8-K: Current report filing
Published on August 29, 2008
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
Date
of report (Date of earliest event reported): August 27, 2008
TANGER
FACTORY OUTLET CENTERS, INC.
(Exact
Name of Registrant as Specified in Charter)
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North
Carolina
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1-11986
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56-1815473
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
Number)
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3200
Northline Avenue Suite 360, Greensboro,
North
Carolina
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27408
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(336)
292-3010
Registrant’s
telephone number, including area code
Not
applicable
(Former
Address, If Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
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q
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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q
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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q
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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q
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Section
3 - Securities and Trading Markets
Item 3.03 Material Modification
to Rights of Security Holders.
The
information set forth in Item 5.03 of this Current Report on Form 8-K is
incorporated herein by reference.
Section
5 - Corporate Governance and Management
Item 5.03
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On August
26, 2008, the Rights Agreement (the “Rights Agreement”)
between Tanger Factory Outlet Centers, Inc. (the “Company”) and
Computershare Trust Company, N.A. (f/k/a/ EquiServe Trust Company, N.A.), dated
as of August 20, 1998, as amended, and the related rights to purchase Class B
Preferred Shares, expired by their terms. In connection with the
expiration of the Rights Agreement, the Company will file the Articles of
Amendment (the “Amendment”) to the
Amended and Restated Articles of Incorporation of the Company with the Secretary
of State of the State of North Carolina to amend the provision regarding the
preferences, limitations and relative rights of the Class B Preferred
Shares. A copy of the Amendment is filed as Exhibit 3.1(f) to this
Current Report on Form 8-K and is incorporated into this Item 5.03 by
reference.
Section
9 – Financial Statements and Exhibits
Item 9.01(d)
Exhibits.
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Exhibit 3.1(f)
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Articles
of Amendment to Amended and Restated Articles of
Incorporation.
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SIGNATURE
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.
Dated:
August 29, 2008
TANGER
FACTORY OUTLET CENTERS, INC.
By: /s/ Frank C. Marchisello
Jr.
Frank C.
Marchisello, Jr.
Executive Vice President,
Chief Financial Officer &
Secretary
EXHIBIT
INDEX
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Exhibit No.
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Description
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3.1(f)
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Articles
of Amendment to Amended and Restated Articles of
Incorporation
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