10-Q/A: Quarterly report pursuant to Section 13 or 15(d)
Published on February 20, 2009
|
UNITED
STATES
|
|
SECURITIES
AND EXCHANGE COMMISSION
|
|
Washington,
D.C. 20549
|
|
FORM
10-Q/A
|
|
(Amendment
No.1)
|
|
[ X
] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
|
|
THE
SECURITIES EXCHANGE ACT OF 1934
|
|
For
the quarterly period ended March 31, 2008
|
|
OR
|
|
[ ]
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) of
|
|
THE
SECURITIES EXCHANGE ACT OF 1934
|
|
For
the transition period
from to
|
|
Commission
File No. 1-11986
|
|
TANGER
FACTORY OUTLET CENTERS, INC.
|
|
(Exact
name of Registrant as specified in its
Charter)
|
|
NORTH
CAROLINA
|
56-1815473
|
|
(State
or other jurisdiction
|
(I.R.S.
Employer
|
|
of
incorporation or organization)
|
Identification
No.)
|
|
3200
Northline Avenue, Suite 360, Greensboro, North Carolina
27408
|
|
(Address
of principal executive offices)
|
|
(Zip
code)
|
|
(336)
292-3010
|
|
(Registrant's
telephone number, including area
code)
|
Indicate
by check mark whether the Registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the Registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days. Yes ý No ¨
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer or a non-accelerated filer. See definition of “accelerated
filer and large accelerated filer” in Rule 12b-2 of the Exchange
Act.
|
Large
accelerated filer ý
|
Accelerated
filer ¨
|
Non-accelerated
filer ¨
|
Smaller
reporting company ¨
|
Indicated
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes ¨ No ý
|
31,539,041
shares of Common Stock,
|
|
$.01
par value, outstanding as of May 1,
2008
|
EXPLANATORY
NOTE
We are
filing this Amendment No.1 (the “Form
10-Q/A”) to our Quarterly Report on Form 10-Q for the quarter ended March
31, 2008 (the “Form 10-Q”), as
filed with the Securities and Exchange Commission, or the SEC, on May 9, 2008,
to amend the certifications of the Chief Executive Officer and Chief Financial
Officer originally filed as Exhibits 31.1 and 31.2, which inadvertently
included an incorrect version of paragraph 5 of the
certification. This Form 10-Q/A is solely limited to correcting the
certifications. Since this Form 10-Q/A does not reflect events
occurring after the filing of the Form 10-Q or modify or update those
disclosures affected by subsequent events, all information other than the
language of the certifications is unchanged.
PART
I – FINANCIAL INFORMATION
Item
4. Controls and Procedures
Based on
the most recent evaluation, the Company’s Chief Executive Officer and Chief
Financial Officer have concluded that the Company’s disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) were
effective as of March 31, 2008. There were no changes to the Company’s internal
control over financial reporting during the quarter ended March 31, 2008, that
materially affected, or are reasonably likely to materially affect, the
Company’s internal control over financial reporting.
PART
II. OTHER INFORMATION
Item
6.Exhibits
|
31.1
|
Principal
Executive Officer Certification Pursuant to 18 U.S.C. Section
1350,
as
Adopted Pursuant to Section 302 of the Sarbanes - Oxley Act of
2002.
|
|
31.2
|
Principal
Financial Officer Certification Pursuant to 18 U.S.C. Section
1350,
as
Adopted Pursuant to Section 302 of the Sarbanes - Oxley Act of
2002.
|
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant
has duly caused this Report to be signed on its behalf by the undersigned
thereunto duly authorized.
TANGER
FACTORY OUTLET CENTERS, INC.
By:
/s/ Frank C. Marchisello, Jr.
Frank
C. Marchisello, Jr.
Executive
Vice President, Chief Financial Officer and Secretary
DATE:
February 20, 2009