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8-K - TANGER FACTORY OUTLET CENTERS, INCa8kpressreleasemarch312011.htm
EX-99.2 - FIRST QUARTER 2011 SUPPLEMENTAL INFORMATION - TANGER FACTORY OUTLET CENTERS, INCskt8kex992march312011.htm
 

EXHIBIT 99.1
 
TANGER FACTORY OUTLET CENTERS, INC.
 
News Release                    
 
TANGER REPORTS FIRST QUARTER 2011 RESULTS
Same Center NOI Increases 6.0%
First Quarter Tenant Sales Increase 5.9%
 
Greensboro, NC, April 26, 2011, Tanger Factory Outlet Centers, Inc. (NYSE:SKT) today reported funds from operations (“FFO”) available to common shareholders, a widely accepted supplemental measure of REIT performance, for the three months ended March 31, 2011 was $29.6 million, or $0.32 per share, as compared to FFO of $29.0 million, or $0.31 per share, for the three months ended March 31, 2010.
 
Steven B. Tanger, President and Chief Executive Officer, commented, “The first quarter was quite robust, as our industry continues to grow. This year is off to a strong start with healthy renewals and retenanting of space, as evidenced by the strong percentage gains posted in this quarter. Tanger's expansion into the Canadian marketplace, with joint venture partner RioCan, continues with the announcement of an initial development site in the Greater Toronto Area in Halton Hills. We have also signed definitive agreements on the potential acquisition of a number of existing outlet centers. In doing so, we have invested close to $600,000 on acquisition related expenses during the first quarter of 2011. FFO per share, as adjusted for such costs, came in at the high end of our internal forecast and met consensus estimates.”
 
FFO for all periods shown was impacted by a number of charges as described in the summary below (dollars and number of shares in thousands, except per share amounts):
 
 
Three Months Ended
 
 
March 31,
 
 
2011
 
2010
 
FFO as reported
 
$
29,620
 
$
29,006
 
As adjusted for:
 
 
 
 
Acquisition costs
 
567
 
 
 
Abandoned development costs
 
158
 
 
 
Impairment charge
 
 
735
 
 
Gain on sale of outparcel
 
 
(161
)
 
Demolition costs
 
 
58
 
 
Impact of above adjustments to the allocation
 
 
 
 
 
of FFO to participating securities
 
(7
)
(5
)
FFO as adjusted
 
$
30,338
 
$
29,633
 
Diluted weighted average common shares
 
92,685
 
92,369
 
FFO per share as adjusted
 
$
0.33
 
$
0.32
 
 
Net income available to common shareholders for the three months ended March 31, 2011 was $9.2 million or $0.11 per share, as compared to net income of $1.2 million, or $0.02 per share for the first quarter of 2010. Net income available to common shareholders for the 2011 and 2010 periods was also impacted by the charges described above.

 

 

Net income and FFO per share amounts above are on a diluted, split-adjusted basis. FFO is a supplemental non-GAAP financial measure used as a standard in the real estate industry to measure and compare the operating performance of real estate companies. A complete reconciliation containing adjustments from GAAP net income to FFO is included in this release.
 
First Quarter Highlights
 
22.7% debt-to-total market capital ratio as of March 31, 2011
3.91 times interest coverage for the first quarter ended March 31, 2011
6.0% increase in same center net operating income, compared to 0.7% increase last year
16.0% increase in average base rental rates on leases renewed during the quarter, compared to 8.8% increase last year
49.9% increase in average base rental rates on released space during the quarter, compared to 22.5% last year
25.3% blended increase in average base rental rates on leases executed during the quarter, compared to 13.2% increase last year
96.7% period-end wholly-owned portfolio occupancy rate, compared to 94.8% last year
5.9% increase in reported tenant comparable sales for the rolling twelve months ended March 31, 2011 to $359 per square foot, compared to 3.1% increase last year
Raised the quarterly common share cash dividend from $0.19375 to $0.20 per share, $0.80 per share annualized, representing the 18th consecutive year of increased cash dividends
Completed a 2-for-1 common share split effective January 24, 2011 for shareholders of record on January 13, 2011
Opened the company's redeveloped Hilton Head I center in Bluffton, SC on March 31, 2011
Announced the addition of Tony Grossi to lead the company's Canadian joint venture with RioCan Real Estate Investment Trust, and announced the joint venture's first site in the Toronto market
Added Donald G. Drapkin to the company's Board of Directors
 
National Portfolio Drives Operating Results
 
During the first quarter of 2011, Tanger executed 276 leases, totaling 1,268,000 square feet throughout its wholly-owned portfolio generating an average increase in base rental rates of 25.3%, compared to 210 leases and 874,000 square feet during the first quarter of 2010 generating an average increase in base rental rates of 13.2%. Lease renewals during the first quarter of 2011 accounted for 932,000 square feet and generated a 16.0% increase in average base rental rates, compared to 646,000 square feet and an 8.8% average increase in average base rental rates last year. Renewal activity during the first quarter represented 54.7% of the square feet originally scheduled to expire during 2011, while renewal activity during the first quarter of last year represented 43.5% of the square feet originally scheduled to expire during 2010.
 
Average base rental increases on re-tenanted space during the first quarter averaged 49.9%, compared to 22.5% last year. Retenanting during the first quarter accounted for 336,000 square feet in 2011 and 228,000 square feet during 2010.
 
Same center net operating income increased 6.0% for the first quarter of 2011, compared to a 0.7% increase last year. Reported tenant comparable sales for our wholly owned properties for the rolling twelve months ended March 31, 2011 increased 5.9% to $359 per square foot. Tenant comparable sales for the three months ended March 31, 2011 increased 4.8%.
 
Cash Dividend Increased
 
On April 7, 2011, Tanger announced that its Board of Directors approved an increase in the annual cash dividend on its common shares from $0.775 per share to $0.80 per share. Simultaneously, the Board of Directors declared a quarterly dividend of $0.20 per share for the first quarter ended March 31, 2011. A cash dividend of $0.20 per share will be payable on May 13, 2011 to holders of record on April 29, 2011. The company has paid cash dividends each quarter and has raised its dividend each year since becoming a public company in May 1993.

 

 

 
Balance Sheet Summary
 
As of March 31, 2011, Tanger had a total market capitalization of approximately $3.2 billion including $721.0 million of debt outstanding, equating to a 22.7% debt-to-total market capitalization ratio. As of March 31, 2011, 76.9% of Tanger's debt was at fixed interest rates and the company had $166.3 million outstanding on its $400.0 million in available unsecured lines of credit. During the first quarter of 2011, Tanger continued to maintain a strong interest coverage ratio of 3.91 times. On January 24, 2011, Tanger completed a 2-for-1 split of the company's common shares. A dividend of one new common share for each common share owned was paid to shareholders of record on January 13, 2011.
Investment Activities Provide Potential Future Growth
The redevelopment of the company's Hilton Head I center was completed on time and the center re-opened on March 31, 2011. The center and its sister center, Tanger Hilton Head II, are located off I-95 at South Carolina Exit 8 on Highway 278 in the Hilton Head Resort Area. Tanger I, a LEED® Certified property, includes 177,000 square feet of outlet space featuring an array of more than 40 popular outlet names such as Adidas, BCBG, Brooks Brothers Factory Store, Donna Karan, J. Crew, Joe's Jeans, Kenneth Cole, New Balance, Saks Fifth Avenue OFF 5TH, Talbots, Theory, Under Armour and many more. Currently, the center has leases signed or out for signature on 94.3% of the leasable square feet. In addition, the property features four pad sites, three of which are leased to Panera Bread, Longhorn Steakhouse, and Olive Garden.
On March 10, 2011, retail real estate veteran Tony Grossi was hired as Senior Managing Director to lead the company's exclusive joint venture with RioCan Real Estate Investment Trust for the development of Tanger Outlet Centers in Canada. On March 14, 2011, the joint venture announced its first development site, in the northwestern quadrant of the Greater Toronto Area in Halton Hills, on Highway 401 at the James Snow Parkway interchange. The project, the first of 10 to 15 that the joint venture intends to develop over the next five to seven years, is scheduled to start in the fourth quarter of 2011 and be ready for an April 2013 opening.
Preleasing activities continue on the previously announced developments in the Houston, Scottsdale, and West Phoenix markets. It is anticipated that groundbreaking ceremonies will take place shortly after Tanger achieves the minimum pre-leasing Phase I thresholds of at least 50%, with grand opening activities taking place approximately one year after the start of construction.
Additionally, Tanger is negotiating with various owners for the potential acquisition of a number of existing outlet centers. While the company has negotiated and signed a number of contracts on these potential acquisitions, Tanger is in the midst of its due diligence work and as such is subject to various confidentiality provisions. The company expects to make a definitive announcement regarding one or more of the potential acquisitions should it satisfactorily complete its due diligence work.

 

 

 
2011 FFO Per Share Guidance
 
Based on Tanger's view of current market conditions and the positive trends in the first quarter, the company is raising the bottom end of its earnings guidance for 2011. As such, the company currently believes its net income available to common shareholders for 2011 will be between $0.54 and $0.58 per share and its FFO available to common shareholders for 2011 will be between $1.37 and $1.41 per share.
 
The company's earnings estimates now reflect a projected increase in same-center net operating income of between 3% and 4%, up from its previous guidance of between 2% and 3%.  The earnings estimates also assume the company's general and administrative expenses will average approximately $6.5 million per quarter. The company's estimates do not include the impact of any additional rent termination fees, potential refinancing transactions, the sale of any out parcels of land, or the sale or acquisition of any properties. The following table provides the reconciliation of estimated diluted net income per share to estimated diluted FFO per share: 
 
For the twelve months ended December 31, 2011:
 
 
 
Low Range
High Range
Estimated diluted net income per share
$0.54
$0.58
Noncontrolling interest, gain/loss on acquisition of real
 
 
 
estate, depreciation and amortization uniquely
 
 
 
significant to real estate including noncontrolling
 
 
 
interest share and our share of joint ventures
0.83
0.83
Estimated diluted FFO per share
$1.37
$1.41
 
First Quarter Conference Call
 
Tanger will host a conference call to discuss its first quarter results for analysts, investors and other interested parties on Wednesday, April 27, 2011, at 10:00 a.m. eastern time. To access the conference call, listeners should dial 1-877-277-5113 and request to be connected to the Tanger Factory Outlet Centers First Quarter 2011 Financial Results call. Alternatively, the call will be web cast by SNL IR Solutions and can be accessed at Tanger Factory Outlet Centers, Inc.'s web site by clicking the Investors link on www.tangeroutlet.com. A telephone replay of the call will be available from April 28, 2011 at 1:00 p.m. eastern time through 11:59 p.m., May 4, 2011 by dialing 1-800-642-1687, conference ID # 53743166. An online archive of the broadcast will also be available through May 4, 2011.
 
About Tanger Factory Outlet Centers
 
Tanger Factory Outlet Centers, Inc. (NYSE:SKT), is a publicly-traded REIT headquartered in Greensboro, North Carolina that presently operates and owns, or has an ownership interest in, a portfolio of 34 upscale outlet shopping centers in 22 states coast to coast, totaling approximately 10.3 million square feet leased to over 2,100 stores operated by more than 370 different brand name companies. More than 160 million shoppers visit Tanger Factory Outlet Centers, Inc. annually. Tanger is filing a Form 8-K with the Securities and Exchange Commission that includes a supplemental information package for the quarter ended March 31, 2011. For more information on Tanger Outlet Centers, call 1-800-4TANGER or visit the company's web site at www.tangeroutlet.com.

 

 

 
 
This news release contains forward-looking statements within the meaning of federal securities laws. These statements include, but are not limited to, estimates of future net income per share, FFO per share, same center net operating income and general administrative expenses as well as other statements regarding potential acquisitions, the ground breaking and grand opening of the development projects in the Houston, Texas, and Scottsdale and West Phoenix, Arizona markets, the company's intention to develop a number of outlet centers in Canada through a joint venture, including the cost and timing of such development, the renewal and re-tenanting of space, tenant sales and sales trends, interest rates, coverage of the current dividend and management's beliefs, plans, estimates, intentions, and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. These forward-looking statements are subject to risks and uncertainties. Actual results could differ materially from those projected due to various factors including, but not limited to, the risks associated with general economic and local real estate conditions, the company's ability to meet its obligations on existing indebtedness or refinance existing indebtedness on favorable terms, the availability and cost of capital, the company's ability to lease its properties, the company's inability to collect rent due to the bankruptcy or insolvency of tenants or otherwise, and competition. For a more detailed discussion of the factors that affect our operating results, interested parties should review the Tanger Factory Outlet Centers, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2010.
                            
Contact: Frank C. Marchisello, Jr.
Executive Vice President and CFO
(336) 834-6834
 
Mona J. Walsh
Vice President of Corporate Communications
(336) 856-6021
 

 

 

TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)
(Unaudited)
 
Three Months Ended
 
March 31,
 
2011
 
2010
REVENUES
 
 
 
Base rentals (a)
$
46,219
 
 
$
43,497
 
Percentage rentals
1,391
 
 
1,305
 
Expense reimbursements
21,205
 
 
19,519
 
Other income
1,924
 
 
1,721
 
Total revenues
70,739
 
 
66,042
 
EXPENSES
 
 
 
Property operating
24,108
 
 
22,349
 
General and administrative
6,767
 
 
5,466
 
Acquisition costs (b)
567
 
 
 
Abandoned development costs (c)
158
 
 
 
Impairment charge (d)
 
 
735
 
Depreciation and Amortization (e)
17,965
 
 
26,474
 
Total expenses
49,565
 
 
55,024
 
Operating income
21,174
 
 
11,018
 
Interest expense
(10,325
)
 
(7,948
)
Income before equity in earnings (losses) of unconsolidated joint ventures and discontinued operations
10,849
 
 
3,070
 
Equity in earnings (losses) of unconsolidated joint ventures
(32
)
 
(68
)
Income from continuing operations
10,817
 
 
3,002
 
Discontinued operations
 
 
1
 
Net income
10,817
 
 
3,003
 
Noncontrolling interest in Operating Partnership
(1,419
)
 
(210
)
Net income attributable to Tanger Factory Outlet Centers, Inc.
9,398
 
 
2,793
 
Preferred share dividends
 
 
(1,406
)
Allocation of earnings to participating securities
(192
)
 
(169
)
Net income available to common shareholders of Tanger Factory Outlet Centers, Inc.
$
9,206
 
 
$
1,218
 
 
 
 
 
Basic earnings per common share:
 
 
 
   Income from continuing operations
$
0.11
 
 
$
0.02
 
   Net income
0.11
 
 
0.02
 
Diluted earnings per common share:
 
 
 
   Income from continuing operations
$
0.11
 
 
$
0.02
 
   Net income
0.11
 
 
0.02
 

 

 

a.
Includes straight-line rent and market rent adjustments of $948 and $911 for the three months ended March 31, 2011 and 2010, respectively.
 
b.
Represents potential acquisition related expenses incurred during the three months ended March 31, 2011.
 
c.
Represents the write-off of costs associated with an abandoned development project.
 
d.
Represents an impairment charge for outparcels of land owned in Seymour, Indiana where the company previously owned an outlet center which was sold in 2005.
 
e.
As of March 31, 2010, the Hilton Head I, South Carolina outlet center was vacant of all tenants in preparation of the demolition of the existing center and the redevelopment of the new center. As a result, a total of $9.2 million in depreciation and amortization was recognized for the three months ended March 31, 2010 to completely depreciate the center.
 

 

 

TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
(Unaudited)
 
 
March 31,
 
December 31,
 
2011
 
2010
ASSETS:
 
 
 
   Rental property
 
 
 
   Land
141,577
 
 
141,577
 
   Buildings, improvements and fixtures
1,441,260
 
 
1,411,404
 
   Construction in progress
2,590
 
 
23,233
 
 
1,585,427
 
 
1,576,214
 
   Accumulated depreciation
(462,942
)
 
(453,145
)
      Rental property, net
1,122,485
 
 
1,123,069
 
   Cash and cash equivalents
731
 
 
5,758
 
   Rental property held for sale
 
 
723
 
   Investments in unconsolidated joint ventures
5,861
 
 
6,386
 
   Deferred lease and intangible costs, net
28,090
 
 
29,317
 
   Deferred debt origination costs, net
7,165
 
 
7,593
 
   Prepaids and other assets
53,912
 
 
44,088
 
         Total assets
1,218,244
 
 
1,216,934
 
 
 
 
 
LIABILITIES AND EQUITY:
 
 
 
Liabilities
 
 
 
   Debt
 
 
 
   Senior, unsecured notes (net of discount of $2,490 and $2,594 respectively)
554,670
 
 
554,616
 
   Unsecured lines of credit
166,300
 
 
160,000
 
      Total debt
720,970
 
 
714,616
 
   Construction trade payables
30,984
 
 
31,831
 
   Accounts payable and accrued expenses
33,503
 
 
31,594
 
   Other liabilities
16,409
 
 
16,998
 
         Total liabilities
801,866
 
 
795,039
 
 
 
 
 
Commitments
 
 
 
 
 
 
 
Equity
 
 
 
Tanger Factory Outlet Centers, Inc. equity
 
 
 
Common shares, $.01 par value, 150,000,000 shares authorized, 81,315,938 and 80,554,248 shares issued and outstanding at March 31, 2011 and December 31, 2010, respectively
813
 
 
810
 
   Paid in capital
606,121
 
 
604,359
 
   Accumulated distributions in excess of net income
(246,372
)
 
(240,024
)
   Accumulated other comprehensive income
1,754
 
 
1,784
 
         Equity attributable to Tanger Factory Outlet Centers, Inc.
362,316
 
 
366,929
 
Equity attributable to noncontrolling interest in Operating Partnership
54,062
 
 
54,966
 
         Total equity
416,378
 
 
421,895
 
            Total liabilities and equity
1,218,244
 
 
1,216,934
 
 

 

 

TANGER FACTORY OUTLET CENTERS, INC. AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION
(in thousands, except per share, state and center information)
(Unaudited)
 
Three Months Ended
 
 
March 31,
 
 
2011
 
2010
 
FUNDS FROM OPERATIONS (a)
 
 
 
 
Net income
10,817
 
 
3,003
 
 
Adjusted for:
 
 
 
 
   Depreciation and amortization uniquely significant to real estate - wholly-
      owned discontinued operations
 
 
53
 
 
   Depreciation and amortization uniquely significant to real estate - wholly-
      owned
17,807
 
 
26,359
 
 
   Depreciation and amortization uniquely significant to real estate -
       unconsolidated joint ventures
1,306
 
 
1,265
 
 
Funds from operations (FFO)
29,930
 
 
30,680
 
 
Preferred share dividends
 
 
(1,406
)
 
Allocation of earnings to participating securities
(310
)
 
(268
)
 
Funds from operations available to common shareholders
29,620
 
 
29,006
 
 
Funds from operations available to common shareholders per share - diluted
0.32
 
 
0.31
 
 
 
 
 
 
 
WEIGHTED AVERAGE SHARES
 
 
 
 
Basic weighted average common shares
80,353
 
 
80,060
 
 
Effect of exchangeable notes
125
 
 
66
 
 
Effect of outstanding options
74
 
 
110
 
 
Diluted weighted average common shares (for earnings per share
    computations)
80,552
 
 
80,236
 
 
Exchangeable operating partnership units (b)
12,133
 
 
12,133
 
 
Diluted weighted average common shares (for funds from operations per
    share computations)
92,685
 
 
92,369
 
 
 
 
 
 
 
OTHER INFORMATION
 
 
 
 
Gross leasable area open at end of period -
 
 
 
 
   Wholly owned
9,368
 
 
9,057
 
 
   Partially owned - unconsolidated
948
 
 
948
 
 
 
 
 
 
 
Outlet centers in operation -
 
 
 
 
   Wholly owned
32
 
 
31
 
 
   Partially owned - unconsolidated
2
 
 
2
 
 
 
 
 
 
 
States operated in at end of period (c)
21
 
 
21
 
 
Occupancy at end of period (c) (d)
96.7
%
 
94.8
%
 

 

 

 
a.
FFO is a non-GAAP financial measure. The most directly comparable GAAP measure is net income (loss), to which it is reconciled. We believe that for a clear understanding of our operating results, FFO should be considered along with net income as presented elsewhere in this report. FFO is presented because it is a widely accepted financial indicator used by certain investors and analysts to analyze and compare on equity REIT with another on the basis of operating performance. FFO is generally defined as net income (loss), computed in accordance with generally accepted accounting principles, before extraordinary items and gains (losses) on sale or disposal of depreciable operating properties, plus depreciation and amortization uniquely significant to real estate and after adjustments for unconsolidated partnerships and joint ventures. We caution that the calculation of FFO may vary from entity and as such the presentation of FFO by us may not be comparable to other similarly titled measures of other reporting companies. FFO does not represent net income or cash flow from operations as defined by accounting principles generally accepted in the United States of America and should not be considered an alternative to net income as indication of operating performance or to cash flows from operations as a measure of liquidity. FFO is not necessarily indicative of cash flows available to fund dividends to shareholders and other cash needs.
 
b.
The exchangeable operating partnership units (non-controlling interest in operating partnership) are not dilutive on earnings per share computed in accordance with generally accepted accounting principles.
 
c.
Excludes the partially owned and unconsolidated properties in Wisconsin Dells, Wisconsin which is operated by us through a 50% ownership joint venture and in Deer Park, New York which is operated by us through a 33.3% ownership joint venture.
 
d.
Excludes for the 2011 period our wholly-owned, non-stabilized center in Hilton Head I, South Carolina which opened March 31, 2011.