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Noncontrolling Interests and Redeemable Noncontrolling Interests | 12 Months Ended
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Dec. 31, 2024
Noncontrolling Interest [Abstract] |
Noncontrolling Interests and Redeemable Noncontrolling Interests | 16. Noncontrolling Interests and Redeemable Noncontrolling Interests: Noncontrolling interests represent the portion of equity that the Company does not own in those entities it consolidates as a result of having a controlling interest or having determined that the Company was the primary beneficiary of a VIE in accordance with the provisions of the FASB’s Consolidation guidance. The Company accounts and reports for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. The Company identifies its noncontrolling interests separately within the equity section on the Company’s Consolidated Balance Sheets. The amounts of consolidated net income attributable to the Company and to the noncontrolling interests are presented separately on the Company’s Consolidated Statements of Income. Noncontrolling interests As of December 31, 2024, the Parent Company is the managing member of Kimco OP and owns 99.84% of the limited liability company. Noncontrolling OP Units are owned by third parties and certain officers and directors of the Company. In connection with the RPT Merger, the Parent Company issued 953,400 OP Units in Kimco OP, which were fully vested upon issuance and had a fair market value of $21.0 million. During 2024, the Parent Company granted to certain employees and directors 120,700 LTIP Units with time-based vesting requirements (“Time-Based LTIP Units”) and 474,611 LTIP Units, assuming the maximum target performance, with performance-based vesting requirements (“Performance-Based LTIP Units”). See Footnot e 24 of the Notes to Consolidated Financial Statements for further disclosure. As of December 31, 2024, the Parent Company owne d 99.84% of the outstanding OP Units in Kimco OP. The OP units are currently redeemable at the option of the holder (subject to restrictions agreed upon at the time of issuance of LTIP Units to certain holders that may restrict such redemption right for a period of time) for the Parent Company’s common stock at a ratio of 1:1 or cash at the option of the Parent Company. As of December 31, 2024, noncontrolling interests relating to the Noncontrolling OP units was $22.3 million and consisted of the following:
Type |  | Number of Units Remaining |  |  | Return Per Annum
Vested OP Units |  |  | 953,242 |  |  | Equal to the Company’s common stock dividend
Time-Based OP Units |  |  | 120,700 |  |  | Equal to the Company’s common stock dividend
Performance-Based OP Units |  |  | 474,611 |  |  | Dividend equivalent OP Units upon vesting
During 2024, the Company acquired the remaining outside partners’ interests in a consolidated property for a purchase price of $3.3 million. This transaction resulted in a decrease in Noncontrolling interests of $3.8 million and a corresponding decrease in Paid-in capital of $0.5 million on the Company’s Consolidated Balance Sheets. The Company owns seven sho pping center properties located throughout Puerto Rico. These properties were acquired in 2006 partially through the issuance of $158.6 million of non-convertible units and $45.8 million of convertible units. Noncontrolling interests related to these acquisitions totaled $233.0 million of units, including premiums of $13.5 million and a fair market value adjustment of $15.1 million (collectively, the "Units"). Since the acquisition date, the Company has redeemed a substantial portion of these units. As of December 31, 2024 and 2023, noncontrolling interests relating to the remaining units was $3.4 million and $4.7 million, respectively. These remaining units are redeemable for cash by the holder or at the Company’s option, shares of the Company’s common stock, based upon the conversion calculation as defined in the agreement. The Units related annual cash distribution rates and related conversion features consisted of the following as of December 31, 2024:
Type |  | Par Value Per Unit |  |  | Number of Units Remaining |  |  | Return Per Annum
Class B-1 Preferred Units |  | $ | 10,000 |  |  |  | 142 |  |  | 7.0%
Class C DownREIT Units |  | $ | 30.52 |  |  |  | 35,493 |  |  | Equal to the Company’s common stock dividend
The Company owns a shopping center located in Bay Shore, NY, which was acquired in 2006 with the issuance of 647,758 redeemable Class B Units at a par value of $37.24 per unit. The units accrue a return equal to the Company’s common stock dividend and are redeemable for cash by the holder or at the Company’s option, shares of the Company’s common stock at a ratio of 1:1. These units are callable by the Company any time after April 3, 2028 and are included in Noncontrolling interests on the Company’s Consolidated Balance Sheets. The redemption value of these units is calculated using the 30-day weighted average closing price of the Company’s common stock prior to redemption. As of December 31, 2024 and 2023, noncontrolling interest relating to the remai ning 377,837 Class B Units was $16.1 million. Noncontrolling interests also includes 138,015 convertible units issued during 2006 by the Company, which were valued at $5.3 million, including a fair market value adjustment of $0.3 million, related to an interest acquired in an office building located in Albany, NY. These units are currently redeemable at the option of the holder for cash or at the option of the Company for the Company’s common stock at a ratio of 1:1. The holder is entitled to a distribution equal to the dividend rate of the Company’s common stock. The Company acquired two consolidated joint ventures structured as DownREIT partnerships. The Raleigh Limited Partnership had 1,813,615 units and the Madison Village Limited Partnership had 174,411 units, together which had an aggregate fair value of $41.7 million. These ventures allow the outside limited partners to redeem their interest in the partnership (at the Company’s option) in cash or for the Company’s common stock at a ratio of 1:1. The unit holders are entitled to a distribution equal to the dividend rate of the Company’s common stock. During 2023, all 174,411 outstanding units in the Madison Village Limited Partnership were redeemed for $3.0 million in cash. This transaction resulted in a net decrease in Noncontrolling interests of $3.7 million and a corresponding increase in Paid-in capital totaling $0.7 million, on the Company’s Consolidated Balance Sheets. As of December 31, 2024 and 2023, the aggregate redemption value of the remaining noncontrolling interests was $34.4 million and $34.9 million, respectively. Redeemable noncontrolling interests Included within noncontrolling interests are units that were determined to be contingently redeemable that are classified as Redeemable noncontrolling interests and presented in the mezzanine section between Total liabilities and Stockholder’s equity on the Company’s Consolidated Balance Sheets. The Company owns eight shopping center properties located in Long Island, NY, which were acquired during 2022, partially through the issuance of $122.1 million of Preferred Outside Partner Units and $13.6 million of Common Outside Partner Units. The noncontrolling interest is classified as mezzanine equity and included in Redeemable noncontrolling interests on the Company’s Consolidated Balance Sheets as a result of the put right available to the unit holders, an event that is not solely in the Company’s control. During 2024, 1,481,597 Pr eferred Outside Partner Units and 355,227 Co mmon Outside Partner Units were redeemed for cash of $38.2 milli on, in separate transactions. These transactions resulted in a net decrease in Redeemable noncontrolling interests of $27.2 mill ion and a decrease in the embedded derivative liability in Other liabilities of $10.9 million on the Company’s Consolidated Balance Sheets. As of December 31, 2024, the Outside Partner Units related to these acquisitions total $57.7 m illion, including noncontrolling interests of $37.9 mil lion and an embedded derivative liability associated with put and call options of these unitholder s of $19.8 m illion. The Outside Partner Units related annual cash distribution rates and related conversion features consisted of the following as of December 31, 2024:
Type |  | Par Value Per Unit |  |  | Number of Units Remaining |  |  | Return Per Annum
Preferred Outside Partner Units |  | $ | 20.00 |  |  |  | 2,496,707 |  |  | 3.75%
Common Outside Partner Units |  | $ | 20.00 |  |  |  | 266,531 |  |  | Equal to the Company’s common stock dividend
The following table presents the change in the redemption value of the Redeemable noncontrolling interests for the years ended December 31, 2024 and 2023 (in thousands):
|  | 2024 |  |  | 2023 |
Balance at January 1, |  | $ | 72,277 |  |  | $ | 92,933 |
Net income |  |  | 4,182 |  |  |  | 5,820 |
Distributions |  |  | (4,182 | ) |  |  | (5,820 | )
Redemption/conversion of noncontrolling interests (1) |  |  | (27,442 | ) |  |  | (21,070 | )
Adjustment to estimated redemption value |  |  | 3,042 |  |  |  | 414 |
Balance at December 31, |  | $ | 47,877 |  |  | $ | 72,277 |
(1) Includes Preferred and Common Outside Partner Units, which were partially redeemed during 2024 and 2023 described above.

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- Definition The entire disclosure for noncontrolling interest in consolidated subsidiaries, which could include the name of the subsidiary, the ownership percentage held by the parent, the ownership percentage held by the noncontrolling owners, the amount of the noncontrolling interest, the location of this amount on the balance sheet (when not reported separately), an explanation of the increase or decrease in the amount of the noncontrolling interest, the noncontrolling interest share of the net Income or Loss of the subsidiary, the location of this amount on the income statement (when not reported separately), the nature of the noncontrolling interest such as background information and terms, the amount of the noncontrolling interest represented by preferred stock, a description of the preferred stock, and the dividend requirements of the preferred stock. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 810 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/810/tableOfContent + Details
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