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In the event that the Merger is not consummated, such increase in the size of the Board and appointments would be void.
Pursuant to the terms of the merger agreement, on October 13, 2021, the Board approved an increase in the size of the Board from 10 trustees to 13 trustees, contingent and effective upon the occurrence of the Effective Time, and appointed Biumi, Grimes, Gorski, and Lynch to fill such newly created vacancies on the Board. The approach to integration will draw from the best practices of both companies to ensure continuity for tenants, employees, and other stakeholders. The KRG management team will lead the combined company, with John Kite as Chief Executive Officer, Thomas McGowan as President and Chief Operating Officer and Heath Fear as Chief Financial Officer. William Bindley will continue to serve as Lead Independent Trustee. Kite will remain the Chairman and Chief Executive Officer of Kite Realty. Immediately following the merger, the Kite Realty Board will consist of 13 members, nine of whom will be current trustees of Kite Realty and four of whom will be current directors of RPAI. The combined company will continue to be operated at the high standards previously established at both KRG and RPAI. RPAI will pay to KRG a termination fee of $107 million and KRG will pay to RPAI a termination fee of $70 million upon termination. RPAI common stock will be delisted from the NYSE.
The combined company will retain the Kite Realty Group name and trademarks and will continue to trade under the NYSE symbol KRG.
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On a pro forma basis, following the closing of the transaction, KRG shareholders are expected to own approximately 40% of the combined company's equity and RPAI shareholders are expected to own approximately 60%. KRG anticipates assuming all RPAI debt and has obtained a financing commitment to provide a $1.1 billion term loan bridge facility in the event certain debt consents cannot be obtained prior to the closing of the transaction.
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Under the terms of the merger agreement, each RPAI common share will be cancelled and automatically converted into the right to receive 0.623 Kite Realty Group Trust (NYSE:KRG) common shares, plus the right, if any, to receive cash in lieu of fractional Kite Realty common shares into which such shares of RPAI common stock would have been converted pursuant to the terms and subject to the conditions set forth in the merger agreement. (NYSE:RPAI) from a group of shareholders for $2.8 billion on July 18, 2021. signed definitive agreement to acquire Retail Properties of America, Inc. Neil has a Bachelor of Science, Business Administration degree from Washington University and a Masters of Science, Business Technology Management degree from the University of Maryland.Kite Realty Group, L.P. As SVP of Property Management, Neil is responsible for managing our expanded portfolio, cultivating relationships with all stakeholders, and focusing on the company's core customers in order to drive consistent financial results.
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He not only has extensive industry experience, but also a first-hand knowledge of how to run a successful small retail business. Neil brings a unique perspective to company operations. Prior to joining RPAI, Neil held the role of Senior Regional Property Manager before being promoted to Director of Asset Management at Federal Realty where he managed one of our industry’s best portfolios.
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Neil has over 25 years of professional real estate management experience and a proven track record of creating value for both property owners and developers while consistently delivering financial results. He joined the company following its merger with Retail Properties of America Inc.(RPAI) in 2021, where he served as Vice President of Property Management. Neil Burka is Senior Vice President of Property Management at Kite Realty Group (KRG).
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