What changed in this filing

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Item 1. Financial Statements

2021-11-04 compared with 2021-08-03 · 180 added, 150 removed, 626 unchanged (35% of the section changed)

3 unchanged sentences

(In thousands, except unit data, unaudited)

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

Rental property:

22 unchanged sentences

Partners’ Equity:

General partner, 1,100,000 units outstanding at June 30, 2021 and 1,000,000 at December 31, 2020, respectively

Limited partners, 4,794,643 and 4,794,643 Class A common units, and 102,520,580 and 92,569,801 Class B common units outstanding at June 30, 2021 and December 31, 2020, respectively

General partner, 1,100,000 units outstanding at September 30, 2021 and 1,000,000 at December 31, 2020, respectively

Limited partners, 4,794,643 and 4,794,643 Class A common units, and 102,884,234 and 92,569,801 Class B common units outstanding at September 30, 2021 and December 31, 2020, respectively

497,593 383,588

8 unchanged sentences

(In thousands, except per unit data, unaudited)

Three months ended June 30, Six months ended June 30,

Three months ended September 30, Nine months ended September 30,

2021 2020 2021 2020

11 unchanged sentences

Loss on early extinguishment of debt ( 33,821 ) — ( 47,860 ) —

Gain on sale of assets — 2,324 — 2,324

Other income (expense) 253 161 ( 2,598 ) 789

15 unchanged sentences

(In thousands, unaudited)

Three months ended June 30, Six months ended June 30,

Three months ended September 30, Nine months ended September 30,

2021 2020 2021 2020

12 unchanged sentences

General partner Limited partners Accumulated other comprehensive loss Total partners’ equity Noncontrolling interests in consolidated partnerships Total equity

Balance, March 31, 2020 $ 3,433 $ 384,522 $ ( 40,297 ) $ 347,658 $ — $ 347,658

Net loss ( 241 ) ( 23,649 ) — ( 23,890 ) — ( 23,890 )

Balance, June 30, 2020 $ 3,192 $ 364,229 $ ( 37,438 ) $ 329,983 $ — $ 329,983

Net income 139 13,580 — 13,719 — 13,719

Other comprehensive income — — 3,333 3,333 — 3,333

Compensation under Incentive Award Plan — 2,450 — 2,450 — 2,450

Grant of 389,308 restricted common share awards by the Company

Issuance of 6,258 deferred units

Common distributions — ( 176 ) — ( 176 ) — ( 176 )

Balance, June 30, 2020 $ 3,192 $ 364,229 $ ( 37,438 ) $ 329,983 $ — $ 329,983

Forfeitures of 18,996 restricted common share awards by the Company

Balance, September 30, 2020 $ 3,331 $ 380,259 $ ( 34,105 ) $ 349,485 $ — $ 349,485

General partner Limited partners Accumulated other comprehensive loss Total partners’ equity Noncontrolling interests in consolidated partnerships Total equity

8 unchanged sentences

Contributions from noncontrolling interests — — — — 72 72

Common distributions ($ 0.7125 per unit)

Common distributions ($ 0.7125 per common unit)

( 713 ) ( 69,349 ) — ( 70,062 ) — ( 70,062 )

Distributions to noncontrolling interests — — — — ( 262 ) ( 262 )

Balance, June 30, 2020 $ 3,192 $ 364,229 $ ( 37,438 ) $ 329,983 $ — $ 329,983

Balance, September 30, 2020 $ 3,331 $ 380,259 $ ( 34,105 ) $ 349,485 $ — $ 349,485

TANGER PROPERTIES LIMITED PARTNERSHIP AND SUBSIDIARIES

2 unchanged sentences

General partner Limited partners Accumulated other comprehensive loss Total partners’ equity Noncontrolling interests in consolidated partnerships Total equity

Balance, March 31, 2021 $ 5,077 $ 499,339 $ ( 21,402 ) $ 483,014 $ — $ 483,014

Net income 27 2,569 — 2,596 — 2,596

Other comprehensive income — — 1,602 1,602 — 1,602

Balance, June 30, 2021 $ 4,909 $ 538,376 $ ( 19,800 ) $ 523,485 $ — $ 523,485

Net loss ( 112 ) ( 10,959 ) — ( 11,071 ) — ( 11,071 )

Other comprehensive loss — — ( 2,034 ) ( 2,034 ) — ( 2,034 )

Compensation under Incentive Award Plan — 3,012 — 3,012 — 3,012

3 unchanged sentences

— 6,093 — 6,093 — 6,093

Withholding of 8,756 common units for employee income taxes

— ( 150 ) — ( 150 ) — ( 150 )

Grant of 23,488 restricted common share awards by the Company

Common distributions ($ 0.3600 per unit) (1)

( 396 ) ( 38,878 ) — ( 39,274 ) — ( 39,274 )

Balance, June 30, 2021 $ 4,909 $ 538,376 $ ( 19,800 ) $ 523,485 $ — $ 523,485

Balance, September 30, 2021 $ 4,401 $ 497,593 $ ( 21,834 ) $ 480,160 $ — $ 480,160

General partner Limited partners Accumulated other comprehensive loss Total partners’ equity Noncontrolling interests in consolidated partnerships Total equity

Balance, December 31, 2020 $ 3,334 $ 383,588 $ ( 28,039 ) $ 358,883 $ — $ 358,883

Net income 74 6,864 — 6,938 — 6,938

Net loss ( 38 ) ( 4,095 ) — ( 4,133 ) — ( 4,133 )

Other comprehensive income — — 6,205 6,205 — 6,205

2 unchanged sentences

— 188 — 188 — 188

Grant of 469,675 restricted common share awards by the Company

Issuance of 10,009,263 common units

2 unchanged sentences

— ( 1,787 ) — ( 1,787 ) — ( 1,787 )

Grant of 493,163 restricted common share awards by the Company

Common distributions ($ 0.7150

per unit) (2)

( 769 ) ( 75,082 ) — ( 75,851 ) — ( 75,851 )

Balance, June 30, 2021 $ 4,909 $ 538,376 $ ( 19,800 ) $ 523,485 $ — $ 523,485

Balance, September 30, 2021 $ 4,401 $ 497,593 $ ( 21,834 ) $ 480,160 $ — $ 480,160

(1) Includes a $ 0.1775 cash distribution per common unit declared and paid during the third quarter of 2021 and a cash distribution declared in September 2021 payable in November 2021 of $ 0.1825 per common unit.

(2) Includes a $ 0.5325 cash distribution per common unit declared and paid during the first nine months of 2021 and a cash distribution declared in September 2021 payable in November 2021 of $ 0.1825 per common unit.

The accompanying notes are an integral part of these consolidated financial statements.

2 unchanged sentences

(In thousands, unaudited)

Six months ended June 30,

Nine months ended September 30,

OPERATING ACTIVITIES

Net income (loss) $ 6,938 $ ( 52,009 )

Net loss $ ( 4,133 ) $ ( 38,290 )

Adjustments to reconcile net income to net cash provided by operating activities:

2 unchanged sentences

Amortization of deferred financing costs 3,170 2,586

Gain on sale of assets — ( 2,324 )

Loss on early extinguishment of debt 47,860 —

18 unchanged sentences

Other investing activities 11,602 8,339

Net cash provided by (used in) investing activities 4,009 ( 16,821 )

Net cash used in investing activities ( 1,928 ) ( 12,287 )

FINANCING ACTIVITIES

2 unchanged sentences

Repayments of revolving credit facility — ( 641,630 )

Proceeds from notes, mortgages and loans 394,208 —

Repayments of notes, mortgages and loans ( 552,811 ) ( 2,656 )

6 unchanged sentences

Payment for other financing activities ( 861 ) ( 1,122 )

Net cash provided by (used in) financing activities ( 72,761 ) 324,714

Net cash used in financing activities ( 83,607 ) ( 76,345 )

Effect of foreign currency on cash and cash equivalents ( 131 ) ( 208 )

10 unchanged sentences

We are a fully-integrated, self-administered and self-managed real estate investment trust (“REIT”) which, through our controlling interest in the Operating Partnership, focuses exclusively on developing, acquiring, owning, operating and managing outlet shopping centers.

As of June 30, 2021, we owned and operated 30 consolidated outlet centers, with a total gross leasable area of approximately 11.5 million square feet.

As of September 30, 2021, we owned and operated 30 consolidated outlet centers, with a total gross leasable area of approximately 11.5 million square feet.

We also had partial ownership interests in 6 unconsolidated outlet centers totaling approximately 2.1 million square feet, including 2 outlet centers in Canada.

7 unchanged sentences

Tanger LP Trust holds a limited partnership interest.

As of June 30, 2021, the Company, through its ownership of Tanger GP Trust and Tanger LP Trust, owned 103,620,580 units of the Operating Partnership and other limited partners (the “Non-Company LPs”) collectively owned 4,794,643 Class A common limited partnership units.

As of September 30, 2021, the Company, through its ownership of Tanger GP Trust and Tanger LP Trust, owned 103,984,234 units of the Operating Partnership and other limited partners (the “Non-Company LPs”) collectively owned 4,794,643 Class A common limited partnership units.

Each Class A common limited partnership unit held by the Non-Company LPs is exchangeable for one of the Company’s common shares, subject to certain limitations to preserve the Company’s REIT status.

7 unchanged sentences

The results of interim periods are not necessarily indicative of the results for a full year.

In accordance with the Financial Accounting Standards Board’s (FASB) Accounting Standards Codification (ASC) 205, Presentation of Financial Statements, certain prior year balances in the accompanying consolidated statements of cash flows have been reclassified in order to conform to the current period presentation.

Specifically, for the nine months ended September 30, 2020, the uncollectible rental revenue allowance of $ 26.6 million has been presented as a component of “other assets” rather than the previous presentation where it was included as a single line item, “Uncollectible rental revenue allowance” within “net cash provided by operating activities.” There has been no change to “net cash provided by operating activities” for the nine months ended September 30, 2020 as a result of this reclassification.

The Company currently consolidates the Operating Partnership because it has (1) the power to direct the activities of the Operating Partnership that most significantly impact the Operating Partnership’s economic performance and (2) the obligation to absorb losses and the right to receive the residual returns of the Operating Partnership that could be potentially significant.

10 unchanged sentences

We separately report investments in joint ventures for which accumulated distributions have exceeded investments in, and our share of net income or loss of, the joint ventures within other liabilities in the consolidated balance sheets because we are committed to provide further financial support to these joint ventures.

The carrying amount of our investments in the Charlotte, Columbus, Galveston/Houston, and National Harbor joint ventures are less than zero because of financing or operating distributions that were greater than net income, as net income includes non-cash charges for depreciation and amortization.

The carrying amount of our investments in the Charlotte, Galveston/Houston, and National Harbor joint ventures are less than zero because of financing or operating distributions that were greater than net income, as net income includes non-cash charges for depreciation and amortization.

“Noncontrolling interests in the Operating Partnership” reflects the Non-Company LP’s percentage ownership of the Operating Partnership’s units.

11 unchanged sentences

Historically, our accounts receivable from tenants has not been material;

however, given the impacts from the COVID-19 pandemic discussed above, our net accounts receivable balance, which is recorded in prepaids and other assets on the consolidated balance sheet, had increased to approximately $ 18.8 million at December 31, 2020, but decreased to approximately $ 3.7 million at June 30, 2021, primarily due to collections of deferred April and May 2020 rents during the first six months of 2021.

Straight-line rent adjustments recorded as a receivable in prepaids and other assets on the consolidated balance sheets was approximately $ 53.9 million as of June 30, 2021.

however, given the impacts from the COVID-19 pandemic discussed above, our net accounts receivable balance, which is recorded in prepaids and other assets on the consolidated balance sheet, had increased to approximately $ 18.8 million at December 31, 2020, but decreased to approximately $ 6.5 million at September 30, 2021, primarily due to collections of deferred April and May 2020 rents during the first nine months of 2021.

Straight-line rent adjustments recorded as a receivable in prepaids and other assets on the consolidated balance sheets was approximately $ 54.1 million as of September 30, 2021.

During the three months ended September 30, 2020, we wrote off $ 5.2 million of third quarter rents billed, related to tenant bankruptcies, other uncollectible accounts due to financial weakness and one-time concessions in exchange for landlord-favorable amendments to lease structure.

During the nine months ended September 30, 2020, we wrote off approximately $ 28.6 million of second and third quarter rents, related to bankruptcies, other uncollectible accounts due to financial weakness and one-time concessions in exchange for landlord-favorable amendments to lease structure.

In addition, for the three and nine months ended September 30, 2020, we recorded a $ 2.2 million and $ 11.8 million reserve, respectively, for a portion of deferred and under negotiation billings that were expected to become uncollectible in future periods.

Further, for the three and nine months ended September 30, 2020 we recognized a write-off of revenue of approximately $ 2.4 million and $ 6.1 million of straight-line rents, respectively, associated with the tenant bankruptcies and uncollectible accounts.

Individual leases are assessed for collectability and upon the determination that the collection of rents is not probable, accrued rent and accounts receivable are written-off as an adjustment to rental revenue.

7 unchanged sentences

If the effects of the COVID-19 pandemic cause economic and market conditions to deteriorate beyond our current expectations or if our expected holding periods for assets change, subsequent tests for impairment could result in additional impairment charges in the future.

We can provide no assurance that material impairment charges with respect to our properties will not occur during 2021 or future periods.

For example, the Foxwoods property is part of a casino property and continues to face leasing challenges which could lead to further declines in occupancy, rental revenues and cash flows in the future.

Such challenges, or a change in our expected holding period, could result in additional impairment charges recognized for the Foxwoods property.

We can provide no assurance that material impairment charges with respect to our properties will not occur during the remainder of 2021 or future periods.

Disposition of Properties

The following table sets forth certain summarized information regarding properties sold during the six months ended June 30, 2021:

The following table sets forth certain summarized information regarding properties sold during the nine months ended September 30, 2021 and September 30, 2020:

Location Date Sold Square Feet

3 unchanged sentences

Jeffersonville Jeffersonville, Ohio January 2021 412 $ 8,100 $ —

2020 Disposition:

Terrell Terrell, Texas August 2020 178 $ 7,626 $ 2,324

(1) The rental properties sold did not meet the criteria to be reported as discontinued operations.

2 unchanged sentences

We have an ownership interest in the following unconsolidated real estate joint ventures:

As of June 30, 2021

As of September 30, 2021

Joint Venture Outlet Center Location Ownership % Square Feet

25 unchanged sentences

Texas City, TX 50.0 % 353 ( 19.5 ) 80.0

(1) Net of debt origination costs of $ 1.2 million as of June 30, 2021 and $ 1.1 million as of December 31, 2020.

(1) Net of debt origination costs of $ 1.1 million as of September 30, 2021 and $ 1.1 million as of December 31, 2020.

(2) The negative carrying value is due to distributions exceeding contributions and increases or decreases from our equity in earnings of the joint venture.

Fees we received for various services provided to our unconsolidated joint ventures were recognized in management, leasing and other services as follows (in thousands):

Three months ended Six months ended

June 30, June 30,

Three months ended Nine months ended

September 30, September 30,

2021 2020 2021 2020

5 unchanged sentences

Our carrying value of investments in unconsolidated joint ventures differs from our share of the assets reported in the “Summary Balance Sheets - Unconsolidated Joint Ventures” shown below due to adjustments to the book basis, including intercompany profits on sales of services that are capitalized by the unconsolidated joint ventures.

The differences in basis (totaling $ 3.4 million and $ 3.6 million as of June 30, 2021 and December 31, 2020, respectively) are amortized over the various useful lives of the related assets.

The differences in basis (totaling $ 3.4 million and $ 3.6 million as of September 30, 2021 and December 31, 2020, respectively) are amortized over the various useful lives of the related assets.

Galveston/Houston

15 unchanged sentences

Condensed combined summary financial information of unconsolidated joint ventures accounted for using the equity method is as follows (in thousands):

Condensed Combined Balance Sheets - Unconsolidated Joint Ventures June 30, 2021 December 31, 2020

Condensed Combined Balance Sheets - Unconsolidated Joint Ventures September 30, 2021 December 31, 2020

Land $ 83,114 $ 86,861

14 unchanged sentences

Total liabilities and owners’ equity $ 425,126 $ 462,623

Three months ended Six months ended

Condensed Combined Statements of Operations June 30, June 30,

Three months ended Nine months ended

Condensed Combined Statements of Operations September 30, September 30,

- Unconsolidated Joint Ventures 2021 2020 2021 2020

16 unchanged sentences

All of the Company’s debt is held by the Operating Partnership and its consolidated subsidiaries.

The Company guarantees the Operating Partnership’s obligations with respect to its unsecured lines of credit which have a total borrowing capacity of $ 600.0 million as of June 30, 2021.

The Company guarantees the Operating Partnership’s obligations with respect to its unsecured lines of credit which have a total borrowing capacity of $ 520.0 million as of September 30, 2021.

The Company also guarantees the Operating Partnership’s unsecured term loan.

The Operating Partnership had the following principal amounts outstanding on the debt guaranteed by the Company (in thousands):

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

Unsecured lines of credit $ — $ —

2 unchanged sentences

The debt of the Operating Partnership consisted of the following (in thousands):

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

Stated Interest Rate(s) Maturity Date Principal Book Value (1)

5 unchanged sentences

Senior notes 3.875 % July 2027 300,000 297,642 300,000 297,346

Senior notes 2.750 % September 2031 400,000 390,839 — —

Mortgages payable:

2 unchanged sentences

Southaven (5)

LIBOR + 1.80 % July 2021 51,400 51,393 51,400 51,371

Unsecured term loan LIBOR (5)

+ 1.25 % April 2024 300,000 298,106 350,000 347,370

Unsecured lines of credit (6)

+ 1.20 % October 2021 — — — —

LIBOR + 1.80 % October 2021 51,400 51,344 51,400 51,371

Unsecured term loan LIBOR + 1.25 % April 2024 300,000 298,288 350,000 347,370

Unsecured lines of credit LIBOR + 1.20 % July 2025 — — — —

$ 1,425,931 $ 1,410,765 $ 1,578,743 $ 1,567,886

2 unchanged sentences

(3) Principal and interest due monthly with remaining principal due at maturity.

(4) In July 2021, we extended the maturity date 90 days to explore other financing options;

however, the loan may be extended using the original two-year extension option to April 2023.

Such extension may require a reduction in principal.

(5) As of June 30, 2021 until we amended our credit facilities in July 2021, if LIBOR was less than 0.25 % per annum, the rate was deemed to be 0.25 % for the portions of the lines of credit and bank term loan that were not fixed with an interest rate swap.

(4) In October 2021, we repaid a $ 2.1 million mortgage note secured by the Atlantic City property, which was scheduled to mature in December 2021.

The effective interest rate for the remaining notes remains 5.05 % as established upon acquisition.

The stated rates for the remaining secured notes ranged from 5.14 % to 7.65 % with maturity dates between November 2021 and December 2026.

(5) In October 2021, the joint venture that owns the Southaven, MS outlet center exercised its option to extend the maturity of the Southaven, MS mortgage to April 2023 and paid down the principal balance by $ 11.3 million to $ 40.1 million.

The interest rate remains LIBOR + 1.80 %.

The outlet center is consolidated for financial reporting purposes and we funded the entire $ 11.3 million.

Certain of our properties, which had a net book value of approximately $ 155.2 million at September 30, 2021, serve as collateral for mortgages payable.

As of September 30, 2021, we maintained unsecured lines of credit that provided for borrowings of up to $ 520.0 million.

The unsecured lines of credit as of September 30, 2021 included a $ 20.0 million liquidity line and a $ 500.0 million syndicated line.

As of September 30, 2021 and following the July 2021 amendments discussed below, the syndicated line may be increased up to $ 1.2 billion through an accordion feature in certain circumstances.

We provide guarantees to lenders for our joint ventures, which include standard non-recourse carve out indemnifications for losses arising from items such as but not limited to fraud, physical waste, payment of taxes, environmental indemnities, misapplication of insurance proceeds or security deposits and failure to maintain required insurance.

For construction and term loans, we may include a guaranty of completion as well as a principal guaranty ranging from 5 % to 100 % of principal.

The principal guarantees include terms for release or reduction based upon satisfactory completion of construction and performance targets including occupancy thresholds and minimum debt service coverage tests.

As of September 30, 2021, the maximum amount of unconsolidated joint venture debt guaranteed by the Company was $ 21.9 million.

The unsecured lines of credit and senior unsecured notes include covenants that require the maintenance of certain ratios, including debt service coverage and leverage, and limit the payment of dividends such that dividends and distributions will not exceed funds from operations, as defined in the agreements, for the prior fiscal year on an annual basis or 95 % of funds from operations on a cumulative basis.

As of September 30, 2021, we believe we were in compliance with all of our debt covenants.

Unsecured term loan

In March 2021 and June 2021, we paid down a total of $ 50.0 million of borrowings under our $ 350.0 million unsecured term loan with cash on hand, reducing the outstanding balance to $ 300.0 million as of September 30, 2021.

Unsecured Lines of Credit Extension

In July 2021, we amended our unsecured lines of credit and extended the maturity date from October 2021 to July 2025, which may be extended by an additional year by exercising two six-month extension options.

4 unchanged sentences

In certain circumstances, total line capacity may be increased to $ 1.2 billion through an accordion feature in the syndicated line.

Certain of our properties, which had a net book value of approximately $ 159.9 million at June 30, 2021, serve as collateral for mortgages payable.

As of June 30, 2021, we maintained unsecured lines of credit that provided for borrowings of up to $ 600.0 million.

The unsecured lines of credit as of June 30, 2021 included a $ 20.0 million liquidity line and a $ 580.0 million syndicated line.

Following the amendment to our unsecured lines of credit in July 2021, our unsecured lines of credit provide for borrowings of up to $ 520.0 million, including a $ 20.0 million liquidity line and a $ 500.0 million syndicated line.

As of June 30, 2021 and following the July 2021 amendments, the syndicated line may be increased up to $ 1.2 billion through an accordion feature in certain circumstances.

For construction and term loans, we may include a guaranty of completion as well as a principal guaranty ranging from 5 % to 100 % of principal.

As of June 30, 2021, the maximum amount of unconsolidated joint venture debt guaranteed by the Company was $ 21.9 million.

As of June 30, 2021, we believe we were in compliance with all of our debt covenants.

Unsecured term loan

Senior Notes 3.875%

In April 2021, we completed a partial redemption of $ 150.0 million aggregate principal amount of our $ 250.0 million 3.875 % senior notes due December 2023, for $ 163.0 million in cash, which includes a make-whole premium of $ 13.0 million and the write off of approximately $ 1.0 million of debt discount and debt origination costs.

Redemption of the 2023 and 2024 Senior Notes and public offering of aggregate $400.0 Million Unsecured Senior Notes due 2031

In April 2021, we completed a partial redemption of $ 150.0 million aggregate principal amount of our $ 250.0 million 3.875 % senior notes due December 2023, for $ 163.0 million in cash, which included a make-whole premium of $ 13.0 million and the write off of approximately $ 1.0 million of debt discount and debt origination costs.

The make-whole premium and the write off of debt discount and debt origination costs was recorded as a loss on early extinguishment of debt within the consolidated statements of operations.

Subsequent to the redemption, $ 100.0 million aggregate principal amount of the Notes remains outstanding.

Subsequent to this redemption, $ 100.0 million aggregate principal amount of the Notes remained outstanding, until the redemption in August 2021, described below.

In August 2021, we completed a public offering of $ 400.0 million in senior notes due 2031.

The notes were priced at 98.552 % of the principal amount to yield 2.917 % to maturity.

The notes pay interest semi-annually at a rate of 2.750 % per annum and mature on September 1, 2031.

The aggregate net proceeds from the offering, after deducting the underwriting discount and offering expenses, were approximately $ 390.7 million.

We used the net proceeds from the sale of the notes to redeem all remaining 3.875 % senior notes due 2023, $ 100.0 million in aggregate principal amount outstanding, and all 3.750 % senior notes due 2024, $ 250.0 million in aggregate principal outstanding.

The redemptions occurred in September 2021 and included a make-whole premium of $ 31.9 million and the write off of approximately $ 1.9 million of debt discount and debt origination costs.

The remaining proceeds were used for general corporate purposes.

Debt Maturities

Maturities of the existing long-term debt as of June 30, 2021 for the next five years and thereafter are as follows (in thousands):

Maturities of the existing long-term debt as of September 30, 2021 for the next five years and thereafter are as follows (in thousands):

Calendar Year Amount

10 unchanged sentences

The following table summarizes the terms and fair values of our derivative financial instruments, as well as their classifications within the consolidated balance sheets (notional amounts and fair values in thousands):

Effective Date Maturity Date Notional Amount Bank Pay Rate Company Fixed Pay Rate June 30, 2021 December 31, 2020

Effective Date Maturity Date Notional Amount Bank Pay Rate Company Fixed Pay Rate September 30, 2021 December 31, 2020

Assets (Liabilities) (1) :

11 unchanged sentences

We do not use derivatives for trading or speculative purposes and currently do not have any derivatives that are not designated as hedges.

Changes in the fair value of derivatives designated and qualifying as cash flow hedges is recorded in accumulated other comprehensive loss and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings.

Changes in the fair value of derivatives designated and qualifying as cash flow hedges are recorded in accumulated other comprehensive loss and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings.

The following table represents the effect of the derivative financial instruments on the accompanying consolidated financial statements (in thousands):

Three months ended June 30, Six months ended June 30,

Three months ended September 30, Nine months ended September 30,

2021 2020 2021 2020

12 unchanged sentences

Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Observable Inputs Significant Unobservable Inputs

Fair value as of June 30, 2021:

Fair value as of September 30, 2021:

Short-term government securities ( cash and cash equivalents)

33 unchanged sentences

The estimated fair value within the fair value hierarchy and recorded value of our debt consisting of senior unsecured notes, unsecured term loans, secured mortgages and unsecured lines of credit were as follows (in thousands):

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

Level 1 Quoted Prices in Active Markets for Identical Assets or Liabilities $ — $ —

10 unchanged sentences

Shareholders’ Equity of the Company

Dividend Declaration

In September 2021, the Company's Board of Directors declared a quarterly cash dividend of $ 0.1825 per common share payable on November 15, 2021 to each shareholder of record on October 29, 2021, and the Trustees of Tanger GP Trust declared a $ 0.1825 cash distribution per Operating Partnership unit to the Operating Partnership's unitholders.

As a result of the declaration, a liability in the amount of approximately $ 19.9 million was recorded in accounts payable and accrued expenses in the consolidated balance sheet as of September 30, 2021.

At-the-Market Offering

Under our at-the-market stock offering program (“ATM Offering”), which commenced February 2021, we may offer and sell our common shares, $ 0.01 par value per share (“Common Shares”), having an aggregate gross sales price of up to $ 250.0 million (the “Shares”).

Under our at-the-market share offering program (“ATM Offering”), which commenced February 2021, we may offer and sell our common shares, $ 0.01 par value per share (“Common Shares”), having an aggregate gross sales price of up to $ 250.0 million (the “Shares”).

We may sell the Shares in amounts and at times to be determined by us but we have no obligation to sell any of the Shares.

Actual sales, if any, will depend on a variety of factors to be determined by us from time to time, including, among other things, market conditions, the trading price of the Common Shares, capital needs and determinations by us of the appropriate sources of its funding.

We currently intend to use the net proceeds from the sale of shares pursuant to the ATM Offering for working capital and general corporate purposes.

The following table sets forth information regarding settlements under our ATM offering program:

Three months ended June 30, Six months ended June 30,

Three months ended September 30, Nine months ended September 30,

2021 2020 2021 2020

Number of common shares settled during the period 331,682 — 10,009,263 —

2,810,503 — 9,677,581 —

Average price per share $ 18.85 $ — $ 18.97 $ —

$ 18.85 $ — $ 18.97 $ —

Aggregate gross proceeds (in thousands) $ 6,253 $ — $ 189,868 $ —

Aggregate net proceeds after commissions and fees (in thousands) $ 6,092 $ — $ 186,969 $ —

$ 52,221 $ — $ 180,876 $ —

(1) In July 2021, we had an additional 331,682 shares settle at an average price per share of $ 18.85 with aggregate net proceeds after commissions and fees of $ 6.2 million.

Share Repurchase Program

1 unchanged sentence

This authorization replaced a previous repurchase authorization for approximately $ 80.0 million that expired in May 2021.

The Company temporarily suspended share repurchases for the twelve months starting July 1, 2020 and ending on June 30, 2021 in light of a repurchase covenant.

On July 1, 2021, a covenant in the Company’s debt agreements (the “repurchase covenant”) prohibiting share repurchases expired.

2 unchanged sentences

The Company may, from time to time, enter into Rule 10b5-1 plans to facilitate the repurchase of its shares under this authorization.

The Company did not repurchase any shares for both the three and six months ended June 30, 2021 and 2020.

The remaining amount authorized to be repurchased under the program as of June 30, 2021 was approximately $ 80.0 million.

The Company temporarily suspended share repurchases for at least the twelve months starting July 1, 2020 and ending on June 30, 2021 in light of the repurchase covenant.

The Company did not repurchase any shares for both the three and nine months ended September 30, 2021 and 2020.

The remaining amount authorized to be repurchased under the program as of September 30, 2021 was approximately $ 80.0 million.

Partners’ Equity of the Operating Partnership

2 unchanged sentences

Likewise, when the Company repurchases its outstanding common shares, the Operating Partnership repurchases a corresponding Class B common limited partnership unit held by Tanger LP Trust.

The following table sets forth the changes in outstanding partnership units for the six months ended June 30, 2021 and June 30, 2020:

The following table sets forth the changes in outstanding partnership units for the three and nine months ended September 30, 2021 and September 30, 2020:

Limited Partnership Units

General Partnership Units Class A Class B Total

Balance March 31, 2020 1,000,000 4,911,173 92,076,701 96,987,874

Grant of restricted common share awards by the Company, net of forfeitures — — 389,308 389,308

Issuance of deferred units — — 6,258 6,258

Balance June 30, 2020 1,000,000 4,911,173 92,472,267 97,383,440

Forfeitures of restricted common share awards — — ( 18,996 ) ( 18,996 )

Balance September 30, 2020 1,000,000 4,911,173 92,453,271 97,364,444

Balance December 31, 2019 1,000,000 4,911,173 91,892,260 96,803,433

2 unchanged sentences

Units withheld for employee income taxes — — ( 56,597 ) ( 56,597 )

Balance September 30, 2020 1,000,000 4,911,173 92,453,271 97,364,444

Balance June 30, 2021 1,100,000 4,794,643 102,520,580 107,315,223

Balance March 31, 2021 1,100,000 4,794,643 99,694,577 104,489,220

Options exercised — — 17,240 17,240

Issuance of units — — 331,682 331,682

Balance June 30, 2021 1,100,000 4,794,643 102,520,580 107,315,223

Grant of restricted common share awards by the Company, net of forfeitures — — 23,488 23,488

Units withheld for employee income taxes — — ( 8,756 ) ( 8,756 )

Balance September 30, 2021 1,100,000 4,794,643 102,884,234 107,678,877

Balance December 31, 2020 1,000,000 4,794,643 92,569,801 97,364,444

Options exercised — — 32,740 32,740

Grant of restricted common share awards by the Company, net of forfeitures — — 469,675 469,675

Issuance of units 100,000 — 9,909,263 9,909,263

Grant of restricted common share awards by the Company, net of forfeitures — — 493,163 493,163

Units withheld for employee income taxes — — ( 120,733 ) ( 120,733 )

Balance June 30, 2021 1,100,000 4,794,643 102,520,580 107,315,223

Balance September 30, 2021 1,100,000 4,794,643 102,884,234 107,678,877

Earnings Per Share of the Company

The following table sets forth a reconciliation of the numerators and denominators in computing the Company’s earnings per share (in thousands, except per share amounts):

Three months ended June 30, Six months ended June 30,

Three months ended September 30, Nine months ended September 30,

2021 2020 2021 2020

5 unchanged sentences

Basic weighted average common shares 103,269 92,649 99,446 92,569

Effect of notional units 818 — 685 —

Effect of outstanding options 771 — 728 —

Diluted weighted average common shares 103,269 92,649 99,446 92,569

4 unchanged sentences

We determine diluted earnings per share based on the weighted average number of common shares outstanding combined with the incremental weighted average shares that would have been outstanding assuming all potentially dilutive securities were converted into common shares at the earliest date possible.

There were no material securities which had a dilutive effect on earnings per common share for each of the three and nine months ended September 30, 2021 and September 30, 2020.

Notional units granted under our equity compensation plan are considered contingently issuable common shares and are included in earnings per share if the effect is dilutive using the treasury stock method and the common shares would be issuable if the end of the reporting period were the end of the contingency period.

For both the three and six months ended June 30, 2021, approximately 140,000 notional units were excluded from the computation and for both the three and six months ended June 30, 2020, approximately 1.7 million notional units were excluded from the computation because these notional units either would not have been issuable if the end of the reporting period were the end of the contingency period or as they were anti-dilutive.

For both the three and nine months ended September 30, 2021, approximately 1.8 million notional units were excluded from the computation and for both the three and nine months ended September 30, 2020, approximately 1.7 million notional units were excluded from the computation because these notional units either would not have been issuable if the end of the reporting period were the end of the contingency period or as they were anti-dilutive.

With respect to outstanding options, the effect of dilutive common shares is determined using the treasury stock method, whereby outstanding options are assumed exercised at the beginning of the reporting period and the exercise proceeds from such options and the average measured but unrecognized compensation cost during the period are assumed to be used to repurchase our common shares at the average market price during the period.

For both the three and six months ended June 30, 2021, approximately 360,000 options were excluded from the computation, as they were anti-dilutive.

For both the three and six months ended June 30, 2020, approximately 1.5 million options were excluded from the computation, as they were anti-dilutive.

For both the three and nine months ended September 30, 2021, approximately 1.6 million options were excluded from the computation, as they were anti-dilutive.

For both the three and nine months ended September 30, 2020, approximately 1.8 million options were excluded from the computation, as they were anti-dilutive.

The assumed exchange of the partnership units held by the Non-Company LPs as of the beginning of the year, which would result in the elimination of earnings allocated to the noncontrolling interest in the Operating Partnership, would have no impact on earnings per share since the allocation of earnings to a common limited partnership unit, as if exchanged, is equivalent to earnings allocated to a common share.

4 unchanged sentences

The following table sets forth a reconciliation of the numerators and denominators in computing earnings per unit (in thousands, except per unit amounts):

Three months ended June 30, Six months ended June 30,

Three months ended September 30, Nine months ended September 30,

2021 2020 2021 2020

3 unchanged sentences

Basic weighted average common units 108,063 97,560 104,241 97,507

Effect of notional units 818 — 685 —

Effect of outstanding options 771 — 728 —

Diluted weighted average common units 108,063 97,560 104,241 97,507

4 unchanged sentences

We determine diluted earnings per unit based on the weighted average number of common units outstanding combined with the incremental weighted average units that would have been outstanding assuming all potentially dilutive securities were converted into common units at the earliest date possible.

There were no material securities that had a dilutive effect on earnings per common unit for each of the three and nine months ended September 30, 2021 and September 30, 2020.

Notional units granted under our equity compensation plan are considered contingently issuable common units and are included in earnings per unit if the effect is dilutive using the treasury stock method and the common units would be issuable if the end of the reporting period were the end of the contingency period.

For both the three and six months ended June 30, 2021 approximately 140,000 notional units were excluded from the computation and for both the three and six months ended June 30, 2020 approximately 1.7 million notional units were excluded from the computation because these notional units either would not have been issuable if the end of the reporting period were the end of the contingency period or as they were anti-dilutive.

For both the three and nine months ended September 30, 2021 approximately 1.8 million notional units were excluded from the computation and for both the three and nine months ended September 30, 2020 approximately 1.7 million notional units were excluded from the computation because these notional units either would not have been issuable if the end of the reporting period were the end of the contingency period or as they were anti-dilutive.

With respect to outstanding options, the effect of dilutive common units is determined using the treasury stock method, whereby outstanding options are assumed exercised at the beginning of the reporting period and the exercise proceeds from such options and the average measured but unrecognized compensation cost during the period are assumed to be used to repurchase our common units at the average market price during the period.

The market price of a common unit is considered to be equivalent to the market price of a Company common share.

For both the three and six months ended June 30, 2021, approximately 360,000 options were excluded from the computation.

For both the three and six months ended June 30, 2020, approximately 1.5 million options were excluded from the computation as they were anti-dilutive.

For both the three and nine months ended September 30, 2021, approximately 1.6 million options were excluded from the computation.

For both the three and nine months ended September 30, 2020, approximately 1.8 million options were excluded from the computation as they were anti-dilutive.

Certain of the Company’s unvested restricted common share awards contain non-forfeitable rights to distributions or distribution equivalents.

8 unchanged sentences

We recorded equity-based compensation expense in general and administrative expenses in our consolidated statements of operations as follows (in thousands):

Three months ended Six months ended

June 30, June 30,

Three months ended Nine months ended

September 30, September 30,

2021 2020 2021 2020

5 unchanged sentences

Total equity-based compensation $ 2,994 $ 2,347 $ 9,603 $ 9,566

(1) The six months ended June 30, 2021 includes the accelerated recognition of compensation cost.

(1) The nine months ended September 30, 2021 includes the accelerated recognition of compensation cost.

Equity-based compensation expense capitalized as a part of rental property and deferred lease costs were as follows (in thousands):

Three months ended Six months ended

June 30, June 30,

Three months ended Nine months ended

September 30, September 30,

2021 2020 2021 2020

5 unchanged sentences

Compensation expense related to the amortization of the deferred compensation is being recognized in accordance with the vesting schedule of the restricted shares.

Also in August 2021, the Company granted approximately 23,000 restricted common shares and restricted share units to the recently hired senior executive officers.

The grant date fair value of the awards was $ 17.09 per share.

The restricted common shares vest ratably over a three year period on February 15th of each year for the recently hired senior executive officers.

For certain shares that vest during the period, we withhold shares with value equivalent up to the employees’ maximum statutory obligation for the applicable income and other employment taxes, and remit cash to the appropriate taxing authorities.

The total number of shares withheld upon vesting were approximately 112,000 and 57,000 for the six months ended June 30, 2021 and 2020, respectively.

The total number of shares withheld upon vesting were approximately 121,000 and 57,000 for the nine months ended September 30, 2021 and 2020, respectively.

The total number of shares withheld was based on the value of the restricted common shares on the vesting date as determined by our closing share price on the day prior to the vesting date.

Total amounts paid for the employees’ tax obligation to taxing authorities were $ 1.6 million and $ 736,000 for the six months ended June 30, 2021 and 2020, respectively.

Total amounts paid for the employees’ tax obligation to taxing authorities were $ 1.8 million and $ 736,000 for the nine months ended September 30, 2021 and 2020, respectively.

These amounts are reflected as financing activities within the consolidated statements of cash flows.

2 unchanged sentences

2021 Performance Share Plan (the “2021 PSP”) covering the Company's senior executive officers whereby a maximum of approximately 642,000 restricted common shares may be earned if certain share price appreciation goals are achieved over a three year measurement period.

In August of 2021, additional awards under the 2021 PSP were granted to recently hired senior executive officers whereby a maximum of approximately 26,000 restricted common shares may be earned.

The 2021 PSP is a long-term incentive compensation plan.

14 unchanged sentences

February grant date fair value per share $ 9.65

August grant date fair value per share $ 12.44

(1) The number of restricted common shares received under the 2021 PSP will be determined on a pro-rata basis by linear interpolation between total shareholder return thresholds, both for absolute total shareholder return and for relative total shareholder return amongst the Company’s peer group.

(2) The peer group is based on companies included in the FTSE NAREIT Retail Index

The fair values of the 2021 PSP awards granted during the six months ended June 30, 2021 were determined at the grant dates using a Monte Carlo simulation pricing model and the following assumptions:

The fair values of the 2021 PSP awards granted during the nine months ended September 30, 2021 were determined at the grant dates using a Monte Carlo simulation pricing model and the following assumptions:

Risk free interest rate (1)

9 unchanged sentences

Accumulated Other Comprehensive Income (Loss) of the Company

The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three and six months ended June 30, 2021 (in thousands):

The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three and nine months ended September 30, 2021 (in thousands):

Tanger Factory Outlet Centers, Inc.

1 unchanged sentence

Foreign Currency Cash flow hedges Total Foreign Currency Cash flow hedges Total

Balance March 31, 2021 $ ( 18,984 ) $ ( 1,284 ) $ ( 20,268 ) $ ( 1,057 ) $ ( 77 ) $ ( 1,134 )

Other comprehensive income (loss) before reclassifications 1,299 ( 86 ) 1,213 66 ( 5 ) 61

Reclassification out of accumulated other comprehensive income (loss) into interest expense — 312 312 — 16 16

Balance June 30, 2021 $ ( 17,685 ) $ ( 1,058 ) $ ( 18,743 ) $ ( 991 ) $ ( 66 ) $ ( 1,057 )

Other comprehensive loss before reclassifications ( 2,047 ) ( 222 ) ( 2,269 ) ( 95 ) ( 11 ) ( 106 )

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 326 326 — 15 15

Balance September 30, 2021 $ ( 19,732 ) $ ( 954 ) $ ( 20,686 ) $ ( 1,086 ) $ ( 62 ) $ ( 1,148 )

Tanger Factory Outlet Centers, Inc.

4 unchanged sentences

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges 3,463 1,032 4,495 167 51 218

Balance June 30, 2021 $ ( 17,685 ) $ ( 1,058 ) $ ( 18,743 ) $ ( 991 ) $ ( 66 ) $ ( 1,057 )

The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three and six months ended June 30, 2020 (in thousands):

Balance September 30, 2021 $ ( 19,732 ) $ ( 954 ) $ ( 20,686 ) $ ( 1,086 ) $ ( 62 ) $ ( 1,148 )

The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three and nine months ended September 30, 2020 (in thousands):

Tanger Factory Outlet Centers, Inc.

1 unchanged sentence

Foreign Currency Cash flow hedges Total Foreign Currency Cash flow hedges Total

Balance March 31, 2020 $ ( 32,437 ) $ ( 5,791 ) $ ( 38,228 ) $ ( 1,759 ) $ ( 310 ) $ ( 2,069 )

Other comprehensive income (loss) before reclassifications 3,188 ( 1,565 ) 1,623 169 ( 83 ) 86

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for interest expense for cash flow hedges — 1,092 1,092 — 58 58

Balance June 30, 2020 $ ( 29,249 ) $ ( 6,264 ) $ ( 35,513 ) $ ( 1,590 ) $ ( 335 ) $ ( 1,925 )

Other comprehensive income (loss) before reclassifications 1,776 ( 42 ) 1,734 94 ( 3 ) 91

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 1,432 1,432 — 76 76

Balance September 30, 2020 $ ( 27,473 ) $ ( 4,874 ) $ ( 32,347 ) $ ( 1,496 ) $ ( 262 ) $ ( 1,758 )

Tanger Factory Outlet Centers, Inc.

3 unchanged sentences

Other comprehensive loss before reclassifications ( 2,379 ) ( 6,995 ) ( 9,374 ) ( 127 ) ( 372 ) ( 499 )

Reclassification out of accumulated other comprehensive income (loss) for interest expense for cash flow hedges — 1,090 1,090 — 58 58

Balance June 30, 2020

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 2,522 2,522 — 134 134

Balance September 30, 2020

$ ( 27,473 ) $ ( 4,874 ) $ ( 32,347 ) $ ( 1,496 ) $ ( 262 ) $ ( 1,758 )

We expect within the next twelve months to reclassify into earnings as an increase to interest expense approximately $ 1.1 million of the amounts recorded within accumulated other comprehensive loss related to the interest rate swap agreements in effect as of June 30, 2021.

We expect within the next twelve months to reclassify into earnings as an increase to interest expense approximately $ 1.2 million of the amounts recorded within accumulated other comprehensive loss related to the interest rate swap agreements in effect as of September 30, 2021.

Accumulated Other Comprehensive Income (Loss) of the Operating Partnership

The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three and six months ended June 30, 2021 (in thousands):

The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three and nine months ended September 30, 2021 (in thousands):

Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss)

Balance March 31, 2021 $ ( 20,041 ) $ ( 1,361 ) $ ( 21,402 )

Other comprehensive income (loss) before reclassifications 1,365 ( 91 ) 1,274

Reclassification out of accumulated other comprehensive income (loss) into interest expense for cash flow hedges — 328 328

Balance June 30, 2021 $ ( 18,676 ) $ ( 1,124 ) $ ( 19,800 )

Other comprehensive loss before reclassifications ( 2,142 ) ( 233 ) ( 2,375 )

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 341 341

Balance September 30, 2021 $ ( 20,818 ) $ ( 1,016 ) $ ( 21,834 )

Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss)

2 unchanged sentences

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges 3,630 1,083 4,713

Balance June 30, 2021 $ ( 18,676 ) $ ( 1,124 ) $ ( 19,800 )

The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three and six months ended June 30, 2020 (in thousands):

Balance September 30, 2021 $ ( 20,818 ) $ ( 1,016 ) $ ( 21,834 )

The following table presents changes in the balances of each component of accumulated other comprehensive loss for the three and nine months ended September 30, 2020 (in thousands):

Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss)

Balance March 31, 2020 $ ( 34,196 ) $ ( 6,101 ) $ ( 40,297 )

Other comprehensive income (loss) before reclassifications 3,357 ( 1,648 ) 1,709

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for interest expense for cash flow hedges — 1,150 1,150

Balance June 30, 2020 $ ( 30,839 ) $ ( 6,599 ) $ ( 37,438 )

Other comprehensive income (loss) before reclassifications 1,870 ( 45 ) 1,825

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 1,508 1,508

Balance September 30, 2020 $ ( 28,969 ) $ ( 5,136 ) $ ( 34,105 )

Foreign Currency Cash flow hedges Accumulated Other Comprehensive Income (Loss)

1 unchanged sentence

Other comprehensive loss before reclassifications ( 2,506 ) ( 7,367 ) ( 9,873 )

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for interest expense for cash flow hedges — 1,148 1,148

Balance June 30, 2020 $ ( 30,839 ) $ ( 6,599 ) $ ( 37,438 )

Reclassification out of accumulated other comprehensive income (loss) into other income (expense) for foreign currency and interest expense for cash flow hedges — 2,656 2,656

Balance September 30, 2020 $ ( 28,969 ) $ ( 5,136 ) $ ( 34,105 )

Lease Agreements

As of June 30, 2021, we were the lessor to over 2,100 stores in our 30 consolidated outlet centers, under operating leases with initial terms that expire from 2021 to 2035, with certain agreements containing extension options.

As of September 30, 2021, we were the lessor to over 2,100 stores in our 30 consolidated outlet centers, under operating leases with initial terms that expire from 2021 to 2035, with certain agreements containing extension options.

We also have certain agreements that require tenants to pay their portion of reimbursable expenses such as common area expenses, utilities, insurance and real estate taxes.

The components of rental revenues are as follows (in thousands):

Three months ended Six months ended

June 30, June 30,

Three months ended Nine months ended

September 30, September 30,

2021 2020 2021 2020

7 unchanged sentences

Expenditures included in accounts payable and accrued expenses were as follows (in thousands):

June 30, 2021 June 30, 2020

September 30, 2021 September 30, 2020

Costs relating to construction included in accounts payable and accrued expenses $ 10,018 $ 21,416

Dividends payable were as follows (in thousands):

September 30, 2021 September 30, 2020

Dividends payable $ 19,913 $ —

Interest paid, net of interest capitalized was as follows (in thousands):

Six months ended June 30,

Nine months ended September 30,

Interest paid $ 42,806 $ 44,990

8 unchanged sentences

An entity may elect to apply the amendments on a full retrospective basis.

We have not adopted any of the optional expedients or exceptions through June 30, 2021, but will continue to evaluate the possible adoption of any such expedients or exceptions during the effective period as circumstances evolve.

We have not adopted any of the optional expedients or exceptions through September 30, 2021, but will continue to evaluate the possible adoption of any such expedients or exceptions during the effective period as circumstances evolve.

Subsequent Events

Dividend Declaration

In July 2021, the Company's Board of Directors declared a $ 0.1775 cash dividend per common share payable on August 13, 2021 to each shareholder of record on July 30, 2021, and the Trustees of Tanger GP Trust declared a $ 0.1775 cash distribution per Operating Partnership unit to the Operating Partnership's unitholders.

Unsecured Lines of Credit Extension

The amendment eliminated the LIBOR floor, which was previously 0.25 %, and entitles us to a one basis point annual reduction in the interest rate if we meet certain sustainability thresholds.

Other pricing terms remained the same.

The lines provide for borrowings of up to $ 520.0 million, including a $ 20.0 million liquidity line and a $ 500.0 million syndicated line.

A 0.25 % facility fee is due annually on the entire committed amount of each facility.

In certain circumstances, total line capacity may be increased to $ 1.2 billion through an accordion feature in the syndicated line.

Atlantic City Mortgage

In October 2021, we repaid a $ 2.1 million mortgage note secured by the Atlantic City property, which was scheduled to mature in December 2021.

The effective interest rate for the remaining notes remains 5.05 % as established upon acquisition.

The stated rates for the remaining secured notes ranged from 5.14 % to 7.65 % with maturity dates between November 2021 and December 2026.

Southaven Mortgage

In October 2021, the joint venture that owns the Southaven, MS outlet center exercised its option to extend the maturity of the Southaven, MS mortgage to April 2023 and paid down the principal balance by $ 11.3 million to $ 40.1 million.

The interest rate remains LIBOR + 1.80 %.

The outlet center is consolidated for financial reporting purposes and we funded the entire $ 11.3 million.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements