EXHIBIT 99.1
Published on April 24, 2009
Tanger Factory Outlet Centers,
Inc.
News
Release
For
Release: IMMEDIATE
RELEASE
Contact:
Jim
Williams
(336)
834-6800
TANGER
REPORTS FIRST QUARTER 2009 RESULTS
Funds
From Operation Increases 12.8%, Same Center Net Operating Income Up
2.4%
Greensboro,
NC, April 23, 2009, Tanger Factory Outlet Centers, Inc. (NYSE:SKT) today
reported funds from operations (“FFO”) available to common shareholders, a
widely accepted supplemental measure of REIT performance, for the three months
ended March 31, 2009 was $24.7 million, or $0.66 per share, as compared to FFO
of $21.9 million, or $0.59 per share, for the three months ended March 31, 2008,
representing a 12.8% increase in total FFO and a 11.9% increase in FFO per
share. Net income available to common shareholders for the three
months ended March 31, 2009 was $28.9 million, or $0.92 per share, as compared
to net income of $4.9 million, or $0.16 per share for the first quarter of
2008.
Net
income and FFO per share amounts above are on a diluted basis. FFO is
a supplemental non-GAAP financial measure used as a standard in the real estate
industry to measure and compare the operating performance of real estate
companies. A complete reconciliation containing adjustments from GAAP net income
to FFO is included in this release.
First Quarter
Highlights
·
|
Dividend
increase approved by Board of Directors to raise the quarterly common
share cash dividend from $0.38 to $0.3825 per share, $1.53 per share
annualized, representing the 16th
consecutive year of increased
dividends
|
·
|
Announced
exchange offer for 3.75% Exchangeable Senior
Notes
|
·
|
2.4%
increase in same center net operating
income
|
·
|
14.5%
increase in average base rental rates on leases renewed during the
quarter, compared to 17.9% last
year
|
·
|
42.4%
increase in average base rental rates on released space during the
quarter, compared to 41.7% last
year
|
·
|
93.5%
period-end wholly-owned portfolio occupancy rate, compared to 95.3% last
year
|
·
|
$338
per square foot in reported tenant comparable sales for the rolling twelve
months ended March 31, 2009
|
Steven B.
Tanger, President and Chief Executive Officer, commented, “During the first
quarter we announced that our board of directors had approved an increase in our
common share dividend for the 16th
consecutive year. We also announced the exchange offer relating to
our 3.75% Exchangeable Senior Notes. With a successful completion of
this offering, our 2011 debt maturities will be substantially
reduced.”
Portfolio Operating
Results
During
the first quarter of 2009, Tanger executed 213 leases, totaling 994,000 square
feet throughout its wholly-owned portfolio. Lease renewals during the
first quarter accounted for 806,000 square feet, generated a 14.5% increase in
average base rental rates and represented 53.8% of the square feet originally
scheduled to expire during 2009. Average base rental increases on
re-tenanted space during the first quarter averaged 42.4% and accounted for the
remaining 188,000
square feet.
Same
center net operating income increased 2.4% for the first quarter of 2009
compared to 2.5% in the fourth quarter of 2008 and 5.7% in the first quarter of
2008. Reported tenant comparable sales for our wholly owned
properties for the rolling twelve months ended March 31, 2009 decreased 3.2% to
$338 per square foot due to the current downturn in the economy. Reported tenant comparable
sales numbers exclude our centers in Foley, Alabama and on Highway 501 in Myrtle
Beach, South Carolina, both of which underwent major renovations during last
year.
Cash Dividend
Increased
On April
9, 2009, Tanger announced that its Board of Directors approved an increase in
the annual cash dividend on its common shares from $1.52 per share to $1.53 per
share. Simultaneously, the Board of Directors declared a quarterly dividend of
$0.3825 per share for the first quarter ended March 31, 2009. A cash dividend of
$0.3825 per share will be payable on May 15, 2009 to holders of record on April
30, 2009. Tanger has increased its dividend each year since becoming
a public company in May of 1993.
Exchange Offer
Launched
On April
9, 2009, Tanger also announced that it had commenced an offer to exchange common
shares of Tanger for any and all of the outstanding 3.75% Exchangeable Senior
Notes due 2026 of Tanger Properties Limited Partnership. For each
$1,000 principal amount of exchangeable notes validly tendered, note holders
will receive 27.7434 common shares, which represents an exchange price of
approximately $36.04 per share, plus $215 paid in the form of additional common
shares (based on the average of the volume weighted average prices of Tanger’s
common shares over an eight trading day averaging period beginning April 24,
2009 and ending May 5, 2009), subject to a minimum and a maximum number of
common shares as described in the prospectus for the
offer. Holders will also receive a cash payment for accrued and
unpaid interest on the exchangeable notes up to but not including the settlement
date. The offer is scheduled to expire at 5:00 p.m., New York City
time, on Thursday, May 7, 2009. As of April 8, 2009, there was $149,500,000
principal amount of 3.75 % Exchangeable Notes outstanding.
Balance Sheet
Summary
As of
March 31, 2009, Tanger had a total market capitalization of approximately $2.1
billion including $849.2 million of debt outstanding, equating to a 40.5%
debt-to-total market capitalization ratio. As of March 31, 2009,
77.8% of Tanger’s debt was at fixed interest rates and the company had $188.4
million outstanding on its $325.0 million in available unsecured lines of
credit. During the first quarter of 2009, Tanger continued to
maintain a strong interest coverage ratio of 3.34 times, compared to 3.22 times
during the first quarter of last year.
2009 FFO Per Share
Guidance
Based on
current market conditions and the strength and stability of its core portfolio,
the company currently believes its net income available to common shareholders
for 2009 will be between $1.35 and $1.45 per share and its FFO available to
common shareholders for 2009 will be between $2.73 and $2.83 per
share. The company’s earnings estimates do not include the impact of
the exchange offer described above, nor any potential gains on the sale of land
parcels or the impact of any potential sales or acquisitions of
properties. The following table provides the reconciliation of
estimated diluted net income available to common shareholders per share to
estimated diluted FFO available to common shareholders per share:
For
the twelve months ended December 31, 2009:
|
|||
Low
Range
|
High
Range
|
||
Estimated
diluted net income per share
|
$1.35
|
$1.45
|
|
Non-controlling
interest, gain/loss on acquisition of real
|
|||
estate,
depreciation and amortization uniquely
|
|||
significant
to real estate including non-controlling
|
|||
interest
share and our share of joint ventures
|
1.38
|
1.38
|
|
Estimated
diluted FFO per share
|
$2.73
|
$2.83
|
2
First Quarter Conference
Call
Tanger
will host a conference call to discuss its first quarter results for analysts,
investors and other interested parties on Friday, April 24, 2009, at 10:00 A.M.
eastern time. To access the conference call, listeners should dial
1-877-277-5113 and request to be connected to the Tanger Factory Outlet Centers
First Quarter Financial Results call. Alternatively, the call will be
web cast by CCBN and can be accessed at Tanger Factory Outlet Centers, Inc.'s
web site at http://www.tangeroutlet.com/investorrelations/news/ under the News
Releases section. A telephone replay of the call will be available
from April 24, 2009 starting at 1:00 P.M. Eastern Time through May 1, 2009, by
dialing 1-800-642-1687 (conference ID # 92097927). Additionally, an
online archive of the broadcast will also be available through May 1,
2009.
About Tanger Factory Outlet
Centers
Tanger
Factory Outlet Centers, Inc.(NYSE:SKT), a fully integrated, self-administered
and self-managed publicly traded REIT, presently owns and operates 31 outlet
centers in 21 states coast to coast, totaling approximately 9.2 million square
feet of gross leasable area. Tanger also manages for a fee and owns
an interest in two outlet centers containing approximately 950,000 square
feet. Tanger is filing a Form 8-K with the Securities and Exchange
Commission that includes a supplemental information package for the quarter
ended March 31, 2009. For more information on Tanger Outlet Centers,
visit our web site at www.tangeroutlet.com.
Estimates
of future net income per share and FFO per share are by definition, and certain
other matters discussed in this press release regarding our re-merchandising
strategy, the renewal and re-tenanting of space, tenant sales and sales trends,
interest rates, funds from operations, the development of new centers, and
coverage of the current dividend may be forward-looking statements within the
meaning of the federal securities laws. These forward-looking
statements are subject to risks and uncertainties. Actual results
could differ materially from those projected due to various factors including,
but not limited to, the risks associated with general economic and local real
estate conditions, the company’s ability to meet its obligations on existing
indebtedness or refinance existing indebtedness on favorable terms, the
availability and cost of capital, the company’s ability to lease its properties,
the company’s inability to collect rent due to the bankruptcy or insolvency of
tenants or otherwise, and competition. For a more detailed discussion
of the factors that affect our operating results, interested parties should
review the Tanger Factory Outlet Centers, Inc. Annual Report on Form 10-K for
the fiscal year ended December 31, 2008.
3
TANGER
FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF OPERATIONS
(In
thousands, except per share data)
(Unaudited)
Three
Months Ended
|
|||||||||||
March 31,
|
|||||||||||
2009
|
2008
|
||||||||||
Revenues
|
|||||||||||
Base
rentals (a)
|
$
|
42,927
|
$
|
37,232
|
|||||||
Percentage
rentals
|
1,308
|
1,178
|
|||||||||
Expense
reimbursements
|
19,219
|
17,478
|
|||||||||
Other
income
|
1,704
|
1,388
|
|||||||||
Total
revenues
|
65,158
|
57,276
|
|||||||||
Expenses
|
|||||||||||
Property
operating
|
21,748
|
19,219
|
|||||||||
General
and administrative
|
5,935
|
5,271
|
|||||||||
Depreciation
and amortization (b)
|
20,397
|
15,583
|
|||||||||
Total
expenses
|
48,080
|
40,073
|
|||||||||
Operating
income
|
17,078
|
17,203
|
|||||||||
Interest
expense (c)
|
11,210
|
10,199
|
|||||||||
Income
before equity in earnings (loss) of unconsolidated joint
|
|||||||||||
ventures
and gain on fair value measurement of previously held
|
|||||||||||
interest
in acquired joint venture
|
5,868
|
7,004
|
|||||||||
Equity
in earnings (loss) of unconsolidated joint ventures (d)
|
(897
|
)
|
394
|
||||||||
Income
from continuing operations
|
4,971
|
7,398
|
|||||||||
Gain
on fair value measurement of previously held interest in
acquired
|
|||||||||||
joint
venture (e)
|
31,497
|
---
|
|||||||||
Net
income
|
36,468
|
7,398
|
|||||||||
Preferred
share dividends
|
(1,406
|
)
|
(1,406
|
)
|
|||||||
Non-controlling
interest in operating partnership
|
(5,698
|
)
|
(981
|
)
|
|||||||
Allocation
to participating securities (f)
|
(437
|
)
|
(139
|
)
|
|||||||
Net
income available to common shareholders
|
$
|
28,927
|
$
|
4,872
|
|||||||
Basic
earnings per common share available to common
shareholders:
|
|||||||||||
Income
from continuing operations
|
$
|
.93
|
$
|
.16
|
|||||||
Net
income
|
.93
|
.16
|
|||||||||
Diluted
earnings per common share available to common
shareholders:
|
|||||||||||
Income
from continuing operations
|
$
|
.92
|
$
|
.16
|
|||||||
Net
income
|
.92
|
.16
|
|||||||||
(a)
|
Includes
straight-line rent and market rent adjustments of $699 and $683 for the
three months ended March 31, 2009 and 2008,
respectively.
|
(b)
|
Includes
accelerated deprecation and amortization of approximately $1.2 million for
the three months ended March 31, 2009 as a result of the change in
estimated useful life of the Hilton Head I, South Carolina center to three
years based on our redevelopment plan for the center. The
accelerated depreciation and amortization reduced income from continuing
operations and net income by approximately $.03 per share for the three
months ended March 31, 2009.
|
(c)
|
In
accordance with FSP APB 14-1 “Accounting for Convertible Debt Instruments
That May Be Settled in Cash upon Conversion (Including Partial Cash
Settlement)”, the results of operations for all prior periods presented
for which such instruments were outstanding have been
restated.
|
(d)
|
Includes
Wisconsin Dells, Wisconsin property for the 2009 and 2008 periods which is
operated by us through 50% ownership joint venture. Includes
Myrtle Beach, South Carolina Hwy 17 property for the 2008 period during
which period it was operated by us through a 50% ownership joint
venture. We acquired the remaining 50% interest in January
2009. Includes Deer Park, New York property for the 2009 period
which is operated by us through a 33.3% ownership joint
venture. Includes our share of losses incurred by the Deer Park
property, which opened during October 2008, totaling $1.1 million due to
depreciation charges and leverage on the project. However,
we expect results to improve during the stabilization of the property in
its first year of operation.
|
(e)
|
Represents
FAS 141R “Business Combinations”, gain on fair value measurement of our
previously held interest in the Myrtle Beach Hwy 17 joint venture upon
acquisition on January 5, 2009.
|
(f)
|
In
accordance with EITF 03-06-1 “Determining Whether Instruments Granted in
Share-Based Payment Transactions Are Participating Securities”, represents
earnings allocated to unvested restricted share awards that contain
non-forfeitable rights to dividends or dividend
equivalents.
|
4
TANGER
FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES
CONSOLIDATED
BALANCE SHEETS
(In
thousands, except share and per share data)
(Unaudited)
March 31,
|
December 31,
|
|||||||||||||||
2009
|
2008
|
|||||||||||||||
ASSETS:
|
||||||||||||||||
Rental
property
|
||||||||||||||||
Land
|
$
|
135,710
|
$
|
135,689
|
||||||||||||
Building,
improvement and fixtures
|
1,348,211
|
1,260,243
|
||||||||||||||
Construction
in progress
|
4,805
|
3,823
|
||||||||||||||
1,488,726
|
1,399,755
|
|||||||||||||||
Accumulated
depreciation
|
(374,541
|
)
|
(359,301
|
)
|
||||||||||||
Rental
property, net
|
1,114,185
|
1,040,454
|
||||||||||||||
Cash
and cash equivalents
|
3,101
|
4,977
|
||||||||||||||
Investments
in unconsolidated joint ventures
|
9,773
|
9,496
|
||||||||||||||
Deferred
charges, net
|
48,294
|
37,750
|
||||||||||||||
Other
assets
|
34,010
|
29,248
|
||||||||||||||
Total
assets
|
$
|
1,209,363
|
$
|
1,121,925
|
||||||||||||
LIABILITIES
AND EQUITY
|
||||||||||||||||
Liabilities
|
||||||||||||||||
Debt
|
||||||||||||||||
Senior,
unsecured notes (net of discounts of $8,367 and $9,136,
respectively)
|
$
|
391,133
|
$
|
390,363
|
||||||||||||
Mortgage
loan, net of discount of $1,166 and $0, respectively)
|
34,634
|
---
|
||||||||||||||
Unsecured
term loan
|
235,000
|
235,000
|
||||||||||||||
Unsecured
lines of credit
|
188,400
|
161,500
|
||||||||||||||
Total
debt
|
849,167
|
786,863
|
||||||||||||||
Construction
trade payables
|
9,070
|
11,968
|
||||||||||||||
Accounts
payable and accrued expenses
|
27,777
|
26,277
|
||||||||||||||
Other
liabilities
|
33,868
|
30,914
|
||||||||||||||
Total
liabilities
|
919,882
|
856,022
|
||||||||||||||
Commitments
|
||||||||||||||||
Equity
|
||||||||||||||||
Shareholder’s
equity
|
||||||||||||||||
Preferred
shares, 7.5% Class C, liquidation preference $25 per
share,
|
||||||||||||||||
8,000,000
shares authorized, 3,000,000 shares issued and
|
||||||||||||||||
outstanding
at March 31, 2009 and December 31, 2008
|
75,000
|
75,000
|
||||||||||||||
Common
shares, $.01 par value, 150,000,000 shares authorized,
|
||||||||||||||||
31,888,401
and 31,667,501 shares issued and outstanding at
|
||||||||||||||||
March
31, 2009 and December 31, 2008, respectively
|
319
|
317
|
||||||||||||||
Paid
in capital
|
372,762
|
371,190
|
||||||||||||||
Distributions
in excess of net income (a)
|
(184,349
|
)
|
(201,679
|
)
|
||||||||||||
Accumulated
other comprehensive loss
|
(8,533
|
)
|
(9,617
|
)
|
||||||||||||
Total
shareholders’ equity
|
255,199
|
235,211
|
||||||||||||||
Non-controlling
interest in operating partnership (b)
|
34,282
|
30,692
|
||||||||||||||
Total
equity
|
289,481
|
265,903
|
||||||||||||||
Total
liabilities and equity
|
$
|
1,209,363
|
$
|
1,121,925
|
||||||||||||
(a)
|
Distributions
in excess of net income as of December 31, 2008 includes a reduction of
earnings of $5,144 that represents the cumulative effect adjustment of the
implementation of FSP APB 14-1, ”Accounting for Convertible Debt
Instruments that May be Settled in Cash Upon Conversion (Including Partial
Cash Settlement)”.
|
(b)
|
Represents
a reclassification of non-controlling interest from prior presentation
upon adoption of FAS 160 “Non-controlling Interests in Consolidated
Financial Statements, an amendment of ARB No.
51”.
|
5
TANGER
FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES
SUPPLEMENTAL
INFORMATION
(in
thousands, except per share, state and center information)
(Unaudited)
Three
Months Ended
|
||||||||||
March 31,
|
||||||||||
2009
|
2008
|
|||||||||
FUNDS
FROM OPERATIONS (a)
|
||||||||||
Net
income
|
$
|
36,468
|
$
|
7,398
|
||||||
Adjusted
for:
|
||||||||||
Depreciation
and amortization uniquely significant to
|
||||||||||
real
estate – wholly-owned
|
20,278
|
15,508
|
||||||||
Depreciation
and amortization uniquely significant to
|
||||||||||
real
estate – unconsolidated joint ventures
|
1,166
|
652
|
||||||||
Gain
on fair value measurement of previously held interest in
acquired
|
||||||||||
joint
venture
|
(31,497
|
)
|
---
|
|||||||
Funds
from operations (FFO)
|
26,415
|
23,558
|
||||||||
Preferred
share dividends
|
(1,406
|
)
|
(1,406
|
)
|
||||||
Allocation
to participating securities
|
(306
|
)
|
(246
|
)
|
||||||
Funds
from operations available to common shareholders
|
24,703
|
21,906
|
||||||||
Funds
from operations available to common shareholders per share –
diluted
|
$
|
.66
|
$
|
.59
|
||||||
WEIGHTED
AVERAGE SHARES
|
||||||||||
Basic
weighted average common shares
|
31,269
|
30,979
|
||||||||
Effect
of exchangeable notes
|
---
|
92
|
||||||||
Effect
of outstanding options
|
81
|
169
|
||||||||
Diluted
weighted average common shares
|
||||||||||
(for
earnings per share computations)
|
31,350
|
31,240
|
||||||||
Convertible
operating partnership units (b)
|
6,067
|
6,067
|
||||||||
Diluted
weighted average common share (for funds from operations
per
|
||||||||||
share
computations)
|
37,417
|
37,307
|
||||||||
OTHER
INFORMATION
|
||||||||||
Gross
leasable are open at end of period -
|
||||||||||
Wholly-owned
|
9,218
|
8,434
|
||||||||
Partially-owned - unconsolidated
|
950
|
667
|
||||||||
Outlet
centers in operations -
|
||||||||||
Wholly-owned
|
31
|
29
|
||||||||
Partially-owned - unconsolidated
|
2
|
2
|
||||||||
States
operated in at end of period (c)
|
21
|
21
|
||||||||
Occupancy
percentage at end of period (c) (d)
|
93.5%
|
95.2%
|
6
(a)
FFO is a non-GAAP financial measure. The most directly
comparable GAAP measure is net income (loss), to which it is
reconciled. We believe that for a clear understanding of our
operating results, FFO should be considered along with net income as
presented elsewhere in this report. FFO is presented because it
is a widely accepted financial indicator used by certain investors and
analysts to analyze and compare one equity REIT with another on the basis
of operating performance. FFO is generally defined as net
income (loss), computed in accordance with generally accepted accounting
principles, before extraordinary items and gains (losses) on sale or
disposal of depreciable operating properties, plus depreciation and
amortization uniquely significant to real estate and after adjustments for
unconsolidated partnerships and joint ventures. We caution that
the calculation of FFO may vary from entity to entity and as such the
presentation of FFO by us may not be comparable to other similarly titled
measures of other reporting companies. FFO does not represent
net income or cash flow from operations as defined by accounting
principles generally accepted in the United States of America and should
not be considered an alternative to net income as an indication of
operating performance or to cash flows from operations as a measure of
liquidity. FFO is not necessarily indicative of cash flows
available to fund dividends to shareholders and other cash
needs.
|
||||||||||||||||
(b)
The convertible operating partnership units (non-controlling interest in
operating partnership) are not dilutive on earnings per share computed in
accordance with generally accepted accounting
principles.
|
||||||||||||||||
(c)
Excludes Wisconsin Dells, Wisconsin property for the 2009 and 2008 periods
which is operated by us through 50% ownership joint
venture. Excludes Myrtle Beach, South Carolina Hwy 17 property
for the 2008 period during which period it was operated by us through
a 50% ownership joint venture. We acquired the remaining 50%
interest in January 2009. Excludes Deer Park, New York property
for the 2009 period which is operated by us through a 33.3% ownership
joint venture. The Deer Park property opened during October
2008.
|
||||||||||||||||
(d)
Excludes our wholly-owned, non-stabilized center in Washington,
Pennsylvania for the 2009 period.
|
7