8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 5, 2020

TANGER FACTORY OUTLET CENTERS, INC.

_________________________________________

(Exact name of registrant as specified in its charter)

North Carolina	1-11986	56-1815473
(State or other jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

3200 Northline Avenue, Suite 360, Greensboro, NC 27408

(Address of principal executive offices)

(336) 292-3010

(Registrant’s telephone number, including area code)

N/A

(former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares, $0.01 par value	SKT	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 2.02   Results of Operations and Financial Condition

On November 5, 2020, Tanger Factory Outlet Centers, Inc. (the "Company") issued a press release announcing its results of operations and financial condition as of and for the quarter ended September 30, 2020. A copy of the Company's press release is hereby furnished as Exhibit 99.1 to this report on Form 8-K. The information contained in this report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specified otherwise.

Item 7.01   Regulation FD Disclosure

On November 5, 2020, the Company made publicly available on its website, www.tangeroutlet.com, certain supplemental operating and financial information for the quarter ended September 30, 2020. This supplemental operating and financial information is hereby attached to this current report as Exhibit 99.2. The information contained in this report on Form 8-K, including Exhibit 99.2, shall not be deemed "filed" with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specified otherwise. The information found on, or otherwise accessible through, the Company's website is not incorporated into, and does not form a part of, this current report on Form 8-K or any other report or document the Company files with or furnishes to the United States Securities and Exchange Commission.

Item 9.01   Financial Statements and Exhibits

(d) Exhibits

The following exhibits are included with this Report:

Exhibit No.
99.1	Press release announcing the results of operations and financial condition of the Company as of and for the quarter ended September 30, 2020.
99.2	Supplemental operating and financial information of the Company as of and for the quarter ended September 30, 2020.
104	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: November 5, 2020

TANGER FACTORY OUTLET CENTERS, INC.

By:    /s/ James F. Williams

    James F. Williams

    Executive Vice President, Chief Financial Officer

EX-99.1

EXHIBIT 99.1

News Release

TANGER REPORTS THIRD QUARTER RESULTS

Collected 89% of Third Quarter Rents

Liquidity Increases to $640 million at the End of October

Traffic Continues to Grow

Greensboro, NC, November 5, 2020, Tanger Factory Outlet Centers, Inc. (NYSE:SKT), a leading owner and operator of open-air outlet centers, today reported financial results for the three and nine months ended September 30, 2020 and operating metrics for the third quarter of 2020.

“Our business, which is primarily open-air outlet centers, has generated positive cash flow since the start of the quarter. Rent collections for the quarter improved sequentially to 89% of billed rents and we expect to collect another 3%. Our liquidity position is strong, with $40 millionof cash and $600 million in unsecured lines of credit that were undrawn at the end of October,” said Steven B. Tanger, Chief Executive Officer. “More than 99% of occupied stores in our consolidated portfolio have reopened. Traffic to our open-air centers during September rebounded to more than 98% of prior year levels, even with 30% fewer open hours per week.”

“Many brands consider outlet stores a crucial component of the omnichannel ecosystem. We continue to pursue new and exciting brands to curate the tenant mix in our centers,” Mr. Tanger added.

Third Quarter Results

•Net income available to common shareholders was $0.14 per share, or $12.9 million, compared to net income available to common shareholders of $0.25 per share, or $23.2 million, for the prior year period. The current year period was heavily impacted by the COVID-19 pandemic and is inclusive of a $0.02 per share, or $2.3 million, gain on the sale of a non-core outlet center located in Terrell, Texas.

•Funds From Operations (“FFO”) available to common shareholders and Core Funds From Operations (“Core FFO”) were $0.44 per share, or $42.6 million, compared to $0.58 per share, or $56.8 million, for the prior year period. Core FFO excludes certain items that the Company does not consider indicative of its ongoing operating performance.

Year-to-Date Results

•Net loss available to common shareholders was $0.40 per share, or $37.2 million, compared to net income available to common shareholders of $1.06 per share, or $98.6 million, for the prior year period. The current year period was heavily impacted by the COVID-19 pandemic and is inclusive of non-cash charges related to impairments of the Company’s outlet center in Mashantucket, Connecticut (Foxwoods) and an asset in its Canadian joint venture together totaling $48.8 million, or $0.50 per share, as well as the gain on sale of an outlet center discussed above. The prior year period is inclusive of a gain on the sale of four outlet centers totaling $43.4 million, or $0.44 per share and $4.4 million, or $0.04 per share, of general and administrative expense for the accelerated recognition of compensation cost related to the retirement of an executive officer.

•FFO available to common shareholders was $1.04 per share, or $101.4 million, compared to $1.68 per share, or $164.2 million, for the prior year period.

•Core FFO available to common shareholders was $1.04 per share, or $101.4 million, compared to $1.72 per share, or $168.6 million, for the prior year period. In the prior year period, Core FFO excludes the compensation cost discussed above.

FFO and Core FFO (previously referred to as Adjusted Funds From Operations or AFFO) are widely accepted supplemental non-GAAP financial measures used in the real estate industry to measure and compare the operating performance of real estate companies. Complete reconciliations containing adjustments from GAAP net income (loss) to FFO and Core FFO, if applicable, are included in this release. Per share amounts for net income (loss), FFO and Core FFO are on a diluted basis.

Balance Sheet and Liquidity

As of October 31, 2020, the Company’s total liquidity was approximately $640 million, including cash and cash equivalents on the Company’s balance sheet and unused capacity under its $600 million unsecured lines of credit, which were fully repaid during the third quarter. Other than its unsecured lines of credit, which mature in October of 2021 and may be extended for one additional year, Tanger has no significant debt maturities until December 2023.

1

As of September 30, 2020:

•The Company remained in full compliance with all of its debt covenants

•Weighted average interest rate was 3.6% and weighted average term to maturity of outstanding consolidated debt, including extension options, was approximately 4.7 years

•Approximately 94% of the Company’s consolidated square footage was unencumbered by mortgages

•Interest coverage ratio (calculated as Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (“Adjusted EBITDA”) divided by interest expense) was 3.0 times for the first nine months of 2020 and 3.4 times for the trailing twelve months ended September 30, 2020

•Total outstanding floating rate debt was approximately $11 million, representing approximately 1% of total consolidated debt outstanding or 1% of total enterprise value

•FAD payout ratio was 73% for the first nine months of 2020, which reflects the dividends paid in the first half of 2020 prior to the Board’s decision to temporarily suspend normal distributions following the payment of the May dividend

Tanger did not repurchase any common shares during the first nine months of 2020. As previously announced, the recent amendments to debt agreements prohibit share repurchases during the twelve-month surge leverage period beginning July 1, 2020.

Adjusted EBITDA and Funds Available for Distribution (“FAD”) are supplemental non-GAAP financial measures of operating performance. Definitions of Adjusted EBITDA and FAD and reconciliations to the nearest comparable GAAP measures are included in this release.

Operating Metrics

The Company’s key portfolio results were as follows:

•Consolidated portfolio occupancy rate was 92.9% on September 30, 2020, compared to 93.8% on June 30, 2020 and 95.9% on September 30, 2019

•Blended average rental rates decreased 6.3% on a straight-line basis and 11.2% on a cash basis for all renewals and re-tenanted leases that commenced during the trailing twelve months ended September 30, 2020

•Lease termination fees totaled $8.0 million for the first nine months of 2020, including $6.3 million for the third quarter, compared to $1.5 million for the first nine months of 2019, including $0.1 million for the third quarter

•Same center net operating income (“Same Center NOI”) for the consolidated portfolio decreased $10.9 million for the quarter and $52.2 million year to date, largely due to the impact of the COVID-19 pandemic, including the write-off of rental revenues (excluding straight-line rents) of $6.6 million and $40.5 million in the quarter and year-to-date periods, respectively.

Same Center NOI is a supplemental non-GAAP financial measure of operating performance. A complete definition of Same Center NOI and a reconciliation to the nearest comparable GAAP measure is included in this release.

Leasing Activity

Total commenced leases for the trailing twelve months ended September 30, 2020 that were renewed or re-leased for all terms included 260 leases, totaling over 1.3 million square feet.

As of September 30, 2020, Tanger had lease renewals executed or in process for 72.3% of the space in the consolidated portfolio scheduled to expire during 2020 compared to 74.2% of the space scheduled to expire during 2019 that was executed or in process as of September 30, 2019.

Tanger recaptured approximately 586,000 square feet within its consolidated portfolio during the first nine months of 2020 related to bankruptcies and brand-wide restructurings by retailers, including 206,000 square feet in the third quarter. During the first nine months of 2019, approximately 195,000 square feet were recaptured, including 6,000 square feet during the third quarter. The Company anticipates additional store closures and lease adjustments related to recent tenant bankruptcy filings and restructuring announcements.

COVID-19 Update

•Guidance - Due to limited visibility regarding the duration and magnitude of the pandemic and subsequent tenant bankruptcy filings, Tanger previously withdrew its guidance and is not providing updated guidance at this time.

2

•Cost Reductions - During the second and third quarters, the Company reduced cash outflows by approximately $15.4 million, including $1.9 million of general and administrative and $13.5 million of property operating expenses. In addition, Tanger deferred its Nashville pre-development-stage project and certain other planned capital expenditures.

•Store Reopenings - As of October 31, 2020, more than 99% of total occupied stores in the Company’s consolidated portfolio had reopened, representing more than 99% of leased square footage and annualized base rent. Prior to the pandemic, Tanger Outlet Centers operated an average of 12 hours per day. Currently, centers are open an average of 8 hours per day. Effective November 6, center hours will expand to an average of 10 hours per day to accommodate the holiday shopping season.

•Rent Collections - Collections of third quarter rents improved to 89% of the amount billed, markedly better than for second quarter rents, given the Company’s proactive strategy in late March to offer all tenants in its consolidated portfolio the option to defer 100% of April and May rents interest free, payable in equal installments due in January and February of 2021. Collections of third quarter billings averaged over $28 million per month, which exceeds Tanger’s estimated average monthly cash outflows of approximately $22.5 million.

The Company currently expects to collect approximately 92%, to defer 1% and continues to negotiate 2% of rents billed for the third quarter. The Company reserves all rights under its lease agreements and has pursued and will continue to pursue legal remedies to collect rent as appropriate. During the quarter, Tanger wrote off 5% of third quarter rents, including 2% related to tenant bankruptcies, 1% related to other uncollectible accounts due to financial weakness and 2% related to one-time concessions in exchange for landlord-favorable amendments to lease structure. In addition, Tanger recorded a $2.2 million reserve for a portion of deferred and under negotiation billings that are expected to potentially become uncollectible in future periods. Further, the Company recognized a write-off of approximately $2.4 million in straight-line rents associated with bankruptcies and uncollectible accounts.

Since previously reported on August 5, 2020, second quarter rent collections improved to 43% of rents billed, as expected payments were received, rents previously under negotiation were resolved, and a portion of rents written off in the second quarter were paid. As of October 31, 2020, collections of October rents billed were similar to collection rates for the third quarter.

The tables below summarize the Company’s current collection status for second and third quarter rents, as well as the impact to rental revenues recognized during both periods (in thousands).

	3Q20				2Q20
	Rents Billed (1)		% of Billed		Rents Billed (1)		% of Billed
Collection Status(as of October 31, 2020)
Paid	$	84,329	89	%	$	41,963	43	%
Expected	3,056		3	%	4,044		4	%
Payment received or expected	$	87,385	92	%	$	46,007	47	%
Deferred	618		1	%	25,327		26	%
Under negotiation	1,589		2	%	2,739		3	%
Deferred or under negotiation	$	2,207	3	%	$	28,066	29	%
Net rents recognized before reserves & straight-line adjustments	$	89,592	95	%	$	74,073	76	%
One-time rent concessions in exchange for landlord-favorable amendments to lease structure	1,544		2	%	13,176		13	%
Bankruptcy related, primarily pre-petition rents	2,258		2	%	8,719		9	%
At risk due to tenant financial weakness	1,407		1	%	1,540		2	%
Do not expect to collect (written off)	$	5,209	5	%	$	23,435	24	%
Total rents billed	$	94,801	100	%	$	97,508	100	%
(1) Excludes variable revenue which is derived from tenant sales and lease termination fees.

3

	Written Off			Reserved			Total Impact
Rental Revenue Impact - 3Q 2020
Base rentals	$	606		$	1,506		$	2,112
Tenant reimbursements	261			645			906
Uncollectible tenant rents	3,584			—			3,584
Total before straight-line rent adjustments	$	4,451		$	2,151		$	6,602
Straight-line rent adjustments	2,377			—			2,377
Total rental revenues impact	$	6,828		$	2,151		$	8,979
Rental Revenue Impact - Combined 2Q & 3Q
Base rentals	$	10,303		$	8,266		$	18,569
Tenant reimbursements	4,416			3,542			7,958
Uncollectible tenant rents	13,925			—			13,925
Total before straight-line rent adjustments	$	28,644		$	11,808		$	40,452
Percentage of total rents billed	15		%	6		%	21		%
Percentage of deferred or under negotiation				39		%
Straight-line rent adjustments	6,103			—			6,103
Total rental revenues impact	$	34,747		$	11,808		$	46,555

•Community Support - Throughout the pandemic, Tanger Outlet Centers have been used for Red Cross blood drives, food collection sites, curbside food pickup and as staging areas for law enforcement and emergency medical services. In an effort to provide a healthy environment for its team members, tenants, shoppers and communities, Tanger has taken measures operationally to comply with applicable public health guidelines, including frequent cleaning of common areas and other high-touch spaces, the closure of children’s play areas and other interactive features, the use of personal protective equipment by the Company’s customer service staff as well as third party maintenance, janitorial and security staff and assistance for retailers with managing social distancing guidelines when lines extend out of stores and into outlet center common areas.

Board and Management Update

As previously announced, Tanger’s Board of Directors increased the number of directors from seven to eight and elected Stephen Yalof, the Company’s President and Chief Operating Officer, to the Board effective July 20, 2020 per the terms of his employment agreement. Mr. Yalof, who will succeed Steven Tanger as Chief Executive Officer on January 1, 2021, will not be paid any director fees for his services as a director.

On October 1, Leslie Swanson joined Tanger as Executive Vice President of Operations. She is responsible for overseeing the planning and execution of operational strategies and expense management initiatives, driving center occupancy and developing new revenue opportunities.

Dividends

Given the uncertainty related to the pandemic’s impact, in May, the Company’s Board of Directors temporarily suspended dividend distributions to conserve approximately $35 million in cash per quarter and preserve the Company’s balance sheet strength and flexibility. The Board will continue to evaluate the potential for future dividend distributions on a quarterly basis. Tanger intends to remain in compliance with REIT taxable income distribution requirements. For 2020, the dividends paid during the first half of the year are currently expected to be sufficient to meet the minimum distribution requirements. For 2021, minimum distributions will be required to remain in compliance.

4

Third Quarter 2020 Conference Call

Tanger will host a conference call to discuss its third quarter 2020 results for analysts, investors and other interested parties on Friday, November 6, 2020, at 8:30 a.m. Eastern Time. To access the conference call, listeners should dial 1-844-492-3729 and request to join the Tanger Factory Outlets Centers, Inc. SKT Call. Alternatively, a live audio webcast of this call will be available to the public on Tanger’s Investor Relations website, investors.tangeroutlets.com. A telephone replay of the call will be available from November 6, 2020 at 11:30 a.m. through November 20, 2020 at 11:59 p.m. by dialing 1-877-344-7529, replay access code # 10148185. An online archive of the webcast will also be available through November 20, 2020.

About Tanger Factory Outlet Centers, Inc.

Tanger Factory Outlet Centers, Inc. (NYSE: SKT) is a leading operator of open-air upscale outlet shopping centers that owns, or has an ownership interest in, a portfolio of 38 centers. Tanger’s operating properties are located in 20 states and in Canada, totaling approximately 14.1 million square feet, leased to over 2,700 stores operated by more than 500 different brand name companies. The Company has more than 39 years of experience in the outlet industry and is a publicly-traded REIT. Tanger is furnishing a Form 8-K with the Securities and Exchange Commission (“SEC”) that includes a supplemental information package for the quarter ended September 30, 2020. For more information on Tanger Outlet Centers, call 1-800-4TANGER or visit the Company’s website at www.tangeroutlets.com.

Safe Harbor Statement

This news release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with the safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, are generally identifiable by use of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project,” “will,” “forecast” or similar expressions, and include the Company’s expectations regarding the impact of the COVID-19 pandemic on the Company’s business, financial results and financial condition, expectations regarding rent collections, the financial condition of the Company’s tenants, its leasing strategy and value proposition to retailers, occupancy and rent concessions, uses of capital, liquidity, dividend payments, cash flows, filling vacant space, store operating hours and share repurchases.

You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other important factors which are, in some cases, beyond our control and which could materially affect our actual results, performance or achievements. Important factors which may cause actual results to differ materially from current expectations include, but are not limited to: risks related to the impact of the COVID-19 pandemic on our tenants and on our business, financial condition, liquidity, results of operations and compliance with debt covenants; our inability to develop new outlet centers or expand existing outlet centers successfully; risks related to the economic performance and market value of our outlet centers; the relative illiquidity of real property investments; impairment charges affecting our properties; our dispositions of assets may not achieve anticipated results; competition for the acquisition and development of outlet centers, and our inability to complete outlet centers we have identified; the bankruptcy of one or more of the retailers in our centers; the fact certain of our lease agreements include co-tenancy and/or sales-based provisions that may allow a tenant to pay reduced rent and/or terminate a lease prior to its natural expiration; environmental regulations affecting our business; risks associated with possible terrorist activity or other acts or threats of violence and threats to public safety; our dependence on rental income from real property; our dependence on the results of operations of our retailers; the fact that certain of our properties are subject to ownership interests held by third parties, whose interests may conflict with ours; risks related to uninsured losses; the risk that consumer, travel, shopping and spending habits may change; risks associated with our Canadian investments; risks associated with attracting and retaining key personnel; risks associated with debt financing; risks associated with our guarantees of debt for, or other support we may provide to, joint venture properties; the effectiveness of our interest rate hedging arrangements; uncertainty relating to the potential phasing out of LIBOR; our potential failure to qualify as a REIT; our legal obligation to make distributions to our shareholders; legislative or regulatory actions that could adversely affect our shareholders, including the recent changes in the U.S. federal income taxation of U.S. businesses; our dependence on distributions from the Operating Partnership to meet our financial obligations, including dividends; the risk of a cyber-attack or an act of cyber-terrorism and other important factors set forth under Item 1A - “Risk Factors” in the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2019, as may be updated or supplemented in the Company’s Quarterly Reports on Form 10-Q and the Company’s other filings with the SEC. Accordingly, there is no assurance that the Company’s expectations will be realized. The Company disclaims any intention or obligation to update the forward-looking statements, whether as a result of new information, future events or otherwise. You are advised to refer to any further disclosures the Company makes or related subjects in the Company’s Current Reports on Form 8-K that the Company files with the SEC.

Investor Contact Information

Cyndi Holt    Jim Williams

VP, Investor Relations    EVP & CFO

336-834-6892    336-834-6800    

cyndi.holt@tangeroutlets.com    jim.williams@tangeroutlets.com

Media Contact Information

Quentin Pell

VP, Corporate Communications and Enterprise Risk Management

336-834-6827    

quentin.pell@tangeroutlets.com    

5

TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(Unaudited)

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Revenues:
Rental revenues	$	100,251	$	115,050	$	271,082	$	347,389
Management, leasing and other services	1,194		1,356		3,362		3,943
Other revenues	1,768		2,588		4,392		6,524
Total revenues	103,213		118,994		278,836		357,856
Expenses:
Property operating	35,206		39,149		101,991		118,252
General and administrative	11,181		12,292		35,331		40,910
Impairment charge	—		—		45,675		—
Depreciation and amortization	29,903		30,103		87,966		93,009
Total expenses	76,290		81,544		270,963		252,171
Other income (expense):
Interest expense	(15,647)		(15,197)		(47,786)		(46,638)
Gain on sale of assets	2,324		—		2,324		43,422
Other income (expense)	161		227		789		(2,966)
Total other income (expense)	(13,162)		(14,970)		(44,673)		(6,182)
Income (loss) before equity in earnings of unconsolidated joint ventures	13,761		22,480		(36,800)		99,503
Equity in earnings (losses) of unconsolidated joint ventures	(42)		2,329		(1,490)		5,604
Net income (loss)	13,719		24,809		(38,290)		105,107
Noncontrolling interests in Operating Partnership	(690)		(1,263)		1,939		(5,308)
Noncontrolling interests in other consolidated partnerships	—		—		(190)		(195)
Net income (loss) attributable to Tanger Factory Outlet Centers, Inc.	13,029		23,546		(36,541)		99,604
Allocation of earnings to participating securities	(146)		(305)		(692)		(1,030)
Net income (loss) available to common shareholders of Tanger Factory Outlet Centers, Inc.	$	12,883	$	23,241	$	(37,233)	$	98,574
Basic earnings per common share:
Net income (loss)	$	0.14	$	0.25	$	(0.40)	$	1.06
Diluted earnings per common share:
Net income (loss)	$	0.14	$	0.25	$	(0.40)	$	1.06

6

TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

(Unaudited)

	September 30,		December 31,
	2020		2019
Assets
Rental property:
Land	$	266,014	$	266,537
Buildings, improvements and fixtures	2,545,111		2,630,357
	2,811,125		2,896,894
Accumulated depreciation	(1,034,670)		(1,009,951)
Total rental property, net	1,776,455		1,886,943
Cash and cash equivalents	19,793		16,672
Investments in unconsolidated joint ventures	92,537		94,691
Deferred lease costs and other intangibles, net	88,183		96,712
Operating lease right-of-use assets	83,210		86,575
Prepaids and other assets	125,297		103,618
Total assets	$	2,185,475	$	2,285,211
Liabilities and Equity
Liabilities
Debt:
Senior, unsecured notes, net	$	1,140,080	$	1,138,603
Unsecured term loan, net	347,213		347,367
Mortgages payable, net	80,924		83,803
Unsecured lines of credit, net	—		—
Total debt	1,568,217		1,569,773
Accounts payable and accrued expenses	85,712		79,562
Operating lease liabilities (1)	90,566		91,237
Other liabilities	91,495		88,530
Total liabilities	1,835,990		1,829,102
Commitments and contingencies
Equity
Tanger Factory Outlet Centers, Inc.:
Common shares, $0.01 par value, 300,000,000 shares authorized, 93,453,271 and 92,892,260 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively	935		929
Paid in capital	783,815		775,035
Accumulated distributions in excess of net income	(420,367)		(317,263)
Accumulated other comprehensive loss	(32,347)		(25,495)
Equity attributable to Tanger Factory Outlet Centers, Inc.	332,036		433,206
Equity attributable to noncontrolling interests:
Noncontrolling interests in Operating Partnership	17,449		22,903
Noncontrolling interests in other consolidated partnerships	—		—
Total equity	349,485		456,109
Total liabilities and equity	$	2,185,475	$	2,285,211

7

TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES

CENTER INFORMATION

(Unaudited)

	September 30,
	2020		2019
Gross leasable area open at end of period (in thousands):
Consolidated	11,873		12,048
Partially owned - unconsolidated	2,212		2,212
Total (1)	14,085		14,260
Outlet centers in operation at end of period:
Consolidated	31		32
Partially owned - unconsolidated	7		7
Total	38		39
States operated in at end of period (2)	19		19
Occupancy at end of period (2)	92.9	%	95.9	%

(1)Due to rounding, numbers may not add up precisely to the totals provided.

(2)Excludes the centers in which the Company has ownership interests but are held in unconsolidated joint ventures.

8

NON-GAAP SUPPLEMENTAL MEASURES

Beginning with the three months ended March 31, 2020, we have elected to supplement our disclosure with three additional non-GAAP measures, Adjusted EBITDA, EBITDAre and Adjusted EBITDAre (each as defined below), that are commonly provided in the REIT industry. See “Adjusted EBITDA, EBITDAre and Adjusted EBITDAre” below for more information. We also now refer to Adjusted Funds from Operations (“AFFO”) as Core Funds From Operations (“Core FFO”), but there has been no change to the definition of this measure.

Funds From Operations

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

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

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

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

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

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

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

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

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

Core FFO

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

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

Core FFO has limitations as an analytical tool. Some of these limitations are:

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

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

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

9

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

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

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

Funds Available for Distribution

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

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

Portfolio Net Operating Income and Same Center Net Operating Income

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

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

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

Adjusted EBITDA, EBITDAre and Adjusted EBITDAre

We present Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) as adjusted for items described below (“Adjusted EBITDA”), EBITDA for Real Estate (“EBITDAre”) and Adjusted EBITDAre, all non-GAAP measures, as supplemental measures of our operating performance. Each of these measures is defined as follows:

We define Adjusted EBITDA as net income (loss) available to the Company’s common shareholders computed in accordance with GAAP before interest expense, income taxes, depreciation and amortization, gains and losses on sale of operating properties, joint venture properties and other assets, gains and losses on change of control, impairment write-downs of depreciated property and of investment in unconsolidated joint ventures caused by a decrease in value of depreciated property in the affiliate, compensation related to executive officer retirement, gains and losses on extinguishment of debt, net and other items that we do not consider indicative of the Company's ongoing operating performance.

We determine EBITDAre based on the definition set forth by NAREIT, which is defined as net income (loss) available to the Company’s common shareholders computed in accordance with GAAP before interest expense, income taxes, depreciation and amortization, gains and losses on sale of operating properties, gains and losses on change of control and impairment write-downs of depreciated property and of investment in unconsolidated joint ventures caused by a decrease in value of depreciated property in the affiliate and after adjustments to reflect our share of the EBITDAre of unconsolidated joint ventures.

Adjusted EBITDAre is defined as EBITDAre excluding gains and losses on extinguishment of debt, net, compensation related to executive officer retirement and other items that that we do not consider indicative of the Company's ongoing operating performance.

10

We present Adjusted EBITDA, EBITDAre and Adjusted EBITDAre as we believe they are useful for investors, creditors and rating agencies as they provide additional performance measures that are independent of a Company’s existing capital structure to facilitate the evaluation and comparison of the Company’s operating performance to other REITs and provide a more consistent metric for comparing the operating performance of the Company’s real estate between periods.

Adjusted EBITDA, EBITDAre and Adjusted EBITDAre have significant limitations as analytical tools, including:

•They do not reflect our interest expense;

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

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

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

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

11

TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP SUPPLEMENTAL MEASURES

(in thousands, except per share)

(Unaudited)

Below is a reconciliation of Net Income (Loss) to FFO and Core FFO:

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Net income (loss)	$	13,719	$	24,809	$	(38,290)	$	105,107
Adjusted for:
Depreciation and amortization of real estate assets - consolidated	28,676		29,451		85,534		91,149
Depreciation and amortization of real estate assets - unconsolidated joint ventures	3,003		3,058		9,038		9,453
Impairment charge - consolidated	—		—		45,675		—
Impairment charge - unconsolidated joint ventures	—		—		3,091		—
Foreign currency loss from sale of joint venture property	—		—		—		3,641
Gain on sale of assets	(2,324)		—		(2,324)		(43,422)
FFO	43,074		57,318		102,724		165,928
FFO attributable to noncontrolling interests in other consolidated partnerships	—		—		(190)		(195)
Allocation of earnings to participating securities	(461)		(481)		(1,153)		(1,502)
FFO available to common shareholders (1)	$	42,613	$	56,837	$	101,381	$	164,231
As further adjusted for:
Compensation related to executive officer retirement (2)	—		—		—		4,371
Impact of above adjustment to the allocation of earnings to participating securities	—		—		—		(35)
Core FFO available to common shareholders (1)	$	42,613	$	56,837	$	101,381	$	168,567
FFO available to common shareholders per share - diluted (1)	$	0.44	$	0.58	$	1.04	$	1.68
Core FFO available to common shareholders per share - diluted (1)	$	0.44	$	0.58	$	1.04	$	1.72
Weighted Average Shares:
Basic weighted average common shares	92,649		92,514		92,596		92,999
Diluted weighted average common shares (for earnings per share computations)	92,649		92,514		92,596		92,999
Exchangeable operating partnership units	4,911		4,960		4,911		4,960
Diluted weighted average common shares (for FFO and Core FFO per share computations) (1)	97,560		97,474		97,507		97,959

(1)Assumes the Class A common limited partnership units of the Operating Partnership held by the noncontrolling interests are exchanged for common shares of the Company. Each Class A common limited partnership unit is exchangeable for one of the Company’s common shares, subject to certain limitations to preserve the Company’s REIT status.

(2)Represents the accelerated recognition of compensation cost entitled to be received by the Company’s former President and Chief Operating Officer per the terms of a transition agreement executed in connection with his retirement.

12

Below is a reconciliation of FFO to FAD:

	Three months ended						Nine months ended
	September 30,						September 30,
	2020			2019			2020			2019
FFO available to common shareholders	$	42,613		$	56,837		$	101,381		$	164,231
Adjusted for:
Corporate depreciation excluded above	1,227			652			2,432			1,860
Amortization of finance costs	996			749			2,586			2,246
Amortization of net debt discount	122			113			359			333
Amortization of equity-based compensation	2,347			3,571			9,566			14,371
Straight-line rent adjustments	1,741			(2,518)			2,418			(7,404)
Market rent adjustments	2,149			314			2,560			1,067
Second generation tenant allowances and lease incentives	(2,181)			(9,121)			(13,719)			(15,171)
Capital improvements	(2,788)			(4,781)			(11,980)			(14,678)
Adjustments from unconsolidated joint ventures	(358)			(50)			(479)			(1,254)
FAD available to common shareholders (1)	$	45,868		$	45,766		$	95,124		$	145,601
Dividends per share	$	—		$	0.3550		$	0.7125		$	1.0600
FFO payout ratio	—		%	61		%	69		%	63		%
FAD payout ratio	—		%	76		%	73		%	71		%
Diluted weighted average common shares (1)	97,560			97,474			97,507			97,959

(1)Assumes the Class A common limited partnership units of the Operating Partnership held by the noncontrolling interests are exchanged for common shares of the Company. Each Class A common limited partnership unit is exchangeable for one of the Company’s common shares, subject to certain limitations to preserve the Company’s REIT status.

13

Below is a reconciliation of Net Income (Loss) to Portfolio NOI and Same Center NOI for the consolidated portfolio:

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Net income (loss)	$	13,719	$	24,809	$	(38,290)	$	105,107
Adjusted to exclude:
Equity in (earnings) losses of unconsolidated joint ventures	42		(2,329)		1,490		(5,604)
Interest expense	15,647		15,197		47,786		46,638
Gain on sale of assets	(2,324)		—		(2,324)		(43,422)
Other (income) expense	(161)		(227)		(789)		2,966
Impairment charge	—		—		45,675		—
Depreciation and amortization	29,903		30,103		87,966		93,009
Other non-property expenses	704		160		1,162		491
Corporate general and administrative expenses	11,463		12,265		35,759		41,032
Non-cash adjustments (1)	3,913		(1,729)		5,032		(5,829)
Lease termination fees	(6,323)		(127)		(8,000)		(1,526)
Portfolio NOI	66,583		78,122		175,467		232,862
Non-same center NOI (2)	65		(576)		(398)		(5,610)
Same Center NOI	$	66,648	$	77,546	$	175,069	$	227,252

(1)Non-cash items include straight-line rent, above and below market rent amortization, straight-line rent expense on land leases and gains or losses on outparcel sales, as applicable.

(2)Excluded from Same Center NOI:

Outlet centers sold:
Nags Head, Ocean City, Park City, and Williamsburg	March 2019
Terrell	August 2020

14

Below is a reconciliation of Net Income (Loss) to Adjusted EBITDA:

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Net income (loss)	$	13,719	$	24,809	$	(38,290)	$	105,107
Adjusted to exclude:
Interest expense	15,647		15,197		47,786		46,638
Depreciation and amortization	29,903		30,103		87,966		93,009
Impairment charge - consolidated	—		—		45,675		—
Impairment charge - unconsolidated joint ventures	—		—		3,091		—
Loss on sale of joint venture property, including foreign currency effect	—		—		—		3,641
Gain on sale of assets	(2,324)		—		(2,324)		(43,422)
Compensation related to executive officer retirement	—		—		—		4,371
Adjusted EBITDA	$	56,945	$	70,109	$	143,904	$	209,344

Below is a reconciliation of Net Income (Loss) to EBITDAre and Adjusted EBITDAre:

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Net income (loss)	$	13,719	$	24,809	$	(38,290)	$	105,107
Adjusted to exclude:
Interest expense	15,647		15,197		47,786		46,638
Depreciation and amortization	29,903		30,103		87,966		93,009
Impairment charge - consolidated	—		—		45,675		—
Impairment charge - unconsolidated joint ventures	—		—		3,091		—
Loss on sale of joint venture property, including foreign currency effect	—		—		—		3,641
Gain on sale of assets	(2,324)		—		(2,324)		(43,422)
Pro-rata share of interest expense - unconsolidated joint ventures	1,512		2,029		4,995		6,165
Pro-rata share of depreciation and amortization - unconsolidated joint ventures	3,003		3,057		9,038		9,400
EBITDAre	$	61,460	$	75,195	$	157,937	$	220,538
Compensation related to executive officer retirement	—		—		—		4,371
Adjusted EBITDAre	$	61,460	$	75,195	$	157,937	$	224,909

15

EX-99.2

Exhibit 99.2

Tanger Factory Outlet Centers, Inc.

Supplemental Operating and Financial Data

September 30, 2020

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Notice

For a more detailed discussion of the factors that affect our operating results, interested parties should review the Tanger Factory Outlet Centers, Inc. Annual Report on Form 10-K for the year ended December 31, 2019. 

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

2    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Table of Contents

Section
Portfolio Data:
Geographic Diversification	4
Property Summary - Occupancy at End of Each Period Shown	5
Portfolio Occupancy at the End of Each Period	7
Outlet Center Ranking	8
Top 25 Tenants Based on Percentage of Total Annualized Base Rent	9
Lease Expirations as of September 30, 2020	10
Capital Expenditures	11
Leasing Activity	11
Financial Data:
Consolidated Balance Sheets	14
Consolidated Statements of Operations	15
Components of Rental Revenues	16
Rental Revenues Collection Status	17
Unconsolidated Joint Venture Information	18
Debt Outstanding Summary	19
Future Scheduled Principal Payments	21
Senior Unsecured Notes Financial Covenants	21
Enterprise Value, Net Debt, Liquidity, Debt Ratios and Credit Ratings	22
Non-GAAP and Supplemental Measures:
Non-GAAP Definitions	23
FFO and FAD Analysis	27
Portfolio NOI and Same Center NOI	29
Adjusted EBITDA and EBITDAre	30
Pro Rata Balance Sheet Information	31
Pro Rata Statement of Operations Information	32
Investor Information	33

3    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Geographic Diversification

As of September 30, 2020

Consolidated Properties

State	# of Centers	GLA	% of GLA
South Carolina	5	1,604,510	13	%
New York	2	1,468,388	12	%
Georgia	3	1,121,579	9	%
Pennsylvania	3	999,416	8	%
Texas	2	823,557	7	%
Michigan	2	671,557	6	%
Delaware	1	557,353	5	%
Alabama	1	554,587	5	%
New Jersey	1	489,718	4	%
Tennessee	1	447,810	4	%
North Carolina	2	422,895	4	%
Ohio	1	411,896	3	%
Arizona	1	410,751	3	%
Florida	1	351,721	3	%
Missouri	1	329,861	3	%
Mississippi	1	324,717	3	%
Louisiana	1	321,066	3	%
Connecticut	1	311,487	3	%
New Hampshire	1	250,107	2	%
Total	31	11,872,976	100	%
Unconsolidated Joint Venture Properties
	# of Centers	GLA	Ownership %
Charlotte, NC	1	398,676	50.00	%
Ottawa, ON	1	357,218	50.00	%
Columbus, OH	1	355,245	50.00	%
Texas City, TX	1	352,705	50.00	%
National Harbor, MD	1	341,156	50.00	%
Cookstown, ON	1	307,895	50.00	%
Saint-Sauveur, QC	1	99,405	50.00	%
Total	7	2,212,300
Grand Total	38	14,085,276

4    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Property Summary - Occupancy at End of Each Period Shown

Consolidated properties

Location	Total GLA 09/30/20	% Occupied 09/30/20		% Occupied 06/30/20		% Occupied 09/30/19
Deer Park, NY	739,110	93	%	98	%	98	%
Riverhead, NY	729,278	92	%	93	%	97	%
Rehoboth Beach, DE	557,353	93	%	94	%	98	%
Foley, AL	554,587	89	%	89	%	90	%
Atlantic City, NJ	489,718	79	%	79	%	80	%
San Marcos, TX	471,816	93	%	96	%	94	%
Sevierville, TN	447,810	99	%	100	%	99	%
Savannah, GA	429,089	99	%	95	%	96	%
Myrtle Beach Hwy 501, SC	426,523	98	%	96	%	98	%
Jeffersonville, OH	411,896	80	%	83	%	92	%
Glendale, AZ (Westgate)	410,751	92	%	97	%	99	%
Myrtle Beach Hwy 17, SC	403,425	99	%	99	%	100	%
Charleston, SC	386,328	93	%	96	%	99	%
Lancaster, PA	375,857	97	%	91	%	88	%
Pittsburgh, PA	373,863	92	%	94	%	97	%
Commerce, GA	371,408	94	%	98	%	97	%
Grand Rapids, MI	357,119	89	%	90	%	96	%
Fort Worth, TX	351,741	99	%	98	%	99	%
Daytona Beach, FL	351,721	97	%	98	%	99	%
Branson, MO	329,861	100	%	99	%	100	%
Southaven, MS	324,717	97	%	98	%	98	%
Locust Grove, GA	321,082	98	%	95	%	97	%
Gonzales, LA	321,066	97	%	95	%	95	%
Mebane, NC	318,886	97	%	100	%	100	%
Howell, MI	314,438	80	%	84	%	93	%
Mashantucket, CT (Foxwoods)	311,487	88	%	91	%	95	%
Tilton, NH	250,107	87	%	89	%	97	%
Hershey, PA	249,696	100	%	99	%	100	%
Hilton Head II, SC	206,564	89	%	98	%	92	%
Hilton Head I, SC	181,670	93	%	97	%	100	%
Blowing Rock, NC	104,009	89	%	84	%	88	%
Terrell, TX	N/A	N/A		87	%	97	%
Total	11,872,976	93	%	94	%	96	%

5    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Unconsolidated joint venture properties

Location	Total GLA 09/30/20	% Occupied 09/30/20		% Occupied 06/30/20		% Occupied 09/30/19
Charlotte, NC	398,676	98	%	96	%	99	%
Ottawa, ON	357,218	96	%	96	%	97	%
Columbus, OH	355,245	97	%	96	%	97	%
Texas City, TX (Galveston/Houston)	352,705	91	%	92	%	96	%
National Harbor, MD	341,156	99	%	97	%	97	%
Cookstown, ON	307,895	92	%	99	%	98	%
Saint-Sauveur, QC	99,405	87	%	88	%	96	%
Total	2,212,300	95	%	95	%	97	%

6    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Portfolio Occupancy at the End of Each Period (1)

(1) Excludes unconsolidated outlet centers. See table on page 4.

7    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Outlet Center Ranking as of September 30, 2020 (1)

Ranking (2)				Period End Occupancy		Sq Ft (thousands)	% of Square Feet		% of Portfolio NOI (3)
Consolidated Centers
Centers 1 - 5				94	%	2,884	24	%	34	%
Centers 6 - 10				98	%	1,749	15	%	18	%
Centers 11 - 15				89	%	1,665	14	%	13	%
Centers 16 - 20				97	%	1,800	15	%	14	%
Centers 21 - 25				89	%	2,024	17	%	13	%
Centers 26 - 31				90	%	1,751	15	%	8	%
Ranking (2)				Cumulative Period End Occupancy		Cumulative Sq Ft (thousands)	Cumulative % of Square Feet		Cumulative % of Portfolio NOI (3)
Consolidated Centers
Centers 1 - 5				94	%	2,884	24	%	34	%
Centers 1 - 10				95	%	4,633	39	%	52	%
Centers 1 - 15				94	%	6,298	53	%	65	%
Centers 1 - 20				94	%	8,098	68	%	79	%
Centers 1 - 25				93	%	10,122	85	%	92	%
Centers 1 - 31				93	%	11,873	100	%	100	%
Unconsolidated centers (4)				96	%	1,448	n/a		n/a
Domestic centers (5)				93	%	13,321	n/a		n/a
(1)	Centers are ranked by sales per square foot for the trailing twelve months ended September 30, 2020, and sales per square foot include stores that have been occupied for a minimum of 12 months and are less than 20,000 square feet. Due to the portfolio-wide store closures experienced during the second quarter of 2020 as a result of COVID-19 mandates, sales per square foot is not separately presented herein.
(2)	Outlet centers included in each ranking group above are as follows (in alphabetical order):
	Centers 1 - 5:	Deer Park, NY	Glendale, AZ (Westgate)	Rehoboth Beach, DE		Riverhead, NY	Sevierville, TN
	Centers 6 - 10:	Branson, MO	Lancaster, PA	Locust Grove, GA		Mebane, NC	Myrtle Beach Hwy 17, SC
	Centers 11 - 15:	Atlantic City, NJ	Charleston, SC	Grand Rapids, MI		Hershey, PA	Hilton Head I, SC
	Centers 16 - 20:	Fort Worth, TX	Gonzales, LA	Pittsburgh, PA		Savannah, GA	Southaven, MS
	Centers 21 - 25:	Commerce, GA	Foley, AL	Howell, MI		Mashantucket, CT (Foxwoods)	San Marcos, TX
	Centers 26 - 31:	Blowing Rock, NC	Daytona Beach, FL	Hilton Head II, SC		Jeffersonville, OH	Myrtle Beach Hwy 501, SC		Tilton, NH
(3)	Based on the Company’s forecast of 2020 Portfolio NOI (see non-GAAP definitions), excluding centers not yet stabilized (none). The Company’s forecast is based on management’s estimates as of September 30, 2020 and may be considered a forward-looking statement that is subject to risks and uncertainties. Actual results could differ materially from those projected due to various factors including, but not limited to, the risks associated with general economic and real estate conditions. For a more detailed discussion of the factors that affect operating results, interested parties should review the Tanger Factory Outlet Centers, Inc. Annual Report on Form 10-K for the year ended December 31, 2019 and Quarterly Report on Form 10-Q for the nine months ended September 30, 2020.
(4)	Includes domestic outlet centers open 12 full calendar months (in alphabetical order):
	Unconsolidated:	Charlotte, NC	Columbus, OH	National Harbor, MD		Texas City, TX (Galveston/Houston)
(5)	Includes consolidated portfolio and domestic unconsolidated joint ventures.

8    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Top 25 Tenants Based on Percentage of Total Annualized Base Rent

As of September 30, 2020 (1)

Consolidated								Unconsolidated
Tenant	Brands	# of Stores	GLA	% of Total GLA		% of Total Annualized Base Rent (2)		# of Stores
The Gap, Inc.	Gap, Banana Republic, Janie & Jack, Old Navy	94	926,819	7.8	%	6.3	%	19
PVH Corp.	Tommy Hilfiger, Van Heusen, Calvin Klein	61	384,621	3.2	%	4.4	%	14
Ascena Retail Group, Inc.	LOFT, Ann Taylor, Justice, Lane Bryant	65	388,277	3.3	%	3.6	%	8
Under Armour, Inc.	Under Armour, Under Armour Kids	30	233,877	2.0	%	2.9	%	6
American Eagle Outfitters, Inc.	American Eagle Outfitters, Aerie	40	276,204	2.3	%	2.9	%	7
Nike, Inc.	Nike, Converse, Hurley	35	404,195	3.4	%	2.8	%	9
Tapestry, Inc.	Coach, Kate Spade, Stuart Weitzman	48	226,624	1.9	%	2.8	%	11
Carter’s, Inc.	Carters, OshKosh B Gosh	48	211,701	1.8	%	2.4	%	10
Hanesbrands Inc.	Hanesbrands, Maidenform, Champion	37	178,607	1.5	%	2.1	%	2
Capri Holdings Limited	Michael Kors, Michael Kors Men’s	28	138,454	1.2	%	2.1	%	5
Columbia Sportswear Company	Columbia Sportswear	20	154,145	1.3	%	2.1	%	6
Signet Jewelers Limited	Kay Jewelers, Zales, Jared Vault	49	110,986	0.9	%	2.0	%	8
Adidas AG	Adidas, Reebok	29	180,155	1.5	%	2.0	%	9
Chico’s, FAS Inc.	Chicos, White House/Black Market, Soma Intimates	40	116,231	1.0	%	1.9	%	5
Skechers USA, Inc.	Skechers	28	143,167	1.2	%	1.7	%	6
V. F. Corporation	The North Face, Vans, Timberland, Dickies	26	138,846	1.2	%	1.7	%	2
Express Inc.	Express Factory	24	168,000	1.4	%	1.7	%	4
Ralph Lauren Corporation	Polo Ralph Lauren, Polo Children, Polo Ralph Lauren Big & Tall, Club Monaco	32	352,836	3.0	%	1.6	%	6
Caleres Inc.	Famous Footwear, Naturalizer, Allen Edmonds	31	160,018	1.3	%	1.6	%	10
Levi Strauss & Co.	Levi's	28	116,486	1.0	%	1.6	%	5
Rack Room Shoes, Inc.	Rack Room Shoes	22	129,699	1.1	%	1.6	%	2
Luxottica Group S.p.A.	Sunglass Hut, Oakley, Lenscrafters	51	74,228	0.6	%	1.5	%	10
L Brands, Inc.	Bath & Body Works, Victoria's Secret, Pink by Victoria's Secret	29	112,662	0.9	%	1.5	%	7
Authentic Brands Group	Aeropostale, Forever 21, Nautica	31	213,963	1.8	%	1.5	%	4
G-III Apparel Group, Ltd.	Bass, Wilsons Leather, DKNY, Karl Lagerfeld Paris	33	152,850	1.4	%	1.4	%	4
Total of Top 25 tenants		959	5,693,651	48.0	%	57.7	%	179

(1)Excludes leases that have been entered into but which tenant has not yet taken possession, temporary leases and month-to-month leases.

(2)Annualized base rent is defined as the minimum monthly payments due as of the end of the reporting period annualized, excluding periodic contractual fixed increases. Include rents which are based on a percentage of sales in lieu of fixed contractual rents.

9    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Lease Expirations as of September 30, 2020

Percentage of Total Gross Leasable Area (1)

Percentage of Total Annualized Base Rent (1)

(1) Excludes unconsolidated outlet centers. See table on page 5.

10    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Capital Expenditures (in thousands)

	Nine months ended
	September 30,
	2020		2019
Value-enhancing:
New center developments and expansions	$	1,967	$	6,913
Other	673		1,377
	2,640		8,290
Recurring capital expenditures:
Second generation tenant allowances	8,549		15,171
Operational capital expenditures	6,764		13,758
Renovations	5,217		919
	20,530		29,848
Total additions to rental property-accrual basis	23,170		38,138
Conversion from accrual to cash basis	(98)		(2,930)
Total additions to rental property-cash basis	$	23,072	$	35,208

Leasing Activity

Re-tenant(1)
Trailing twelve months ended:	# of Leases	Square Feet (in 000’s)	Average Annual Straight-line Rent (psf)		Average Tenant Allowance (psf)(2)		Average Initial Term (in years)	Net Average Annual Straight-line Rent (psf) (3)
9/30/2020	83	387	$	32.85	$	63.66	7.17	$	23.97
9/30/2019	106	520	$	34.02	$	42.35	8.41	$	28.98
Renewal(1)
Trailing twelve months ended:	# of Leases	Square Feet (in 000’s)	Average Annual Straight-line Rent (psf)		Average Tenant Allowance (psf)(2)		Average Initial Term (in years)	Net Average Annual Straight-line Rent (psf) (3)
9/30/2020	177	889	$	27.32	$	0.90	3.85	$	27.09
9/30/2019	239	1,147	$	34.02	$	0.55	3.81	$	33.88
Total(1)
Trailing twelve months ended:	# of Leases	Square Feet (in 000’s)	Average Annual Straight-line Rent (psf)		Average Tenant Allowance (psf)(2)		Average Initial Term (in years)	Net Average Annual Straight-line Rent (psf) (3)
9/30/2020	260	1,275	$	29.00	$	19.93	4.86	$	24.90
9/30/2019	345	1,667	$	34.02	$	13.59	5.24	$	31.43

(1)Represents change in rent (base rent and common area maintenance (“CAM”)) for all leases for new stores that opened or renewals that started during the respective trailing twelve month periods within the consolidated portfolio, except for license agreements, seasonal tenants, and month-to-month leases.

(2)Includes other landlord costs.

(3)Net average straight-line base rent is calculated by dividing the average tenant allowance costs per square foot by the average initial term and subtracting this calculated number from the average straight-line base rent per year amount. The average annual straight-line base rent disclosed in the table above includes all concessions, abatements and reimbursements of rent to tenants. The average tenant allowance disclosed in the table above includes other landlord costs.

11    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Leasing Activity(1)

	TTM ended			TTM ended
All Lease Terms	9/30/2020			9/30/2019
Re-tenanted Space:
Number of leases	83			106
Gross leasable area	386,721			520,342
New initial rent per square foot	$	29.80		$	31.09
Prior expiring rent per square foot	$	34.39		$	33.06
Percent decrease	(13.4)		%	(5.9)		%
New straight-line rent per square foot	$	32.85		$	34.02
Prior straight-line rent per square foot	$	33.40		$	32.71
Percent increase (decrease)	(1.6)		%	4.0		%
Renewed Space:
Number of leases	177			239
Gross leasable area	888,507			1,146,943
New initial rent per square foot	$	26.62		$	32.92
Prior expiring rent per square foot	$	29.61		$	32.97
Percent decrease	(10.1)		%	(0.1)		%
New straight-line rent per square foot	$	27.32		$	34.02
Prior straight-line rent per square foot	$	29.90		$	33.40
Percent increase (decrease)	(8.6)		%	1.9		%
Total Re-tenanted and Renewed Space:
Number of leases	260			345
Gross leasable area	1,275,228			1,667,285
New initial rent per square foot	$	27.59		$	32.35
Prior expiring rent per square foot	$	31.06		$	33.00
Percent decrease	(11.2)		%	(2.0)		%
New straight-line rent per square foot	$	29.00		$	34.02
Prior straight-line rent per square foot	$	30.96		$	33.18
Percent increase (decrease)	(6.3)		%	2.5		%

(1)For consolidated properties owned as of the period-end date. Represents change in rent (base rent and CAM) for all leases for new stores that opened or renewals that started during the respective trailing twelve month periods, except for license agreements, seasonal tenants, and month-to-month leases.

12    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Leasing Activity(1)

	TTM ended			TTM ended
Terms of More Than 12 Months	9/30/2020			9/30/2019
Re-tenanted Space:
Number of leases	81			105
Gross leasable area	379,223			517,592
New initial rent per square foot	$	29.97		$	31.11
Prior expiring rent per square foot	$	34.30		$	32.98
Percent decrease	(12.6)		%	(5.7)		%
New straight-line rent per square foot	$	33.08		$	34.05
Prior straight-line rent per square foot	$	33.34		$	32.63
Percent increase (decrease)	(0.8)		%	4.4		%
Renewed Space:
Number of leases	135			209
Gross leasable area	734,583			1,007,057
New initial rent per square foot	$	27.34		$	34.48
Prior expiring rent per square foot	$	29.18		$	34.04
Percent increase (decrease)	(6.3)		%	1.3		%
New straight-line rent per square foot	$	28.20		$	35.73
Prior straight-line rent per square foot	$	29.73		$	34.54
Percent increase (decrease)	(5.1)		%	3.4		%
Total Re-tenanted and Renewed Space:
Number of leases	216			314
Gross leasable area	1,113,806			1,524,649
New initial rent per square foot	$	28.23		$	33.33
Prior expiring rent per square foot	$	30.92		$	33.68
Percent decrease	(8.7)		%	(1.0)		%
New straight-line rent per square foot	$	29.86		$	35.16
Prior straight-line rent per square foot	$	30.95		$	33.89
Percent increase (decrease)	(3.5)		%	3.7		%

(1)For consolidated properties owned as of the period-end date. Represents change in rent (base rent and CAM) for leases for a term of more than 12 months for new stores that opened or renewals that started during the respective trailing twelve month periods.

13    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Consolidated Balance Sheets (dollars in thousands)

	September 30,		December 31,
	2020		2019
Assets
Rental property:
Land	$	266,014	$	266,537
Buildings, improvements and fixtures	2,545,111		2,630,357
	2,811,125		2,896,894
Accumulated depreciation	(1,034,670)		(1,009,951)
Total rental property, net	1,776,455		1,886,943
Cash and cash equivalents	19,793		16,672
Investments in unconsolidated joint ventures	92,537		94,691
Deferred lease costs and other intangibles, net	88,183		96,712
Operating lease right-of-use assets	83,210		86,575
Prepaids and other assets	125,297		103,618
Total assets	$	2,185,475	$	2,285,211
Liabilities and Equity
Liabilities
Debt:
Senior, unsecured notes, net	$	1,140,080	$	1,138,603
Unsecured term loan, net	347,213		347,367
Mortgages payable, net	80,924		83,803
Unsecured lines of credit, net	—		—
Total debt	1,568,217		1,569,773
Accounts payable and accrued expenses	85,712		79,562
Operating lease liabilities (1)	90,566		91,237
Other liabilities	91,495		88,530
Total liabilities	1,835,990		1,829,102
Commitments and contingencies
Equity
Tanger Factory Outlet Centers, Inc.:
Common shares, $0.01 par value, 300,000,000 shares authorized, 93,453,271 and 92,892,260 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively	935		929
Paid in capital	783,815		775,035
Accumulated distributions in excess of net income	(420,367)		(317,263)
Accumulated other comprehensive loss	(32,347)		(25,495)
Equity attributable to Tanger Factory Outlet Centers, Inc.	332,036		433,206
Equity attributable to noncontrolling interests:
Noncontrolling interests in Operating Partnership	17,449		22,903
Noncontrolling interests in other consolidated partnerships	—		—
Total equity	349,485		456,109
Total liabilities and equity	$	2,185,475	$	2,285,211

14    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Consolidated Statements of Operations (in thousands, except per share data)

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Revenues:
Rental revenues	$	100,251	$	115,050	$	271,082	$	347,389
Management, leasing and other services	1,194		1,356		3,362		3,943
Other revenues	1,768		2,588		4,392		6,524
Total revenues	103,213		118,994		278,836		357,856
Expenses:
Property operating	35,206		39,149		101,991		118,252
General and administrative	11,181		12,292		35,331		40,910
Impairment charge	—		—		45,675		—
Depreciation and amortization	29,903		30,103		87,966		93,009
Total expenses	76,290		81,544		270,963		252,171
Other income (expense):
Interest expense	(15,647)		(15,197)		(47,786)		(46,638)
Gain on sale of assets	2,324		—		2,324		43,422
Other income (expense)	161		227		789		(2,966)
Total other income (expense)	(13,162)		(14,970)		(44,673)		(6,182)
Income (loss) before equity in earnings of unconsolidated joint ventures	13,761		22,480		(36,800)		99,503
Equity in earnings (losses) of unconsolidated joint ventures	(42)		2,329		(1,490)		5,604
Net income (loss)	13,719		24,809		(38,290)		105,107
Noncontrolling interests in Operating Partnership	(690)		(1,263)		1,939		(5,308)
Noncontrolling interests in other consolidated partnerships	—		—		(190)		(195)
Net income (loss) attributable to Tanger Factory Outlet Centers, Inc.	13,029		23,546		(36,541)		99,604
Allocation of earnings to participating securities	(146)		(305)		(692)		(1,030)
Net income (loss) available to common shareholders of Tanger Factory Outlet Centers, Inc.	$	12,883	$	23,241	$	(37,233)	$	98,574
Basic earnings per common share:
Net income (loss)	$	0.14	$	0.25	$	(0.40)	$	1.06
Diluted earnings per common share:
Net income (loss)	$	0.14	$	0.25	$	(0.40)	$	1.06

15    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Components of Rental Revenues (in thousands)

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

The table below provides details of the components included in rental revenues:

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Rental revenues:
Base rentals	$	70,908	$	76,776	$	195,885	$	231,924
Percentage rentals	1,095		3,413		3,245		6,996
Tenant expense reimbursements	29,312		33,214		83,416		101,741
Lease termination fees	6,323		127		8,000		1,526
Market rent adjustments	(2,057)		(221)		(2,282)		(771)
Straight-line rent adjustments	(1,740)		2,052		(2,417)		6,938
Uncollectible tenant revenues	(3,590)		(311)		(14,765)		(965)
Rental revenues	$	100,251	$	115,050	$	271,082	$	347,389

16    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Rental Revenues Collection Status (in thousands)

	3Q20				2Q20
	Rents Billed (1)		% of Billed		Rents Billed (1)		% of Billed
Collection Status(as of October 31, 2020)
Paid	$	84,329	89	%	$	41,963	43	%
Expected	3,056		3	%	4,044		4	%
Payment received or expected	$	87,385	92	%	$	46,007	47	%
Deferred	618		1	%	25,327		26	%
Under negotiation	1,589		2	%	2,739		3	%
Deferred or under negotiation	$	2,207	3	%	$	28,066	29	%
Net rents recognized before reserves & straight-line adjustments	$	89,592	95	%	$	74,073	76	%
One-time rent concessions in exchange for landlord-favorable amendments to lease structure	1,544		2	%	13,176		13	%
Bankruptcy related, primarily pre-petition rents	2,258		2	%	8,719		9	%
At risk due to tenant financial weakness	1,407		1	%	1,540		2	%
Do not expect to collect (written off)	$	5,209	5	%	$	23,435	24	%
Total rents billed	$	94,801	100	%	$	97,508	100	%
(1) Excludes variable revenue which is derived from tenant sales and lease termination fees.

	Written Off			Reserved			Total Impact
Rental Revenue Impact - 3Q 2020
Base rentals	$	606		$	1,506		$	2,112
Tenant reimbursements	261			645			906
Uncollectible tenant rents	3,584			—			3,584
Total before straight-line rent adjustments	$	4,451		$	2,151		$	6,602
Straight-line rent adjustments	2,377			—			2,377
Total rental revenues impact	$	6,828		$	2,151		$	8,979
Rental Revenue Impact - Combined 2Q & 3Q
Base rentals	$	10,303		$	8,266		$	18,569
Tenant reimbursements	4,416			3,542			7,958
Uncollectible tenant rents	13,925			—			13,925
Total before straight-line rent adjustments	$	28,644		$	11,808		$	40,452
Percentage of total rents billed	15		%	6		%	21		%
Percentage of deferred or under negotiation				39		%
Straight-line rent adjustments	6,103			—			6,103
Total rental revenues impact	$	34,747		$	11,808		$	46,555

17    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Unconsolidated Joint Venture Information

The following table details certain information as of September 30, 2020, except for Net Operating Income (“NOI”) which is for the nine months ended September 30, 2020, about various unconsolidated real estate joint ventures in which we have an ownership interest

(dollars in millions):

Joint Venture	Center Location	Tanger’s Ownership %		Square Feet	Tanger’s Share of Total Assets		Tanger’s Share of NOI		Tanger’s Share of Net Debt (1)
Charlotte	Charlotte, NC	50.0	%	398,676	$	39.6	$	4.1	$	49.8
Columbus	Columbus, OH	50.0	%	355,245	39.4		3.2		42.5
Galveston/Houston	Texas City, TX	50.0	%	352,705	21.0		2.2		40.0
National Harbor	National Harbor, MD	50.0	%	341,156	39.2		2.8		47.2
RioCan Canada (2)	Various	50.0	%	764,518	92.0		3.3		—
Total				2,212,300	$	231.2	$	15.6	$	179.5

(1)Net of debt origination costs and premiums.

(2)Includes a 307,895 square foot outlet center in Cookstown, Ontario; a 357,218 square foot outlet center in Ottawa, Ontario; and a 99,405 square foot outlet center in Saint-Sauveur, Quebec.

18    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Debt Outstanding Summary

As of September 30, 2020

(dollars in thousands)

	Total Debt Outstanding		Our Share of Debt		Stated Interest Rate		End of Period Effective Interest Rate(1)		Maturity Date (2)	Weighted Average Years to Maturity (2)
Consolidated Debt:
Unsecured debt:
Unsecured lines of credit(3)	$	—	$	—	LIBOR(4) + 1.0%		1.3	%	10/28/2022	2.1
2023 Senior unsecured notes	250,000		250,000		3.875%		4.1	%	12/1/2023	3.2
2024 Senior unsecured notes	250,000		250,000		3.75	%	3.8	%	12/1/2024	4.2
2026 Senior unsecured notes	350,000		350,000		3.125	%	3.2	%	9/1/2026	5.9
2027 Senior unsecured notes	300,000		300,000		3.875	%	3.9	%	7/15/2027	6.8
Unsecured term loan	350,000		350,000		LIBOR(4) + 1.0%		2.6	%	4/22/2024	3.6
Net debt discounts and debt origination costs	(12,707)		(12,707)
Total net unsecured debt	1,487,293		1,487,293				3.5	%		4.8
Secured mortgage debt:
Atlantic City, NJ	28,253		28,253		5.14% - 7.65%		5.1	%	11/15/2021 - 12/8/2026	4.6
Southaven, MS	51,400		51,400		LIBOR + 1.80%		3.8	%	4/29/2023	2.6
Debt premium and debt origination costs	1,271		1,271
Total net secured mortgage debt	80,924		80,924				4.2	%		3.3
Total consolidated debt	1,568,217		1,568,217				3.6	%		4.7
Unconsolidated JV debt:
Charlotte	100,000		50,000		4.27	%	4.3%		7/1/2028	7.8
Columbus	85,000		42,500		LIBOR + 1.65%		1.8%		11/28/2021	1.2
Galveston/Houston	80,000		40,000		LIBOR + 1.65%		1.8%		7/1/2022	1.8
National Harbor	95,000		47,500		4.63	%	4.6%		1/5/2030	9.3
Debt origination costs	(1,060)		(530)
Total unconsolidated JV net debt	358,940		179,470				3.2	%		5.3
Total	$	1,927,157	$	1,747,687			3.5	%		4.8

(1)The effective interest rate includes the impact of discounts and premiums and interest rate swap agreements, as applicable. See page 20 for additional details.

(2)Includes applicable extensions available at our option.

(3)The Company has unsecured lines of credit that provide for borrowings of up to $600.0 million. The unsecured lines of credit include a $20.0 million liquidity line and a $580.0 million syndicated line. A 20 basis point facility fee is due annually on the entire committed amount of each facility. The syndicated line may be increased up to $1.2 billion through an accordion feature in certain circumstances.

(4)If LIBOR is less than 0.25% per annum, the rate will be deemed to be 0.25% for the portions of the lines of credit and bank term loan that are not fixed with an interest rate swap.

19    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Summary of Our Share of Fixed and Variable Rate Debt

As of September 30, 2020

(dollars in thousands)

	Total Debt %		Our Share of Debt		End of Period Effective Interest Rate		Average Years to Maturity (1)
Consolidated:
Fixed (2)	99	%	$	1,556,871	3.6	%	4.7
Variable	1	%	11,346		1.9	%	2.6
	100	%	1,568,217		3.6	%	4.7
Unconsolidated Joint ventures:
Fixed	54	%	$	97,037	4.4	%	8.5
Variable	46	%	82,433		1.8	%	1.5
	100	%	179,470		3.2	%	5.3
Total:
Fixed	95	%	$	1,653,908	3.7	%	5.2
Variable	5	%	93,779		1.8	%	1.5
Total share of debt	100	%	$	1,747,687	3.5	%	4.8

(1)Includes applicable extensions available at our option.

(2)The effective interest rate includes interest rate swap agreements that fix the base LIBOR rate at a weighted average of 1.7% on notional amounts aggregating $390.0 million as follows:

Effective Date	Maturity Date	Notional Amount		Bank Pay Rate		Company Fixed Pay Rate
Interest rate swaps:
April 13, 2016	January 1, 2021	$	175,000	1	month LIBOR	1.03	%
March 1, 2018	January 31, 2021	40,000		1	month LIBOR	2.47	%
August 14, 2018	January 1, 2021	150,000		1	month LIBOR	2.20	%
July 1, 2019	February 1, 2024	25,000		1	month LIBOR	1.75	%
Total		$	390,000
Forward starting interest rate swap agreements:
January 1, 2021	February 1, 2024	$	150,000	1	month LIBOR	0.60	%
January 1, 2021	February 1, 2024	$	100,000	1	month LIBOR	0.22	%

20    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Future Scheduled Principal Payments (dollars in thousands)(1)

As of September 30, 2020

Year	Tanger Consolidated Payments		Tanger’s Share of Unconsolidated JV Payments		Total Scheduled Payments
2020	$	910	$	—	$	910
2021	5,793		42,500		48,293
2022	4,436		40,000		44,436
2023	306,168		1,031		307,199
2024	605,140		1,636		606,776
2025	1,501		1,710		3,211
2026	355,705		1,788		357,493
2027	300,000		1,869		301,869
2028	—		46,944		46,944
2029	—		984		984
2030 & thereafter	—		41,538		41,538
	$	1,579,653	$	180,000	$	1,759,653
Net debt discounts and debt origination costs	(11,436)		(530)		(11,966)
	$	1,568,217	$	179,470	$	1,747,687

(1)Includes applicable extensions available at our option.

Senior Unsecured Notes Financial Covenants (1)

As of September 30, 2020

	Required	Actual		Compliance
Total Consolidated Debt to Adjusted Total Assets	<60%	47	%	Yes
Total Secured Debt to Adjusted Total Assets	<40%	3	%	Yes
Total Unencumbered Assets to Unsecured Debt	>150%	203	%	Yes
Consolidated Income Available for Debt Service to Annual Debt Service Charge	>1.5	3.9		Yes

(1)For a complete listing of all debt covenants related to the Company’s Senior Unsecured Notes, as well as definitions of the above terms, please refer to the Company’s filings with the Securities and Exchange Commission.

Unsecured Lines of Credit & Term Loan Financial Covenants (1)

As of September 30, 2020

	Required	Actual		Compliance
Total Liabilities to Total Adjusted Asset Value	<60%	45	%	Yes
Secured Indebtedness to Adjusted Unencumbered Asset Value	<35%	6	%	Yes
EBITDA to Fixed Charges	>1.5	3.4		Yes
Total Unsecured Indebtedness to Adjusted Unencumbered Asset Value	<60%	41	%	Yes
Unencumbered Interest Coverage Ratio	>1.5	3.9		Yes

(1)For a complete listing of all debt covenants related to the Company’s Unsecured Lines of Credit & Term Loan, as well as definitions of the above terms, please refer to the Company’s filings with the Securities and Exchange Commission.

21    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Enterprise Value, Net Debt, Liquidity, Debt Ratios and Credit Ratings (in thousands, except per share data)

	September 30,			December 31,
	2020			2019
Enterprise Value:
Market value:
Common shares outstanding	93,453			92,892
Exchangeable operating partnership units	4,911			4,911
Total shares	98,364			97,803
Common share price	$	6.03		$	14.73
Total market value (1)	$	593,138		$	1,440,645
Debt:
Senior, unsecured notes	$	1,150,000		$	1,150,000
Unsecured term loans	350,000			350,000
Mortgages payable	79,653			82,309
Unsecured lines of credit	—			—
Total principal debt	1,579,653			1,582,309
Less: Net debt discounts	(2,976)			(3,334)
Less: Debt origination costs	(8,460)			(9,202)
Total debt	1,568,217			1,569,773
Total enterprise value	$	2,161,355		$	3,010,418
Net Debt:
Total debt	$	1,568,217		$	1,569,773
Less: Cash and cash equivalents	(19,793)			(16,672)
Net debt	$	1,548,424		$	1,553,101
Liquidity:
Cash and cash equivalents	$	19,793		$	16,672
Unused capacity under unsecured lines of credit (2)	600,000			599,830
Total liquidity	$	619,793		$	616,502
Ratios (3):
Net debt to Adjusted EBITDA (4)	7.2		x	5.5		x
Interest coverage (Adjusted EBITDA / interest expense) (4)	3.4		x	4.5		x

(1)Amounts may not recalculate due to the effect of rounding.

(2)Unused capacity under the Company’s $600.0 million unsecured lines of credit is reduced by $170,000 at December 31, 2019 related to outstanding letters of credit (none at September 30, 2020).

(3)Ratios are presented for the trailing twelve-month period.

(4)Adjusted EBITDA is a non-GAAP measure. Refer to page 28 for a reconciliation of net income to Adjusted EBITDA.

Credit Ratings and Outlook:
Moody’s Investors Services	Baa2	Negative
Standard & Poor’s Ratings Services	BBB	Negative

22    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

NON-GAAP SUPPLEMENTAL MEASURES

Beginning with the three months ended March 31, 2020, we have elected to supplement our disclosure with three additional non-GAAP measures, Adjusted EBITDA, EBITDAre and Adjusted EBITDAre (each as defined below), that are commonly provided in the REIT industry. See “Adjusted EBITDA, EBITDAre and Adjusted EBITDAre” below for more information. We also now refer to Adjusted Funds from Operations (“AFFO”) as Core Funds From Operations (“Core FFO”), but there has been no change to the definition of this measure.

Funds From Operations

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

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

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

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

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

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

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

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

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

Core FFO

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

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

23    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Core FFO has limitations as an analytical tool. Some of these limitations are:

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

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

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

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

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

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

Funds Available for Distribution

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

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

Portfolio Net Operating Income and Same Center Net Operating Income

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

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

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

Adjusted EBITDA, EBITDAre and Adjusted EBITDAre

We present Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) as adjusted for items described below (“Adjusted EBITDA”), EBITDA for Real Estate (“EBITDAre”) and Adjusted EBITDAre, all non-GAAP measures, as supplemental measures of our operating performance. Each of these measures is defined as follows:

24    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

We define Adjusted EBITDA as net income (loss) available to the Company’s common shareholders computed in accordance with GAAP before interest expense, income taxes, depreciation and amortization, gains and losses on sale of operating properties, joint venture properties and other assets, gains and losses on change of control, impairment write-downs of depreciated property and of investment in unconsolidated joint ventures caused by a decrease in value of depreciated property in the affiliate, compensation related to executive officer retirement, gains and losses on extinguishment of debt, net and other items that we do not consider indicative of the Company's ongoing operating performance.

We determine EBITDAre based on the definition set forth by NAREIT, which is defined as net income (loss) available to the Company’s common shareholders computed in accordance with GAAP before interest expense, income taxes, depreciation and amortization, gains and losses on sale of operating properties, gains and losses on change of control and impairment write-downs of depreciated property and of investment in unconsolidated joint ventures caused by a decrease in value of depreciated property in the affiliate and after adjustments to reflect our share of the EBITDAre of unconsolidated joint ventures.

Adjusted EBITDAre is defined as EBITDAre excluding gains and losses on extinguishment of debt, net, compensation related to executive officer retirement and other items that that we do not consider indicative of the Company's ongoing operating performance.

We present Adjusted EBITDA, EBITDAre and Adjusted EBITDAre as we believe they are useful for investors, creditors and rating agencies as they provide additional performance measures that are independent of a Company’s existing capital structure to facilitate the evaluation and comparison of the Company’s operating performance to other REITs and provide a more consistent metric for comparing the operating performance of the Company’s real estate between periods.

Adjusted EBITDA, EBITDAre and Adjusted EBITDAre have significant limitations as analytical tools, including:

•They do not reflect our interest expense;

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

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

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

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

Non-GAAP Pro Rata Balance Sheet and Income Statement Information

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

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

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

•The amounts shown on the individual line items were derived by applying our overall economic ownership interest percentage determined when applying the equity method of accounting and do not necessarily represent our legal claim to the assets and liabilities, or the revenues and expenses; and

•Other companies in our industry may calculate their pro rata interest differently than we do, limiting the usefulness as a comparative measure.

25    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

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

26    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Reconciliation of Net Income (loss) to FFO and Core FFO (dollars and shares in thousands)

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Net income (loss)	$	13,719	$	24,809	$	(38,290)	$	105,107
Adjusted for:
Depreciation and amortization of real estate assets - consolidated	28,676		29,451		85,534		91,149
Depreciation and amortization of real estate assets - unconsolidated joint ventures	3,003		3,058		9,038		9,453
Impairment charge - consolidated	—		—		45,675		—
Impairment charge - unconsolidated joint ventures	—		—		3,091		—
Foreign currency loss from sale of joint venture property	—		—		—		3,641
Gain on sale of assets	(2,324)		—		(2,324)		(43,422)
FFO	43,074		57,318		102,724		165,928
FFO attributable to noncontrolling interests in other consolidated partnerships	—		—		(190)		(195)
Allocation of earnings to participating securities	(461)		(481)		(1,153)		(1,502)
FFO available to common shareholders (1)	$	42,613	$	56,837	$	101,381	$	164,231
As further adjusted for:
Compensation related to executive officer retirement (2)	—		—		—		4,371
Impact of above adjustment to the allocation of earnings to participating securities	—		—		—		(35)
Core FFO available to common shareholders (1)	$	42,613	$	56,837	$	101,381	$	168,567
FFO available to common shareholders per share - diluted (1)	$	0.44	$	0.58	$	1.04	$	1.68
Core FFO available to common shareholders per share - diluted (1)	$	0.44	$	0.58	$	1.04	$	1.72
Weighted Average Shares:
Basic weighted average common shares	92,649		92,514		92,596		92,999
Diluted weighted average common shares (for earnings per share computations)	92,649		92,514		92,596		92,999
Exchangeable operating partnership units	4,911		4,960		4,911		4,960
Diluted weighted average common shares (for FFO per share computations) (1)	97,560		97,474		97,507		97,959

(1)Assumes the Class A common limited partnership units of the Operating Partnership held by the noncontrolling interests are exchanged for common shares of the Company. Each Class A common limited partnership unit is exchangeable for one of the Company’s common shares, subject to certain limitations to preserve the Company’s REIT status.

(2)Represents the accelerated recognition of compensation cost entitled to be received by the Company’s former President and Chief Operating Officer per the terms of a transition agreement executed in connection with his retirement.

27    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Reconciliation of FFO to FAD (dollars and shares in thousands)

	Three months ended						Nine months ended
	September 30,						September 30,
	2020			2019			2020			2019
FFO available to common shareholders	$	42,613		$	56,837		$	101,381		$	164,231
Adjusted for:
Corporate depreciation excluded above	1,227			652			2,432			1,860
Amortization of finance costs	996			749			2,586			2,246
Amortization of net debt discount	122			113			359			333
Amortization of equity-based compensation	2,347			3,571			9,566			14,371
Straight-line rent adjustments	1,741			(2,518)			2,418			(7,404)
Market rent adjustments	2,149			314			2,560			1,067
Second generation tenant allowances and lease incentives	(2,181)			(9,121)			(13,719)			(15,171)
Capital improvements	(2,788)			(4,781)			(11,980)			(14,678)
Adjustments from unconsolidated joint ventures	(358)			(50)			(479)			(1,254)
FAD available to common shareholders (1)	$	45,868		$	45,766		$	95,124		$	145,601
Dividends per share	$	—		$	0.3550		$	0.7125		$	1.0600
FFO payout ratio	—		%	61		%	69		%	63		%
FAD payout ratio	—		%	76		%	73		%	71		%
Diluted weighted average common shares (1)	97,560			97,474			97,507			97,959

(1)Assumes the Class A common limited partnership units of the Operating Partnership held by the noncontrolling interests are exchanged for common shares of the Company. Each Class A common limited partnership unit is exchangeable for one of the Company’s common shares, subject to certain limitations to preserve the Company’s REIT status.

28    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Reconciliation of Net Income to Portfolio NOI and Same Center NOI for the consolidated portfolio (in thousands)

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Net income (loss)	$	13,719	$	24,809	$	(38,290)	$	105,107
Adjusted to exclude:
Equity in (earnings) losses of unconsolidated joint ventures	42		(2,329)		1,490		(5,604)
Interest expense	15,647		15,197		47,786		46,638
Gain on sale of assets	(2,324)		—		(2,324)		(43,422)
Other (income) expense	(161)		(227)		(789)		2,966
Impairment charge	—		—		45,675		—
Depreciation and amortization	29,903		30,103		87,966		93,009
Other non-property expenses	704		160		1,162		491
Corporate general and administrative expenses	11,463		12,265		35,759		41,032
Non-cash adjustments (1)	3,913		(1,729)		5,032		(5,829)
Lease termination fees	(6,323)		(127)		(8,000)		(1,526)
Portfolio NOI	66,583		78,122		175,467		232,862
Non-same center NOI (2)	65		(576)		(398)		(5,610)
Same Center NOI	$	66,648	$	77,546	$	175,069	$	227,252

(1)Non-cash items include straight-line rent, above and below market rent amortization, straight-line rent expense on land leases and gains or losses on outparcel sales, as applicable.

(2)Excluded from Same Center NOI:

Outlet centers sold:
Nags Head, Ocean City, Park City, and Williamsburg	March 2019
Terrell	August 2020

Same Center NOI for the consolidated portfolio (in thousands)

	Three months ended						Nine months ended
	September 30,				%		September 30,				%
	2020		2019		Change		2020		2019		Change
Same Center Revenues:
Rental revenues	$	97,615	$	112,070	-12.9	%	$	266,391	$	330,275	-19.3	%
Other revenues	1,939		2,884		-32.8	%	4,916		6,940		-29.2	%
Total same center revenues	99,554		114,954		-13.4	%	271,307		337,215		-19.5	%
Same Center Expenses:
Property operating	32,900		37,382		-12.0	%	96,214		109,891		-12.4	%
General and administrative	6		26		-76.9	%	24		72		-66.7	%
Total same center expenses	32,906		37,408		-12.0	%	96,238		109,963		-12.5	%
Same Center NOI	$	66,648	$	77,546	-14.1	%	$	175,069	$	227,252	-23.0	%

29    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Reconciliation of Net Income to Adjusted EBITDA (in thousands)

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Net income (loss)	$	13,719	$	24,809	$	(38,290)	$	105,107
Adjusted to exclude:
Interest expense	15,647		15,197		47,786		46,638
Depreciation and amortization	29,903		30,103		87,966		93,009
Impairment charge - consolidated	—		—		45,675		—
Impairment charge - unconsolidated joint ventures	—		—		3,091		—
Loss on sale of joint venture property, including foreign currency effect	—		—		—		3,641
Gain on sale of assets	(2,324)		—		(2,324)		(43,422)
Compensation related to executive officer retirement	—		—		—		4,371
Adjusted EBITDA	$	56,945	$	70,109	$	143,904	$	209,344

Reconciliation of Net Income to EBITDAre and Adjusted EBITDAre (in thousands)

	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Net income (loss)	$	13,719	$	24,809	$	(38,290)	$	105,107
Adjusted to exclude:
Interest expense	15,647		15,197		47,786		46,638
Depreciation and amortization	29,903		30,103		87,966		93,009
Impairment charge - consolidated	—		—		45,675		—
Impairment charge - unconsolidated joint ventures	—		—		3,091		—
Loss on sale of joint venture property, including foreign currency effect	—		—		—		3,641
Gain on sale of assets	(2,324)		—		(2,324)		(43,422)
Pro-rata share of interest expense - unconsolidated joint ventures	1,512		2,029		4,995		6,165
Pro-rata share of depreciation and amortization - unconsolidated joint ventures	3,003		3,057		9,038		9,400
EBITDAre	$	61,460	$	75,195	$	157,937	$	220,538
Compensation related to executive officer retirement	—		—		—		4,371
Adjusted EBITDAre	$	61,460	$	75,195	$	157,937	$	224,909

30    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Non-GAAP Pro Rata Balance Sheet Information as of September 30, 2020 (in thousands)

	Non-GAAP
	Pro Rata Portion Unconsolidated Joint Ventures (1)
Assets
Rental property:
Land	$	44,156
Buildings, improvements and fixtures	230,797
Construction in progress	2,400
	277,353
Accumulated depreciation	(69,311)
Total rental property, net	208,042
Cash and cash equivalents	8,258
Deferred lease costs and other intangibles, net	2,567
Prepaids and other assets	12,303
Total assets	$	231,170
Liabilities and Owners’ Equity
Liabilities
Mortgages payable, net	$	179,470
Accounts payable and accruals	7,957
Total liabilities	187,427
Owners’ equity	43,743
Total liabilities and owners’ equity	$	231,170

(1)The carrying value of our investments in unconsolidated joint ventures as reported in our Consolidated Balance Sheet differs from our pro rata share of the net assets shown above due to adjustments to the book basis, including intercompany profits on sales of services that are capitalized by the unconsolidated joint ventures. The differences in basis totaled $3.6 million as of September 30, 2020 and are being amortized over the various useful lives of the related assets.

31    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Non-GAAP Pro Rata Statement of Operations Information for the nine months ended September 30, 2020 (in thousands)

	Non-GAAP Pro Rata Portion
	Noncontrolling Interests		Unconsolidated Joint Ventures
Revenues:
Rental revenues	$	—	$	27,516
Other revenues	—		219
Total revenues	—		27,735
Expense:
Property operating	—		12,012
General and administrative	—		172
Depreciation and amortization	—		9,038
Impairment charge	—		3,091
Total expenses	—		24,313
Other income (expense):
Interest expense	—		(4,995)
Other income (expenses)	(190)		83
Total other income (expense)	$	(190)	$	(4,912)
Net income (loss)	$	(190)	$	(1,490)

The table below provides details of the components included in our share of rental revenues for the nine months ended September 30, 2020 (in thousands)

	Non-GAAP Pro Rata Portion
	Noncontrolling Interests		Unconsolidated Joint Ventures
Rental revenues:
Base rentals	$	—	$	16,570
Percentage rentals	—		685
Tenant expense reimbursements	—		11,111
Lease termination fees	—		389
Market rent adjustments	—		(58)
Straight-line rent adjustments	—		52
Uncollectible tenant revenues	—		(1,233)
Rental revenues	$	—	$	27,516

32    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

Investor Information

Tanger Outlet Centers welcomes any questions or comments from shareholders, analysts, investment managers, media and prospective investors. Please address all inquiries to our Investor Relations Department.

Tanger Factory Outlet Centers, Inc.
Investor Relations
Phone:	(336) 834-6892
Fax:	(336) 297-0931
e-mail:	tangerir@tangeroutlet.com
Mail:	Tanger Factory Outlet Centers, Inc.
	3200 Northline Avenue
	Suite 360
	Greensboro, NC 27408

33    

Supplemental Operating and Financial Data for the

Quarter Ended 09/30/2020

XML

Document and Entity Information	Nov. 05, 2020
Cover [Abstract]
Document Type	8-K
Document Period End Date	Nov. 05, 2020
Entity Registrant Name	TANGER FACTORY OUTLET CENTERS, INC
Entity Incorporation, State or Country Code	NC
Entity File Number	1-11986
Entity Central Index Key	0000899715
Amendment Flag	false
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
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Shares, $0.01 par value
Trading Symbol	SKT
Security Exchange Name	NYSE
Entity Emerging Growth Company	false