space.
REAL ESTATE TECHNOLOGY,REAL ESTATE INVESTMENT
RAD Diversified | November 28, 2022
RAD Diversified ("RADD") is pleased to announce the limited re-opening of its elite Inner Circle program for a select number of new members.
RADD's exclusive Inner Circle began in 2015 as a way for interested real estate investors to partner with RADD on select properties and opportunities. RADD will host a live webinar for all interested investors on November 28 at 7 pm EST. See registration details below.
"Our Inner Circle is the upper echelon of our business. It's the top investment tier of RADD. We first opened this exclusive club in 2015 at the urging of our shareholders and other stakeholders who wanted a way to invest directly alongside us in choice real estate opportunities,"
- Co-founder and CEO Dutch Mendenhall
During our upcoming live event, we'll discuss the state of real estate going into the end of the year, offer a Q&A, and also highlight some of our recent success stories, Examples like our Inner Circle member Kitson, who turned a $20,000 investment into more than $90,000 partnering with us on a property in Big Bear, California,Mendenhall continued.
What we are most proud of with Inner Circle is the track record. Since launching it over seven years ago, not a single Inner Circle member has lost a penny on any deal they've partnered on. We realize – and value – how special this is, added Co-founder Amy Vaughn.
Participation in Inner Circle is strictly limited to ensure a truly bespoke experience for each member. The event marks the final time Inner Circle opens to new members for the foreseeable future.
About RAD Diversified:
RAD Diversified is a real estate investment company that offers multiple ways to invest in residential, commercial, construction, and farmland real estate assets. Our RADD REIT adjusts its share price quarterly based on changes in its portfolio's underlying net asset value. Since its inception, RAD Diversified REIT and Companies have amassed over $100,000,000 in diverse property assets.
Mosaic | December 15, 2022
Mosaic, the nation’s leading institutional-grade general contractor, has broken ground on The Flats at Jasper, a new build-to-rent (BTR) community within the nationally-recognized Jasper master planned community in Prescott Valley, Arizona. Atlantic Jasper, developer of The Flats, has partnered with Mosaic to build the 26.1-acre site, which will include 240 horizontal apartment-style build-to-rent units. The project is expected to benefit from the strong housing market in the Prescott area, providing a much needed transitional product type for out-of-town demand, which makes up a large portion of the population.
“We approached the development of the Flats at Jasper with a long-term investment horizon in mind, The units feature luxury fixtures and details, a first-class clubhouse, and other amenities designed to provide a competitive advantage in the Prescott market. Mosaic’s previous on-site experience and established area trade partners made them the ideal general contractor to deliver high-quality homes and amenities for the Flats at Jasper.”
-David Brown, co-manager of Atlantic Jasper
This unique BTR community will offer numerous amenities, including a state-of-the-art 5,000 square foot clubhouse with a 24-hour workout facility and meeting spaces, pool, hot hub, spa, dog park and dog wash facilities, along with open spaces and grilling stations throughout the community.
Mosaic has previously partnered with other regional home builders on the Jasper clean-energy community and seeks to build on this success with a new partner, Atlantic Jasper.
This is our third project in the Jasper community, and the first build-to-rent neighborhood within the masterplan, Atlantic Jasper saw the need for a for-rent product type based on the strong regional demographics. Our pre-development services team and robust on-site experience within the community were the perfect fit for supporting their innovative vision of an ideal site layout, standout architectural features, and an ambitious and executable construction plan,said Alex Pollack, Director of Partnerships at Mosaic.
The new site will offer four floor plans in a combination of single-family detached homes and duplexes ranging from 760 to 1,039 square feet. The homes offer one-bedroom and one-bathroom or two-bedroom and two-bathroom options, with one of the one-bedroom floor plans including a home office space. The community includes detached garages and residents will benefit from walking trails and other amenities within the master plan. Construction is anticipated to finish in 2025.
Mosaic is the nation’s fastest-growing general contractor, building homes for the country’s most innovative residential developers. Founded in 2017 and headquartered in Phoenix, the institutional-grade general contractor provides a full suite of construction services, from pre-development to warranty and lease up. As an industry leader in build-to-rent, the Mosaic team’s combined experience spans more than 24,000 BTR units across 100 communities. Mosaic’s GC operations span multiple states, including Arizona, Colorado, Texas, Idaho, California, and Florida.
About Atlantic Jasper
The development partners of Atlantic Jasper have extensive development experience and have worked together for over 35 years. Atlantic Jasper and its affiliates have been involved in the development and management of numerous residential subdivisions, manufactured home communities, condominiums, and apartments in California, Hawaii, Arizona, and Massachusetts.