UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 18, 1998 Date of Report (Date of earliest event reported) Kimco Realty Corporation (Exact name of registrant as specified in its charter) Maryland 1-10899 13-2744380 - ------------------------ ----------------- ------------------ (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 3333 New Hyde Park Road New Hyde Park, New York 11042-0020 - -------------------------------------- ------------------ (Address of principal executive offices) (zip code) 516/869-9000 ----------------------------------- Registrant's telephone, including area code Not Applicable - -------------------------------------------------------------------------------- (former name or former address, if changed since last report.) Item 5 Other Events Attached and incorporated by reference as Exhibit 4.(a) to this report on Form 8-K is the Purchase Agreement (the "Purchase Agreement"), dated as of May 18, 1998, among Kimco Realty Corporation, a Maryland corporation ("Kimco"), The Price REIT, Inc., a Maryland corporation ("Price REIT") and LB I Group Inc. (the "Initial Purchaser"), with Exhibits. Item 7 Financial Statements and Exhibits Exhibits 1(k) and 1(l) listed below are filed as exhibits and are incorporated by reference into the registration statement on Form S-3 and all amendments thereto (No. 333-37285). Exhibits 1(k) Underwriting Agreement, dated May 27, 1998, between PaineWebber Incorporated and Kimco Realty Corporation. 1(l) Terms Agreement, dated May 27, 1998, between PaineWebber Incorporated and Kimco Realty Corporation. 4(a) Purchase Agreement, dated as of May 18, 1998, among Kimco Realty Corporation, The Price REIT Inc. and LB I Group Inc., with exhibits. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Kimco Realty Corporation ------------------------- Registrant Date: June 4, 1998 By: /s/ Michael V. Pappagallo ----------------------------- Michael V. Pappagallo Chief Financial Officer and Vice President 3