RPT Realty to be acquired by Kimco Realty; shareholders get 0.6049 Kimco shares each

On August 27, 2023, RPT’s board of trustees approved an amendment (the “ Fourth Amendment ”) to RPT’s Amended and Restated Bylaws, as amended, to explicitly provide that the Circuit Court for Baltimore City, Maryland, or, if that Court does not have jurisdiction, the United States District Court for the District of Maryland, Northern Division, shall be the sole and exclusive forum for state law claims for (a) any Internal Corporate Claim

On August 28, 2023, RPT Realty, a Maryland real estate investment trust (“ RPT ” or the “ Company ”) and RPT Realty, L.P., a Delaware limited partnership (“ RPT OP ”, and together with RPT, the “ RPT Parties ”) entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Kimco Realty Corporation, a Maryland corporation (“ Kimco ”), Kimco Realty OP, LLC, a Delaware limited liability company and wholly owned subsidiary of Kimco (“ Kimco OP ”), Tarpon Acquisition Sub, LLC, a Delaware limited liability company and direct wholly owned subsidiary of Kimco (“ Merger Sub ”), Tarpon OP Acquisition Sub, LLC, a Delaware limited liability company and direct wholly owned subsidiary of Kimco OP (“ OP Merger Sub ” and, together with Kimco, Kimco OP and Merger Sub, the “ Kimco Parties ”).