Shopping Center REITs Agree to Merge

Kimco Realty Corp., New Hyde Park, N.Y., and Mid-Atlantic Realty Trust, Lutherville, Md., have announced a merger agreement under which Kimco would acquire all the outstanding shares of MART in a transaction valued at approximately $444 million.The agreement, which has been unanimously approved by the boards of both real estate investment trusts, provides for the purchase of MART stock for $21 per share in cash, the companies said. Subject to certain conditions and options, a similar offer would apply to MART's operating partnership units. MART would merge into a subsidiary of Kimco, and Kimco would purchase the properties subject to MART's net debt, which was approximately $236 million as of March 31, the shopping center REITs reported. The merger is subject to approval by MART's shareholders and to customary closing conditions. Kimco's financial adviser is UBS Securities LLC, and MART's is Wachovia Securities LLC. Following the announcement, Standard & Poor's Ratings Services affirmed its A-minus corporate credit rating on Kimco as well as its ratings on Kimco's senior unsecured debt. Kimco can be found on the Web at http://www.kimcorealty.com.