RPT Realty: M&A transaction — Kimco Realty closes acquisition of RPT Realty; all-stock deal, $34M cost synergies

RPT Realty

Merger closed Jan 2, 2024; RPT shareholders received 0.6049 Kimco shares per common share.
Adds 56 open-air centers (43 wholly owned, 13.3M sq ft) to Kimco's 527-property portfolio.
Expected annual cost synergies of ~$34M, ~85% realized in 2024; earnings accretive, leverage-neutral.
RPT preferred shares exchanged for Kimco Class N preferred depositary shares; stub dividend $0.14097 per share.
RPT common delisted from NYSE; approx $511.5M in senior notes to be prepaid Jan 12, 2024.

item 1.02 item 2.01 item 3.01 item 3.03 item 5.01 item 5.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

RPT Realty underwent a change of control involving Kimco Realty Corporation for 0.6049 shares of Kimco common stock per RPT common share (closed 2024-01-02).

Action: change of control
Counterparty: Kimco Realty Corporation
Consideration: 0.6049 shares of Kimco common stock per RPT common share
Closing: 2024-01-02

Exact text from the filing

forth in the Merger Agreement) issued and outstanding immediately prior to the Company Merger Effective Time was cancelled and automatically converted into the right to receive 0.6049 shares of common stock, par value $0.01 per share, of Kimco (“Kimco Common Stock”), without interest, together with cash in lieu of fractional shares of Kimco Common Stock and

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Source: SEC EDGAR

accession 0001140361-24-000248

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