Kimco Realty, Pan Pacific Retail Properties to Merge

San Diego, Kimco Realty Corp. and Pan Pacific Retail Properties announced that the two companies entered into a definitive merger agreement Monday. The agreement, which has been unanimously approved by both companies' boards of directors, will merge Pan Pacific's portfolio of 138 properties with Kimco's vast holdings.

According to Stuart Tanz, president and CEO of Pan Pacific, "We believe that this offer by the nation's largest publicly-traded owner of shopping centers is in the best interest of our stakeholders and represents an attractive price that fairly reflects the value of Pan Pacific."

Kimco expects to target a substantial number of the Pan Pacific properties for its strategic co-investment programs. Under the terms of the agreement, Kimco will acquire all of the outstanding shares of Pan Pacific for a total merger consideration of $70 per share.

The transaction has a total value of approximately $4.0 billion, including Pan Pacific's outstanding debt totaling approximately $1.1 billion and $2.9 billion in equity value. Kimco received financing commitments totaling up to $3.0 billion, which it may use to fund all or a portion of the total merger consideration.

The transaction is expected to close during the fourth quarter of 2006.

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