Business Context and Reporting Period
This Form 8-K Current Report was filed by Kite Realty Group Trust on April 6, 2009, covering events occurring on March 31, 2009. The filing discloses a new compensatory arrangement with a former executive.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. The only financial data disclosed relates to the specific consulting agreement:
- Annual Fee: $100,000 payable monthly.
- Expense Reimbursement: Reasonable out-of-pocket business expenses.
- Health Insurance: Reimbursement for certain costs incurred during the term.
Material Changes
On March 31, 2009, the Company entered into a consulting agreement with Alvin E. Kite, Jr., who retired as Chairman of the Board of Trustees on December 3, 2008, and currently serves as Chairman Emeritus. The agreement is effective retroactively to January 1, 2009.
Outlook, Risks, and Unusual Items
Agreement Terms: The agreement expires on December 31, 2013. Mr. Kite will provide advisory services on strategic planning and operational matters.
Termination Liability: If the Company terminates the agreement without "cause," it is obligated to pay the aggregate remaining annual fees, unreimbursed expenses, and health insurance costs through the end of the term. "Cause" is defined as willful failure to perform, felony conviction, or acts of fraud, theft, or dishonesty.
Non-Exclusivity: Mr. Kite may engage in other work provided it does not interfere with his consulting services.
Investor Verification Checklist
- Verify the total potential liability for early termination of the consulting agreement.
- Review the full text of the Consulting Agreement filed as Exhibit 10.1.
- Confirm the impact of this agreement on the Company's future operating expenses.