Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 29, 2022 | |
Entity Information [Line Items] | ||
Entity Registrant Name | TANGER FACTORY OUTLET CENTERS, INC | |
Entity Central Index Key | 0000899715 | |
Document Type | 10-Q/A | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Transition Report | false | |
Entity File Number | 1-11986 | |
Entity Incorporation, State or Country Code | NC | |
Entity Tax Identification Number | 56-1815473 | |
Entity Address, Address Line One | 3200 Northline Avenue | |
Entity Address, Address Line Two | Suite 360 | |
Entity Address, City or Town | Greensboro | |
Entity Address, State or Province | NC | |
Entity Address, Postal Zip Code | 27408 | |
City Area Code | 336 | |
Local Phone Number | 292-3010 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Shares, $0.01 par value | |
Trading Symbol | SKT | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 104,394,192 | |
Tanger Properties Limited Partnership | ||
Entity Information [Line Items] | ||
Entity Registrant Name | TANGER PROPERTIES LIMITED PARTNERSHIP | |
Entity Central Index Key | 0001004036 | |
Entity File Number | 333-3526-01 | |
Entity Incorporation, State or Country Code | NC | |
Entity Tax Identification Number | 56-1822494 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false |
TANGER FACTORY OUTLET CENTERS,
TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Rental property: | ||
Land | $ 268,269 | $ 268,269 |
Buildings, improvements and fixtures | 2,528,223 | 2,532,489 |
Construction in progress | 6,175 | 0 |
Rental property, at cost, total | 2,802,667 | 2,800,758 |
Accumulated depreciation | (1,166,231) | (1,145,388) |
Total rental property, net | 1,636,436 | 1,655,370 |
Cash and cash equivalents | 152,847 | 161,255 |
Investments in unconsolidated joint ventures | 82,955 | 82,647 |
Deferred lease costs and other intangibles, net | 69,861 | 73,720 |
Operating lease right-of-use assets | 79,519 | 79,807 |
Prepaids and other assets | 112,614 | 104,585 |
Total assets | 2,134,232 | 2,157,384 |
Debt: | ||
Senior, unsecured notes, net | 1,036,635 | 1,036,181 |
Unsecured term loan, net | 298,590 | 298,421 |
Mortgages payable, net | 61,312 | 62,474 |
Unsecured lines of credit | 0 | 0 |
Total debt | 1,396,537 | 1,397,076 |
Accounts payable and accrued expenses | 58,016 | 92,995 |
Operating lease liabilities | 88,610 | 88,874 |
Other liabilities | 80,492 | 78,650 |
Total liabilities | 1,623,655 | 1,657,595 |
Commitments and contingencies | ||
Tanger Factory Outlet Centers, Inc.: | ||
Common shares, $0.01 par value, 300,000,000 shares authorized, 104,469,061 and 104,084,734 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively | 1,044 | 1,041 |
Paid in capital | 978,734 | 978,054 |
Accumulated distributions in excess of net income | (482,206) | (483,409) |
Accumulated other comprehensive loss | (9,252) | (17,761) |
Equity attributable to Tanger Factory Outlet Centers, Inc. | 488,320 | 477,925 |
Noncontrolling interests in Operating Partnership | 22,257 | 21,864 |
Noncontrolling interests in other consolidated partnerships | 0 | 0 |
Total equity | 510,577 | 499,789 |
Total liabilities and equity | $ 2,134,232 | $ 2,157,384 |
TANGER FACTORY OUTLET CENTERS_2
TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common shares, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common shares issued (in shares) | 104,469,061 | 104,084,734 |
Common shares outstanding (in shares) | 104,469,061 | 104,084,734 |
TANGER FACTORY OUTLET CENTERS_3
TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenues: | ||
Rental revenues | $ 104,609 | $ 97,467 |
Management, leasing and other services | 1,527 | 1,372 |
Other revenues | 2,732 | 1,855 |
Total revenues | 108,868 | 100,694 |
Expenses: | ||
Property operating | 36,758 | 35,311 |
General and administrative | 15,467 | 16,793 |
Depreciation and amortization | 26,243 | 28,150 |
Total expenses | 78,468 | 80,254 |
Other income (expense): | ||
Interest expense | (11,634) | (14,362) |
Other income (expense) | 183 | (3,505) |
Total other income (expense) | (11,451) | (17,867) |
Income before equity in earnings of unconsolidated joint ventures | 18,949 | 2,573 |
Equity in earnings of unconsolidated joint ventures | 2,513 | 1,769 |
Net income | 21,462 | 4,342 |
Noncontrolling interests in Operating Partnership | (944) | (209) |
Noncontrolling interests in other consolidated partnerships | 0 | 0 |
Net income attributable to Tanger Factory Outlet Centers, Inc. | $ 20,518 | $ 4,133 |
Basic earnings per common share/unit | ||
Net income (in dollars per share) | $ 0.20 | $ 0.04 |
Diluted earnings per common share/unit | ||
Net income (in dollars per share) | $ 0.19 | $ 0.04 |
TANGER FACTORY OUTLET CENTERS_4
TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 21,462 | $ 4,342 |
Other comprehensive income: | ||
Foreign currency translation adjustments | 1,226 | 4,639 |
Change in fair value of cash flow hedges | 7,674 | 1,998 |
Other Comprehensive Income (Loss) | 8,900 | 6,637 |
Comprehensive income | 30,362 | 10,979 |
Comprehensive (income) attributable to noncontrolling interests | (1,335) | (529) |
Comprehensive income attributable to the Operating Partnership | $ 29,027 | $ 10,450 |
TANGER FACTORY OUTLET CENTERS_5
TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common shares | Paid in capital | Accumulated distributions in excess of earnings | Accumulated other comprehensive loss | Equity attributable to Tanger Factory Outlet Centers, Inc. | Noncontrolling Interests Noncontrolling interests in Operating Partnership | Noncontrolling Interests Noncontrolling interests in other consolidated partnerships |
Beginning Balance at Dec. 31, 2020 | $ 358,883 | $ 936 | $ 787,143 | $ (420,104) | $ (26,585) | $ 341,390 | $ 17,493 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 4,342 | 4,133 | 4,133 | 209 | ||||
Other comprehensive income | 6,637 | 6,317 | 6,317 | 320 | ||||
Compensation under Incentive Award Plan | 3,909 | 3,909 | 3,909 | |||||
Grant of restricted common shares awards, net of forfeitures | 0 | 5 | (5) | |||||
Issuance of common shares | 128,655 | 68 | 128,587 | 128,655 | ||||
Withholding of common shares for employee income taxes | (1,637) | (1) | (1,636) | (1,637) | ||||
Contributions from noncontrolling interests | 0 | |||||||
Adjustment for noncontrolling interests in Operating Partnership | 0 | (4,762) | (4,762) | 4,762 | ||||
Common dividends | (16,924) | (16,924) | (16,924) | |||||
Distributions to noncontrolling interests | (851) | (851) | ||||||
Ending Balance at Mar. 31, 2021 | 483,014 | 1,008 | 913,236 | (432,895) | (20,268) | 461,081 | 21,933 | 0 |
Beginning Balance at Dec. 31, 2021 | 499,789 | 1,041 | 978,054 | (483,409) | (17,761) | 477,925 | 21,864 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 21,462 | 20,518 | 20,518 | 944 | ||||
Other comprehensive income | 8,900 | 8,509 | 8,509 | 391 | ||||
Compensation under Incentive Award Plan | 2,746 | 2,746 | 2,746 | |||||
Issuance of 1,900 common shares upon exercise of options | 10 | 10 | 10 | |||||
Grant of restricted common shares awards, net of forfeitures | 0 | 4 | (4) | |||||
Withholding of common shares for employee income taxes | (2,146) | (1) | (2,145) | (2,146) | ||||
Adjustment for noncontrolling interests in Operating Partnership | 0 | 73 | 73 | (73) | ||||
Common dividends | (19,315) | (19,315) | (19,315) | |||||
Distributions to noncontrolling interests | (869) | (869) | ||||||
Ending Balance at Mar. 31, 2022 | $ 510,577 | $ 1,044 | $ 978,734 | $ (482,206) | $ (9,252) | $ 488,320 | $ 22,257 | $ 0 |
TANGER FACTORY OUTLET CENTERS_6
TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Parenthetical) - $ / shares | 1 Months Ended | 3 Months Ended | |
Jan. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Stockholders' Equity [Abstract] | |||
Grant of restricted common share awards, net of forfeitures (in units) | 512,398 | 469,675 | |
Issuance of shares (in shares) | 0 | 6,867,078 | |
Withholding of common shares for employee income taxes (in shares) | 129,971 | 111,977 | |
Common dividends (in dollars per share) | $ 0.1825 | $ 0.1825 | $ 0.1775 |
Issuance of common units upon exercise of stock options | 1,900 |
TANGER FACTORY OUTLET CENTERS_7
TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
OPERATING ACTIVITIES | ||
Net income | $ 21,462 | $ 4,342 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 26,243 | 28,150 |
Amortization of deferred financing costs | 759 | 1,173 |
Equity in earnings of unconsolidated joint ventures | (2,513) | (1,769) |
Equity-based compensation expense | 2,708 | 3,845 |
Amortization of debt (premiums) and discounts, net | 117 | 127 |
Amortization (accretion) of market rent rate adjustments, net | 176 | (213) |
Straight-line rent adjustments | 1,337 | 1,043 |
Distributions of cumulative earnings from unconsolidated joint ventures | 2,474 | 890 |
Other non-cash | 0 | 3,638 |
Changes in other assets and liabilities: | ||
Other assets | (1,377) | 2,981 |
Accounts payable and accrued expenses | (32,532) | (12,931) |
Net cash provided by operating activities | 18,854 | 31,276 |
INVESTING ACTIVITIES | ||
Additions to rental property | (5,867) | (7,357) |
Additions to investments in unconsolidated joint ventures | 0 | (7,000) |
Net proceeds from sale of assets | 0 | 8,129 |
Additions to non-real estate assets | (1,924) | (414) |
Distributions in excess of cumulative earnings from unconsolidated joint ventures | 3,353 | 7,631 |
Additions to deferred lease costs | (588) | (3,668) |
Other investing activities | 1,686 | 5,396 |
Net cash provided by (used in) investing activities | (3,340) | 2,717 |
FINANCING ACTIVITIES | ||
Cash dividends paid | (19,315) | (16,924) |
Distributions to noncontrolling interests in Operating Partnership | (869) | (851) |
Proceeds from notes, mortgages and loans | 0 | 0 |
Repayments of notes, mortgages and loans | (1,080) | (25,924) |
Employee income taxes paid related to shares withheld upon vesting of equity awards | (2,146) | (1,637) |
Additions to deferred financing costs | (227) | (76) |
Proceeds from exercise of options | 10 | 0 |
Proceeds from common share offering | 0 | 128,655 |
Payment for other financing activities | (287) | (287) |
Net cash provided by (used in) financing activities | (23,914) | 82,956 |
Effect of foreign currency rate changes on cash and cash equivalents | (8) | (60) |
Net increase (decrease) in cash and cash equivalents | (8,408) | 116,889 |
Cash and cash equivalents, beginning of period | 161,255 | 84,832 |
Cash and cash equivalents, end of period | $ 152,847 | $ 201,721 |
TANGER PROPERTIES LIMITED PARTN
TANGER PROPERTIES LIMITED PARTNERSHIP AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Rental property: | ||
Land | $ 268,269 | $ 268,269 |
Buildings, improvements and fixtures | 2,528,223 | 2,532,489 |
Construction in progress | 6,175 | 0 |
Rental property, at cost, total | 2,802,667 | 2,800,758 |
Accumulated depreciation | (1,166,231) | (1,145,388) |
Total rental property, net | 1,636,436 | 1,655,370 |
Cash and cash equivalents | 152,847 | 161,255 |
Investments in unconsolidated joint ventures | 82,955 | 82,647 |
Deferred lease costs and other intangibles, net | 69,861 | 73,720 |
Operating lease right-of-use assets | 79,519 | 79,807 |
Prepaids and other assets | 112,614 | 104,585 |
Total assets | 2,134,232 | 2,157,384 |
Debt: | ||
Senior, unsecured notes, net | 1,036,635 | 1,036,181 |
Unsecured term loan, net | 298,590 | 298,421 |
Mortgages payable, net | 61,312 | 62,474 |
Unsecured lines of credit | 0 | 0 |
Total debt | 1,396,537 | 1,397,076 |
Accounts payable and accrued expenses | 58,016 | 92,995 |
Operating lease liabilities | 88,610 | 88,874 |
Other liabilities | 80,492 | 78,650 |
Total liabilities | 1,623,655 | 1,657,595 |
Commitments and contingencies | ||
Partners’ Equity: | ||
Accumulated other comprehensive loss | (9,252) | (17,761) |
Noncontrolling interests in other consolidated partnerships | 0 | 0 |
Total liabilities and equity | 2,134,232 | 2,157,384 |
Tanger Properties Limited Partnership | ||
Rental property: | ||
Land | 268,269 | 268,269 |
Buildings, improvements and fixtures | 2,528,223 | 2,532,489 |
Construction in progress | 6,175 | 0 |
Rental property, at cost, total | 2,802,667 | 2,800,758 |
Accumulated depreciation | (1,166,231) | (1,145,388) |
Total rental property, net | 1,636,436 | 1,655,370 |
Cash and cash equivalents | 152,578 | 161,152 |
Investments in unconsolidated joint ventures | 82,955 | 82,647 |
Deferred lease costs and other intangibles, net | 69,861 | 73,720 |
Operating lease right-of-use assets | 79,519 | 79,807 |
Prepaids and other assets | 112,408 | 104,362 |
Total assets | 2,133,757 | 2,157,058 |
Debt: | ||
Senior, unsecured notes, net | 1,036,635 | 1,036,181 |
Unsecured term loan, net | 298,590 | 298,421 |
Mortgages payable, net | 61,312 | 62,474 |
Unsecured lines of credit | 0 | 0 |
Total debt | 1,396,537 | 1,397,076 |
Accounts payable and accrued expenses | 57,541 | 92,669 |
Operating lease liabilities | 88,610 | 88,874 |
Other liabilities | 80,492 | 78,650 |
Total liabilities | 1,623,180 | 1,657,269 |
Commitments and contingencies | ||
Partners’ Equity: | ||
General partner, 1,100,000 units outstanding at March 31, 2022 and 1,100,000 at December 31, 2021, respectively | 8,650 | 4,539 |
Limited partners, 4,761,559 and 4,761,559 Class A common units, and 103,369,061 and 102,984,734 Class B common units outstanding at March 31, 2022 and December 31, 2021, respectively | 511,800 | 514,023 |
Accumulated other comprehensive loss | (9,873) | (18,773) |
Total partners’ equity | 510,577 | 499,789 |
Noncontrolling interests in other consolidated partnerships | 0 | 0 |
Total equity | 510,577 | 499,789 |
Total liabilities and equity | $ 2,133,757 | $ 2,157,058 |
TANGER PROPERTIES LIMITED PAR_2
TANGER PROPERTIES LIMITED PARTNERSHIP AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Parenthetical) - Tanger Properties Limited Partnership - shares | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
General partner units, outstanding (in units) | 1,100,000 | 1,100,000 | ||
Class A common units | ||||
Limited partners units, outstanding (in units) | 4,761,559 | 4,761,559 | 4,794,643 | 4,794,643 |
Class B common units | ||||
Limited partners units, outstanding (in units) | 103,369,061 | 102,984,734 | 99,694,577 | 92,569,801 |
TANGER PROPERTIES LIMITED PAR_3
TANGER PROPERTIES LIMITED PARTNERSHIP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenues: | ||
Rental revenues | $ 104,609 | $ 97,467 |
Management, leasing and other services | 1,527 | 1,372 |
Other revenues | 2,732 | 1,855 |
Total revenues | 108,868 | 100,694 |
Expenses: | ||
Property operating | 36,758 | 35,311 |
General and administrative | 15,467 | 16,793 |
Depreciation and amortization | 26,243 | 28,150 |
Total expenses | 78,468 | 80,254 |
Other income (expense): | ||
Interest expense | (11,634) | (14,362) |
Other income (expense) | 183 | (3,505) |
Total other income (expense) | (11,451) | (17,867) |
Income before equity in earnings of unconsolidated joint ventures | 18,949 | 2,573 |
Equity in earnings of unconsolidated joint ventures | 2,513 | 1,769 |
Net income | 21,462 | 4,342 |
Net income attributable to Tanger Factory Outlet Centers, Inc. | $ 20,518 | $ 4,133 |
Basic earnings per common share/unit | ||
Net income (in dollars per share) | $ 0.20 | $ 0.04 |
Diluted earnings per common share/unit | ||
Net income (in dollars per share) | $ 0.19 | $ 0.04 |
Tanger Properties Limited Partnership | ||
Revenues: | ||
Rental revenues | $ 104,609 | $ 97,467 |
Management, leasing and other services | 1,527 | 1,372 |
Other revenues | 2,732 | 1,855 |
Total revenues | 108,868 | 100,694 |
Expenses: | ||
Property operating | 36,758 | 35,311 |
General and administrative | 15,467 | 16,793 |
Depreciation and amortization | 26,243 | 28,150 |
Total expenses | 78,468 | 80,254 |
Other income (expense): | ||
Interest expense | (11,634) | (14,362) |
Other income (expense) | 183 | (3,505) |
Total other income (expense) | (11,451) | (17,867) |
Income before equity in earnings of unconsolidated joint ventures | 18,949 | 2,573 |
Equity in earnings of unconsolidated joint ventures | 2,513 | 1,769 |
Net income | 21,462 | 4,342 |
Noncontrolling interests in consolidated partnerships | 0 | 0 |
Net income attributable to Tanger Factory Outlet Centers, Inc. | 21,462 | 4,342 |
Net income available to limited partners | 17,150 | 4,295 |
Net income available to general partner | $ 4,312 | $ 47 |
Basic earnings per common share/unit | ||
Net income (in dollars per share) | $ 0.20 | $ 0.04 |
Diluted earnings per common share/unit | ||
Net income (in dollars per share) | $ 0.19 | $ 0.04 |
TANGER PROPERTIES LIMITED PAR_4
TANGER PROPERTIES LIMITED PARTNERSHIP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Net income | $ 21,462 | $ 4,342 |
Other comprehensive income: | ||
Foreign currency translation adjustments | 1,226 | 4,639 |
Change in fair value of cash flow hedges | 7,674 | 1,998 |
Other Comprehensive Income (Loss) | 8,900 | 6,637 |
Comprehensive income | 30,362 | 10,979 |
Comprehensive (income) attributable to noncontrolling interests | (1,335) | (529) |
Comprehensive income attributable to the Operating Partnership | 29,027 | 10,450 |
Tanger Properties Limited Partnership | ||
Net income | 21,462 | 4,342 |
Other comprehensive income: | ||
Foreign currency translation adjustments | 1,226 | 4,639 |
Change in fair value of cash flow hedges | 7,674 | 1,998 |
Other Comprehensive Income (Loss) | 8,900 | 6,637 |
Comprehensive income | 30,362 | 10,979 |
Comprehensive (income) attributable to noncontrolling interests | 0 | 0 |
Comprehensive income attributable to the Operating Partnership | $ 30,362 | $ 10,979 |
TANGER PROPERTIES LIMITED PAR_5
TANGER PROPERTIES LIMITED PARTNERSHIP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Tanger Properties Limited Partnership | Tanger Properties Limited Partnership Accumulated other comprehensive loss | Tanger Properties Limited Partnership Total partners’ equity | Tanger Properties Limited Partnership Noncontrolling interests in consolidated partnerships | Tanger Properties Limited Partnership General partner | Tanger Properties Limited Partnership Limited partners |
Beginning Balance at Dec. 31, 2020 | $ (28,039) | $ 358,883 | $ 0 | $ 3,334 | $ 383,588 | ||
Balance, partners' capital, including portion attributable to noncontrolling interest at Dec. 31, 2020 | $ 358,883 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | $ 4,342 | 4,342 | 4,342 | 47 | 4,295 | ||
Other comprehensive income | 6,637 | 6,637 | 6,637 | 6,637 | |||
Compensation under Incentive Award Plan | 3,909 | 3,909 | 3,909 | 3,909 | |||
Issuance of common units | 128,655 | 128,655 | 128,655 | 1,874 | 126,781 | ||
Withholding of common units for employee income taxes | (1,637) | (1,637) | (1,637) | (1,637) | |||
Contributions from noncontrolling interests | 0 | 0 | |||||
Common distributions | (17,775) | (17,775) | (178) | (17,597) | |||
Distributions to noncontrolling interests | (851) | 0 | |||||
Ending Balance at Mar. 31, 2021 | (21,402) | 483,014 | 0 | 5,077 | 499,339 | ||
Balance, partners' capital, including portion attributable to noncontrolling interest at Mar. 31, 2021 | 483,014 | ||||||
Beginning Balance at Dec. 31, 2021 | 499,789 | (18,773) | 499,789 | 0 | 4,539 | 514,023 | |
Balance, partners' capital, including portion attributable to noncontrolling interest at Dec. 31, 2021 | 499,789 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 21,462 | 21,462 | 21,462 | 4,312 | 17,150 | ||
Other comprehensive income | 8,900 | 8,900 | 8,900 | 8,900 | |||
Compensation under Incentive Award Plan | 2,746 | 2,746 | 2,746 | 2,746 | |||
Issuance of 1,900 common shares upon exercise of options | 10 | 10 | 10 | 10 | |||
Withholding of common units for employee income taxes | (2,146) | (2,146) | (2,146) | (2,146) | |||
Common distributions | (20,184) | (20,184) | (201) | (19,983) | |||
Distributions to noncontrolling interests | $ (869) | ||||||
Ending Balance at Mar. 31, 2022 | 510,577 | $ (9,873) | $ 510,577 | $ 0 | $ 8,650 | $ 511,800 | |
Balance, partners' capital, including portion attributable to noncontrolling interest at Mar. 31, 2022 | $ 510,577 |
TANGER PROPERTIES LIMITED PAR_6
TANGER PROPERTIES LIMITED PARTNERSHIP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | 1 Months Ended | 3 Months Ended | |
Jan. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | |
Grant of restricted common share awards, net of forfeitures (in units) | 512,398 | 469,675 | |
Issuance of shares (in shares) | 0 | 6,867,078 | |
Withholding of common shares for employee income taxes (in shares) | 129,971 | 111,977 | |
Issuance of common units upon exercise of stock options | 1,900 | ||
Tanger Properties Limited Partnership | |||
Grant of restricted common share awards, net of forfeitures (in units) | 512,398 | 469,675 | |
Withholding of common shares for employee income taxes (in shares) | 129,971 | 111,977 | |
Issuance of common units upon exercise of stock options | 1,900 | ||
Common distributions (in dollars per share) | $ 0.1825 | $ 0.1825 | $ 0.1775 |
Tanger Properties Limited Partnership | General Partnership Units | |||
Grant of restricted common share awards, net of forfeitures (in units) | 0 | 0 | |
Issuance of shares (in shares) | 0 | 100,000 | |
Withholding of common shares for employee income taxes (in shares) | 0 | 0 | |
Issuance of common units upon exercise of stock options | 0 | ||
Tanger Properties Limited Partnership | Limited Partnership Units | |||
Grant of restricted common share awards, net of forfeitures (in units) | 512,398 | 469,675 | |
Issuance of shares (in shares) | 0 | 6,767,078 | |
Withholding of common shares for employee income taxes (in shares) | 129,971 | 111,977 | |
Issuance of common units upon exercise of stock options | 1,900 | ||
Tanger Properties Limited Partnership | General partner | General Partnership Units | |||
Issuance of shares (in shares) | 100,000 | ||
Tanger Properties Limited Partnership | Limited partners | Limited Partnership Units | |||
Issuance of shares (in shares) | 6,767,078 |
TANGER PROPERTIES LIMITED PAR_7
TANGER PROPERTIES LIMITED PARTNERSHIP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
OPERATING ACTIVITIES | ||
Net income | $ 21,462 | $ 4,342 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 26,243 | 28,150 |
Amortization of deferred financing costs | 759 | 1,173 |
Equity in earnings of unconsolidated joint ventures | (2,513) | (1,769) |
Equity-based compensation expense | 2,708 | 3,845 |
Amortization of debt (premiums) and discounts, net | 117 | 127 |
Amortization (accretion) of market rent rate adjustments, net | 176 | (213) |
Straight-line rent adjustments | 1,337 | 1,043 |
Distributions of cumulative earnings from unconsolidated joint ventures | 2,474 | 890 |
Other non-cash | 0 | 3,638 |
Changes in other assets and liabilities: | ||
Other assets | (1,377) | 2,981 |
Accounts payable and accrued expenses | (32,532) | (12,931) |
Net cash provided by operating activities | 18,854 | 31,276 |
INVESTING ACTIVITIES | ||
Additions to rental property | (5,867) | (7,357) |
Additions to investments in unconsolidated joint ventures | 0 | (7,000) |
Net proceeds from sale of assets | 0 | 8,129 |
Additions to non-real estate assets | (1,924) | (414) |
Distributions in excess of cumulative earnings from unconsolidated joint ventures | 3,353 | 7,631 |
Additions to deferred lease costs | (588) | (3,668) |
Other investing activities | 1,686 | 5,396 |
Net cash provided by (used in) investing activities | (3,340) | 2,717 |
FINANCING ACTIVITIES | ||
Cash dividends paid | (19,315) | (16,924) |
Proceeds from notes, mortgages and loans | 0 | 0 |
Repayments of notes, mortgages and loans | (1,080) | (25,924) |
Employee income taxes paid related to shares withheld upon vesting of equity awards | (2,146) | (1,637) |
Additions to deferred financing costs | (227) | (76) |
Proceeds from exercise of options | 10 | 0 |
Proceeds from common share offering | 0 | 128,655 |
Payment for other financing activities | (287) | (287) |
Net cash provided by (used in) financing activities | (23,914) | 82,956 |
Effect of foreign currency rate changes on cash and cash equivalents | (8) | (60) |
Net increase (decrease) in cash and cash equivalents | (8,408) | 116,889 |
Cash and cash equivalents, beginning of period | 161,255 | 84,832 |
Cash and cash equivalents, end of period | 152,847 | 201,721 |
Tanger Properties Limited Partnership | ||
OPERATING ACTIVITIES | ||
Net income | 21,462 | 4,342 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 26,243 | 28,150 |
Amortization of deferred financing costs | 759 | 1,173 |
Equity in earnings of unconsolidated joint ventures | (2,513) | (1,769) |
Equity-based compensation expense | 2,708 | 3,845 |
Amortization of debt (premiums) and discounts, net | 117 | 127 |
Amortization (accretion) of market rent rate adjustments, net | 176 | (213) |
Straight-line rent adjustments | 1,337 | 1,043 |
Distributions of cumulative earnings from unconsolidated joint ventures | 2,474 | 890 |
Other non-cash | 0 | 3,638 |
Changes in other assets and liabilities: | ||
Other assets | (1,394) | 2,868 |
Accounts payable and accrued expenses | (32,681) | (12,893) |
Net cash provided by operating activities | 18,688 | 31,201 |
INVESTING ACTIVITIES | ||
Additions to rental property | (5,867) | (7,357) |
Additions to investments in unconsolidated joint ventures | 0 | (7,000) |
Net proceeds from sale of assets | 0 | 8,129 |
Additions to non-real estate assets | (1,924) | (414) |
Distributions in excess of cumulative earnings from unconsolidated joint ventures | 3,353 | 7,631 |
Additions to deferred lease costs | (588) | (3,668) |
Other investing activities | 1,686 | 5,396 |
Net cash provided by (used in) investing activities | (3,340) | 2,717 |
FINANCING ACTIVITIES | ||
Cash dividends paid | (20,184) | (17,775) |
Proceeds from notes, mortgages and loans | 0 | 0 |
Repayments of notes, mortgages and loans | (1,080) | (25,924) |
Employee income taxes paid related to shares withheld upon vesting of equity awards | (2,146) | (1,637) |
Additions to deferred financing costs | (227) | (76) |
Proceeds from exercise of options | 10 | 0 |
Proceeds from common share offering | 0 | 128,655 |
Payment for other financing activities | (287) | (287) |
Net cash provided by (used in) financing activities | (23,914) | 82,956 |
Effect of foreign currency rate changes on cash and cash equivalents | (8) | (60) |
Net increase (decrease) in cash and cash equivalents | (8,574) | 116,814 |
Cash and cash equivalents, beginning of period | 161,152 | 84,750 |
Cash and cash equivalents, end of period | $ 152,578 | $ 201,564 |
Business
Business | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business | Business Tanger Factory Outlet Centers, Inc. and subsidiaries is one of the largest owners and operators of outlet centers in the United States and Canada. We are a fully-integrated, self-administered and self-managed real estate investment trust (“REIT”) which, through our controlling interest in the Operating Partnership, focuses exclusively on developing, acquiring, owning, operating and managing outlet shopping centers. As of March 31, 2022, we owned and operated 30 consolidated outlet centers, with a total gross leasable area of approximately 11.5 million square feet. We also had partial ownership interests in 6 unconsolidated outlet centers totaling approximately 2.1 million square feet, including 2 outlet centers in Canada. Our outlet centers and other assets are held by, and all of our operations are conducted by, Tanger Properties Limited Partnership and subsidiaries. Accordingly, the descriptions of our business, employees and properties are also descriptions of the business, employees and properties of the Operating Partnership. Unless the context indicates otherwise, the term “Company” refers to Tanger Factory Outlet Centers, Inc. and subsidiaries and the term “Operating Partnership” refers to Tanger Properties Limited Partnership and subsidiaries. The terms “we”, “our” and “us” refer to the Company or the Company and the Operating Partnership together, as the text requires. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The unaudited consolidated financial statements included herein have been prepared pursuant to accounting principles generally accepted in the United States of America and should be read in conjunction with the consolidated financial statements and notes thereto of the Company’s and the Operating Partnership’s combined Annual Report on Form 10-K for the year ended December 31, 2021. The December 31, 2021 balance sheet data in this Form 10-Q was derived from audited financial statements. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the SEC’s rules and regulations, although management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the financial statements for the interim periods have been made. The results of interim periods are not necessarily indicative of the results for a full year. The Company currently consolidates the Operating Partnership because it has (1) the power to direct the activities of the Operating Partnership that most significantly impact the Operating Partnership’s economic performance and (2) the obligation to absorb losses and the right to receive the residual returns of the Operating Partnership that could be potentially significant. We consolidate properties that are wholly-owned and properties where we own less than 100% but control such properties. Control is determined using an evaluation based on accounting standards related to the consolidation of voting interest entities and variable interest entities (“VIE”). For joint ventures that are determined to be a VIE, we consolidate the entity where we are deemed to be the primary beneficiary. Determination of the primary beneficiary is based on whether an entity has (1) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance, and (2) the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE. Our determination of the primary beneficiary considers all relationships between us and the VIE, including management agreements and other contractual arrangements. Investments in real estate joint ventures that we do not control but may exercise significant influence on are accounted for using the equity method of accounting. These investments are recorded initially at cost and subsequently adjusted for our equity in the joint venture’s net income or loss, cash contributions, distributions and other adjustments required under the equity method of accounting. For certain investments in real estate joint ventures, we record our equity in the venture’s net income or loss under the hypothetical liquidation at book value method of accounting due to the structures and the preferences we receive on the distributions from our joint ventures pursuant to the respective joint venture agreements for those joint ventures. Under this method, we recognize income and loss in each period based on the change in liquidation proceeds we would receive from a hypothetical liquidation of our investment based on depreciated book value. Therefore, income or loss may be allocated disproportionately as compared to the ownership percentages due to specified preferred return rate thresholds and may be more or less than actual cash distributions received and more or less than what we may receive in the event of an actual liquidation. We separately report investments in joint ventures for which accumulated distributions have exceeded investments in, and our share of net income or loss of, the joint ventures within other liabilities in the consolidated balance sheets because we are committed to provide further financial support to these joint ventures. The carrying amount of our investments in the Charlotte, Columbus, Galveston/Houston, and National Harbor joint ventures are less than zero because of financing or operating distributions that were greater than net income, as net income includes non-cash charges for depreciation and amortization. “Noncontrolling interests in the Operating Partnership” reflects the Non-Company LP’s percentage ownership of the Operating Partnership’s units. “Noncontrolling interests in other consolidated partnerships” consist of outside equity interests in partnerships or joint ventures not wholly-owned by the Company or the Operating Partnership that are consolidated with the financial results of the Company and Operating Partnership because the Operating Partnership exercises control over the entities that own the properties. Noncontrolling interests are initially recorded in the consolidated balance sheets at fair value based upon purchase price allocations. Income is allocated to the noncontrolling interests based on the allocation provisions within the partnership or joint venture agreements. Accounts Receivable Individual leases are assessed for collectability and upon the determination that the collection of rents is not probable, accrued rent and accounts receivable are written-off as an adjustment to rental revenue. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further we assess whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical bad debt levels and current economic trends including discussions with tenants for potential lease amendments. Our estimate of the collectability of accrued rents and accounts receivable is based on the best information available to us at the time of preparing the financial statements. Straight-line rent adjustments recorded as a receivable in prepaids and other assets on the consolidated balance sheets was approximately $51.6 million as of March 31, 2022. Impairment of Long-Lived Assets Rental property held and used by us is reviewed for impairment in the event that facts and circumstances indicate that the carrying amount of an asset may not be recoverable. In such an event, we compare the estimated future undiscounted cash flows associated with the asset to the asset's carrying amount, and if less, recognize an impairment loss in an amount by which the carrying amount exceeds its fair value. |
Disposition of Properties
Disposition of Properties | 3 Months Ended |
Mar. 31, 2022 | |
Disposition of Properties [Abstract] | |
Disposition of Properties | Disposition of Properties The following table sets forth certain summarized information regarding properties sold during the three months ended March 31, 2022 and March 31, 2021: Property (1) Location Date Sold Square Feet Net Sales Proceeds Gain on Sale 2021 Disposition: Jeffersonville Jeffersonville, Ohio January 2021 412 $ 8,100 $ — (1) The rental properties sold did not meet the criteria to be reported as discontinued operations. |
Investments in Unconsolidated R
Investments in Unconsolidated Real Estate Joint Ventures | 3 Months Ended |
Mar. 31, 2022 | |
Investments In Unconsolidated Real Estate Joint Ventures [Abstract] | |
Investments in Unconsolidated Real Estate Joint Ventures | Investments in Unconsolidated Real Estate Joint Ventures The equity method of accounting is used to account for each of the individual joint ventures. We have an ownership interest in the following unconsolidated real estate joint ventures: As of March 31, 2022 Joint Venture Outlet Center Location Ownership % Square Feet Carrying Value of Investment (in millions) Total Joint Venture Debt, Net (in millions) (1) Investments included in investments in unconsolidated joint ventures: RioCan Canada Various 50.0 % 665 83.0 — $ 83.0 Investments included in other liabilities: Columbus (2) Columbus, OH 50.0 % 355 $ (0.9) $ 70.9 Charlotte (2) Charlotte, NC 50.0 % 399 $ (17.3) $ 99.6 National Harbor (2) National Harbor, MD 50.0 % 341 (11.7) 94.6 Galveston/Houston (2) Texas City, TX 50.0 % 353 (13.9) 64.4 $ (43.8) As of December 31, 2021 Joint Venture Outlet Center Location Ownership % Square Feet Carrying Value of Investment (in millions) Total Joint Venture Debt, Net (in millions) (1) Investments included in investments in unconsolidated joint ventures: Columbus Columbus, OH 50.0 % 355 $ 0.2 $ 70.9 RioCan Canada Various 50.0 % 665 82.4 — $ 82.6 Investments included in other liabilities: Charlotte (2) Charlotte, NC 50.0 % 399 $ (16.2) $ 99.6 National Harbor (2) National Harbor, MD 50.0 % 341 (11.2) 94.5 Galveston/Houston (2) Texas City, TX 50.0 % 353 (14.0) 64.4 $ (41.4) (1) Net of debt origination costs of $1.0 million as of March 31, 2022 and $1.0 million as of December 31, 2021. (2) The negative carrying value is due to distributions exceeding contributions and increases or decreases from our equity in earnings of the joint venture. Fees we received for various services provided to our unconsolidated joint ventures were recognized in management, leasing and other services as follows (in thousands): Three months ended March 31, 2022 2021 Fee: Management and marketing $ 536 $ 509 Leasing and other fees 35 56 Expense reimbursements from unconsolidated joint ventures 956 807 Total Fees $ 1,527 $ 1,372 Our investments in real estate joint ventures are reduced by the percentage of the profits earned for leasing and development services associated with our ownership interest in each joint venture. Our carrying value of investments in unconsolidated joint ventures differs from our share of the assets reported in the “Condensed Combined Balance Sheets - Unconsolidated Joint Ventures” shown below 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 (totaling $3.3 million and $3.4 million as of March 31, 2022 and December 31, 2021, respectively) are amortized over the various useful lives of the related assets. RioCan Canada In March 2021, the RioCan joint venture closed on the sale of its outlet center in Saint-Sauveur, for net proceeds of approximately $9.4 million. Our share of the proceeds was approximately $4.7 million. As a result of this transaction, we recorded a loss on the sale of $3.7 million. This includes a $3.6 million charge related to the foreign currency effect of the sale recorded in other income (expense), which had been previously recorded in other comprehensive income. Condensed combined summary financial information of unconsolidated joint ventures accounted for using the equity method is as follows (in thousands): Condensed Combined Balance Sheets - Unconsolidated Joint Ventures March 31, 2022 December 31, 2021 Assets Land $ 84,184 $ 83,568 Buildings, improvements and fixtures 470,435 467,918 Construction in progress 915 744 555,534 552,230 Accumulated depreciation (171,917) (166,096) Total rental property, net 383,617 386,134 Cash and cash equivalents 14,738 19,030 Deferred lease costs and other intangibles, net 3,413 3,517 Prepaids and other assets 11,766 13,109 Total assets $ 413,534 $ 421,790 Liabilities and Owners’ Equity Mortgages payable, net $ 329,488 $ 329,460 Accounts payable and other liabilities 13,530 15,231 Total liabilities 343,018 344,691 Owners’ equity 70,516 77,099 Total liabilities and owners’ equity $ 413,534 $ 421,790 Three months ended Condensed Combined Statements of Operations March 31, - Unconsolidated Joint Ventures 2022 2021 Revenues $ 21,841 $ 20,992 Expenses: Property operating 8,303 8,413 General and administrative 92 29 Depreciation and amortization 5,482 5,901 Total expenses 13,877 14,343 Other income (expense): Interest expense (2,916) (2,945) Gain on sale of assets — 503 Other income 3 59 Total other expense (2,913) (2,383) Net income $ 5,051 $ 4,266 The Company and Operating Partnership’s share of: Net income $ 2,513 $ 1,769 Depreciation and amortization (real estate related) $ 2,754 $ 2,996 |
Debt Guaranteed by the Company
Debt Guaranteed by the Company | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt Guaranteed by the Company | Debt Guaranteed by the Company All of the Company’s debt is held by the Operating Partnership and its consolidated subsidiaries. The Company guarantees the Operating Partnership’s obligations with respect to its unsecured lines of credit which have a total borrowing capacity of $520.0 million as of March 31, 2022. The Company also guarantees the Operating Partnership’s unsecured term loan. The Operating Partnership had the following principal amounts outstanding on the debt guaranteed by the Company (in thousands): As of March 31, 2022 December 31, 2021 Unsecured lines of credit $ — $ — Unsecured term loan $ 300,000 $ 300,000 The debt of the Operating Partnership consisted of the following (in thousands): As of As of March 31, 2022 December 31, 2021 Stated Interest Rate(s) Maturity Date Principal Book Value (1) Principal Book Value (1) Senior, unsecured notes: Senior notes 3.125 % September 2026 $ 350,000 $ 347,470 $ 350,000 $ 347,329 Senior notes 3.875 % July 2027 300,000 297,842 300,000 297,742 Senior notes 2.750 % September 2031 400,000 391,323 400,000 391,110 Mortgages payable: Atlantic City (2) (3) 6.44 % - 7.65% December 2024- December 2026 20,468 21,215 21,550 22,387 Southaven LIBOR + 1.80% April 2023 40,144 40,097 40,144 40,087 Unsecured term loan LIBOR + 1.25% April 2024 300,000 298,590 300,000 298,421 Unsecured lines of credit LIBOR + 1.20% July 2025 — — — — $ 1,410,612 $ 1,396,537 $ 1,411,694 $ 1,397,076 (1) Including premiums and net of debt discount and debt origination costs. (2) The effective interest rate assigned during the purchase price allocation to the Atlantic City mortgages assumed during the acquisition in 2011 was 5.05%. (3) Principal and interest due monthly with remaining principal due at maturity. Certain of our properties, which had a net book value of approximately $149.0 million at March 31, 2022, serve as collateral for mortgages payable. As of March 31, 2022, we maintained unsecured lines of credit that provided for borrowings of up to $520.0 million. The unsecured lines of credit as of March 31, 2022 included a $20.0 million liquidity line and a $500.0 million syndicated line. The syndicated line may be increased up to $1.2 billion through an accordion feature in certain circumstances. We provide guarantees to lenders for our joint ventures, which include standard non-recourse carve out indemnifications for losses arising from items such as but not limited to fraud, physical waste, payment of taxes, environmental indemnities, misapplication of insurance proceeds or security deposits and failure to maintain required insurance. For construction and term loans, we may include a guaranty of completion as well as a principal guaranty ranging from 0% to 17% of principal. The principal guarantees include terms for release or reduction based upon satisfactory completion of construction and performance targets including occupancy thresholds and minimum debt service coverage tests. As of March 31, 2022, the maximum amount of unconsolidated joint venture debt guaranteed by the Company was $21.9 million. The unsecured lines of credit and senior unsecured notes include covenants that require the maintenance of certain ratios, including debt service coverage and leverage, and limit the payment of dividends such that dividends and distributions will not exceed funds from operations, as defined in the agreements, for the prior fiscal year on an annual basis or 95% of funds from operations on a cumulative basis. As of March 31, 2022, we believe we were in compliance with all of our debt covenants. Debt Maturities Maturities of the existing long-term debt as of March 31, 2022 for the next five years and thereafter are as follows (in thousands): Calendar Year Amount For the remainder of 2022 $ 3,360 2023 44,916 2024 305,130 2025 1,501 2026 355,705 Thereafter 700,000 Subtotal 1,410,612 Net discount and debt origination costs (14,075) Total $ 1,396,537 We have considered our short-term (one year or less from the date of filing these financial statements) liquidity needs and the adequacy of our estimated cash flows from operating activities and other financing sources to meet these needs. These other sources include but are not limited to: existing cash, ongoing relationships with certain financial institutions, our ability to sell debt or issue equity subject to market conditions and proceeds from the potential sale of non-core assets. We believe that we have access to the necessary financing to fund our short-term liquidity needs. |
Debt of the Operating Partnersh
Debt of the Operating Partnership | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt of the Operating Partnership | Debt Guaranteed by the Company All of the Company’s debt is held by the Operating Partnership and its consolidated subsidiaries. The Company guarantees the Operating Partnership’s obligations with respect to its unsecured lines of credit which have a total borrowing capacity of $520.0 million as of March 31, 2022. The Company also guarantees the Operating Partnership’s unsecured term loan. The Operating Partnership had the following principal amounts outstanding on the debt guaranteed by the Company (in thousands): As of March 31, 2022 December 31, 2021 Unsecured lines of credit $ — $ — Unsecured term loan $ 300,000 $ 300,000 The debt of the Operating Partnership consisted of the following (in thousands): As of As of March 31, 2022 December 31, 2021 Stated Interest Rate(s) Maturity Date Principal Book Value (1) Principal Book Value (1) Senior, unsecured notes: Senior notes 3.125 % September 2026 $ 350,000 $ 347,470 $ 350,000 $ 347,329 Senior notes 3.875 % July 2027 300,000 297,842 300,000 297,742 Senior notes 2.750 % September 2031 400,000 391,323 400,000 391,110 Mortgages payable: Atlantic City (2) (3) 6.44 % - 7.65% December 2024- December 2026 20,468 21,215 21,550 22,387 Southaven LIBOR + 1.80% April 2023 40,144 40,097 40,144 40,087 Unsecured term loan LIBOR + 1.25% April 2024 300,000 298,590 300,000 298,421 Unsecured lines of credit LIBOR + 1.20% July 2025 — — — — $ 1,410,612 $ 1,396,537 $ 1,411,694 $ 1,397,076 (1) Including premiums and net of debt discount and debt origination costs. (2) The effective interest rate assigned during the purchase price allocation to the Atlantic City mortgages assumed during the acquisition in 2011 was 5.05%. (3) Principal and interest due monthly with remaining principal due at maturity. Certain of our properties, which had a net book value of approximately $149.0 million at March 31, 2022, serve as collateral for mortgages payable. As of March 31, 2022, we maintained unsecured lines of credit that provided for borrowings of up to $520.0 million. The unsecured lines of credit as of March 31, 2022 included a $20.0 million liquidity line and a $500.0 million syndicated line. The syndicated line may be increased up to $1.2 billion through an accordion feature in certain circumstances. We provide guarantees to lenders for our joint ventures, which include standard non-recourse carve out indemnifications for losses arising from items such as but not limited to fraud, physical waste, payment of taxes, environmental indemnities, misapplication of insurance proceeds or security deposits and failure to maintain required insurance. For construction and term loans, we may include a guaranty of completion as well as a principal guaranty ranging from 0% to 17% of principal. The principal guarantees include terms for release or reduction based upon satisfactory completion of construction and performance targets including occupancy thresholds and minimum debt service coverage tests. As of March 31, 2022, the maximum amount of unconsolidated joint venture debt guaranteed by the Company was $21.9 million. The unsecured lines of credit and senior unsecured notes include covenants that require the maintenance of certain ratios, including debt service coverage and leverage, and limit the payment of dividends such that dividends and distributions will not exceed funds from operations, as defined in the agreements, for the prior fiscal year on an annual basis or 95% of funds from operations on a cumulative basis. As of March 31, 2022, we believe we were in compliance with all of our debt covenants. Debt Maturities Maturities of the existing long-term debt as of March 31, 2022 for the next five years and thereafter are as follows (in thousands): Calendar Year Amount For the remainder of 2022 $ 3,360 2023 44,916 2024 305,130 2025 1,501 2026 355,705 Thereafter 700,000 Subtotal 1,410,612 Net discount and debt origination costs (14,075) Total $ 1,396,537 We have considered our short-term (one year or less from the date of filing these financial statements) liquidity needs and the adequacy of our estimated cash flows from operating activities and other financing sources to meet these needs. These other sources include but are not limited to: existing cash, ongoing relationships with certain financial institutions, our ability to sell debt or issue equity subject to market conditions and proceeds from the potential sale of non-core assets. We believe that we have access to the necessary financing to fund our short-term liquidity needs. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments The following table summarizes the terms and fair values of our derivative financial instruments, as well as their classifications within the consolidated balance sheets (notional amounts and fair values in thousands): Fair Value Effective Date Maturity Date Notional Amount Bank Pay Rate Company Fixed Pay Rate March 31, 2022 December 31, 2021 Assets (Liabilities) (1) : Interest rate swaps: July 1, 2019 February 1, 2024 25,000 1 month LIBOR 1.75 % $ 259 $ (459) January 1, 2021 February 1, 2024 150,000 1 month LIBOR 0.60 % 4,691 828 January 1, 2021 February 1, 2024 100,000 1 month LIBOR 0.22 % 3,803 1,331 March 1, 2021 February 1, 2024 25,000 1 month LIBOR 0.24 % 947 326 Total $ 9,700 $ 2,026 (1) Asset balances are recorded in prepaids and other assets on the consolidated balance sheets and liabilities are recorded in other liabilities on the consolidated balance sheets. The derivative financial instruments are comprised of interest rate swaps, which are designated and qualify as cash flow hedges, each with a separate counterparty. We do not use derivatives for trading or speculative purposes and currently do not have any derivatives that are not designated as hedges. Changes in the fair value of derivatives designated and qualifying as cash flow hedges are recorded in accumulated other comprehensive loss and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The following table represents the effect of the derivative financial instruments on the accompanying consolidated financial statements (in thousands): Three months ended March 31, 2022 2021 Interest Rate Swaps: Amount of gain (loss) recognized in other comprehensive income (loss) $ 7,674 $ 1,998 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers are defined as follows: Tier Description Level 1 Observable inputs such as quoted prices in active markets Level 2 Inputs other than quoted prices in active markets that are either directly or indirectly observable Level 3 Unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions Fair Value Measurements on a Recurring Basis The following table sets forth our assets and liabilities that are measured at fair value within the fair value hierarchy (in thousands): Level 1 Level 2 Level 3 Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Observable Inputs Significant Unobservable Inputs Total Fair value as of March 31, 2022: Assets: Short-term government securities ( cash and cash equivalents) $ 149,997 $ 149,997 $ — $ — Interest rate swaps (prepaids and other assets) 9,700 — 9,700 — Total assets $ 159,697 $ 149,997 $ 9,700 $ — Level 1 Level 2 Level 3 Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Observable Inputs Significant Unobservable Inputs Total Fair value as of December 31, 2021: Asset: Short-term government securities ( cash and cash equivalents) $ 158,197 $ 158,197 $ — $ — Interest rate swaps (prepaids and other assets) $ 2,485 $ — $ 2,485 $ — Total assets $ 160,682 $ 158,197 $ 2,485 $ — Liabilities: Interest rate swaps (other liabilities) $ 459 $ — $ 459 $ — Total liabilities $ 459 $ — $ 459 $ — Short-term government securities Short-term government securities are highly liquid investments, which are classified as Level 1 in the fair value hierarchy because they are valued using quoted market prices in an active market. Interest rate swaps Fair values of interest rate swaps are estimated using Level 2 inputs based on current market data received from financial sources that trade such instruments and are based on prevailing market data and derived from third party proprietary models based on well recognized financial principles including counterparty risks, credit spreads and interest rate projections, as well as reasonable estimates about relevant future market conditions. Other Fair Value Disclosures The estimated fair value within the fair value hierarchy and recorded value of our debt consisting of senior unsecured notes, unsecured term loans, secured mortgages and unsecured lines of credit were as follows (in thousands): March 31, 2022 December 31, 2021 Level 1 Quoted Prices in Active Markets for Identical Assets or Liabilities $ — $ — Level 2 Significant Observable Inputs 990,555 1,079,234 Level 3 Significant Unobservable Inputs 362,563 366,103 Total fair value of debt $ 1,353,118 $ 1,445,337 Recorded value of debt $ 1,396,537 $ 1,397,076 Our senior unsecured notes are publicly-traded which provides quoted market rates. However, due to the limited trading volume of these notes, we have classified these instruments as Level 2 in the hierarchy. Our other debt is classified as Level 3 given the unobservable inputs utilized in the valuation. Our unsecured term loan, unsecured lines of credit and variable interest rate mortgages are all LIBOR based instruments. When selecting the discount rates for purposes of estimating the fair value of these instruments, we evaluated the original credit spreads and do not believe that the use of them differs materially from current credit spreads for similar instruments and therefore the recorded values of these debt instruments is considered their fair value. The carrying values of cash and cash equivalents, receivables, accounts payable, accrued expenses and other assets and liabilities are reasonable estimates of their fair values because of the short maturities of these instruments. |
Shareholders' Equity of the Com
Shareholders' Equity of the Company | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Shareholders' Equity of the Company | Shareholders’ Equity of the Company Dividend Declaration In January 2022, the Company's Board of Directors declared a $0.1825 cash dividend per common share payable on February 15, 2022 to each shareholder of record on January 31, 2022, and in its capacity as General Partner of the Operating Partnership, a $0.1825 cash distribution per Operating Partnership unit to the Operating Partnership's unitholders. At-the-Market Offering Under our at-the-market share offering program (“ATM Offering”), which commenced February 2021, we may offer and sell our common shares, $0.01 par value per share (“Common Shares”), having an aggregate gross sales price of up to $250.0 million (the “Shares”). We may sell the Shares in amounts and at times to be determined by us but we have no obligation to sell any of the Shares. Actual sales, if any, will depend on a variety of factors to be determined by us from time to time, including, among other things, market conditions, the trading price of the Common Shares, capital needs and determinations by us of the appropriate sources of funding. We currently intend to use the net proceeds from the sale of shares pursuant to the ATM Offering for working capital and general corporate purposes. As of March 31, 2022, we had approximately $60.1 million remaining available for sale under the ATM Offering program. The following table sets forth information regarding settlements under our ATM offering program: Three months ended March 31, 2022 2021 Number of common shares settled during the period — 6,867,078 Average price per share $ — $ 19.02 Aggregate gross proceeds (in thousands) $ — $ 130,638 Aggregate net proceeds after commissions and fees (in thousands) $ — $ 128,655 Share Repurchase Program In May 2021, the Company’s Board of Directors authorized the repurchase of up to $80.0 million of the Company’s outstanding shares through May 31, 2023. This authorization replaced a previous repurchase authorization for approximately $80.0 million that expired in May 2021. In June 2020, we amended our debt agreements primarily to improve future covenant flexibility and such amendments included a prohibition on share repurchases for twelve months starting July 1, 2020 (the “Repurchase Covenant”). The Company temporarily suspended share repurchases for the twelve months starting July 1, 2020 and ending on June 30, 2021 in light of a repurchase covenant. On July 1, 2021, the Repurchase Covenant expired. |
Partners' Equity of the Operati
Partners' Equity of the Operating Partnership | 3 Months Ended |
Mar. 31, 2022 | |
Partners' Equity of the Operating Partnership [Abstract] | |
Partners' Equity of the Operating Partnership | Partners’ Equity of the Operating Partnership All units of partnership interest issued by the Operating Partnership have equal rights with respect to earnings, dividends and net assets. When the Company issues common shares upon the exercise of options, the grant of restricted common share awards, or the exchange of Class A common limited partnership units, the Operating Partnership issues a corresponding Class B common limited partnership unit to Tanger LP Trust, a wholly-owned subsidiary of the Company. Likewise, when the Company repurchases its outstanding common shares, the Operating Partnership repurchases a corresponding Class B common limited partnership unit held by Tanger LP Trust. The following table sets forth the changes in outstanding partnership units for the three months ended March 31, 2022 and March 31, 2021: Limited Partnership Units General Partnership Units Class A Class B Total Balance December 31, 2020 1,000,000 4,794,643 92,569,801 97,364,444 Grant of restricted common share awards by the Company, net of forfeitures — — 469,675 469,675 Issuance of deferred units 100,000 — 6,767,078 6,767,078 Units withheld for employee income taxes — — (111,977) (111,977) Balance March 31, 2021 1,100,000 4,794,643 99,694,577 104,489,220 Balance December 31, 2021 1,100,000 4,761,559 102,984,734 107,746,293 Grant of restricted common share awards by the Company, net of forfeitures — — 512,398 512,398 Issuance of units — — — — Options exercised — — 1,900 1,900 Units withheld for employee income taxes — — (129,971) (129,971) Balance March 31, 2022 1,100,000 4,761,559 103,369,061 108,130,620 |
Earnings Per Share of the Compa
Earnings Per Share of the Company | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share of the Company | Earnings Per Share of the Company The following table sets forth a reconciliation of the numerators and denominators in computing the Company’s earnings per share (in thousands, except per share amounts): Three months ended March 31, 2022 2021 Numerator: Net income attributable to Tanger Factory Outlet Centers, Inc. $ 20,518 $ 4,133 Less allocation of earnings to participating securities (215) (207) Net income available to common shareholders of Tanger Factory Outlet Centers, Inc. $ 20,303 $ 3,926 Denominator: Basic weighted average common shares 103,520 94,812 Effect of notional units 802 288 Effect of outstanding options 736 717 Diluted weighted average common shares 105,058 95,817 Basic earnings per common share: Net income $ 0.20 $ 0.04 Diluted earnings per common share: Net income $ 0.19 $ 0.04 We determine diluted earnings per share based on the weighted average number of common shares outstanding combined with the incremental weighted average shares that would have been outstanding assuming all potentially dilutive securities were converted into common shares at the earliest date possible. Notional units granted under our equity compensation plan are considered contingently issuable common shares and are included in earnings per share if the effect is dilutive using the treasury stock method and the common shares would be issuable if the end of the reporting period were the end of the contingency period. For the three months ended March 31, 2022, approximately 139,000 notional units were excluded from the computation and for the three months ended March 31, 2021, approximately 1.1 million notional units were excluded from the computation because these notional units either would not have been issuable if the end of the reporting period were the end of the contingency period or as they were anti-dilutive. With respect to outstanding options, the effect of dilutive common shares is determined using the treasury stock method, whereby outstanding options are assumed exercised at the beginning of the reporting period and the exercise proceeds from such options and the average measured but unrecognized compensation cost during the period are assumed to be used to repurchase our common shares at the average market price during the period. For the three months ended March 31, 2022, approximately 297,000 options were excluded from the computation and for the three months ended March 31, 2021, approximately 403,000 options were excluded from the computation, as they were anti-dilutive. The assumed exchange of the partnership units held by the Non-Company LPs as of the beginning of the year, which would result in the elimination of earnings allocated to the noncontrolling interest in the Operating Partnership, would have no impact on earnings per share since the allocation of earnings to a common limited partnership unit, as if exchanged, is equivalent to earnings allocated to a common share. Certain of the Company’s unvested restricted common share awards contain non-forfeitable rights to dividends or dividend equivalents. The impact of these unvested restricted common share awards on earnings per share has been calculated using the two-class method whereby earnings are allocated to the unvested restricted common share awards based on dividends declared and the unvested restricted common shares’ participation rights in undistributed earnings. Unvested restricted common shares that do not contain non-forfeitable rights to dividends or dividend equivalents are included in the diluted earnings per share computation if the effect is dilutive, using the treasury stock method. The following table sets forth a reconciliation of the numerators and denominators in computing earnings per unit (in thousands, except per unit amounts): Three months ended March 31, 2022 2021 Numerator: Net income attributable to partners of the Operating Partnership $ 21,462 $ 4,342 Less allocation of earnings to participating securities (215) (207) Net income available to common unitholders of the Operating Partnership $ 21,247 $ 4,135 Denominator: Basic weighted average common units 108,282 99,606 Effect of notional units 802 288 Effect of outstanding options 736 717 Diluted weighted average common units 109,820 100,611 Basic earnings per common unit: Net income $ 0.20 $ 0.04 Diluted earnings per common unit: Net income $ 0.19 $ 0.04 We determine diluted earnings per unit based on the weighted average number of common units outstanding combined with the incremental weighted average units that would have been outstanding assuming all potentially dilutive securities were converted into common units at the earliest date possible. Notional units granted under our equity compensation plan are considered contingently issuable common units and are included in earnings per unit if the effect is dilutive using the treasury stock method and the common units would be issuable if the end of the reporting period were the end of the contingency period. For the three months ended March 31, 2022, approximately 139,000 notional units were excluded from the computation and for the three months ended March 31, 2021, approximately 1.1 million notional units were excluded from the computation because these notional units either would not have been issuable if the end of the reporting period were the end of the contingency period or as they were anti-dilutive. With respect to outstanding options, the effect of dilutive common units is determined using the treasury stock method, whereby outstanding options are assumed exercised at the beginning of the reporting period and the exercise proceeds from such options and the average measured but unrecognized compensation cost during the period are assumed to be used to repurchase our common units at the average market price during the period. The market price of a common unit is considered to be equivalent to the market price of a Company common share. For the three months ended March 31, 2022, approximately 297,000 options were excluded from the computation and for the three months ended March 31, 2021, approximately 403,000 options were excluded from the computation, as they were anti-dilutive. Certain of the Company’s unvested restricted common share awards contain non-forfeitable rights to distributions or distribution equivalents. The impact of the corresponding unvested restricted unit awards on earnings per unit has been calculated using the two-class method whereby earnings are allocated to the unvested restricted unit awards based on distributions declared and the unvested restricted units’ participation rights in undistributed earnings. Unvested restricted common units that do not contain non-forfeitable rights to dividends or dividend equivalents are included in the diluted earnings per unit computation if the effect is dilutive, using the treasury stock method. |
Earnings Per Unit of the Operat
Earnings Per Unit of the Operating Partnership | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Unit of the Operating Partnership | Earnings Per Share of the Company The following table sets forth a reconciliation of the numerators and denominators in computing the Company’s earnings per share (in thousands, except per share amounts): Three months ended March 31, 2022 2021 Numerator: Net income attributable to Tanger Factory Outlet Centers, Inc. $ 20,518 $ 4,133 Less allocation of earnings to participating securities (215) (207) Net income available to common shareholders of Tanger Factory Outlet Centers, Inc. $ 20,303 $ 3,926 Denominator: Basic weighted average common shares 103,520 94,812 Effect of notional units 802 288 Effect of outstanding options 736 717 Diluted weighted average common shares 105,058 95,817 Basic earnings per common share: Net income $ 0.20 $ 0.04 Diluted earnings per common share: Net income $ 0.19 $ 0.04 We determine diluted earnings per share based on the weighted average number of common shares outstanding combined with the incremental weighted average shares that would have been outstanding assuming all potentially dilutive securities were converted into common shares at the earliest date possible. Notional units granted under our equity compensation plan are considered contingently issuable common shares and are included in earnings per share if the effect is dilutive using the treasury stock method and the common shares would be issuable if the end of the reporting period were the end of the contingency period. For the three months ended March 31, 2022, approximately 139,000 notional units were excluded from the computation and for the three months ended March 31, 2021, approximately 1.1 million notional units were excluded from the computation because these notional units either would not have been issuable if the end of the reporting period were the end of the contingency period or as they were anti-dilutive. With respect to outstanding options, the effect of dilutive common shares is determined using the treasury stock method, whereby outstanding options are assumed exercised at the beginning of the reporting period and the exercise proceeds from such options and the average measured but unrecognized compensation cost during the period are assumed to be used to repurchase our common shares at the average market price during the period. For the three months ended March 31, 2022, approximately 297,000 options were excluded from the computation and for the three months ended March 31, 2021, approximately 403,000 options were excluded from the computation, as they were anti-dilutive. The assumed exchange of the partnership units held by the Non-Company LPs as of the beginning of the year, which would result in the elimination of earnings allocated to the noncontrolling interest in the Operating Partnership, would have no impact on earnings per share since the allocation of earnings to a common limited partnership unit, as if exchanged, is equivalent to earnings allocated to a common share. Certain of the Company’s unvested restricted common share awards contain non-forfeitable rights to dividends or dividend equivalents. The impact of these unvested restricted common share awards on earnings per share has been calculated using the two-class method whereby earnings are allocated to the unvested restricted common share awards based on dividends declared and the unvested restricted common shares’ participation rights in undistributed earnings. Unvested restricted common shares that do not contain non-forfeitable rights to dividends or dividend equivalents are included in the diluted earnings per share computation if the effect is dilutive, using the treasury stock method. The following table sets forth a reconciliation of the numerators and denominators in computing earnings per unit (in thousands, except per unit amounts): Three months ended March 31, 2022 2021 Numerator: Net income attributable to partners of the Operating Partnership $ 21,462 $ 4,342 Less allocation of earnings to participating securities (215) (207) Net income available to common unitholders of the Operating Partnership $ 21,247 $ 4,135 Denominator: Basic weighted average common units 108,282 99,606 Effect of notional units 802 288 Effect of outstanding options 736 717 Diluted weighted average common units 109,820 100,611 Basic earnings per common unit: Net income $ 0.20 $ 0.04 Diluted earnings per common unit: Net income $ 0.19 $ 0.04 We determine diluted earnings per unit based on the weighted average number of common units outstanding combined with the incremental weighted average units that would have been outstanding assuming all potentially dilutive securities were converted into common units at the earliest date possible. Notional units granted under our equity compensation plan are considered contingently issuable common units and are included in earnings per unit if the effect is dilutive using the treasury stock method and the common units would be issuable if the end of the reporting period were the end of the contingency period. For the three months ended March 31, 2022, approximately 139,000 notional units were excluded from the computation and for the three months ended March 31, 2021, approximately 1.1 million notional units were excluded from the computation because these notional units either would not have been issuable if the end of the reporting period were the end of the contingency period or as they were anti-dilutive. With respect to outstanding options, the effect of dilutive common units is determined using the treasury stock method, whereby outstanding options are assumed exercised at the beginning of the reporting period and the exercise proceeds from such options and the average measured but unrecognized compensation cost during the period are assumed to be used to repurchase our common units at the average market price during the period. The market price of a common unit is considered to be equivalent to the market price of a Company common share. For the three months ended March 31, 2022, approximately 297,000 options were excluded from the computation and for the three months ended March 31, 2021, approximately 403,000 options were excluded from the computation, as they were anti-dilutive. Certain of the Company’s unvested restricted common share awards contain non-forfeitable rights to distributions or distribution equivalents. The impact of the corresponding unvested restricted unit awards on earnings per unit has been calculated using the two-class method whereby earnings are allocated to the unvested restricted unit awards based on distributions declared and the unvested restricted units’ participation rights in undistributed earnings. Unvested restricted common units that do not contain non-forfeitable rights to dividends or dividend equivalents are included in the diluted earnings per unit computation if the effect is dilutive, using the treasury stock method. |
Equity-Based Compensation of th
Equity-Based Compensation of the Company | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Equity-Based Compensation of the Company | Equity-Based Compensation of the Company We have a shareholder approved equity-based compensation plan, the Incentive Award Plan of Tanger Factory Outlet Centers, Inc. and Tanger Properties Limited Partnership (as amended and restated on April 4, 2014), as amended (the “Plan”), which covers our non-employee directors, officers, employees and consultants. Per the Operating Partnership agreement, when a common share is issued by the Company, the Operating Partnership issues one corresponding unit of partnership interest to the Company’s wholly-owned subsidiary, the Tanger LP Trust. Therefore, when the Company grants an equity-based award, the Operating Partnership treats each award as having been granted by the Operating Partnership. In the discussion below, the term “we” refers to the Company and the Operating Partnership together and the term “shares” is meant to also include corresponding units of the Operating Partnership. We recorded equity-based compensation expense in general and administrative expenses in our consolidated statements of operations as follows (in thousands): Three months ended March 31, 2022 2021 Restricted common shares (1) $ 1,569 $ 2,573 Notional unit performance awards (1) 1,045 1,149 Options 94 123 Total equity-based compensation $ 2,708 $ 3,845 (1) The three months ended March 31, 2021, includes the accelerated recognition of compensation cost. Equity-based compensation expense capitalized as a part of rental property and deferred lease costs were as follows (in thousands): Three months ended March 31, 2022 2021 Equity-based compensation expense capitalized $ 38 $ 64 Restricted Common Share and Restricted Share Unit Awards During February 2022, the Company granted approximately 383,000 restricted common shares and restricted share units to the Company’s non-employee directors and the Company’s executive officers. The grant date fair value of the awards was $16.62 per share. The restricted common shares vest ratably over a three year period on January 4th of each year for non-employee directors and on February 15th of each year for executive officers. Compensation expense related to the amortization of the deferred compensation is being recognized in accordance with the vesting schedule of the restricted shares. For certain shares that vest during the period, we withhold shares with value equivalent up to the employees’ maximum statutory obligation for the applicable income and other employment taxes, and remit cash to the appropriate taxing authorities. The total number of shares withheld upon vesting were approximately 130,000 and 112,000 for the three months ended March 31, 2022 and 2021, respectively. The total number of shares withheld was based on the value of the restricted common shares on the vesting date as determined by our closing share price on the day prior to the vesting date. Total amounts paid for the employees’ tax obligation to taxing authorities were $2.1 million and $1.6 million for the three months ended March 31, 2022 and 2021, respectively. These amounts are reflected as financing activities within the consolidated statements of cash flows. 2022 Performance Share Plan During February 2022, the Compensation Committee of the Company approved the general terms of the Tanger Factory Outlet Centers, Inc. 2022 Performance Share Plan (the “2022 PSP”) covering the Company's executive officers whereby a maximum of approximately 555,000 restricted common shares may be earned if certain share price appreciation goals are achieved over a three year measurement period. The 2022 PSP is a long-term incentive compensation plan. Recipients may earn units which may convert into restricted common shares of the Company based on the Company’s absolute share price appreciation (or absolute total shareholder return) and its share price appreciation relative to its peer group (or relative total shareholder return) over a three-year measurement period. Any shares earned at the end of the three-year measurement period are subject to a time-based vesting schedule, with 50% of the shares vesting immediately following the measurement period, and the remaining 50% vesting one year thereafter, contingent upon continued employment with the Company through the vesting date (unless terminated prior thereto (a) by the Company without cause, (b) by participant for good reason or, (c) due to death or disability). The following table sets forth 2022 PSP performance targets and other relevant information about the 2022 PSP: Performance targets (1) Absolute portion of award: Percent of total award 33.3% Absolute total shareholder return range 26.0 % - 40.5% Percentage of units to be earned 20 % - 100% Relative portion of award: Percent of total award 66.7% Percentile rank of peer group range (2) 30 th - 80th Percentage of units to be earned 20 % - 100% Maximum number of restricted common shares that may be earned 555,349 February grant date fair value per share $ 11.68 (1) The number of restricted common shares received under the 2022 PSP will be determined on a pro-rata basis by linear interpolation between total shareholder return thresholds, both for absolute total shareholder return and for relative total shareholder return amongst the Company’s peer group. (2) The peer group is based on companies included in the FTSE NAREIT Retail Index. The fair values of the 2022 PSP awards granted during the three months ended March 31, 2022 were determined at the grant dates using a Monte Carlo simulation pricing model and the following assumptions: Risk free interest rate (1) 1.7 % Expected dividend yield (2) 5.7 % Expected volatility (3) 65 % (1) Represents the interest rate as of the grant date on US treasury bonds having the same life as the estimated life of the restricted unit grants. (2) The dividend yield is calculated utilizing the average dividend yield over the previous three-year period and the current dividend yield as of the valuation date. (3) Based on a mix of historical and implied volatility for our common shares and the common shares of our peer index companies over the measurement period. 2019 Performance Share Plan On February 17, 2022, the measurement period for the 2019 Performance Share Plan (the “2019 PSP") expired. Based on the Company’s relative total shareholder return over the three year measurement period, we issued 96,592 restricted common shares in February 2022, with 58,569 vesting immediately and the remaining 38,023 vesting in February one year thereafter, contingent upon continued employment with the Company through the vesting date. Our absolute share price appreciation (or total shareholder return) for the 2019 OPP did not meet the minimum share price appreciation and no shares were earned under this component of the 2019 OPP. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) of the Company | 3 Months Ended |
Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income (Loss) of the Company | Accumulated Other Comprehensive Income (Loss) of the Company The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2022 (in thousands): Tanger Factory Outlet Centers, Inc. Accumulated Other Comprehensive Income (Loss) Noncontrolling Interest in Operating Partnership Accumulated Other Comprehensive Income (Loss) Foreign Currency Cash flow hedges Total Foreign Currency Cash flow hedges Total Balance December 31, 2021 $ (19,713) $ 1,952 $ (17,761) $ (1,084) $ 72 $ (1,012) Other comprehensive income before reclassifications 1,172 7,056 8,228 54 324 378 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 281 281 — 13 13 Balance March 31, 2022 $ (18,541) $ 9,289 $ (9,252) $ (1,030) $ 409 $ (621) The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2021 (in thousands): Tanger Factory Outlet Centers, Inc. Accumulated Other Comprehensive Income (Loss) Noncontrolling Interest in Operating Partnership Accumulated Other Comprehensive Income (Loss) Foreign Currency Cash flow hedges Total Foreign Currency Cash flow hedges Total Balance December 31, 2020 $ (23,399) $ (3,186) $ (26,585) $ (1,281) $ (173) $ (1,454) Other comprehensive income before reclassifications 952 1,508 2,460 57 76 133 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges 3,463 394 3,857 167 20 187 Balance March 31, 2021 $ (18,984) $ (1,284) $ (20,268) $ (1,057) $ (77) $ (1,134) We expect within the next twelve months to reclassify into earnings as a decrease to interest expense approximately $3.2 million of the amounts recorded within accumulated other comprehensive loss related to the interest rate swap agreements in effect as of March 31, 2022. The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2022 (in thousands): Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss) Balance December 31, 2021 $ (20,797) $ 2,024 $ (18,773) Other comprehensive income before reclassifications 1,226 7,380 8,606 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 294 294 Balance March 31, 2022 $ (19,571) $ 9,698 $ (9,873) The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2021 (in thousands): Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss) Balance December 31, 2020 $ (24,680) $ (3,359) $ (28,039) Other comprehensive income before reclassifications 1,009 1,584 2,593 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges 3,630 414 4,044 Balance March 31, 2021 $ (20,041) $ (1,361) $ (21,402) We expect within the next twelve months to reclassify into earnings as a decrease to interest expense approximately $3.2 million of the amounts recorded within accumulated other comprehensive loss related to the interest rate swap agreements in effect as of March 31, 2022. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) of the Operating Partnership | 3 Months Ended |
Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income (Loss) of the Operating Partnership | Accumulated Other Comprehensive Income (Loss) of the Company The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2022 (in thousands): Tanger Factory Outlet Centers, Inc. Accumulated Other Comprehensive Income (Loss) Noncontrolling Interest in Operating Partnership Accumulated Other Comprehensive Income (Loss) Foreign Currency Cash flow hedges Total Foreign Currency Cash flow hedges Total Balance December 31, 2021 $ (19,713) $ 1,952 $ (17,761) $ (1,084) $ 72 $ (1,012) Other comprehensive income before reclassifications 1,172 7,056 8,228 54 324 378 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 281 281 — 13 13 Balance March 31, 2022 $ (18,541) $ 9,289 $ (9,252) $ (1,030) $ 409 $ (621) The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2021 (in thousands): Tanger Factory Outlet Centers, Inc. Accumulated Other Comprehensive Income (Loss) Noncontrolling Interest in Operating Partnership Accumulated Other Comprehensive Income (Loss) Foreign Currency Cash flow hedges Total Foreign Currency Cash flow hedges Total Balance December 31, 2020 $ (23,399) $ (3,186) $ (26,585) $ (1,281) $ (173) $ (1,454) Other comprehensive income before reclassifications 952 1,508 2,460 57 76 133 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges 3,463 394 3,857 167 20 187 Balance March 31, 2021 $ (18,984) $ (1,284) $ (20,268) $ (1,057) $ (77) $ (1,134) We expect within the next twelve months to reclassify into earnings as a decrease to interest expense approximately $3.2 million of the amounts recorded within accumulated other comprehensive loss related to the interest rate swap agreements in effect as of March 31, 2022. The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2022 (in thousands): Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss) Balance December 31, 2021 $ (20,797) $ 2,024 $ (18,773) Other comprehensive income before reclassifications 1,226 7,380 8,606 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 294 294 Balance March 31, 2022 $ (19,571) $ 9,698 $ (9,873) The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2021 (in thousands): Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss) Balance December 31, 2020 $ (24,680) $ (3,359) $ (28,039) Other comprehensive income before reclassifications 1,009 1,584 2,593 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges 3,630 414 4,044 Balance March 31, 2021 $ (20,041) $ (1,361) $ (21,402) We expect within the next twelve months to reclassify into earnings as a decrease to interest expense approximately $3.2 million of the amounts recorded within accumulated other comprehensive loss related to the interest rate swap agreements in effect as of March 31, 2022. |
Lease Agreements
Lease Agreements | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Lease Agreements | Lease Agreements As of March 31, 2022, we were the lessor to approximately 2,200 stores in our 30 consolidated outlet centers, under operating leases with initial terms that expire from 2022 to 2039, with certain agreements containing extension options. We also have certain agreements that require tenants to pay their portion of reimbursable expenses such as common area expenses, utilities, insurance and real estate taxes. The components of rental revenues are as follows (in thousands): Three months ended March 31, 2022 2021 Rental revenues - fixed $ 81,312 $ 74,919 Rental revenues - variable (1) 23,297 22,548 Rental revenues $ 104,609 $ 97,467 (1) Primarily includes rents based on a percentage of tenant sales volume and reimbursable expenses such as common area expenses, utilities, insurance and real estate taxes. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 31, 2022 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information We purchase capital equipment and incur costs relating to construction of facilities, including tenant finishing allowances. Expenditures included in accounts payable and accrued expenses were as follows (in thousands): As of As of March 31, 2022 March 31, 2021 Costs relating to construction included in accounts payable and accrued expenses $ 9,539 $ 15,849 Interest paid, net of interest capitalized was as follows (in thousands): Three months ended March 31, 2022 2021 Interest paid $ 19,552 $ 14,125 |
New Accounting Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | New Accounting PronouncementsRecently issued accounting standardsOn March 12, 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions that reference LIBOR or other reference rates expected to be discontinued because of reference rate reform. This ASU is effective as of March 12, 2020 through December 31, 2022. In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848), which refines the scope of Topic 848 and clarifies some of its guidance. Specifically, certain provisions in Topic 848, if elected by an entity, apply to derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a result of reference rate reform. Amendments to the expedients and exceptions in Topic 848 capture the incremental consequences of the scope clarification and tailor the existing guidance to derivative instruments affected by the discounting transition. The amendments are effective immediately for all entities. An entity may elect to apply the amendments on a full retrospective basis. We have not adopted any of the optional expedients or exceptions through March 31, 2022, but will continue to evaluate the possible adoption of any such expedients or exceptions during the effective period as circumstances evolve. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Dividend Declaration In April 2022, the Company's Board of Directors declared a $0.20 cash dividend per common share payable on May 13, 2022 to each shareholder of record on April 29, 2022, and in its capacity as General Partner of the Operating Partnership a $0.20 cash distribution per Operating Partnership unit to the Operating Partnership's unitholders. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited consolidated financial statements included herein have been prepared pursuant to accounting principles generally accepted in the United States of America and should be read in conjunction with the consolidated financial statements and notes thereto of the Company’s and the Operating Partnership’s combined Annual Report on Form 10-K for the year ended December 31, 2021. The December 31, 2021 balance sheet data in this Form 10-Q was derived from audited financial statements. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the SEC’s rules and regulations, although management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the financial statements for the interim periods have been made. The results of interim periods are not necessarily indicative of the results for a full year. |
Consolidation | The Company currently consolidates the Operating Partnership because it has (1) the power to direct the activities of the Operating Partnership that most significantly impact the Operating Partnership’s economic performance and (2) the obligation to absorb losses and the right to receive the residual returns of the Operating Partnership that could be potentially significant. We consolidate properties that are wholly-owned and properties where we own less than 100% but control such properties. Control is determined using an evaluation based on accounting standards related to the consolidation of voting interest entities and variable interest entities (“VIE”). For joint ventures that are determined to be a VIE, we consolidate the entity where we are deemed to be the primary beneficiary. Determination of the primary beneficiary is based on whether an entity has (1) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance, and (2) the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE. Our determination of the primary beneficiary considers all relationships between us and the VIE, including management agreements and other contractual arrangements. Investments in real estate joint ventures that we do not control but may exercise significant influence on are accounted for using the equity method of accounting. These investments are recorded initially at cost and subsequently adjusted for our equity in the joint venture’s net income or loss, cash contributions, distributions and other adjustments required under the equity method of accounting. For certain investments in real estate joint ventures, we record our equity in the venture’s net income or loss under the hypothetical liquidation at book value method of accounting due to the structures and the preferences we receive on the distributions from our joint ventures pursuant to the respective joint venture agreements for those joint ventures. Under this method, we recognize income and loss in each period based on the change in liquidation proceeds we would receive from a hypothetical liquidation of our investment based on depreciated book value. Therefore, income or loss may be allocated disproportionately as compared to the ownership percentages due to specified preferred return rate thresholds and may be more or less than actual cash distributions received and more or less than what we may receive in the event of an actual liquidation. We separately report investments in joint ventures for which accumulated distributions have exceeded investments in, and our share of net income or loss of, the joint ventures within other liabilities in the consolidated balance sheets because we are committed to provide further financial support to these joint ventures. The carrying amount of our investments in the Charlotte, Columbus, Galveston/Houston, and National Harbor joint ventures are less than zero because of financing or operating distributions that were greater than net income, as net income includes non-cash charges for depreciation and amortization. |
Accounts Receivable | Accounts ReceivableIndividual leases are assessed for collectability and upon the determination that the collection of rents is not probable, accrued rent and accounts receivable are written-off as an adjustment to rental revenue. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further we assess whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical bad debt levels and current economic trends including discussions with tenants for potential lease amendments. Our estimate of the collectability of accrued rents and accounts receivable is based on the best information available to us at the time of preparing the financial statements. Straight-line rent adjustments recorded as a receivable in prepaids and other assets on the consolidated balance sheets was approximately $51.6 million as of March 31, 2022. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Rental property held and used by us is reviewed for impairment in the event that facts and circumstances indicate that the carrying amount of an asset may not be recoverable. In such an event, we compare the estimated future undiscounted cash flows associated with the asset to the asset's carrying amount, and if less, recognize an impairment loss in an amount by which the carrying amount exceeds its fair value. |
Recently issued accounting standards | Recently issued accounting standardsOn March 12, 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions that reference LIBOR or other reference rates expected to be discontinued because of reference rate reform. This ASU is effective as of March 12, 2020 through December 31, 2022. In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848), which refines the scope of Topic 848 and clarifies some of its guidance. Specifically, certain provisions in Topic 848, if elected by an entity, apply to derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a result of reference rate reform. Amendments to the expedients and exceptions in Topic 848 capture the incremental consequences of the scope clarification and tailor the existing guidance to derivative instruments affected by the discounting transition. The amendments are effective immediately for all entities. An entity may elect to apply the amendments on a full retrospective basis. We have not adopted any of the optional expedients or exceptions through March 31, 2022, but will continue to evaluate the possible adoption of any such expedients or exceptions during the effective period as circumstances evolve. |
Disposition of Properties (Tabl
Disposition of Properties (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Disposition of Properties [Abstract] | |
Disposition of Property | The following table sets forth certain summarized information regarding properties sold during the three months ended March 31, 2022 and March 31, 2021: Property (1) Location Date Sold Square Feet Net Sales Proceeds Gain on Sale 2021 Disposition: Jeffersonville Jeffersonville, Ohio January 2021 412 $ 8,100 $ — (1) The rental properties sold did not meet the criteria to be reported as discontinued operations. |
Investments in Unconsolidated_2
Investments in Unconsolidated Real Estate Joint Ventures (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Investments In Unconsolidated Real Estate Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | We have an ownership interest in the following unconsolidated real estate joint ventures: As of March 31, 2022 Joint Venture Outlet Center Location Ownership % Square Feet Carrying Value of Investment (in millions) Total Joint Venture Debt, Net (in millions) (1) Investments included in investments in unconsolidated joint ventures: RioCan Canada Various 50.0 % 665 83.0 — $ 83.0 Investments included in other liabilities: Columbus (2) Columbus, OH 50.0 % 355 $ (0.9) $ 70.9 Charlotte (2) Charlotte, NC 50.0 % 399 $ (17.3) $ 99.6 National Harbor (2) National Harbor, MD 50.0 % 341 (11.7) 94.6 Galveston/Houston (2) Texas City, TX 50.0 % 353 (13.9) 64.4 $ (43.8) As of December 31, 2021 Joint Venture Outlet Center Location Ownership % Square Feet Carrying Value of Investment (in millions) Total Joint Venture Debt, Net (in millions) (1) Investments included in investments in unconsolidated joint ventures: Columbus Columbus, OH 50.0 % 355 $ 0.2 $ 70.9 RioCan Canada Various 50.0 % 665 82.4 — $ 82.6 Investments included in other liabilities: Charlotte (2) Charlotte, NC 50.0 % 399 $ (16.2) $ 99.6 National Harbor (2) National Harbor, MD 50.0 % 341 (11.2) 94.5 Galveston/Houston (2) Texas City, TX 50.0 % 353 (14.0) 64.4 $ (41.4) (1) Net of debt origination costs of $1.0 million as of March 31, 2022 and $1.0 million as of December 31, 2021. |
Schedule of Development, Loan Guarantee, Management, Leasing, and Marketing Fees Paid By Unconsolidated JVs | Fees we received for various services provided to our unconsolidated joint ventures were recognized in management, leasing and other services as follows (in thousands): Three months ended March 31, 2022 2021 Fee: Management and marketing $ 536 $ 509 Leasing and other fees 35 56 Expense reimbursements from unconsolidated joint ventures 956 807 Total Fees $ 1,527 $ 1,372 |
Summary Financial Information of Unconsolidated JVs Balance Sheet | Condensed combined summary financial information of unconsolidated joint ventures accounted for using the equity method is as follows (in thousands): Condensed Combined Balance Sheets - Unconsolidated Joint Ventures March 31, 2022 December 31, 2021 Assets Land $ 84,184 $ 83,568 Buildings, improvements and fixtures 470,435 467,918 Construction in progress 915 744 555,534 552,230 Accumulated depreciation (171,917) (166,096) Total rental property, net 383,617 386,134 Cash and cash equivalents 14,738 19,030 Deferred lease costs and other intangibles, net 3,413 3,517 Prepaids and other assets 11,766 13,109 Total assets $ 413,534 $ 421,790 Liabilities and Owners’ Equity Mortgages payable, net $ 329,488 $ 329,460 Accounts payable and other liabilities 13,530 15,231 Total liabilities 343,018 344,691 Owners’ equity 70,516 77,099 Total liabilities and owners’ equity $ 413,534 $ 421,790 |
Summary Financial Information Of Unconsolidated JVs Statements of Operations | Three months ended Condensed Combined Statements of Operations March 31, - Unconsolidated Joint Ventures 2022 2021 Revenues $ 21,841 $ 20,992 Expenses: Property operating 8,303 8,413 General and administrative 92 29 Depreciation and amortization 5,482 5,901 Total expenses 13,877 14,343 Other income (expense): Interest expense (2,916) (2,945) Gain on sale of assets — 503 Other income 3 59 Total other expense (2,913) (2,383) Net income $ 5,051 $ 4,266 The Company and Operating Partnership’s share of: Net income $ 2,513 $ 1,769 Depreciation and amortization (real estate related) $ 2,754 $ 2,996 |
Debt Guaranteed by the Company
Debt Guaranteed by the Company (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Operating Partnership had the following principal amounts outstanding on the debt guaranteed by the Company (in thousands): As of March 31, 2022 December 31, 2021 Unsecured lines of credit $ — $ — Unsecured term loan $ 300,000 $ 300,000 The debt of the Operating Partnership consisted of the following (in thousands): As of As of March 31, 2022 December 31, 2021 Stated Interest Rate(s) Maturity Date Principal Book Value (1) Principal Book Value (1) Senior, unsecured notes: Senior notes 3.125 % September 2026 $ 350,000 $ 347,470 $ 350,000 $ 347,329 Senior notes 3.875 % July 2027 300,000 297,842 300,000 297,742 Senior notes 2.750 % September 2031 400,000 391,323 400,000 391,110 Mortgages payable: Atlantic City (2) (3) 6.44 % - 7.65% December 2024- December 2026 20,468 21,215 21,550 22,387 Southaven LIBOR + 1.80% April 2023 40,144 40,097 40,144 40,087 Unsecured term loan LIBOR + 1.25% April 2024 300,000 298,590 300,000 298,421 Unsecured lines of credit LIBOR + 1.20% July 2025 — — — — $ 1,410,612 $ 1,396,537 $ 1,411,694 $ 1,397,076 (1) Including premiums and net of debt discount and debt origination costs. (2) The effective interest rate assigned during the purchase price allocation to the Atlantic City mortgages assumed during the acquisition in 2011 was 5.05%. |
Debt of the Operating Partner_2
Debt of the Operating Partnership (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Operating Partnership had the following principal amounts outstanding on the debt guaranteed by the Company (in thousands): As of March 31, 2022 December 31, 2021 Unsecured lines of credit $ — $ — Unsecured term loan $ 300,000 $ 300,000 The debt of the Operating Partnership consisted of the following (in thousands): As of As of March 31, 2022 December 31, 2021 Stated Interest Rate(s) Maturity Date Principal Book Value (1) Principal Book Value (1) Senior, unsecured notes: Senior notes 3.125 % September 2026 $ 350,000 $ 347,470 $ 350,000 $ 347,329 Senior notes 3.875 % July 2027 300,000 297,842 300,000 297,742 Senior notes 2.750 % September 2031 400,000 391,323 400,000 391,110 Mortgages payable: Atlantic City (2) (3) 6.44 % - 7.65% December 2024- December 2026 20,468 21,215 21,550 22,387 Southaven LIBOR + 1.80% April 2023 40,144 40,097 40,144 40,087 Unsecured term loan LIBOR + 1.25% April 2024 300,000 298,590 300,000 298,421 Unsecured lines of credit LIBOR + 1.20% July 2025 — — — — $ 1,410,612 $ 1,396,537 $ 1,411,694 $ 1,397,076 (1) Including premiums and net of debt discount and debt origination costs. (2) The effective interest rate assigned during the purchase price allocation to the Atlantic City mortgages assumed during the acquisition in 2011 was 5.05%. |
Schedule of Maturities of Long-term Debt | Maturities of the existing long-term debt as of March 31, 2022 for the next five years and thereafter are as follows (in thousands): Calendar Year Amount For the remainder of 2022 $ 3,360 2023 44,916 2024 305,130 2025 1,501 2026 355,705 Thereafter 700,000 Subtotal 1,410,612 Net discount and debt origination costs (14,075) Total $ 1,396,537 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table summarizes the terms and fair values of our derivative financial instruments, as well as their classifications within the consolidated balance sheets (notional amounts and fair values in thousands): Fair Value Effective Date Maturity Date Notional Amount Bank Pay Rate Company Fixed Pay Rate March 31, 2022 December 31, 2021 Assets (Liabilities) (1) : Interest rate swaps: July 1, 2019 February 1, 2024 25,000 1 month LIBOR 1.75 % $ 259 $ (459) January 1, 2021 February 1, 2024 150,000 1 month LIBOR 0.60 % 4,691 828 January 1, 2021 February 1, 2024 100,000 1 month LIBOR 0.22 % 3,803 1,331 March 1, 2021 February 1, 2024 25,000 1 month LIBOR 0.24 % 947 326 Total $ 9,700 $ 2,026 |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) | The following table represents the effect of the derivative financial instruments on the accompanying consolidated financial statements (in thousands): Three months ended March 31, 2022 2021 Interest Rate Swaps: Amount of gain (loss) recognized in other comprehensive income (loss) $ 7,674 $ 1,998 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table sets forth our assets and liabilities that are measured at fair value within the fair value hierarchy (in thousands): Level 1 Level 2 Level 3 Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Observable Inputs Significant Unobservable Inputs Total Fair value as of March 31, 2022: Assets: Short-term government securities ( cash and cash equivalents) $ 149,997 $ 149,997 $ — $ — Interest rate swaps (prepaids and other assets) 9,700 — 9,700 — Total assets $ 159,697 $ 149,997 $ 9,700 $ — Level 1 Level 2 Level 3 Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Observable Inputs Significant Unobservable Inputs Total Fair value as of December 31, 2021: Asset: Short-term government securities ( cash and cash equivalents) $ 158,197 $ 158,197 $ — $ — Interest rate swaps (prepaids and other assets) $ 2,485 $ — $ 2,485 $ — Total assets $ 160,682 $ 158,197 $ 2,485 $ — Liabilities: Interest rate swaps (other liabilities) $ 459 $ — $ 459 $ — Total liabilities $ 459 $ — $ 459 $ — |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The estimated fair value within the fair value hierarchy and recorded value of our debt consisting of senior unsecured notes, unsecured term loans, secured mortgages and unsecured lines of credit were as follows (in thousands): March 31, 2022 December 31, 2021 Level 1 Quoted Prices in Active Markets for Identical Assets or Liabilities $ — $ — Level 2 Significant Observable Inputs 990,555 1,079,234 Level 3 Significant Unobservable Inputs 362,563 366,103 Total fair value of debt $ 1,353,118 $ 1,445,337 Recorded value of debt $ 1,396,537 $ 1,397,076 |
Shareholders' Equity of the C_2
Shareholders' Equity of the Company (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Schedule of share issuances | The following table sets forth information regarding settlements under our ATM offering program: Three months ended March 31, 2022 2021 Number of common shares settled during the period — 6,867,078 Average price per share $ — $ 19.02 Aggregate gross proceeds (in thousands) $ — $ 130,638 Aggregate net proceeds after commissions and fees (in thousands) $ — $ 128,655 |
Partners' Equity of the Opera_2
Partners' Equity of the Operating Partnership (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Partners' Equity of the Operating Partnership [Abstract] | |
Schedule of Partners' Equity of the Operating Partnership | The following table sets forth the changes in outstanding partnership units for the three months ended March 31, 2022 and March 31, 2021: Limited Partnership Units General Partnership Units Class A Class B Total Balance December 31, 2020 1,000,000 4,794,643 92,569,801 97,364,444 Grant of restricted common share awards by the Company, net of forfeitures — — 469,675 469,675 Issuance of deferred units 100,000 — 6,767,078 6,767,078 Units withheld for employee income taxes — — (111,977) (111,977) Balance March 31, 2021 1,100,000 4,794,643 99,694,577 104,489,220 Balance December 31, 2021 1,100,000 4,761,559 102,984,734 107,746,293 Grant of restricted common share awards by the Company, net of forfeitures — — 512,398 512,398 Issuance of units — — — — Options exercised — — 1,900 1,900 Units withheld for employee income taxes — — (129,971) (129,971) Balance March 31, 2022 1,100,000 4,761,559 103,369,061 108,130,620 |
Earnings Per Share of the Com_2
Earnings Per Share of the Company (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth a reconciliation of the numerators and denominators in computing the Company’s earnings per share (in thousands, except per share amounts): Three months ended March 31, 2022 2021 Numerator: Net income attributable to Tanger Factory Outlet Centers, Inc. $ 20,518 $ 4,133 Less allocation of earnings to participating securities (215) (207) Net income available to common shareholders of Tanger Factory Outlet Centers, Inc. $ 20,303 $ 3,926 Denominator: Basic weighted average common shares 103,520 94,812 Effect of notional units 802 288 Effect of outstanding options 736 717 Diluted weighted average common shares 105,058 95,817 Basic earnings per common share: Net income $ 0.20 $ 0.04 Diluted earnings per common share: Net income $ 0.19 $ 0.04 The following table sets forth a reconciliation of the numerators and denominators in computing earnings per unit (in thousands, except per unit amounts): Three months ended March 31, 2022 2021 Numerator: Net income attributable to partners of the Operating Partnership $ 21,462 $ 4,342 Less allocation of earnings to participating securities (215) (207) Net income available to common unitholders of the Operating Partnership $ 21,247 $ 4,135 Denominator: Basic weighted average common units 108,282 99,606 Effect of notional units 802 288 Effect of outstanding options 736 717 Diluted weighted average common units 109,820 100,611 Basic earnings per common unit: Net income $ 0.20 $ 0.04 Diluted earnings per common unit: Net income $ 0.19 $ 0.04 |
Earnings Per Unit of the Oper_2
Earnings Per Unit of the Operating Partnership (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth a reconciliation of the numerators and denominators in computing the Company’s earnings per share (in thousands, except per share amounts): Three months ended March 31, 2022 2021 Numerator: Net income attributable to Tanger Factory Outlet Centers, Inc. $ 20,518 $ 4,133 Less allocation of earnings to participating securities (215) (207) Net income available to common shareholders of Tanger Factory Outlet Centers, Inc. $ 20,303 $ 3,926 Denominator: Basic weighted average common shares 103,520 94,812 Effect of notional units 802 288 Effect of outstanding options 736 717 Diluted weighted average common shares 105,058 95,817 Basic earnings per common share: Net income $ 0.20 $ 0.04 Diluted earnings per common share: Net income $ 0.19 $ 0.04 The following table sets forth a reconciliation of the numerators and denominators in computing earnings per unit (in thousands, except per unit amounts): Three months ended March 31, 2022 2021 Numerator: Net income attributable to partners of the Operating Partnership $ 21,462 $ 4,342 Less allocation of earnings to participating securities (215) (207) Net income available to common unitholders of the Operating Partnership $ 21,247 $ 4,135 Denominator: Basic weighted average common units 108,282 99,606 Effect of notional units 802 288 Effect of outstanding options 736 717 Diluted weighted average common units 109,820 100,611 Basic earnings per common unit: Net income $ 0.20 $ 0.04 Diluted earnings per common unit: Net income $ 0.19 $ 0.04 |
Equity-Based Compensation of _2
Equity-Based Compensation of the Company (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | We recorded equity-based compensation expense in general and administrative expenses in our consolidated statements of operations as follows (in thousands): Three months ended March 31, 2022 2021 Restricted common shares (1) $ 1,569 $ 2,573 Notional unit performance awards (1) 1,045 1,149 Options 94 123 Total equity-based compensation $ 2,708 $ 3,845 (1) The three months ended March 31, 2021, includes the accelerated recognition of compensation cost. Equity-based compensation expense capitalized as a part of rental property and deferred lease costs were as follows (in thousands): Three months ended March 31, 2022 2021 Equity-based compensation expense capitalized $ 38 $ 64 |
Schedule of Nonvested Performance-based Units Activity | The following table sets forth 2022 PSP performance targets and other relevant information about the 2022 PSP: Performance targets (1) Absolute portion of award: Percent of total award 33.3% Absolute total shareholder return range 26.0 % - 40.5% Percentage of units to be earned 20 % - 100% Relative portion of award: Percent of total award 66.7% Percentile rank of peer group range (2) 30 th - 80th Percentage of units to be earned 20 % - 100% Maximum number of restricted common shares that may be earned 555,349 February grant date fair value per share $ 11.68 (1) The number of restricted common shares received under the 2022 PSP will be determined on a pro-rata basis by linear interpolation between total shareholder return thresholds, both for absolute total shareholder return and for relative total shareholder return amongst the Company’s peer group. (2) The peer group is based on companies included in the FTSE NAREIT Retail Index. |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair values of the 2022 PSP awards granted during the three months ended March 31, 2022 were determined at the grant dates using a Monte Carlo simulation pricing model and the following assumptions: Risk free interest rate (1) 1.7 % Expected dividend yield (2) 5.7 % Expected volatility (3) 65 % (1) Represents the interest rate as of the grant date on US treasury bonds having the same life as the estimated life of the restricted unit grants. (2) The dividend yield is calculated utilizing the average dividend yield over the previous three-year period and the current dividend yield as of the valuation date. |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) of the Company (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2022 (in thousands): Tanger Factory Outlet Centers, Inc. Accumulated Other Comprehensive Income (Loss) Noncontrolling Interest in Operating Partnership Accumulated Other Comprehensive Income (Loss) Foreign Currency Cash flow hedges Total Foreign Currency Cash flow hedges Total Balance December 31, 2021 $ (19,713) $ 1,952 $ (17,761) $ (1,084) $ 72 $ (1,012) Other comprehensive income before reclassifications 1,172 7,056 8,228 54 324 378 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 281 281 — 13 13 Balance March 31, 2022 $ (18,541) $ 9,289 $ (9,252) $ (1,030) $ 409 $ (621) The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2021 (in thousands): Tanger Factory Outlet Centers, Inc. Accumulated Other Comprehensive Income (Loss) Noncontrolling Interest in Operating Partnership Accumulated Other Comprehensive Income (Loss) Foreign Currency Cash flow hedges Total Foreign Currency Cash flow hedges Total Balance December 31, 2020 $ (23,399) $ (3,186) $ (26,585) $ (1,281) $ (173) $ (1,454) Other comprehensive income before reclassifications 952 1,508 2,460 57 76 133 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges 3,463 394 3,857 167 20 187 Balance March 31, 2021 $ (18,984) $ (1,284) $ (20,268) $ (1,057) $ (77) $ (1,134) The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2022 (in thousands): Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss) Balance December 31, 2021 $ (20,797) $ 2,024 $ (18,773) Other comprehensive income before reclassifications 1,226 7,380 8,606 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 294 294 Balance March 31, 2022 $ (19,571) $ 9,698 $ (9,873) The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2021 (in thousands): Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss) Balance December 31, 2020 $ (24,680) $ (3,359) $ (28,039) Other comprehensive income before reclassifications 1,009 1,584 2,593 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges 3,630 414 4,044 Balance March 31, 2021 $ (20,041) $ (1,361) $ (21,402) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Loss) of the Operating Partnership (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2022 (in thousands): Tanger Factory Outlet Centers, Inc. Accumulated Other Comprehensive Income (Loss) Noncontrolling Interest in Operating Partnership Accumulated Other Comprehensive Income (Loss) Foreign Currency Cash flow hedges Total Foreign Currency Cash flow hedges Total Balance December 31, 2021 $ (19,713) $ 1,952 $ (17,761) $ (1,084) $ 72 $ (1,012) Other comprehensive income before reclassifications 1,172 7,056 8,228 54 324 378 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 281 281 — 13 13 Balance March 31, 2022 $ (18,541) $ 9,289 $ (9,252) $ (1,030) $ 409 $ (621) The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2021 (in thousands): Tanger Factory Outlet Centers, Inc. Accumulated Other Comprehensive Income (Loss) Noncontrolling Interest in Operating Partnership Accumulated Other Comprehensive Income (Loss) Foreign Currency Cash flow hedges Total Foreign Currency Cash flow hedges Total Balance December 31, 2020 $ (23,399) $ (3,186) $ (26,585) $ (1,281) $ (173) $ (1,454) Other comprehensive income before reclassifications 952 1,508 2,460 57 76 133 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges 3,463 394 3,857 167 20 187 Balance March 31, 2021 $ (18,984) $ (1,284) $ (20,268) $ (1,057) $ (77) $ (1,134) The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2022 (in thousands): Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss) Balance December 31, 2021 $ (20,797) $ 2,024 $ (18,773) Other comprehensive income before reclassifications 1,226 7,380 8,606 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 294 294 Balance March 31, 2022 $ (19,571) $ 9,698 $ (9,873) The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three months ended March 31, 2021 (in thousands): Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss) Balance December 31, 2020 $ (24,680) $ (3,359) $ (28,039) Other comprehensive income before reclassifications 1,009 1,584 2,593 Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges 3,630 414 4,044 Balance March 31, 2021 $ (20,041) $ (1,361) $ (21,402) |
Lease Agreements (Tables)
Lease Agreements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Components of rental revenues | The components of rental revenues are as follows (in thousands): Three months ended March 31, 2022 2021 Rental revenues - fixed $ 81,312 $ 74,919 Rental revenues - variable (1) 23,297 22,548 Rental revenues $ 104,609 $ 97,467 (1) Primarily includes rents based on a percentage of tenant sales volume and reimbursable expenses such as common area expenses, utilities, insurance and real estate taxes. |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Information | Expenditures included in accounts payable and accrued expenses were as follows (in thousands): As of As of March 31, 2022 March 31, 2021 Costs relating to construction included in accounts payable and accrued expenses $ 9,539 $ 15,849 Interest paid, net of interest capitalized was as follows (in thousands): Three months ended March 31, 2022 2021 Interest paid $ 19,552 $ 14,125 |
Business (Details)
Business (Details) ft² in Millions | Mar. 31, 2022 shares ft² outletCenter |
Entity Information [Line Items] | |
Number of operating partnership units owned by the company (in shares) | shares | 104,469,061 |
Exchange ratio of Partnership Units for common shares | 1 |
Consolidated Properties | |
Entity Information [Line Items] | |
Number of outlet centers | 30 |
Total gross leaseable area of outlet centers (in square feet) | ft² | 11.5 |
Unconsolidated Properties | |
Entity Information [Line Items] | |
Number of outlet centers | 6 |
Total gross leaseable area of outlet centers (in square feet) | ft² | 2.1 |
Unconsolidated Properties | Canada | |
Entity Information [Line Items] | |
Number of outlet centers | 2 |
Tanger Properties Limited Partnership | Class A common units | |
Entity Information [Line Items] | |
Number of operating partnership units owned by operating partnership and other limited partners (in shares) | shares | 4,761,559 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2022 USD ($) | |
Accounting Policies [Abstract] | |
Straight line rent adjustments receivable | $ 51.6 |
Disposition of Properties (Deta
Disposition of Properties (Details) ft² in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | |
Jan. 31, 2021 USD ($) ft² | Mar. 31, 2022 USD ($) | Mar. 31, 2021 USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net Sales Proceeds | $ 0 | $ 8,129 | |
Jeffersonville | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Square Feet (in 000’s) | ft² | 412 | ||
Net Sales Proceeds | $ 8,100 | ||
Gain on sale of assets | $ 0 |
Investments in Unconsolidated_3
Investments in Unconsolidated Real Estate Joint Ventures (Unconsolidated Real Estate Joint Ventures) (Details) ft² in Thousands, $ in Thousands | Mar. 31, 2022 USD ($) ft² | Dec. 31, 2021 USD ($) ft² |
Schedule of Equity Method Investments [Line Items] | ||
Total Joint Venture Debt, Net | $ 61,312 | $ 62,474 |
Investments In Unconsolidated Joint Ventures | ||
Schedule of Equity Method Investments [Line Items] | ||
Carrying Value of Investment | 83,000 | 82,600 |
Other Liabilities | ||
Schedule of Equity Method Investments [Line Items] | ||
Carrying Value of Investment | $ 43,800 | $ 41,400 |
Columbus | Investments In Unconsolidated Joint Ventures | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership % | 50% | |
Square feet | ft² | 355 | |
Carrying Value of Investment | $ 200 | |
Columbus | Other Liabilities | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership % | 50% | |
Square feet | ft² | 355 | |
Carrying Value of Investment | $ 900 | |
RioCan Canada | Investments In Unconsolidated Joint Ventures | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership % | 50% | 50% |
Square feet | ft² | 665 | 665 |
Carrying Value of Investment | $ 83,000 | $ 82,400 |
Charlotte | Other Liabilities | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership % | 50% | 50% |
Square feet | ft² | 399 | 399 |
Carrying Value of Investment | $ 17,300 | $ 16,200 |
National Harbor | Other Liabilities | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership % | 50% | 50% |
Square feet | ft² | 341 | 341 |
Carrying Value of Investment | $ 11,700 | $ 11,200 |
Galveston/Houston | Other Liabilities | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership % | 50% | 50% |
Square feet | ft² | 353 | 353 |
Carrying Value of Investment | $ 13,900 | $ 14,000 |
Unconsolidated Properties | ||
Schedule of Equity Method Investments [Line Items] | ||
Total Joint Venture Debt, Net | 329,488 | 329,460 |
Unconsolidated Properties | Columbus | Investments In Unconsolidated Joint Ventures | ||
Schedule of Equity Method Investments [Line Items] | ||
Total Joint Venture Debt, Net | 70,900 | |
Unconsolidated Properties | Columbus | Other Liabilities | ||
Schedule of Equity Method Investments [Line Items] | ||
Total Joint Venture Debt, Net | 70,900 | |
Unconsolidated Properties | RioCan Canada | Investments In Unconsolidated Joint Ventures | ||
Schedule of Equity Method Investments [Line Items] | ||
Total Joint Venture Debt, Net | 0 | 0 |
Unconsolidated Properties | Charlotte | Other Liabilities | ||
Schedule of Equity Method Investments [Line Items] | ||
Total Joint Venture Debt, Net | 99,600 | 99,600 |
Unconsolidated Properties | National Harbor | Other Liabilities | ||
Schedule of Equity Method Investments [Line Items] | ||
Total Joint Venture Debt, Net | 94,600 | 94,500 |
Unconsolidated Properties | Galveston/Houston | Other Liabilities | ||
Schedule of Equity Method Investments [Line Items] | ||
Total Joint Venture Debt, Net | 64,400 | 64,400 |
Mortgages | Unconsolidated Properties | ||
Schedule of Equity Method Investments [Line Items] | ||
Net debt origination costs | $ 1,000 | $ 1,000 |
Investments in Unconsolidated_4
Investments in Unconsolidated Real Estate Joint Ventures (Joint Venture Fees) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Management, Leasing and other services [Line Items] | ||
Total Fees | $ 1,527 | $ 1,372 |
Management and marketing | ||
Management, Leasing and other services [Line Items] | ||
Total Fees | 536 | 509 |
Leasing and other fees | ||
Management, Leasing and other services [Line Items] | ||
Total Fees | 35 | 56 |
Expense reimbursements from unconsolidated joint ventures | ||
Management, Leasing and other services [Line Items] | ||
Total Fees | $ 956 | $ 807 |
Investments in Unconsolidated_5
Investments in Unconsolidated Real Estate Joint Ventures (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Schedule of Equity Method Investments [Line Items] | ||||
Differences in basis | $ 3,300 | $ 3,400 | ||
Net proceeds from sale of assets | 0 | $ 8,129 | ||
Unconsolidated Properties | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Loss on sale of assets | $ 0 | $ (503) | ||
Les Factoreries St. Sauveur Property | Unconsolidated Properties | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Net proceeds from sale of assets | $ 9,400 | |||
Our share of proceeds from sale of other real estate | 4,700 | |||
Loss on sale of assets | 3,700 | |||
Foreign currency loss | $ 3,600 |
Investments in Unconsolidated_6
Investments in Unconsolidated Real Estate Joint Ventures (Summary Balance Sheets for Unconsolidated Joint Ventures) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Assets | ||||
Land | $ 268,269 | $ 268,269 | ||
Buildings, improvements and fixtures | 2,528,223 | 2,532,489 | ||
Construction in progress | 6,175 | 0 | ||
Rental property, at cost, total | 2,802,667 | 2,800,758 | ||
Accumulated depreciation | (1,166,231) | (1,145,388) | ||
Total rental property, net | 1,636,436 | 1,655,370 | ||
Cash and cash equivalents | 152,847 | 161,255 | $ 201,721 | $ 84,832 |
Deferred lease costs and other intangibles, net | 69,861 | 73,720 | ||
Prepaids and other assets | 112,614 | 104,585 | ||
Total assets | 2,134,232 | 2,157,384 | ||
Liabilities and Owners’ Equity | ||||
Mortgages payable, net | 61,312 | 62,474 | ||
Total liabilities | 1,623,655 | 1,657,595 | ||
Owners’ equity | 510,577 | 499,789 | $ 483,014 | $ 358,883 |
Total liabilities and equity | 2,134,232 | 2,157,384 | ||
Unconsolidated Properties | ||||
Assets | ||||
Land | 84,184 | 83,568 | ||
Buildings, improvements and fixtures | 470,435 | 467,918 | ||
Construction in progress | 915 | 744 | ||
Rental property, at cost, total | 555,534 | 552,230 | ||
Accumulated depreciation | (171,917) | (166,096) | ||
Total rental property, net | 383,617 | 386,134 | ||
Cash and cash equivalents | 14,738 | 19,030 | ||
Deferred lease costs and other intangibles, net | 3,413 | 3,517 | ||
Prepaids and other assets | 11,766 | 13,109 | ||
Total assets | 413,534 | 421,790 | ||
Liabilities and Owners’ Equity | ||||
Mortgages payable, net | 329,488 | 329,460 | ||
Accounts payable and other liabilities | 13,530 | 15,231 | ||
Total liabilities | 343,018 | 344,691 | ||
Owners’ equity | 70,516 | 77,099 | ||
Total liabilities and equity | $ 413,534 | $ 421,790 |
Investments in Unconsolidated_7
Investments in Unconsolidated Real Estate Joint Ventures (Summary Statements of Operations for Unconsolidated Joint Ventures) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Summary Statements of Operations of Unconsolidated Joint Ventures [Line Items] | ||
Revenues | $ 108,868 | $ 100,694 |
Expenses: | ||
Property operating | 36,758 | 35,311 |
General and administrative | 15,467 | 16,793 |
Depreciation and amortization | 26,243 | 28,150 |
Total expenses | 78,468 | 80,254 |
Interest expense | (11,634) | (14,362) |
Other income (expense) | 183 | (3,505) |
Total other income (expense) | (11,451) | (17,867) |
Net income | 21,462 | 4,342 |
The Company and Operating Partnership's share of: | ||
Net income | 2,513 | 1,769 |
Depreciation and amortization (real estate related) | 2,754 | 2,996 |
Unconsolidated Properties | ||
Summary Statements of Operations of Unconsolidated Joint Ventures [Line Items] | ||
Revenues | 21,841 | 20,992 |
Expenses: | ||
Property operating | 8,303 | 8,413 |
General and administrative | 92 | 29 |
Depreciation and amortization | 5,482 | 5,901 |
Total expenses | 13,877 | 14,343 |
Interest expense | (2,916) | (2,945) |
Gain on sale of assets | 0 | 503 |
Other income (expense) | 3 | 59 |
Total other income (expense) | (2,913) | (2,383) |
Net income | $ 5,051 | $ 4,266 |
Debt Guaranteed by the Compan_2
Debt Guaranteed by the Company (Details) - Debt - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Unsecured lines of credit | Unsecured lines of credit | ||
Line of Credit Facility [Line Items] | ||
Unsecured term loan and line of credit | $ 0 | $ 0 |
Unsecured term loan | Unsecured term loan | ||
Line of Credit Facility [Line Items] | ||
Unsecured term loan and line of credit | 300,000 | $ 300,000 |
Tanger Properties Limited Partnership | Unsecured lines of credit | ||
Line of Credit Facility [Line Items] | ||
Line of credit borrowing capacity | $ 520,000 |
Debt of the Operating Partner_3
Debt of the Operating Partnership (Schedule of Debt) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2011 | |
Debt Instrument [Line Items] | |||
Book Value | $ 1,396,537 | $ 1,397,076 | |
Tanger Properties Limited Partnership | |||
Debt Instrument [Line Items] | |||
Principal | 1,410,612 | 1,411,694 | |
Book Value | $ 1,396,537 | 1,397,076 | |
Tanger Properties Limited Partnership | Senior notes | 3.125% 2026 Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated Interest Rate | 3.125% | ||
Principal | $ 350,000 | 350,000 | |
Book Value | $ 347,470 | 347,329 | |
Tanger Properties Limited Partnership | Senior notes | 3.875% 2027 Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated Interest Rate | 3.875% | ||
Principal | $ 300,000 | 300,000 | |
Book Value | $ 297,842 | 297,742 | |
Tanger Properties Limited Partnership | Senior notes | 2.750% 2031 Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated Interest Rate | 2.75% | ||
Principal | $ 400,000 | 400,000 | |
Book Value | 391,323 | 391,110 | |
Tanger Properties Limited Partnership | Mortgages payable | Atlantic City | |||
Debt Instrument [Line Items] | |||
Principal | 20,468 | 21,550 | |
Book Value | 21,215 | 22,387 | |
Effective interest rate | 5.05% | ||
Tanger Properties Limited Partnership | Mortgages payable | Southaven | |||
Debt Instrument [Line Items] | |||
Principal | 40,144 | 40,144 | |
Book Value | 40,097 | 40,087 | |
Tanger Properties Limited Partnership | Unsecured term loan | Unsecured term loan | |||
Debt Instrument [Line Items] | |||
Principal | 300,000 | 300,000 | |
Book Value | 298,590 | 298,421 | |
Tanger Properties Limited Partnership | Unsecured lines of credit | Unsecured lines of credit | |||
Debt Instrument [Line Items] | |||
Principal | 0 | 0 | |
Book Value | $ 0 | $ 0 | |
Tanger Properties Limited Partnership | LIBOR | Mortgages payable | Southaven | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.80% | ||
Tanger Properties Limited Partnership | LIBOR | Unsecured term loan | Unsecured term loan | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.25% | ||
Tanger Properties Limited Partnership | LIBOR | Unsecured lines of credit | Unsecured lines of credit | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.20% | ||
Tanger Properties Limited Partnership | Minimum | Mortgages payable | Atlantic City | |||
Debt Instrument [Line Items] | |||
Stated Interest Rate | 6.44% | ||
Tanger Properties Limited Partnership | Maximum | Mortgages payable | Atlantic City | |||
Debt Instrument [Line Items] | |||
Stated Interest Rate | 7.65% |
Debt of the Operating Partner_4
Debt of the Operating Partnership (Narrative) (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2022 USD ($) | |
Minimum | |
Debt Instrument [Line Items] | |
Percent of guaranty of completion and principal guaranty | 0% |
Maximum | |
Debt Instrument [Line Items] | |
Percent of guaranty of completion and principal guaranty | 17% |
Debt | Mortgages | |
Debt Instrument [Line Items] | |
Maximum amount of unconsolidated joint venture debt guaranteed by the Company | $ 21.9 |
Tanger Properties Limited Partnership | Mortgages | |
Debt Instrument [Line Items] | |
Net book value of collateral for mortgages payable | 149 |
Tanger Properties Limited Partnership | Unsecured lines of credit | |
Debt Instrument [Line Items] | |
Maximum borrowings of liquidity line | 20 |
Maximum borrowings of syndicated line | 500 |
Maximum borrowings of syndicated line if accordion feature is utilized | $ 1,200 |
Percentage of funds from operations allowed on a cumulative basis to pay dividends | 95% |
Tanger Properties Limited Partnership | Debt | Unsecured lines of credit | |
Debt Instrument [Line Items] | |
Line of credit borrowing capacity | $ 520 |
Debt of the Operating Partner_5
Debt of the Operating Partnership (Debt Maturities) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Schedule of Maturities of Debt [Line Items] | ||
Total debt | $ 1,396,537 | $ 1,397,076 |
Tanger Properties Limited Partnership | ||
Schedule of Maturities of Debt [Line Items] | ||
For the remainder of 2022 | 3,360 | |
2023 | 44,916 | |
2024 | 305,130 | |
2025 | 1,501 | |
2026 | 355,705 | |
Thereafter | 700,000 | |
Subtotal | 1,410,612 | 1,411,694 |
Net discount and debt origination costs | (14,075) | |
Total debt | $ 1,396,537 | $ 1,397,076 |
Derivative Financial Instrume_3
Derivative Financial Instruments (Classifications on Consolidated Balance Sheets) (Details) - Designated as Hedging Instrument - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Derivative [Line Items] | ||
Fair Value | $ 9,700 | $ 2,026 |
Interest Rate Swap July 1, 2019 | ||
Derivative [Line Items] | ||
Notional Amount | $ 25,000 | |
Company Fixed Pay Rate | 1.75% | |
Fair Value | $ 259 | (459) |
Interest Rate Swap January 1, 2021 | ||
Derivative [Line Items] | ||
Notional Amount | $ 150,000 | |
Company Fixed Pay Rate | 0.60% | |
Fair Value | $ 4,691 | 828 |
Interest Rate Swap January 1, 2021 | ||
Derivative [Line Items] | ||
Notional Amount | $ 100,000 | |
Company Fixed Pay Rate | 0.22% | |
Fair Value | $ 3,803 | 1,331 |
Interest Rate Swap March 1, 2021 | ||
Derivative [Line Items] | ||
Notional Amount | $ 25,000 | |
Company Fixed Pay Rate | 0.24% | |
Fair Value | $ 947 | $ 326 |
LIBOR | Interest Rate Swap July 1, 2019 | ||
Derivative [Line Items] | ||
Bank Pay Rate | 1 month | |
LIBOR | Interest Rate Swap January 1, 2021 | ||
Derivative [Line Items] | ||
Bank Pay Rate | 1 month | |
LIBOR | Interest Rate Swap January 1, 2021 | ||
Derivative [Line Items] | ||
Bank Pay Rate | 1 month | |
LIBOR | Interest Rate Swap March 1, 2021 | ||
Derivative [Line Items] | ||
Bank Pay Rate | 1 month |
Derivative Financial Instrume_4
Derivative Financial Instruments (Gain (Loss) Recognized and Reclassified) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Interest rate swaps | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of gain (loss) recognized in other comprehensive income (loss) | $ 7,674 | $ 1,998 |
Fair Value Measurements (Recurr
Fair Value Measurements (Recurring) (Details) - Recurring - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets | $ 159,697 | $ 160,682 |
Total liabilities | 459 | |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets | 149,997 | 158,197 |
Total liabilities | 0 | |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets | 9,700 | 2,485 |
Total liabilities | 459 | |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets | 0 | 0 |
Total liabilities | 0 | |
Short-term government securities (cash and cash equivalents) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term government securities (cash and cash equivalents) | 149,997 | 158,197 |
Short-term government securities (cash and cash equivalents) | Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term government securities (cash and cash equivalents) | 149,997 | 158,197 |
Short-term government securities (cash and cash equivalents) | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term government securities (cash and cash equivalents) | 0 | 0 |
Short-term government securities (cash and cash equivalents) | Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term government securities (cash and cash equivalents) | 0 | 0 |
Interest rate swaps | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate swaps (prepaids and other assets) | 9,700 | 2,485 |
Interest rate swaps (other liabilities) | 459 | |
Interest rate swaps | Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate swaps (prepaids and other assets) | 0 | 0 |
Interest rate swaps (other liabilities) | 0 | |
Interest rate swaps | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate swaps (prepaids and other assets) | 9,700 | 2,485 |
Interest rate swaps (other liabilities) | 459 | |
Interest rate swaps | Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate swaps (prepaids and other assets) | $ 0 | 0 |
Interest rate swaps (other liabilities) | $ 0 |
Fair Value Measurements (Debt)
Fair Value Measurements (Debt) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Recorded value of debt | $ 1,396,537 | $ 1,397,076 |
Tanger Properties Limited Partnership | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total fair value of debt | 1,353,118 | 1,445,337 |
Recorded value of debt | 1,396,537 | 1,397,076 |
Tanger Properties Limited Partnership | Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total fair value of debt | 0 | 0 |
Tanger Properties Limited Partnership | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total fair value of debt | 990,555 | 1,079,234 |
Tanger Properties Limited Partnership | Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total fair value of debt | $ 362,563 | $ 366,103 |
Shareholders' Equity of the C_3
Shareholders' Equity of the Company (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | |||||
Jan. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | May 31, 2021 | Apr. 30, 2021 | Feb. 28, 2021 | |
Distribution Made to Limited Partner [Line Items] | |||||||
Common dividends (in dollars per share) | $ 0.1825 | $ 0.1825 | $ 0.1775 | ||||
Common shares, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Aggregate gross sales price of common shares | $ 250 | ||||||
At-the-Market offering, stock remaining available for sale | $ 60.1 | ||||||
Authorized repurchase amount | $ 80 | $ 80 | |||||
Remaining amount authorized to be repurchase | $ 80 | ||||||
Tanger Properties Limited Partnership | |||||||
Distribution Made to Limited Partner [Line Items] | |||||||
Common distributions (in dollars per share) | $ 0.1825 | $ 0.1825 | $ 0.1775 |
Shareholders' Equity of the C_4
Shareholders' Equity of the Company (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Equity [Abstract] | ||
Number of common shares settled during the period (in shares) | 0 | 6,867,078 |
Average price per share (in dollars per share) | $ 0 | $ 19.02 |
Aggregate gross proceeds | $ 0 | $ 130,638 |
Aggregate net proceeds after commissions and fees | $ 0 | $ 128,655 |
Partners' Equity of the Opera_3
Partners' Equity of the Operating Partnership (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
General and Limited Partners' Capital Account, Units [Roll Forward] | ||
Grant of restricted common share awards, net of forfeitures (in units) | 512,398 | 469,675 |
Issuance of units (in units) | 0 | 6,867,078 |
Options exercised (in units) | 1,900 | |
Units Withheld for Employee Income Taxes (in units) | (129,971) | (111,977) |
Tanger Properties Limited Partnership | ||
General and Limited Partners' Capital Account, Units [Roll Forward] | ||
General Partnership Units (in units) | 1,100,000 | |
Grant of restricted common share awards, net of forfeitures (in units) | 512,398 | 469,675 |
Options exercised (in units) | 1,900 | |
Units Withheld for Employee Income Taxes (in units) | (129,971) | (111,977) |
General Partnership Units (in units) | 1,100,000 | |
Tanger Properties Limited Partnership | General Partnership Units | ||
General and Limited Partners' Capital Account, Units [Roll Forward] | ||
General Partnership Units (in units) | 1,100,000 | 1,000,000 |
Grant of restricted common share awards, net of forfeitures (in units) | 0 | 0 |
Issuance of units (in units) | 0 | 100,000 |
Options exercised (in units) | 0 | |
Units Withheld for Employee Income Taxes (in units) | 0 | 0 |
General Partnership Units (in units) | 1,100,000 | 1,100,000 |
Tanger Properties Limited Partnership | Limited Partnership Units | ||
General and Limited Partners' Capital Account, Units [Roll Forward] | ||
Limited Partnership Units (in units) | 107,746,293 | 97,364,444 |
Grant of restricted common share awards, net of forfeitures (in units) | 512,398 | 469,675 |
Issuance of units (in units) | 0 | 6,767,078 |
Options exercised (in units) | 1,900 | |
Units Withheld for Employee Income Taxes (in units) | (129,971) | (111,977) |
Limited Partnership Units (in units) | 108,130,620 | 104,489,220 |
Tanger Properties Limited Partnership | Class A common units | ||
General and Limited Partners' Capital Account, Units [Roll Forward] | ||
Limited Partnership Units (in units) | 4,761,559 | 4,794,643 |
Grant of restricted common share awards, net of forfeitures (in units) | 0 | 0 |
Issuance of units (in units) | 0 | 0 |
Options exercised (in units) | 0 | |
Units Withheld for Employee Income Taxes (in units) | 0 | 0 |
Limited Partnership Units (in units) | 4,761,559 | 4,794,643 |
Tanger Properties Limited Partnership | Class B common units | ||
General and Limited Partners' Capital Account, Units [Roll Forward] | ||
Limited Partnership Units (in units) | 102,984,734 | 92,569,801 |
Grant of restricted common share awards, net of forfeitures (in units) | 512,398 | 469,675 |
Issuance of units (in units) | 0 | 6,767,078 |
Options exercised (in units) | 1,900 | |
Units Withheld for Employee Income Taxes (in units) | (129,971) | (111,977) |
Limited Partnership Units (in units) | 103,369,061 | 99,694,577 |
Earnings Per Share of the Com_3
Earnings Per Share of the Company (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||
Net income attributable to Tanger Factory Outlet Centers, Inc. | $ 20,518 | $ 4,133 |
Less allocation of earnings to participating securities | (215) | (207) |
Net income (loss) available to common shareholders/unitholders | $ 20,303 | $ 3,926 |
Denominator: | ||
Basic weighted average common shares (in shares) | 103,520 | 94,812 |
Effect of notional units (in units) | 802 | 288 |
Effect of outstanding options (in shares) | 736 | 717 |
Diluted weighted average common shares (in shares) | 105,058 | 95,817 |
Basic earnings per common share/unit: | ||
Net income (in dollars per share) | $ 0.20 | $ 0.04 |
Diluted earnings per common share: | ||
Net income (in dollars per share) | $ 0.19 | $ 0.04 |
Effect of notional units (in shares) | 139 | 1,100 |
Anti-dilutive options excluded (in shares) | 297 | 403 |
Earnings Per Unit of the Oper_3
Earnings Per Unit of the Operating Partnership (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||
Net income attributable to partners of the Operating Partnership | $ 20,518 | $ 4,133 |
Less allocation of earnings to participating securities | (215) | (207) |
Net income (loss) available to common shareholders/unitholders | $ 20,303 | $ 3,926 |
Denominator: | ||
Basic weighted average common shares (in shares) | 103,520 | 94,812 |
Effect of notional units (in units) | 802 | 288 |
Effect of outstanding options (in shares) | 736 | 717 |
Diluted weighted average common shares (in shares) | 105,058 | 95,817 |
Basic earnings per common share/unit: | ||
Net income (in dollars per share) | $ 0.20 | $ 0.04 |
Diluted earnings per common unit: | ||
Net income (in dollars per share) | $ 0.19 | $ 0.04 |
Effect of notional units (in shares) | 139 | 1,100 |
Anti-dilutive options excluded (in shares) | 297 | 403 |
Tanger Properties Limited Partnership | ||
Numerator: | ||
Net income attributable to partners of the Operating Partnership | $ 21,462 | $ 4,342 |
Less allocation of earnings to participating securities | (215) | (207) |
Net income (loss) available to common shareholders/unitholders | $ 21,247 | $ 4,135 |
Denominator: | ||
Basic weighted average common shares (in shares) | 108,282 | 99,606 |
Effect of notional units (in units) | 802 | 288 |
Effect of outstanding options (in shares) | 736 | 717 |
Diluted weighted average common shares (in shares) | 109,820 | 100,611 |
Basic earnings per common share/unit: | ||
Net income (in dollars per share) | $ 0.20 | $ 0.04 |
Diluted earnings per common unit: | ||
Net income (in dollars per share) | $ 0.19 | $ 0.04 |
Effect of notional units (in shares) | 139 | 1,100 |
Anti-dilutive options excluded (in shares) | 297 | 403 |
Equity-Based Compensation of _3
Equity-Based Compensation of the Company (Equity-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total equity-based compensation | $ 2,708 | $ 3,845 |
Restricted common shares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total equity-based compensation | 1,569 | 2,573 |
Notional unit performance awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total equity-based compensation | 1,045 | 1,149 |
Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total equity-based compensation | $ 94 | $ 123 |
Equity-Based Compensation of _4
Equity-Based Compensation of the Company (Equity-Based Compensation Expense Capitalized) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | ||
Equity-based compensation expense capitalized | $ 38 | $ 64 |
Equity-Based Compensation of _5
Equity-Based Compensation of the Company (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Withholding of common shares for employee income taxes (in shares) | 129,971 | 111,977 | ||
Employee income taxes paid related to shares withheld upon vesting of equity awards | $ 2,146 | $ 1,637 | ||
Restricted Common Share Award Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Withholding of common shares for employee income taxes (in shares) | 130,000 | 112,000 | ||
Employee income taxes paid related to shares withheld upon vesting of equity awards | $ 2,100 | $ 1,600 | ||
Restricted Common Share Award Plan | Restricted common shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares/Units, granted (in shares/units) | 383,000 | |||
Grant date fair value per share (in dollars per share) | $ 16.62 | |||
Restricted Common Share Award Plan | Restricted common shares | Director | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Restricted Common Share Award Plan | Restricted common shares | Senior Executive Officers | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
2022 PSP | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares/Units, granted (in shares/units) | 555,000 | |||
Grant date fair value per share (in dollars per share) | $ 11.68 | |||
Measurement period | 3 years | |||
2022 PSP | Vesting immediately | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 50% | |||
2022 PSP | Vesting one year thereafter | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 1 year | |||
Vesting percentage | 50% | |||
2019 OPP | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Measurement period | 3 years | |||
2019 OPP | Performance Shares | Relative portion of award | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares issued in period (in shares) | 96,592 | |||
2019 OPP | Performance Shares | Absolute portion of award | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares issued in period (in shares) | 0 | |||
2019 OPP | Vesting immediately | Performance Shares | Relative portion of award | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares issued in period (in shares) | 58,569 | |||
2019 OPP | Vesting one year thereafter | Performance Shares | Relative portion of award | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares issued in period (in shares) | 38,023 |
Equity-Based Compensation of _6
Equity-Based Compensation of the Company (Outperformance Plan) (Details) - Performance Shares - 2022 PSP - $ / shares | 1 Months Ended | |
Feb. 28, 2022 | Mar. 31, 2022 | |
Maximum number of restricted common shares that may be earned (in shares) | 555,349 | |
Grant date fair value per share (in dollars per share) | $ 11.68 | |
Absolute portion of award | ||
Percent of total award | 33.30% | |
Relative portion of award | ||
Percent of total award | 66.70% | |
Minimum | Absolute portion of award | ||
Absolute total shareholder return range | 26% | |
Percentage of units to be earned | 20% | |
Minimum | Relative portion of award | ||
Percentage of units to be earned | 20% | |
Percentile rank of peer group range | 30% | |
Maximum | Absolute portion of award | ||
Absolute total shareholder return range | 40.50% | |
Percentage of units to be earned | 100% | |
Maximum | Relative portion of award | ||
Percentage of units to be earned | 100% | |
Percentile rank of peer group range | 80% |
Equity-Based Compensation of _7
Equity-Based Compensation of the Company (Outperformance Plan Assumptions) (Details) - Performance Shares - 2022 PSP | 3 Months Ended |
Mar. 31, 2022 | |
Risk free interest rate | 1.70% |
Expected dividend yield | 5.70% |
Expected Volatility | 65% |
Accumulated Other Comprehensi_5
Accumulated Other Comprehensive Income (Loss) of the Company (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | $ 499,789 | $ 358,883 |
Ending Balance | 510,577 | 483,014 |
Interest rate swap gain (loss) to be reclassified within twelve months | 3,200 | |
Tanger Factory Outlet Centers, Inc. Accumulated Other Comprehensive Income (Loss) | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (17,761) | (26,585) |
Other comprehensive income before reclassifications | 8,228 | 2,460 |
Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges | 281 | 3,857 |
Ending Balance | (9,252) | (20,268) |
Foreign Currency | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (19,713) | (23,399) |
Other comprehensive income before reclassifications | 1,172 | 952 |
Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges | 0 | 3,463 |
Ending Balance | (18,541) | (18,984) |
Cash flow hedges | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | 1,952 | (3,186) |
Other comprehensive income before reclassifications | 7,056 | 1,508 |
Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges | 281 | 394 |
Ending Balance | 9,289 | (1,284) |
Noncontrolling Interest in Operating Partnership Accumulated Other Comprehensive Income (Loss) | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (1,012) | (1,454) |
Other comprehensive income before reclassifications | 378 | 133 |
Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges | 13 | 187 |
Ending Balance | (621) | (1,134) |
Foreign Currency | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (1,084) | (1,281) |
Other comprehensive income before reclassifications | 54 | 57 |
Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges | 0 | 167 |
Ending Balance | (1,030) | (1,057) |
Cash flow hedges | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | 72 | (173) |
Other comprehensive income before reclassifications | 324 | 76 |
Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges | 13 | 20 |
Ending Balance | $ 409 | $ (77) |
Accumulated Other Comprehensi_6
Accumulated Other Comprehensive Income (Loss) of the Operating Partnership (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Interest rate swap gain (loss) to be reclassified within twelve months | $ 3,200 | |
Tanger Properties Limited Partnership | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | 499,789 | |
Ending Balance | 510,577 | |
Interest rate swap gain (loss) to be reclassified within twelve months | 3,200 | |
Tanger Properties Limited Partnership | Foreign Currency | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (20,797) | $ (24,680) |
Other comprehensive income before reclassifications | 1,226 | 1,009 |
Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges | 0 | 3,630 |
Ending Balance | (19,571) | (20,041) |
Tanger Properties Limited Partnership | Cash flow hedges | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | 2,024 | (3,359) |
Other comprehensive income before reclassifications | 7,380 | 1,584 |
Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges | 294 | 414 |
Ending Balance | 9,698 | (1,361) |
Tanger Properties Limited Partnership | Accumulated Other Comprehensive Income (Loss) | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (18,773) | (28,039) |
Other comprehensive income before reclassifications | 8,606 | 2,593 |
Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges | 294 | 4,044 |
Ending Balance | $ (9,873) | $ (21,402) |
Lease Agreements (Details)
Lease Agreements (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 USD ($) store outletCenter | Mar. 31, 2021 USD ($) | |
Rental revenues - fixed | $ 81,312 | $ 74,919 |
Rental revenues - variable | 23,297 | 22,548 |
Rental revenues | $ 104,609 | $ 97,467 |
Consolidated Properties | ||
Number of stores | store | 2,200 | |
Number of outlet centers | outletCenter | 30 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Supplemental Cash Flow Information [Abstract] | ||
Costs relating to construction included in accounts payable and accrued expenses | $ 9,539 | $ 15,849 |
Interest paid | $ 19,552 | $ 14,125 |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | 1 Months Ended | 3 Months Ended | ||
Apr. 30, 2022 | Jan. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | |
Subsequent Event [Line Items] | ||||
Common dividends (in dollars per share) | $ 0.1825 | $ 0.1825 | $ 0.1775 | |
Tanger Properties Limited Partnership | ||||
Subsequent Event [Line Items] | ||||
Common distributions (in dollars per share) | $ 0.1825 | $ 0.1825 | $ 0.1775 | |
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Common dividends (in dollars per share) | $ 0.20 | |||
Subsequent Event [Member] | Tanger Properties Limited Partnership | ||||
Subsequent Event [Line Items] | ||||
Common distributions (in dollars per share) | $ 0.20 |