Item 8.01 Other Events.
As previously disclosed, on October 22, 2021, Kite Realty Group Trust ("Kite
Realty") completed its merger transaction with Retail Properties of
America, Inc. ("RPAI") pursuant to which RPAI merged with and into KRG Oak, LLC,
a wholly owned subsidiary of Kite Realty ("Merger Sub"), with Merger Sub
continuing as the surviving entity and a wholly owned subsidiary of Kite Realty
(the "Merger"), and immediately following the closing of the Merger, Merger Sub
merged with and into Kite Realty Group, L.P., the operating partnership of Kite
Realty ("Kite Realty Operating Partnership"), so that all of the assets of Kite
Realty continue to be owned at or below the Kite Realty Operating Partnership
level. Kite Realty and Kite Realty Operating Partnership are filing this Current
Report on Form 8-K to provide updated financial information as set forth under
Item 9.01 below.
Item 9.01 Financial Statements and Exhibits.
The audited consolidated financial statements of RPAIas of December 31, 2020 and
2019 and for the years ended December 31, 2020, 2019 and 2018, the notes related
thereto, and the Independent Registered Public Accounting Firm Report of
Deloitte & Touche LLP, dated February 17, 2021, are filed herewith as Exhibit
99.1 and are incorporated into this Item 9.01 by reference.
The unaudited condensed consolidated financial statements of RPAIas of September
30, 2021 and for the three and nine months ended September 30, 2021 and 2020,
and the notes related thereto, are filed herewith as Exhibit 99.2 and are
incorporated into this Item 9.01 by reference.
Kite Realty's unaudited pro forma condensed combined financial statements as of
and for the nine months ended September 30, 2021 and for the year ended December
31, 2020, after giving effect to the Merger, are filed herewith as Exhibit 99.3
and are incorporated into this Item 9.01 by reference.
(d) Exhibits
Exhibit No. Description
23.1 Consent of Deloitte & Touche LLP, independent registered public
accounting firm
99.1 Audited consolidated financial statements as of and for the years
ended December 31, 2020 and 2019, the notes related thereto, and the
Independent Registered Public Accounting Firm Report of Deloitte &
Touche LLP, dated February 17, 2021
99.2 Unaudited condensed consolidated financial statements as of and
for the three and nine months ended September 30, 2021 and 2020, and
the notes related thereto
99.3 Unaudited pro forma condensed combined financial statements as of
and for the nine months ended September 30, 2021 and for the year
ended December 31, 2020
104 Cover Page Interactive Data File (the cover page XBRL tags are
embedded within the Inline XBRL document)
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