Form: 8-K

Current report filing

May 5, 2021


Exhibit 99.2
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Tanger Factory Outlet Centers, Inc.
  
Supplemental Operating and Financial Data
March 31, 2021


Supplemental Operating and Financial Data for the
Quarter Ended 3/31/21

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Notice
  
  
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 year ended December 31, 2020.
 
This Supplemental Portfolio and Financial Data is not an offer to sell or a solicitation to buy any securities of the Company. Any offers to sell or solicitations to buy any securities of the Company shall be made only by means of a prospectus.

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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Table of Contents
Section
Portfolio Data:
Geographic Diversification
Property Summary - Occupancy at End of Each Period Shown
Portfolio Occupancy at the End of Each Period
Outlet Center Ranking
Top 25 Tenants Based on Percentage of Total Annualized Base Rent
Lease Expirations as of March 31, 2021
Capital Expenditures
Leasing Activity
 
Financial Data:
 
Consolidated Balance Sheets
Consolidated Statements of Operations
Components of Rental Revenues
Unconsolidated Joint Venture Information
Debt Outstanding Summary
Future Scheduled Principal Payments
Senior Unsecured Notes Financial Covenants
Enterprise Value, Net Debt, Liquidity, Debt Ratios and Credit Ratings
Non-GAAP and Supplemental Measures:
Non-GAAP Definitions
FFO and FAD Analysis
Portfolio NOI and Same Center NOI
Adjusted EBITDA and EBITDAre
Pro Rata Balance Sheet Information
Pro Rata Statement of Operations Information
Investor Information

3    
Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Geographic Diversification
As of March 31, 2021

Consolidated Properties
State # of Centers GLA % of GLA
South Carolina 1,605,795  14  %
New York 1,468,670  13  %
Georgia 1,121,579  10  %
Pennsylvania 999,416  %
Texas 823,557  %
Michigan 671,560  %
Alabama 554,649  %
Delaware 552,841  %
New Jersey 487,718  %
Tennessee 447,810  %
North Carolina 422,895  %
Arizona 410,753  %
Florida 351,721  %
Missouri 329,861  %
Mississippi 324,717  %
Louisiana 321,066  %
Connecticut 311,283  %
New Hampshire 250,139  %
Total Consolidated Properties 30  11,456,030  100  %
Unconsolidated Joint Venture Properties
# of Centers GLA Ownership %
Charlotte, NC 398,644  50.00  %
Ottawa, ON 357,217  50.00  %
Columbus, OH 355,245  50.00  %
Texas City, TX 352,705  50.00  %
National Harbor, MD 341,156  50.00  %
Cookstown, ON 307,883  50.00  %
Total Unconsolidated Joint Venture Properties 6  2,112,850 
Grand Total 36  13,568,880 


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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Property Summary - Occupancy at End of Each Period Shown
Location Total GLA
03/31/21
% Occupied
03/31/21
% Occupied
12/31/20
% Occupied
03/31/20
Deer Park, NY 739,112  92.9  % 88.9  % 97.9  %
Riverhead, NY 729,558  88.1  % 89.2  % 92.1  %
Foley, AL 554,649  87.1  % 88.9  % 88.1  %
Rehoboth Beach, DE 552,841  91.4  % 91.7  % 95.1  %
Atlantic City, NJ 487,718  79.4  % 79.5  % 78.8  %
San Marcos, TX 471,816  89.3  % 90.8  % 94.9  %
Sevierville, TN 447,810  97.1  % 98.8  % 99.4  %
Savannah, GA 429,089  97.7  % 96.9  % 95.6  %
Myrtle Beach Hwy 501, SC 426,523  96.6  % 97.6  % 96.1  %
Glendale, AZ (Westgate) 410,753  94.2  % 94.6  % 97.4  %
Myrtle Beach Hwy 17, SC 404,710  100.0  % 100.0  % 99.1  %
Charleston, SC 386,328  96.8  % 94.7  % 100.0  %
Lancaster, PA 375,857  99.1  % 98.3  % 90.9  %
Pittsburgh, PA 373,863  88.6  % 90.8  % 94.9  %
Commerce, GA 371,408  90.1  % 93.5  % 95.6  %
Grand Rapids, MI 357,122  85.6  % 87.3  % 90.3  %
Fort Worth, TX 351,741  98.1  % 97.8  % 99.2  %
Daytona Beach, FL 351,721  98.6  % 98.2  % 98.1  %
Branson, MO 329,861  98.5  % 98.5  % 99.1  %
Southaven, MS 324,717  95.6  % 97.7  % 98.8  %
Locust Grove, GA 321,082  94.7  % 96.1  % 95.3  %
Gonzales, LA 321,066  88.7  % 97.8  % 95.8  %
Mebane, NC 318,886  99.4  % 97.3  % 100.0  %
Howell, MI 314,438  74.2  % 76.5  % 87.8  %
Mashantucket, CT (Foxwoods) 311,283  76.2  % 80.7  % 93.3  %
Tilton, NH 250,139  78.8  % 84.4  % 92.6  %
Hershey, PA 249,696  97.6  % 95.0  % 99.4  %
Hilton Head II, SC 206,564  96.2  % 92.6  % 98.4  %
Hilton Head I, SC 181,670  94.6  % 94.6  % 97.5  %
Blowing Rock, NC 104,009  88.4  % 85.3  % 85.4  %
Jeffersonville, OH N/A N/A 77.6  % 83.5  %
Terrell, TX N/A N/A N/A 87.4  %
Total Consolidated 11,456,030  91.7  % 91.9  % 94.3  %
Charlotte, NC 398,644  97.9  % 97.9  % 97.2  %
Ottawa, ON 357,217  95.4  % 96.4  % 96.3  %
Columbus, OH 355,245  94.3  % 95.0  % 96.9  %
Texas City, TX (Galveston/Houston) 352,705  91.5  % 92.9  % 91.5  %
National Harbor, MD 341,156  100.0  % 98.8  % 95.8  %
Cookstown, ON 307,883  91.9  % 94.5  % 100.0  %
Saint-Sauveur, QC N/A N/A 86.9  % 91.7  %
Total Unconsolidated 2,112,850  95.3  % 95.6  % 96.0  %
Total 13,568,880  92.3  % 92.4  % 94.6  %

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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Portfolio Occupancy at the End of Each Period (1)
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(1) Excludes unconsolidated outlet centers. See table on page 4.



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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Outlet Center Ranking as of March 31, 2021 (1)
 Ranking (2)
 Period End
 Occupancy
  Sq Ft
(thousands)
% of
 Square Feet
% of
Portfolio
NOI (3)
Consolidated Centers
Centers 1 - 5 94  % 2,471  20  % 29  %
Centers 6 - 10 96  % 2,159  19  % 24  %
Centers 11 - 15 92  % 1,434  13  % 11  %
Centers 16 - 20 92  % 2,029  18  % 16  %
Centers 21 - 25 90  % 2,019  18  % 12  %
Centers 26 - 30 85  % 1,344  12  % %
 Ranking (2)
 Cumulative Period End
 Occupancy
  Cumulative Sq Ft
(thousands)
Cumulative % of
 Square Feet
Cumulative % of
Portfolio
NOI (3)
Consolidated Centers
Centers 1 - 5 94  % 2,471  20  % 29  %
Centers 1 - 10 95  % 4,630  39  % 53  %
Centers 1 - 15 94  % 6,064  52  % 64  %
Centers 1 - 20 93  % 8,093  70  % 80  %
Centers 1 - 25 93  % 10,112  88  % 92  %
Centers 1 - 30 92  % 11,456  100  % 100  %
Unconsolidated centers (4)
96  % 1,448  n/a n/a
Domestic centers (5)
92  % 12,904  n/a n/a
(1) Centers are ranked by sales per square foot for the trailing twelve months ended March 31, 2021 and sales per square foot include stores that have been occupied for a minimum of 12 months and are less than 20,000 square feet. Due to the portfolio-wide store closures experienced during the second quarter of 2020 as a result of COVID-19 mandates, sales per square foot is not separately presented herein.
(2) Outlet centers included in each ranking group above are as follows (in alphabetical order):
Centers 1 - 5: Deer Park, NY Glendale, AZ (Westgate) Locust Grove, GA Rehoboth Beach, DE Sevierville, TN
Centers 6 - 10: Branson, MO Lancaster, PA Mebane, NC Myrtle Beach Hwy 17, SC Riverhead, NY
Centers 11 - 15: Gonzales, LA Grand Rapids, MI Hershey, PA Hilton Head I, SC Southaven, MS
Centers 16 - 20: Atlantic City, NJ Charleston, SC Fort Worth, TX Pittsburgh, PA Savannah, GA
Centers 21 - 25: Commerce, GA Daytona Beach, FL Foley, AL Howell, MI Myrtle Beach Hwy 501, SC
Centers 26 - 30: Blowing Rock, NC Hilton Head II, SC Mashantucket, CT (Foxwoods) San Marcos, TX Tilton, NH
(3) Based on the Company’s forecast of 2021 Portfolio NOI (see non-GAAP definitions), excluding centers not yet stabilized (none). The Company’s forecast is based on management’s estimates as of March 31, 2021 and may be considered a forward-looking statement that is 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 real estate conditions. For a more detailed discussion of the factors that affect operating results, interested parties should review the Tanger Factory Outlet Centers, Inc. Annual Report on Form 10-K for the year ended December 31, 2020 and Quarterly Report on Form 10-Q for the three months ended March 31, 2021.
(4) Includes domestic outlet centers open 12 full calendar months (in alphabetical order):
Unconsolidated: Charlotte, NC Columbus, OH National Harbor, MD Texas City, TX (Galveston/Houston)  
(5) Includes consolidated portfolio and domestic unconsolidated joint ventures.
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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Top 25 Tenants Based on Percentage of Total Annualized Base Rent
As of March 31, 2021 (1)
Consolidated Unconsolidated
Tenant Brands # of
Stores
GLA % of
Total GLA
% of Total Annualized Base Rent (2)
# of
Stores
The Gap, Inc. Gap, Banana Republic, Janie & Jack, Old Navy 91  894,225  7.8  % 6.5  % 19 
PVH Corp. Tommy Hilfiger, Van Heusen, Calvin Klein 56  363,576  3.2  % 4.4  % 13 
Premium Apparel, LLC LOFT, Ann Taylor, Lane Bryant 56  342,620  3.0  % 3.6  %
Under Armour, Inc. Under Armour, Under Armour Kids 29  228,931  2.0  % 3.1  %
Tapestry, Inc. Coach, Kate Spade, Stuart Weitzman 46  219,313  1.9  % 3.1  % 11 
American Eagle Outfitters, Inc. American Eagle Outfitters, Aerie 39  268,350  2.3  % 3.0  %
Nike, Inc. Nike, Converse, Hurley 31  370,448  3.2  % 2.8  %
SPARC Group Aéropostale, Brooks Brothers, Forever 21, Lucky Brands, Nautica 61  361,884  3.1  % 2.7  %
Carter’s, Inc. Carters, OshKosh B Gosh 45  200,418  1.7  % 2.3  %
Adidas AG Adidas, Reebok 32  206,425  1.8  % 2.3  % 10 
Capri Holdings Limited Michael Kors, Michael Kors Men’s 27  134,989  1.2  % 2.3  %
L Brands, Inc. Bath & Body Works, Victoria's Secret, Pink by Victoria's Secret 36  169,488  1.5  % 2.3  %
Hanesbrands Inc. Hanesbrands, Maidenform, Champion 36  174,097  1.5  % 2.2  %
Columbia Sportswear Company Columbia Sportswear 20  160,605  1.4  % 2.1  %
Signet Jewelers Limited Kay Jewelers, Zales, Jared Vault 45  103,260  0.9  % 2.0  %
Skechers USA, Inc. Skechers 28  154,913  1.3  % 2.0  %
Chico’s, FAS Inc. Chicos, White House/Black Market, Soma Intimates 37  107,287  0.9  % 1.9  %
Ralph Lauren Corporation Polo Ralph Lauren, Polo Children, Polo Ralph Lauren Big & Tall, Club Monaco 32  350,331  3.1  % 1.9  %
V. F. Corporation The North Face, Vans, Timberland, Dickies, Work Authority 27  143,207  1.3  % 1.9  %
Express Inc. Express Factory 24  168,000  1.5  % 1.8  %
Rack Room Shoes, Inc. Rack Room Shoes 22  131,499  1.1  % 1.7  %
Caleres Inc. Famous Footwear, Naturalizer, Allen Edmonds 30  157,518  1.4  % 1.7  %
Luxottica Group S.p.A. Sunglass Hut, Oakley, Lenscrafters 52  76,178  0.7  % 1.7  % 10 
Levi Strauss & Co. Levi's 27  111,510  1.0  % 1.6  %
H & M Hennes & Mauritz LP. H&M 18  385,321  3.4  % 1.6  %
Total of Top 25 tenants 947  5,984,393  52.2  % 62.5  % 181 
(1)Excludes leases that have been entered into but which tenant has not yet taken possession, temporary leases and month-to-month leases. Includes all retail concepts of each tenant group for consolidated outlet centers; tenant groups are determined based on leasing relationships.
(2)Annualized base rent is defined as the minimum monthly payments due as of the end of the reporting period annualized, excluding periodic contractual fixed increases. Includes rents which are based on a percentage of sales in lieu of fixed contractual rents. In light of COVID-19 related closures and changes to rent arrangements that have not yet been in place for 12 months, rents based on a percentage of sales are annualized using pro rata sales for the number of days a store was open, adjusted for seasonal trends.

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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Lease Expirations as of March 31, 2021

Percentage of Total Gross Leasable Area (1)
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Percentage of Total Annualized Base Rent (1)
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(1) Excludes unconsolidated outlet centers. See table on page 5.

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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Capital Expenditures (in thousands)
Three months ended
March 31,
2021 2020
Value-enhancing:
New center developments and expansions $ 131  $ 843 
Other 198  — 
329  843 
Recurring capital expenditures:
Second generation tenant allowances 778  908 
Operational capital expenditures 2,436  2,976 
Renovations 23  2,170 
3,237  6,054 
Total additions to rental property-accrual basis 3,566  6,897 
Conversion from accrual to cash basis 3,791  3,654 
Total additions to rental property-cash basis $ 7,357  $ 10,551 

Leasing Activity
Re-tenant(1)
Trailing twelve months ended: # of Leases Square Feet
(in 000’s)
Average
Annual
Straight-line Rent (psf)
Average
Tenant
Allowance (psf)(2)
Average Initial Term
 (in years)
Net Average
Annual
Straight-line Rent (psf) (3)
3/31/2021 64  304  $ 31.56  $ 64.21  6.63  $ 21.88 
3/31/2020 118  504  $ 36.13  $ 47.70  7.75  $ 29.98 
Renewal(1)
Trailing twelve months ended: # of Leases Square Feet
(in 000’s)
Average
Annual
Straight-line Rent (psf)
Average
Tenant
Allowance (psf)(2)
Average Initial Term
 (in years)
Net Average
Annual
Straight-line Rent (psf) (3)
3/31/2021 216  1,129  $ 26.49  $ 0.69  3.30  $ 26.28 
3/31/2020 178  839  $ 33.32  $ 0.90  3.90  $ 33.09 
Total(1)
Trailing twelve months ended: # of Leases Square Feet
(in 000’s)
Average
Annual
Straight-line Rent (psf)
Average
Tenant
Allowance (psf)(2)
Average Initial Term
 (in years)
Net Average
Annual
Straight-line Rent (psf) (3)
3/31/2021 280  1,433  $ 27.57  $ 14.17  4.01  $ 24.04 
3/31/2020 296  1,343  $ 31.17  $ 18.46  5.34  $ 27.71 
(1)Represents change in rent (base rent and common area maintenance (“CAM”)) for all leases for new stores that opened or renewals that started during the respective trailing twelve month periods within the consolidated portfolio, except for license agreements, seasonal tenants, and month-to-month leases.
(2)Includes other landlord costs.
(3)Net average straight-line base rent is calculated by dividing the average tenant allowance costs per square foot by the average initial term and subtracting this calculated number from the average straight-line base rent per year amount. The average annual straight-line base rent disclosed in the table above includes all concessions, abatements and reimbursements of rent to tenants. The average tenant allowance disclosed in the table above includes other landlord costs.
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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Leasing Activity(1)
TTM ended TTM ended
All Lease Terms 3/31/2021 3/31/2020
Re-tenanted Space:
Number of leases 64  118 
Gross leasable area 304,065  503,584 
New initial rent per square foot $ 29.04  $ 32.76 
Prior expiring rent per square foot $ 33.55  $ 36.21 
Percent decrease (13.4) % (9.5) %
 
New straight-line rent per square foot $ 31.56  $ 36.13 
Prior straight-line rent per square foot $ 32.53  $ 35.50 
Percent increase (decrease) (3.0) % 1.8  %
 
Renewed Space:
Number of leases 216  178 
Gross leasable area 1,128,813  838,574 
New initial rent per square foot $ 25.94  $ 27.38 
Prior expiring rent per square foot $ 27.85  $ 28.66 
Percent decrease (6.8) % (4.5) %
 
New straight-line rent per square foot $ 26.49  $ 28.20 
Prior straight-line rent per square foot $ 27.23  $ 29.32 
Percent decrease (2.7) % (3.8) %
Total Re-tenanted and Renewed Space:
Number of leases 280  296 
Gross leasable area 1,432,878  1,342,158 
New initial rent per square foot $ 26.60  $ 29.40 
Prior expiring rent per square foot $ 29.06  $ 31.49 
Percent decrease (8.5) % (6.7) %
 
New straight-line rent per square foot $ 27.57  $ 31.17 
Prior straight-line rent per square foot $ 28.36  $ 31.64 
Percent decrease (2.8) % (1.5) %
(1)For consolidated properties owned as of the period-end date. Represents change in rent (base rent and CAM) for all leases for new stores that opened or renewals that started during the respective trailing twelve month periods, except for license agreements, seasonal tenants, and month-to-month leases.


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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Consolidated Balance Sheets (dollars in thousands)
  March 31, December 31,
  2021 2020
Assets    
   Rental property:    
   Land $ 265,714  $ 265,968 
   Buildings, improvements and fixtures 2,519,214  2,527,404 
  2,784,928  2,793,372 
   Accumulated depreciation (1,078,999) (1,054,993)
      Total rental property, net 1,705,929  1,738,379 
   Cash and cash equivalents 201,721  84,832 
   Investments in unconsolidated joint ventures 89,482  94,579 
   Deferred lease costs and other intangibles, net 81,807  84,960 
   Operating lease right-of-use assets 81,222  81,499 
   Prepaids and other assets 99,260  105,282 
         Total assets $ 2,259,421  $ 2,189,531 
     
Liabilities and Equity    
Liabilities    
   Debt:    
Senior, unsecured notes, net $ 1,141,074  $ 1,140,576 
Unsecured term loan, net 322,753  347,370 
Mortgages payable, net 78,933  79,940 
Unsecured lines of credit —  — 
Total debt
1,542,760  1,567,886 
Accounts payable and accrued expenses 68,084  88,253 
Operating lease liabilities 89,870  90,105 
Other liabilities 75,693  84,404 
         Total liabilities 1,776,407  1,830,648 
Commitments and contingencies
Equity    
Tanger Factory Outlet Centers, Inc.:    
Common shares, $0.01 par value, 300,000,000 shares authorized, 100,794,577 and 93,569,801 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively
1,008  936 
   Paid in capital 913,236  787,143 
   Accumulated distributions in excess of net income (432,895) (420,104)
   Accumulated other comprehensive loss (20,268) (26,585)
         Equity attributable to Tanger Factory Outlet Centers, Inc. 461,081  341,390 
Equity attributable to noncontrolling interests:
Noncontrolling interests in Operating Partnership 21,933  17,493 
Noncontrolling interests in other consolidated partnerships —  — 
         Total equity 483,014  358,883 
            Total liabilities and equity $ 2,259,421  $ 2,189,531 


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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Consolidated Statements of Operations (in thousands, except per share data)
Three months ended
March 31,
2021 2020
Revenues:
Rental revenues $ 97,467  $ 108,558 
Management, leasing and other services 1,372  1,443 
Other revenues 1,855  1,632 
Total revenues 100,694  111,633 
Expenses:
Property operating 35,311  38,627 
General and administrative 16,793  12,584 
Impairment charges —  45,675 
Depreciation and amortization 28,150  29,417 
Total expenses 80,254  126,303 
Other income (expense):
Interest expense (14,362) (15,196)
Other income (expense) (1)
(3,505) 220 
Total other income (expense) (17,867) (14,976)
Income (loss) before equity in earnings of unconsolidated joint ventures 2,573  (29,646)
Equity in earnings of unconsolidated joint ventures 1,769  1,527 
Net income (loss) 4,342  (28,119)
Noncontrolling interests in Operating Partnership (209) 1,427 
Noncontrolling interests in other consolidated partnerships —  (190)
Net income (loss) attributable to Tanger Factory Outlet Centers, Inc. 4,133  (26,882)
Allocation of earnings to participating securities (207) (516)
Net income (loss) available to common shareholders of
Tanger Factory Outlet Centers, Inc.
$ 3,926  $ (27,398)
Basic earnings per common share:
Net income (loss) $ 0.04  $ (0.30)
Diluted earnings per common share:
Net income (loss) $ 0.04  $ (0.30)
(1)The three months ended March 31, 2021 includes a $3.6 million charge related to the foreign currency effect of the sale of the Saint-Sauveur, Quebec property by the RioCan joint venture in March 2021.
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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Components of Rental Revenues (in thousands)

As a lessor, substantially all of our revenues are earned from arrangements that are within the scope of Accounting Standards Codification Topic 842 “Leases” (“ASC 842”). We utilized the practical expedient in ASU 2018-11 to account for lease and non-lease components as a single component which resulted in all of our revenues associated with leases being recorded as rental revenues on the consolidated statements of operations.

The table below provides details of the components included in rental revenues:
Three months ended
March 31,
2021 2020
Rental revenues:
Base rentals
$ 66,675  $ 72,571 
Percentage rentals 1,991  1,674 
Tenant expense reimbursements 28,994  33,379 
Lease termination fees 673  164 
Market rent adjustments 305  (269)
Straight-line rent adjustments (1,043) 1,873 
Uncollectible tenant revenues (128) (834)
Rental revenues $ 97,467  $ 108,558 





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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Unconsolidated Joint Venture Information

The following table details certain information as of March 31, 2021, except for Net Operating Income (“NOI”) which is for the three months ended March 31, 2021, about various unconsolidated real estate joint ventures in which we have an ownership interest
(dollars in millions):
Joint Venture Center Location Tanger’s Ownership % Square Feet Tanger’s Share of Total Assets Tanger’s Share of NOI
Tanger’s Share of Net Debt (1)
Charlotte Charlotte, NC 50.0  % 398,644  $ 39.3  $ 1.5  $ 49.8 
Columbus Columbus, OH 50.0  % 355,245  38.0  1.2  35.4 
Galveston/Houston Texas City, TX 50.0  % 352,705  20.2  0.9  32.1 
National Harbor National Harbor, MD 50.0  % 341,156  38.2  1.1  47.3 
RioCan Canada (2)
Various 50.0  % 665,100  87.6  1.6  — 
Total 2,112,850  $ 223.3  $ 6.3  $ 164.6 
(1)Net of debt origination costs and premiums.
(2)Includes a 307,883 square foot outlet center in Cookstown, Ontario; and a 357,217 square foot outlet center in Ottawa, Ontario. Tanger’s share of NOI includes $336,000 for the Saint-Sauveur, Quebec outlet center, which was sold in March 2021.




15    
Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Debt Outstanding Summary
As of March 31, 2021
(dollars in thousands)
  Total Debt Outstanding Our Share of Debt Stated
Interest Rate
End of Period Effective Interest Rate(1)
Maturity
Date (2)
Weighted Average Years to Maturity (2)
Consolidated Debt:
Unsecured debt:      
Unsecured lines of credit(3)
$ —  $ — 
LIBOR(4) + 1.0%(6)
1.3  % 10/28/2022 1.6 
2023 Senior unsecured notes 250,000  250,000  3.875% 4.1  % 12/1/2023 2.7 
2024 Senior unsecured notes 250,000  250,000  3.75  % 3.8  % 12/1/2024 3.7 
2026 Senior unsecured notes 350,000  350,000  3.125  % 3.2  % 9/1/2026 5.4 
2027 Senior unsecured notes 300,000  300,000  3.875  % 3.9  % 7/15/2027 6.3 
Unsecured term loan 325,000  325,000 
LIBOR(4) + 1.0%(6)
1.5  % 4/22/2024 3.1 
Net debt discounts and debt origination costs (11,173) (11,173)    
Total net unsecured debt 1,463,827  1,463,827    3.3  %   4.3 
Secured mortgage debt:
Atlantic City, NJ 26,420  26,420  5.14% - 7.65% 5.1  % 11/15/2021 - 12/8/2026 4.2 
Southaven, MS 51,400  51,400  LIBOR + 1.80% 1.9  % 4/29/2023 2.1 
Debt premium and debt origination costs 1,113  1,113 
Total net secured mortgage debt 78,933  78,933  3.0  % 2.8 
Total consolidated debt 1,542,760  1,542,760  3.3  % 4.2 
Unconsolidated JV debt:      
Charlotte 100,000  50,000  4.27  % 4.3  % 7/1/2028 7.3 
Columbus 71,000  35,500  LIBOR + 1.85% 2.0  % 11/28/2022 1.7 
Galveston/Houston (5)
64,500  32,250  LIBOR + 1.85% 2.0  % 7/1/2023 2.3 
National Harbor 95,000  47,500  4.63  % 4.6  % 1/5/2030 8.8 
Debt origination costs (1,251) (625)
Total unconsolidated JV net debt 329,249  164,625    3.4  %   5.5 
Total $ 1,872,009  $ 1,707,385  3.3  % 4.5 
(1)The effective interest rate includes the impact of discounts and premiums and interest rate swap agreements, as applicable. See page 20 for additional details.
(2)Includes applicable extensions available at our option.
(3)The Company has unsecured lines of credit that provide for borrowings of up to $600.0 million. The unsecured lines of credit include a $20.0 million liquidity line and a $580.0 million syndicated line. A 20 basis point facility fee is due annually on the entire committed amount of each facility. The syndicated line may be increased up to $1.2 billion through an accordion feature in certain circumstances.
(4)If LIBOR is less than 0.25% per annum, the rate will be deemed to be 0.25% for the portions of the lines of credit and bank term loan that are not fixed with an interest rate swap.
(5)In February 2021, the Galveston/Houston joint venture amended the mortgage loan to extend the maturity to July 2023, which required a reduction in principal balance from $80.0 million to $64.5 million. The amendment also increased the interest rate from LIBOR + 1.65% to LIBOR + 1.85%.
(6)On April 14, 2021, Moody’s lowered the company’s credit rating to Baa3, stable.As the company no longer has a split rating between the rating agencies, the pricing over LIBOR for the lines of credit and term loan will increase to 1.20% and 1.25%, respectively, effective May 1, 2021.




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Quarter Ended 3/31/2021
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Summary of Our Share of Fixed and Variable Rate Debt
As of March 31, 2021
(dollars in thousands)
  Total Debt %   Our Share of Debt End of Period Effective Interest Rate
Average Years to Maturity (1)
   
Consolidated:
Fixed (2)
95  % $ 1,466,374  3.4  % 4.3 
Variable % 76,386  1.7  % 2.4 
100  % 1,542,760  3.3  % 4.2 
Unconsolidated Joint ventures:
Fixed 59  % $ 97,054  4.4  % 8.0 
Variable 41  % 67,571  2.0  % 1.9 
100  % 164,625  3.4  % 5.5 
Total:
Fixed 92  % $ 1,563,428  3.5  % 4.8 
Variable % 143,957  1.9  % 2.1 
Total share of debt 100  % $ 1,707,385  3.3  % 4.5 
(1)Includes applicable extensions available at our option.
(2)The effective interest rate includes interest rate swap agreements that fix the base LIBOR rate at a weighted average of 0.5% on notional amounts aggregating $300.0 million as follows:
Effective Date Maturity Date Notional Amount Bank Pay Rate Company Fixed Pay Rate
Interest rate swaps:
July 1, 2019 February 1, 2024 25,000  1 month LIBOR 1.75  %
January 1, 2021 February 1, 2024 150,000  1 month LIBOR 0.60  %
January 1, 2021 February 1, 2024 100,000  1 month LIBOR 0.22  %
March 1, 2021 February 1, 2024 25,000  1 month LIBOR 0.24  %
Total $ 300,000 






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Quarter Ended 3/31/2021
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Future Scheduled Principal Payments (dollars in thousands)(1)
As of March 31, 2021
Year Tanger
Consolidated
Payments
Tanger’s Share
of Unconsolidated
JV Payments
Total
Scheduled
Payments
2021 $ 4,870  $ —  $ 4,870 
2022 4,436  35,500  39,936 
2023 306,168  33,281  339,449 
2024 580,140  1,636  581,776 
2025 1,501  1,710  3,211 
2026 355,705  1,788  357,493 
2027 300,000  1,869  301,869 
2028 —  46,944  46,944 
2029 —  984  984 
2030 —  41,538  41,538 
2031 & thereafter —  —  — 
  $ 1,552,820  $ 165,250  $ 1,718,070 
Net debt discounts and debt origination costs (10,060) (625) (10,685)
  $ 1,542,760  $ 164,625  $ 1,707,385 
(1)Includes applicable extensions available at our option.


Senior Unsecured Notes Financial Covenants (1)
As of March 31, 2021
  Required Actual Compliance
Total Consolidated Debt to Adjusted Total Assets <60% 45  % Yes
Total Secured Debt to Adjusted Total Assets <40% % Yes
Total Unencumbered Assets to Unsecured Debt >150% 212  % Yes
Consolidated Income Available for Debt Service to Annual Debt Service Charge >1.5 3.7  Yes
(1)For a complete listing of all debt covenants related to the Company’s Senior Unsecured Notes, as well as definitions of the above terms, please refer to the Company’s filings with the Securities and Exchange Commission.


Unsecured Lines of Credit & Term Loan Financial Covenants (1)
As of March 31, 2021
  Required Actual Compliance
Total Liabilities to Total Adjusted Asset Value (2)
<65% 37  % Yes
Secured Indebtedness to Adjusted Unencumbered Asset Value <35% % Yes
EBITDA to Fixed Charges >1.5 3.3  Yes
Total Unsecured Indebtedness to Adjusted Unencumbered Asset Value (2)
<65% 33  % Yes
Unencumbered Interest Coverage Ratio >1.5 3.7  Yes
(1)For a complete listing of all debt covenants related to the Company’s Unsecured Lines of Credit & Term Loan, as well as definitions of the above terms, please refer to the Company’s filings with the Securities and Exchange Commission.
(2)Leverage ratios are based on a trailing six-month period annualized at March 31, 2021.

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Quarter Ended 3/31/2021
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Enterprise Value, Net Debt, Liquidity, Debt Ratios and Credit Ratings (in thousands, except per share data)
  March 31, December 31,
  2021 2020
Enterprise Value:
Market value:
Common shares outstanding 100,795  93,570 
Exchangeable operating partnership units 4,795  4,795 
Total shares (1)
105,589  98,364 
Common share price $ 15.13  $ 9.96 
Total market value (1)
$ 1,597,565  $ 979,710 
Debt:
Senior, unsecured notes $ 1,150,000  $ 1,150,000 
Unsecured term loans 325,000  350,000 
Mortgages payable 77,820  78,743 
Unsecured lines of credit —  — 
Total principal debt 1,552,820  1,578,743 
Less: Net debt discounts (2,727) (2,851)
Less: Debt origination costs (7,333) (8,006)
Total debt 1,542,760  1,567,886 
Total enterprise value $ 3,140,325  $ 2,547,596 
Net Debt:
Total debt $ 1,542,760  $ 1,567,886 
Less: Cash and cash equivalents (201,721) (84,832)
Net debt $ 1,341,039  $ 1,483,054 
Liquidity:
Cash and cash equivalents $ 201,721  $ 84,832 
Unused capacity under unsecured lines of credit 600,000  600,000 
Total liquidity $ 801,721  $ 684,832 
Ratios (2):
Net debt to Adjusted EBITDA (3)
6.7  x 7.1  x
Interest coverage (Adjusted EBITDA / interest expense) (3)
3.2  x 3.3  x
(1)Amounts may not recalculate due to the effect of rounding.
(2)Ratios are presented for the trailing twelve-month period.
(3)Adjusted EBITDA is a non-GAAP measure. Refer to page 27 for a reconciliation of net income to Adjusted EBITDA.
Credit Ratings:
Agency Rating Outlook Latest Action
Moody’s Investors Services Baa3 Stable April 14, 2021
Standard & Poor’s Ratings Services BBB- Stable February 19, 2021

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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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NON-GAAP SUPPLEMENTAL MEASURES

Funds From Operations

Funds From Operations (“FFO”) is a widely used measure of the operating performance for real estate companies that supplements net income (loss) determined in accordance with generally accepted accounting principles in the United States (“GAAP”). We determine FFO based on the definition set forth by the National Association of Real Estate Investment Trusts (“NAREIT”), of which we are a member. In December 2018, NAREIT issued “NAREIT Funds From Operations White Paper - 2018 Restatement” which clarifies, where necessary, existing guidance and consolidates alerts and policy bulletins into a single document for ease of use. NAREIT defines FFO as net income (loss) available to the Company’s common shareholders computed in accordance with GAAP, excluding (i) depreciation and amortization related to real estate, (ii) gains or losses from sales of certain real estate assets, (iii) gains and losses from change in control, (iv) impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity and (v) after adjustments for unconsolidated partnerships and joint ventures calculated to reflect FFO on the same basis.

FFO is intended to exclude historical cost depreciation of real estate as required by GAAP which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO excludes depreciation and amortization of real estate assets, gains and losses from property dispositions and extraordinary items, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, development activities and interest costs, providing perspective not immediately apparent from net income (loss).

We present FFO because we consider it an important supplemental measure of our operating performance. In addition, a portion of cash bonus compensation to certain members of management is based on our FFO or Core FFO, which is described in the section below. We believe it is useful for investors to have enhanced transparency into how we evaluate our performance and that of our management. In addition, FFO is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, many of which present FFO when reporting their results. FFO is also widely used by us and others in our industry to evaluate and price potential acquisition candidates. We believe that FFO payout ratio, which represents regular distributions to common shareholders and unit holders of the Operating Partnership expressed as a percentage of FFO, is useful to investors because it facilitates the comparison of dividend coverage between REITs. NAREIT has encouraged its member companies to report their FFO as a supplemental, industry-wide standard measure of REIT operating performance.

FFO has significant limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

FFO does not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments;

FFO does not reflect changes in, or cash requirements for, our working capital needs;

Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and FFO does not reflect any cash requirements for such replacements; and

Other companies in our industry may calculate FFO differently than we do, limiting its usefulness as a comparative measure.

Because of these limitations, FFO should not be considered as a measure of discretionary cash available to us to invest in the growth of our business or our dividend paying capacity. We compensate for these limitations by relying primarily on our GAAP results and using FFO only as a supplemental measure.

Core FFO

If applicable, we present Core FFO (formerly referred to as AFFO) as a supplemental measure of our performance. We define Core FFO as FFO further adjusted to eliminate the impact of certain items that we do not consider indicative of our ongoing operating performance. These further adjustments are itemized in the table below, if applicable. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. In evaluating Core FFO you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Core FFO should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

We present Core FFO because we believe it assists investors and analysts in comparing our performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. In addition, we believe it is useful for investors to have enhanced transparency into how we evaluate management’s performance and the effectiveness of our business strategies. We use Core FFO when certain material, unplanned transactions occur as a factor in evaluating management’s performance and to evaluate the effectiveness of our business strategies, and may use Core FFO when determining incentive compensation.

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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Core FFO has limitations as an analytical tool. Some of these limitations are:

Core FFO does not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments;

Core FFO does not reflect changes in, or cash requirements for, our working capital needs;

Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Core FFO does not reflect any cash requirements for such replacements;

Core FFO does not reflect the impact of certain cash charges resulting from matters we consider not to be indicative of our ongoing operations; and

Other companies in our industry may calculate Core FFO differently than we do, limiting its usefulness as a comparative measure.

Because of these limitations, Core FFO should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP. We compensate for these limitations by relying primarily on our GAAP results and using Core FFO only as a supplemental measure.

Funds Available for Distribution

Funds Available for Distribution (“FAD”) is a non-GAAP financial measure that we define as FFO, excluding corporate depreciation, amortization of finance costs, amortization of net debt discount (premium), amortization of equity-based compensation, straight-line rent amounts, market rent amounts, second generation tenant allowances and lease incentives, recurring capital improvement expenditures, and our share of the items listed above for our unconsolidated joint ventures. Investors, analysts and the Company utilize FAD as an indicator of common dividend potential. The FAD payout ratio, which represents regular distributions to common shareholders and unit holders of the Operating Partnership expressed as a percentage of FAD, facilitates the comparison of dividend coverage between REITs.

We believe that net income (loss) is the most directly comparable GAAP financial measure to FAD. FAD does not represent cash generated from operating activities in accordance with GAAP and should not be considered as an alternative to net income (loss) as an indication of our performance or to cash flows as a measure of liquidity or our ability to make distributions. Other companies in our industry may calculate FAD differently than we do, limiting its usefulness as a comparative measure.

Portfolio Net Operating Income and Same Center Net Operating Income

We present portfolio net operating income (“Portfolio NOI”) and same center net operating income (“Same Center NOI”) as supplemental measures of our operating performance. Portfolio NOI represents our property level net operating income which is defined as total operating revenues less property operating expenses and excludes termination fees and non-cash adjustments including straight-line rent, net above and below market rent amortization, impairment charges and gains or losses on the sale of assets recognized during the periods presented. We define Same Center NOI as Portfolio NOI for the properties that were operational for the entire portion of both comparable reporting periods and which were not acquired, or subject to a material expansion or non-recurring event, such as a natural disaster, during the comparable reporting periods.

We believe Portfolio NOI and Same Center NOI are non-GAAP metrics used by industry analysts, investors and management to measure the operating performance of our properties because they provide performance measures directly related to the revenues and expenses involved in owning and operating real estate assets and provide a perspective not immediately apparent from net income (loss), FFO or Core FFO. Because Same Center NOI excludes properties developed, redeveloped, acquired and sold; as well as non-cash adjustments, gains or losses on the sale of outparcels and termination rents; it highlights operating trends such as occupancy levels, rental rates and operating costs on properties that were operational for both comparable periods. Other REITs may use different methodologies for calculating Portfolio NOI and Same Center NOI, and accordingly, our Portfolio NOI and Same Center NOI may not be comparable to other REITs.

Portfolio NOI and Same Center NOI should not be considered alternatives to net income (loss) or as an indicator of our financial performance since they do not reflect the entire operations of our portfolio, nor do they reflect the impact of general and administrative expenses, acquisition-related expenses, interest expense, depreciation and amortization costs, other non-property income and losses, the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties, or trends in development and construction activities which are significant economic costs and activities that could materially impact our results from operations. Because of these limitations, Portfolio NOI and Same Center NOI should not be viewed in isolation or as a substitute for performance measures calculated in accordance with GAAP. We compensate for these limitations by relying primarily on our GAAP results and using Portfolio NOI and Same Center NOI only as supplemental measures.








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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Adjusted EBITDA, EBITDAre and Adjusted EBITDAre

We present Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) as adjusted for items described below (“Adjusted EBITDA”), EBITDA for Real Estate (“EBITDAre”) and Adjusted EBITDAre, all non-GAAP measures, as supplemental measures of our operating performance. Each of these measures is defined as follows:
We define Adjusted EBITDA as net income (loss) available to the Company’s common shareholders computed in accordance with GAAP before interest expense, income taxes (if applicable), depreciation and amortization, gains and losses on sale of operating properties, joint venture properties, outparcels and other assets, gains and losses on change of control, impairment write-downs of depreciated property and of investment in unconsolidated joint ventures caused by a decrease in value of depreciated property in the affiliate, compensation related to voluntary retirement plan and other executive severance, gains and losses on extinguishment of debt, net and other items that we do not consider indicative of the Company's ongoing operating performance.
We determine EBITDAre based on the definition set forth by NAREIT, which is defined as net income (loss) available to the Company’s common shareholders computed in accordance with GAAP before interest expense, income taxes (if applicable), depreciation and amortization, gains and losses on sale of operating properties, gains and losses on change of control and impairment write-downs of depreciated property and of investment in unconsolidated joint ventures caused by a decrease in value of depreciated property in the affiliate and after adjustments to reflect our share of the EBITDAre of unconsolidated joint ventures.
Adjusted EBITDAre is defined as EBITDAre excluding gains and losses on extinguishment of debt, net, compensation related to voluntary retirement plan and other executive severance, gains and losses on sale of outparcels, and other items that that we do not consider indicative of the Company's ongoing operating performance.
We present Adjusted EBITDA, EBITDAre and Adjusted EBITDAre as we believe they are useful for investors, creditors and rating agencies as they provide additional performance measures that are independent of a Company’s existing capital structure to facilitate the evaluation and comparison of the Company’s operating performance to other REITs and provide a more consistent metric for comparing the operating performance of the Company’s real estate between periods.
Adjusted EBITDA, EBITDAre and Adjusted EBITDAre have significant limitations as analytical tools, including:
They do not reflect our interest expense;

They do not reflect gains or losses on sales of operating properties or impairment write-downs of depreciated property and of investment in unconsolidated joint ventures caused by a decrease in value of depreciated property in the affiliate;

Adjusted EBITDA and Adjusted EBITDAre do not reflect gains and losses on extinguishment of debt and other items that may affect operations; and

Other companies in our industry may calculate these measures differently than we do, limiting its usefulness as a comparative measure.

Because of these limitations, Adjusted EBITDA, EBITDAre and Adjusted EBITDAre should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP. We compensate for these limitations by relying primarily on our GAAP results and using Adjusted EBITDA, EBITDAre and Adjusted EBITDAre only as supplemental measures.

Non-GAAP Pro Rata Balance Sheet and Income Statement Information

The pro rata balance sheet and pro rata income statement information is not, and is not intended to be, a presentation in accordance with GAAP. The pro rata balance sheet and pro rata income statement information reflect our proportionate economic ownership of each asset in our portfolio that we do not wholly own. These assets may be found in the table earlier in this report entitled, “Unconsolidated Joint Venture Information.” The amounts in the column labeled “Pro Rata Portion Unconsolidated Joint Ventures” were derived on a property-by-property basis by applying to each financial statement line item the ownership percentage interest used to arrive at our share of net income or loss during the period when applying the equity method of accounting. A similar calculation was performed for the amounts in the column labeled “Pro Rata Portion Noncontrolling interests.”

We do not control the unconsolidated joint ventures and the presentations of the assets and liabilities and revenues and expenses do not represent our legal claim to such items. The operating agreements of the unconsolidated joint ventures generally provide that partners may receive cash distributions (1) quarterly, to the extent there is available cash from operations, (2) upon a capital event, such as a refinancing or sale or (3) upon liquidation of the venture. The amount of cash each partner receives is based upon specific provisions of each operating agreement and vary depending on factors including the amount of capital contributed by each partner and whether any contributions are entitled to priority distributions. Upon liquidation of the joint venture and after all liabilities, priority distributions and initial equity contributions have been repaid, the partners generally would be entitled to any residual cash remaining based on the legal ownership percentage shown in the table found earlier in this report entitled “Unconsolidated Joint Venture Information”.


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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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We provide pro rata balance sheet and income statement information because we believe it assists investors and analysts in estimating our economic interest in our unconsolidated joint ventures when read in conjunction with the Company’s reported results under GAAP. The presentation of pro rata financial information has limitations as an analytical tool. Some of these limitations include:

The amounts shown on the individual line items were derived by applying our overall economic ownership interest percentage determined when applying the equity method of accounting and do not necessarily represent our legal claim to the assets and liabilities, or the revenues and expenses; and
Other companies in our industry may calculate their pro rata interest differently than we do, limiting the usefulness as a comparative measure.

Because of these limitations, the pro rata balance sheet and income statement information should not be considered in isolation or as a substitute for our financial statements as reported under GAAP. We compensate for these limitations by relying primarily on our GAAP results and using the pro rata balance sheet and income statement information only supplementally.


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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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104dReconciliation of Net Income (Loss) to FFO and Core FFO (dollars and shares in thousands)
  Three months ended
  March 31,
  2021 2020
Net income (loss) $ 4,342  $ (28,119)
Adjusted for:
Depreciation and amortization of real estate assets - consolidated 27,554  28,801 
Depreciation and amortization of real estate assets - unconsolidated joint ventures 2,996  3,018 
Impairment charges - consolidated
—  45,675 
Loss on sale of joint venture property, including foreign currency effect (1)
3,704  — 
FFO 38,596  49,375 
FFO attributable to noncontrolling interests in other consolidated partnerships —  (190)
Allocation of earnings to participating securities (392) (516)
FFO available to common shareholders (2)
$ 38,204  $ 48,669 
As further adjusted for:
Compensation related to voluntary retirement plan and other executive severance (3)
2,418  — 
Impact of above adjustment to the allocation of earnings to participating securities (22) — 
Core FFO available to common shareholders (2)
$ 40,600  $ 48,669 
FFO available to common shareholders per share - diluted (2)
$ 0.38  $ 0.50 
Core FFO available to common shareholders per share - diluted (2)
$ 0.40  $ 0.50 
 
Weighted Average Shares:
Basic weighted average common shares 94,812  92,500 
Effect of notional units 288  — 
Effect of outstanding options 717  — 
Diluted weighted average common shares (for earnings per share computations) 95,817  92,500 
Exchangeable operating partnership units 4,794  4,911 
Diluted weighted average common shares (for FFO per share computations) (2)
100,611  97,411 
(1)Includes a $3.6 million charge related to the foreign currency effect of the sale of the Saint-Sauveur, Quebec property by the RioCan joint venture in March 2021.
(2)Assumes the Class A common limited partnership units of the Operating Partnership held by the noncontrolling interests are exchanged for common shares of the Company. Each Class A common limited partnership unit is exchangeable for one of the Company’s common shares, subject to certain limitations to preserve the Company’s REIT status.
(3)Includes compensation cost related to a voluntary retirement plan offer that required eligible participants to give notice of acceptance by December 1, 2020 for an effective retirement date of March 31, 2021.



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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Reconciliation of FFO to FAD (dollars and shares in thousands)
  Three months ended
  March 31,
  2021 2020
FFO available to common shareholders $ 38,204  $ 48,669 
Adjusted for:
Corporate depreciation excluded above 596  616 
Amortization of finance costs 1,173  757 
Amortization of net debt discount 127  118 
Amortization of equity-based compensation 3,845  3,789 
Straight-line rent adjustments 1,043  (1,872)
Market rent adjustments (213) 362 
Second generation tenant allowances and lease incentives (778) (5,729)
Capital improvements (956) (5,146)
Adjustments from unconsolidated joint ventures (543) (32)
FAD available to common shareholders (1)
$ 42,498  $ 41,532 
Dividends per share $ 0.1775  $ 0.3550 
FFO payout ratio 47  % 71  %
FAD payout ratio 42  % 83  %
Diluted weighted average common shares (1)
100,611  97,411 
(1)Assumes the Class A common limited partnership units of the Operating Partnership held by the noncontrolling interests are exchanged for common shares of the Company. Each Class A common limited partnership unit is exchangeable for one of the Company’s common shares, subject to certain limitations to preserve the Company’s REIT status.
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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Reconciliation of Net Income (Loss) to Portfolio NOI and Same Center NOI for the consolidated portfolio (in thousands)
Three months ended
March 31,
2021 2020
Net income (loss) $ 4,342  $ (28,119)
Adjusted to exclude:
Equity in earnings of unconsolidated joint ventures (1,769) (1,527)
Interest expense 14,362  15,196 
Other (income) expense 3,505  (220)
Impairment charges —  45,675 
Depreciation and amortization 28,150  29,417 
Other non-property (income) expenses (400) 139 
Corporate general and administrative expenses 16,770  12,579 
Non-cash adjustments (1)
844  (1,502)
Lease termination fees (673) (164)
Portfolio NOI 65,131  71,474 
Non-same center NOI (2)
(83) (741)
Same Center NOI $ 65,048  $ 70,733 
(1)Non-cash items include straight-line rent, above and below market rent amortization, straight-line rent expense on land leases and gains or losses on outparcel sales, as applicable.
(2)Excluded from Same Center NOI:
Outlet centers sold:
Terrell August 2020
Jeffersonville January 2021


Same Center NOI for the consolidated portfolio (in thousands)
Three months ended
March 31, %
2021 2020 Change
Same Center Revenues:
Rental revenues $ 96,889  $ 104,297  -7.1  %
Other revenues 2,019  1,759  14.8  %
Total same center revenues 98,908  106,056  -6.7  %
Same Center Expenses:
Property operating 33,821  35,317  -4.2  %
General and administrative 39  550.0  %
Total same center expenses 33,860  35,323  -4.1  %
Same Center NOI $ 65,048  $ 70,733  -8.0  %




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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Reconciliation of Net Income (Loss) to Adjusted EBITDA (in thousands)
Three months ended
March 31,
2021 2020
Net income (loss) $ 4,342  $ (28,119)
Adjusted to exclude:
Interest expense 14,362  15,196 
Depreciation and amortization 28,150  29,417 
Impairment charges - consolidated —  45,675 
Loss on sale of joint venture property, including foreign currency effect (1)
3,704  — 
Compensation related to voluntary retirement plan and other executive severance (2)
2,418  — 
Adjusted EBITDA $ 52,976  $ 62,169 

Twelve months ended
March 31, December 31,
2021 2020
Net loss $ (5,552) $ (38,013)
Adjusted to exclude:
Interest expense 62,308  63,142 
Depreciation and amortization 115,876  117,143 
Impairment charges - consolidated (3)
21,551  67,226 
Impairment charge - unconsolidated joint ventures 3,091  3,091 
Loss on sale of joint venture property, including foreign currency effect (1)
3,704  — 
Gain on sale of assets (2,324) (2,324)
Compensation related to voluntary retirement plan and other executive severance (2)
2,991  573 
Gain on sale of outparcel - unconsolidated joint ventures (992) (992)
Adjusted EBITDA $ 200,653  $ 209,846 

(1)Includes a $3.6 million charge related to the foreign currency effect of the sale of the Saint-Sauveur, Quebec property by the RioCan joint venture in March 2021.
(2)Includes compensation cost related to a voluntary retirement plan offer that required eligible participants to give notice of acceptance by December 1, 2020 for an effective retirement date of March 31, 2021.
(3)Includes $1.4 million and $4.0 million for the twelve months ended March 31, 2021 and December 31, 2020, respectively, of impairment loss attributable to the right-of-use asset associated with the ground lease at the Mashantucket (Foxwoods), Connecticut outlet center.


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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Reconciliation of Net Income (Loss) to EBITDAre and Adjusted EBITDAre (in thousands)
Three months ended
March 31,
2021 2020
Net income (loss) $ 4,342  $ (28,119)
Adjusted to exclude:
Interest expense 14,362  15,196 
Depreciation and amortization 28,150  29,417 
Impairment charges - consolidated
—  45,675 
Loss on sale of joint venture property, including foreign currency effect (1)
3,704  — 
Pro-rata share of interest expense - unconsolidated joint ventures 1,472  1,867 
Pro-rata share of depreciation and amortization - unconsolidated joint ventures
2,996  3,018 
EBITDAre $ 55,026  $ 67,054 
Compensation related to voluntary retirement plan and other executive severance (2)
2,418  — 
Adjusted EBITDAre $ 57,444  $ 67,054 

Twelve months ended
March 31, December 31,
2021 2020
Net loss $ (5,552) $ (38,013)
Adjusted to exclude:
Interest expense 62,308  63,142 
Depreciation and amortization 115,876  117,143 
Impairment charges - consolidated (3)
21,551  67,226 
Impairment charge - unconsolidated joint ventures 3,091  3,091 
Loss on sale of joint venture property, including foreign currency effect (1)
3,704  — 
Gain on sale of assets (2,324) (2,324)
Pro-rata share of interest expense - unconsolidated joint ventures 6,150  6,545 
Pro-rata share of depreciation and amortization - unconsolidated joint ventures 12,002  12,024 
EBITDAre $ 216,806  $ 228,834 
Compensation related to voluntary retirement plan and other executive severance (2)
2,991  573 
Gain on sale of outparcel - unconsolidated joint ventures (992) (992)
Adjusted EBITDAre $ 218,805  $ 228,415 
(1)Includes a $3.6 million charge related to the foreign currency effect of the sale of the Saint-Sauveur, Quebec property by the RioCan joint venture in March 2021.
(2)Includes compensation cost related to a voluntary retirement plan offer that required eligible participants to give notice of acceptance by December 1, 2020 for an effective retirement date of March 31, 2021.
(3)Includes $1.4 million and $4.0 million for the twelve months ended March 31, 2021 and December 31, 2020, respectively, of impairment loss attributable to the right-of-use asset associated with the ground lease at the Mashantucket (Foxwoods), Connecticut outlet center.
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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Non-GAAP Pro Rata Balance Sheet Information as of March 31, 2021 (in thousands)

Non-GAAP
 
Pro Rata Portion Unconsolidated Joint Ventures (1)
Assets  
Rental property:
Land $ 41,743 
Buildings, improvements and fixtures 233,658 
Construction in progress 1,530 
276,931 
Accumulated depreciation (75,570)
Total rental property, net 201,361 
Cash and cash equivalents 10,229 
Deferred lease costs and other intangibles, net 2,238 
Prepaids and other assets 9,489 
Total assets $ 223,317 
Liabilities and Owners’ Equity
Liabilities
Mortgages payable, net $ 164,625 
Accounts payable and accruals 7,095 
Total liabilities 171,720 
Owners’ equity 51,597 
Total liabilities and owners’ equity $ 223,317 
(1)The carrying value of our investments in unconsolidated joint ventures as reported in our Consolidated Balance Sheet differs from our pro rata share of the net assets shown above due to adjustments to the book basis, including intercompany profits on sales of services that are capitalized by the unconsolidated joint ventures. The differences in basis totaled $3.4 million as of March 31, 2021 and are being amortized over the various useful lives of the related assets.

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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Non-GAAP Pro Rata Statement of Operations Information for the three months ended March 31, 2021 (in thousands)
Non-GAAP Pro Rata Portion
  Noncontrolling Interests Unconsolidated Joint Ventures
Revenues:
Rental revenues
$ —  $ 10,271 
Other revenues —  225 
Total revenues   10,496 
Expense:
Property operating —  4,207 
General and administrative —  14 
Depreciation and amortization —  2,996 
Impairment charges —  — 
Total expenses   7,217 
Other income (expense):
Interest expense —  (1,472)
Loss on sale of assets (66)
Other income (expenses) —  28 
Total other income (expense) $   $ (1,510)
Net income $   $ 1,769 

The table below provides details of the components included in our share of rental revenues for the three months ended March 31, 2021 (in thousands)
Non-GAAP Pro Rata Portion
  Noncontrolling Interests Unconsolidated Joint Ventures
Rental revenues:
Base rentals
$ —  $ 6,231 
Percentage rentals —  483 
Tenant expense reimbursements —  3,811 
Lease termination fees —  94 
Market rent adjustments —  (24)
Straight-line rent adjustments —  (303)
Uncollectible tenant revenues —  (21)
Rental revenues $   $ 10,271 


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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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Investor Information
Tanger Outlet Centers welcomes any questions or comments from shareholders, analysts, investment managers, media and prospective investors. Please address all inquiries to our Investor Relations Department.
Tanger Factory Outlet Centers, Inc.
Investor Relations
Phone: (336) 834-6892
Fax: (336) 297-0931
e-mail: tangerir@tangeroutlet.com
Mail: Tanger Factory Outlet Centers, Inc.
  3200 Northline Avenue
  Suite 360
  Greensboro, NC 27408

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Supplemental Operating and Financial Data for the
Quarter Ended 3/31/2021
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