SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 19, 2004
Kimco Realty Corporation
(Exact Name of Registrant as Specified in Charter)
Maryland 1-10899 13-2744380
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
3333 New Hyde Park Road
New Hyde Park, New York 11042-0020
(Address of Principal Executive Offices)
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(516) 869-9000
(Registrant's telephone number, including area code)
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ITEM 8.01. OTHER EVENTS.
In accordance with U.S. Securities and Exchange Commissions (the "SEC")
requirement for transitional disclosure, Kimco Realty Corporation (the
"Company") is re-issuing in an updated format the presentation of its historical
financial statements in accordance with the provisions of Statement of Financial
Accounting Standards No. 144, Accounting for the Impairment or Disposal of
Long-Lived Assets ("SFAS 144") for incorporation by reference into the Company's
pending registration statement filing on Form S-4 dated April 30, 2004.
During the nine months ended September 30, 2004, the Company sold and
reclassified as held-for-sale certain properties. In accordance with SFAS 144,
the Company has reported revenues, expenses, gains on disposition and loss on
adjustment of property carrying values from these properties as discontinued
operations for the periods presented in its quarterly report on Form 10-Q filed
on November 5, 2004, for the quarter ended September 30, 2004.
This Current Report on Form 8-K updates Items 6, 7 and 15 (a) 1 of the
Company's Form 10-K for the fiscal year ended December 31, 2003 to reflect the
revenues and expenses of those properties sold and reclassified as held-for-sale
during the nine months ended September 30, 2004 as discontinued operations for
all periods presented. All other items of the Form 10-K remain unchanged. This
reclassification has no effect on the Company's previously reported net income
or net income per common share.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
The Company is filing as an exhibit to this Current Report on Form 8-K,
and incorporating herein by reference, the figures used to calculate the
Company's ratio of earnings to fixed charges and ratio of earnings to combined
fixed charges and preferred stock dividends for the nine months ended September
30, 2004.
For the purposes of computing theses ratios pursuant to Item 503 of
Regulation S-K, earnings have been calculated by adding fixed charges (excluding
capitalized interest), amortization of capitalized interest and distributed
income of equity investees to pre-tax income from continuing operations before
adjustment for minority interests in consolidated subsidiaries or income/loss
from unconsolidated partnerships. Fixed charges consist of interest costs,
whether expensed or capitalized, the interest component of rental expenses, and
amortization of debt discounts and issue costs, whether expensed or capitalized.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: November 19, 2004 KIMCO REALTY CORPORATION
(registrant)
By: /s/ Michael V. Pappagallo
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Name: Michael V. Pappagallo
Its: Vice President and Chief
Financial Officer
EXHIBIT INDEX
EXHIBIT NO. DOCUMENT DESCRIPTION
23.1 Consent of Independent Registered Public Accounting Firm
99.1 Selected Financial Data Management's Discussion and Analysis
of Financial Condition and Results of Operations Financial
Statements
99.2 Calculation of ratio of earnings to fixed charges and ratio of
earnings to combined fixed charges and preferred stock
dividends
3