TANGER FACTORY OUTLET CENTERS, INC - FORM 8-K - EX-99.2 - EXHIBIT 99.2

Attached files

file	filename
EX-99.1 - EXHIBIT 99.1 - TANGER FACTORY OUTLET CENTERS, INC	skt8kex991september302016.htm
8-K - 8-K - TANGER FACTORY OUTLET CENTERS, INC	a8kpressreleaseseptember30.htm

Exhibit 99.2

Tanger Factory Outlet Centers, Inc.

Supplemental Operating and Financial Data

September 30, 2016

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

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 fiscal year ended December 31, 2015.

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.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

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
Average Tenant Sales Per Square Foot by Outlet Center Ranking	8
Major Tenants	9
Lease Expirations as of September 30, 2016	10
Leasing Activity	11
Development Summary	12

Financial Data:

Consolidated Balance Sheets	13
Consolidated Statements of Operations	14
Unconsolidated Joint Venture Information	15
Debt Outstanding Summary	16
Future Scheduled Principal Payments	18
Senior Unsecured Notes Financial Covenants	18

Non-GAAP Supplemental Measures:

Non-GAAP Definitions	19
FFO and FAD Analysis	22
Portfolio NOI and Same Center NOI	24
Pro Rata Balance Sheet Information	25
Pro Rata Statement of Operations Information	26

Investor Information	27

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Geographic Diversification

Consolidated Properties



As of September 30, 2016
State	# of Centers	GLA	% of GLA
South Carolina	5	1,598,378	13	%
New York	2	1,478,780	12	%
Georgia	3	1,111,675	9	%
Pennsylvania	3	861,460	7	%
Michigan	2	671,539	5	%
Texas	2	649,556	5	%
Connecticut	2	601,512	5	%
Alabama	1	556,984	5	%
Delaware	1	556,405	4	%
North Carolina	3	505,123	4	%
New Jersey	1	489,706	4	%
Tennessee	1	448,335	4	%
Ohio	1	411,776	3	%
Arizona	1	410,673	3	%
Missouri	1	329,861	3	%
Mississippi	1	320,337	3	%
Utah	1	319,661	3	%
Louisiana	1	318,666	2	%
Iowa	1	276,331	2	%
New Hampshire	1	245,698	2	%
Maryland	1	198,840	2	%
Total	35	12,361,296	100	%

Unconsolidated Joint Venture Properties



	# of Centers	GLA	Ownership %
Charlotte, NC	1	397,839	50.00	%
Columbus, OH	1	355,220	50.00	%
Texas City, TX	1	352,705	50.00	%
National Harbor, MD	1	341,156	50.00	%
Ottawa, ON	1	316,494	50.00	%
Cookstown, ON	1	307,585	50.00	%
Bromont, QC	1	161,307	50.00	%
Saint-Sauveur, QC	1	115,771	50.00	%
Total	8	2,348,077

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Property Summary - Occupancy at End of Each Period Shown



Consolidated properties
Location	Total GLA 9/30/16	% Occupied 9/30/16			% Occupied 6/30/16			% Occupied 3/31/16			% Occupied 12/31/15			% Occupied 9/30/15
Deer Park, NY	749,074	97	%		96	%		96	%		95	%		95	%
Riverhead, NY	729,706	99	%		99	%		99	%		99	%		98	%
Foley, AL	556,984	97	%		96	%		94	%		96	%		93	%
Rehoboth Beach, DE	556,405	99	%		100	%		99	%		100	%		100	%
Atlantic City, NJ	489,706	90	%		92	%		91	%		91	%		94	%
San Marcos, TX	471,756	97	%		98	%		98	%		98	%		98	%
Sevierville, TN	448,335	100	%		99	%		100	%		100	%		100	%
Myrtle Beach Hwy 501, SC	425,247	97	%		97	%		96	%		95	%		97	%
Savannah, GA	419,197	99	%		N/A			N/A			N/A			N/A
Jeffersonville, OH	411,776	96	%		98	%		98	%		100	%		99	%
Glendale, AZ (Westgate)	410,673	99	%		97	%		N/A			N/A			N/A
Myrtle Beach Hwy 17, SC	402,800	99	%		100	%		98	%		100	%		99	%
Charleston, SC	382,117	98	%		98	%		98	%		99	%		99	%
Pittsburgh, PA	372,958	100	%		100	%		100	%		100	%		100	%
Commerce, GA	371,408	99	%		99	%		94	%		97	%		97	%
Grand Rapids, MI	357,080	96	%		94	%		94	%		95	%		93	%
Branson, MO	329,861	99	%		100	%		100	%		100	%		100	%
Locust Grove, GA	321,070	100	%		100	%		100	%		100	%		100	%
Southaven, MS	320,337	96	%		96	%		97	%		96	%		N/A
Park City, UT	319,661	98	%		97	%		98	%		100	%		99	%
Mebane, NC	318,910	100	%		97	%		98	%		100	%		95	%
Gonzales, LA	318,666	99	%		98	%		98	%		99	%		100	%
Howell, MI	314,459	92	%		92	%		92	%		94	%		94	%
Mashantucket, CT (Foxwoods)	311,614	96	%		96	%		96	%		95	%		94	%
Westbrook, CT	289,898	87	%		87	%		92	%		94	%		93	%
Williamsburg, IA	276,331	99	%		97	%		95	%		99	%		99	%
Hershey, PA	247,500	100	%		100	%		99	%		100	%		98	%
Tilton, NH	245,698	100	%		97	%		97	%		98	%		98	%
Lancaster, PA	241,002	96	%		97	%		97	%		99	%		99	%
Hilton Head II, SC	206,544	98	%		94	%		95	%		97	%		95	%
Ocean City, MD	198,840	77	%		81	%		79	%		79	%		99	%
Hilton Head I, SC	181,670	100	%		97	%		97	%		97	%		97	%
Terrell, TX	177,800	98	%		98	%		98	%		98	%		97	%
Blowing Rock, NC	104,052	98	%		99	%		100	%		100	%		100	%
Nags Head, NC	82,161	100	%		100	%		97	%		97	%		100	%
Barstow, CA ⁽¹⁾	N/A	N/A			N/A			N/A			N/A			100	%
Fort Myers, FL ⁽¹⁾	N/A	N/A			N/A			N/A			91	%		90	%
Total	12,361,296	97	%	⁽²⁾	97	%	⁽³⁾	97	%	⁽³⁾	98	%	⁽³⁾⁽⁵⁾	97	%	⁽³⁾⁽⁶⁾


(1)	Sold the Barstow center in October 2015 and sold Fort Myers center in January 2016.


(2)	Excludes the occupancy rate at our Foxwoods and Southaven centers which opened during the second and fourth quarters of 2015, respectively, and have not yet stabilized.


(3)	Excludes the occupancy rate at our Foxwoods, Grand Rapids and Southaven centers which opened during the second, third and fourth quarters of 2015, respectively, and had not yet stabilized.


(4)	Excludes the occupancy rate of the Fort Myers center which was sold in January 2016.


(5)	Excludes the occupancy rate at our Barstow center which was sold in October 2015.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016



Unconsolidated joint venture properties
Location	Total GLA 9/30/16	% Occupied 9/30/16			% Occupied 6/30/16			% Occupied 3/31/16		% Occupied 12/31/15		% Occupied 9/30/15
Charlotte, NC	397,839	97	%		97	%		98	%	99	%	99	%
Columbus, OH ⁽¹⁾	355,220	96	%		95	%		N/A		N/A		N/A
Texas City, TX (Galveston/Houston)	352,705	99	%		99	%		97	%	99	%	99	%
National Harbor, MD	341,156	99	%		98	%		99	%	99	%	99	%
Ottawa, ON	316,494	98	%		95	%		95	%	97	%	97	%
Cookstown, ON	307,585	99	%		99	%		99	%	100	%	100	%
Bromont, QC	161,307	72	%		72	%		74	%	75	%	74	%
Saint-Sauveur, QC	115,771	94	%		97	%		97	%	97	%	97	%
Savannah, GA ⁽²⁾	N/A	N/A			99	%		99	%	99	%	99	%
Glendale, AZ (Westgate) ⁽³⁾	N/A	N/A			N/A			96	%	100	%	100	%
Total	2,348,077	96	%	⁽⁴⁾	96	%	⁽⁴⁾	96	%	98	%	97	%


(1)	Center opened in June 2016.


(2)	The Company acquired our partners' interest in the Savannah outlet center on August 12, 2016. The center is now reported above in the section labeled consolidated properties.


(3)	The Company acquired our partners' interest in the Westgate outlet center on June 30, 2016. The center is now reported above in the section labeled consolidated properties.


(4)	Excludes the occupancy rate at our Columbus center which opened on June 24, 2016 and has not yet stabilized.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Portfolio Occupancy at the End of Each Period ⁽¹⁾

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

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Average Tenant Sales Per Square Foot by Outlet Center Ranking As of September 30, 2016⁽¹⁾



			12 Months		Period End		Sq Ft	% of		% of Portfolio NOI, as
Ranking ⁽²⁾			SPSF		Occupancy		(thousands)	Square Feet		adjusted ⁽³⁾
Consolidated Centers
Centers 1 - 5			$	527	99	%	2,802	24	%	30	%
Centers 6 - 10			$	439	99	%	1,566	13	%	15	%
Centers 11 - 15			$	395	96	%	1,523	13	%	13	%
Centers 16 - 20			$	363	98	%	1,840	16	%	16	%
Centers 21 - 25			$	318	98	%	1,908	16	%	14	%
Centers 26 - 33			$	275	94	%	2,090	18	%	12	%

			Cumulative		Cumulative		Cumulative	Cumulative		Cumulative % of Portfolio
			12 Months		Period End		Sq Ft	% of		NOI, as
Ranking ⁽²⁾			SPSF		Occupancy		(thousands)	Square Feet		adjusted ⁽³⁾
Consolidated Centers
Centers 1 - 5			$	527	99	%	2,802	24	%	30	%
Centers 1 - 10			$	492	99	%	4,368	37	%	45	%
Centers 1 - 15			$	465	98	%	5,891	50	%	58	%
Centers 1 - 20			$	439	98	%	7,731	66	%	74	%
Centers 1 - 25			$	415	98	%	9,639	82	%	88	%
Centers 1 - 33			$	390	97	%	11,729	100	%	100	%

Unconsolidated centers ⁽⁴⁾			$	425	98	%	1,092	n/a		n/a

(1)	Sales are based on reports by retailers leasing outlet center stores for the trailing 12 months for tenants which have occupied such stores for a minimum of 12 months. Sales per square foot are based on all stores less than 20,000 square feet in size. Centers are ranked by sales per square foot for the twelve months ended September 30, 2016.

(2)	Outlet centers included in each ranking group above are as follows (in alphabetical order):
	Centers 1 - 5:	Deer Park, NY	Mebane, NC		Rehoboth Beach, DE		Riverhead, NY	Sevierville, TN
	Centers 6 - 10:	Branson, MO	Glendale, AZ		Hilton Head I, SC		Lancaster, PA	Myrtle Beach 17, SC
	Centers 11 - 15:	Atlantic City, NJ	Charleston, SC		Hershey, PA		Locust Grove, GA	Nags Head, NC
	Centers 16 - 20:	Gonzales, LA	Grand Rapids, MI		Park City, UT		Pittsburgh, PA	San Marcos, TX
	Centers 21 - 25:	Commerce, GA	Foley, AL		Howell, MI		Savannah, GA	Tilton, NH
	Centers 26 - 33:	Blowing Rock, NC	Hilton Head II, SC		Jeffersonville, OH		Myrtle Beach 501, SC	Ocean City, MD
		Terrell, TX	Westbrook, CT		Williamsburg, IA

	Excludes outlet centers not open for 12 full calendar months and the Mashantucket, CT (Foxwoods) center which opened in the second quarter of 2015 and has not yet stabilized.

(3)	Based on the Company’s forecast of 2016 Portfolio NOI (see Non-GAAP Definitions), as adjusted to include the Glendale, AZ (Westgate) and Savannah, GA centers, which became a wholly-owned property on June 30, 2016 and August 8, 2016, respectively. The Company’s forecast is based on management’s estimates as of September 30, 2016 and may be considered a forward-looking statement which 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 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, 2015.

(4)	Includes domestic outlet centers open 12 full calendar months (in alphabetical order):
	Unconsolidated:	Charlotte, NC	National Harbor, MD		Texas City, TX

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Major Tenants ⁽¹⁾



Ten Largest Tenants as of September 30, 2016
Tenant	# of Stores	GLA	% of Total GLA
The Gap, Inc.	89	942,346	7.6	%
Ascena Retail Group, Inc.	144	866,763	7.0	%
Nike, Inc.	40	421,537	3.4	%
PVH Corp.	66	398,892	3.2	%
Ralph Lauren Corporation	37	353,446	2.9	%
V. F. Corporation	40	351,477	2.9	%
G-III Apparel Group, Ltd.	67	312,111	2.5	%
Carter's, Inc.	61	269,601	2.2	%
H&M Group	11	229,434	1.9	%
Under Armour, Inc.	31	227,112	1.8	%
Total of All Listed Above	586	4,372,719	35.4	%


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

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Lease Expirations as of September 30, 2016

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

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Leasing Activity^{(1) (2)}



	3/31/2016			6/30/2016			9/30/2016			12/31/2016	Year to Date			Prior Year to Date⁽³⁾
Re-tenanted Space :
Number of leases	63			35			20				118			114
Gross leasable area	188,245			113,911			65,970				368,126			427,757
New initial base rent per square foot	$	29.80		$	27.62		$	32.25			$	29.56		$	28.26
Prior expiring base rent per square foot	$	25.95		$	25.87		$	28.47			$	26.38		$	24.60
Percent increase	14.8		%	6.8		%	13.3		%		12.1		%	14.9		%

New straight line base rent per square foot	$	32.84		$	30.54		$	35.96			$	32.69		$	31.70
Prior straight line base rent per square foot	$	25.19		$	24.67		$	27.58			$	25.46		$	24.17
Percent increase	30.4		%	23.8		%	30.4		%		28.4		%	31.2		%

Renewed Space:
Number of leases	166			34			26				226			242
Gross leasable area	762,300			171,736			121,879				1,055,915			1,131,277
New initial base rent per square foot	$	24.69		$	24.86		$	25.57			$	24.82		$	25.11
Prior expiring base rent per square foot	$	22.78		$	23.50		$	24.04			$	23.04		$	22.40
Percent increase	8.4		%	5.8		%	6.4		%		7.7		%	12.2		%

New straight line base rent per square foot	$	25.91		$	26.18		$	26.25			$	25.99		$	26.54
Prior straight line base rent per square foot	$	21.96		$	22.82		$	23.50			$	22.28		$	21.79
Percent increase	18.0		%	14.7		%	11.7		%		16.7		%	21.8		%

Total Re-tenanted and Renewed Space ⁽³⁾:
Number of leases	229			69			46				344			356
Gross leasable area	950,545			285,647			187,849				1,424,041			1,559,034
New initial base rent per square foot	$	25.70		$	25.96		$	27.91			$	26.05		$	25.98
Prior expiring base rent per square foot	$	23.41		$	24.45		$	25.60			$	23.90		$	23.00
Percent increase	9.8		%	6.2		%	9.0		%		9.0		%	13.0		%

New straight line base rent per square foot	$	27.28		$	27.92		$	29.66			$	27.72		$	27.96
Prior straight line base rent per square foot	$	22.60		$	23.56		$	24.93			$	23.10		$	22.45
Percent increase	20.7		%	18.5		%	19.0		%		20.0		%	24.5		%


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


(2)	All 2016 information excludes the outlet center in Fort Myers, FL, which was sold on January 12, 2016 and includes the Westgate and Savannah outlet centers as we acquired our partners' interest in the centers on June 30, 2016 and August 12, 2016, respectively,


(3)	All 2015 information excludes the outlet centers in Kittery I & II, ME; Tuscola, IL; and West Branch, MI, which were sold on September 30, 2015, and Barstow, CA, which was sold on October 5, 2015.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

External Growth Pipeline Summary as of September 30, 2016



Project/Market		Projected Opening Date	Approx Size in Sq Ft (000s)	Est Total Net Cost (millions)		Cost to Date (millions)		Tanger Ownership Percentage	Est Total Construction Loan (millions)		Amount Drawn (millions)		Est Future Tanger Capital Requirement (millions)		Projected Stabilized Yield ⁽¹⁾

Under Construction:
New Developments -
Daytona Beach, FL		11/18/2016	352	$	90.0	$	58.0	100%	$	—	$	—	$	32.0	9.5% - 10.5%
Fort Worth, TX		Holiday 2017	352	90.2		14.7		100%	—		—		75.5		9.5% - 10.5%
Total New Developments			704	$	180.2	$	72.7		$	—	$	—	$	107.5	10.0%

Expansions -
Lancaster, PA		3Q17	123	$	47.8	$	9.5	100%	$	—	$	—	$	38.3	7.5% - 8.5%
Total Expansions			123	$	47.8	$	9.5		$	—	$	—	$	38.3	8.0%
Total Under Construction			827	$	228.0	$	82.2		$	—	$	—	$	145.8	9.6%
(1)	Weighted average projected stabilized yield for projects under construction is calculated using the midpoint of the projected stabilized yield disclosed for each project
The company's estimates, projections and judgments with respect to projected opening date, approximate size, estimated total net cost, Tanger ownership percentage, estimated total construction loan, estimated future Tanger capital requirement and projected stabilized yield for new development and expansion projects are subject to adjustment prior to and during the development process. Estimated total net cost shown net of outparcel sales and public financing. There are risks inherent to real estate development, some of which are not under the direct control of the company. Please refer to the company's filings with the Securities and Exchange Commission on Form10-K and Form 10-Q for a discussion of these risks.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Consolidated Balance Sheets (dollars in thousands)



	9/30/2016			6/30/2016			3/31/2016			12/31/2015			9/30/2015
Assets
Rental property
Land	$	262,240		$	254,809		$	235,622		$	240,267		$	225,306
Buildings, improvements and fixtures	2,553,564			2,377,765			2,219,955			2,249,417			2,173,499
Construction in progress	92,937			61,038			42,287			23,533			63,445
	2,908,741			2,693,612			2,497,864			2,513,217			2,462,250
Accumulated depreciation	(792,272		)	(769,777		)	(749,325		)	(748,341		)	(727,921		)
Total rental property, net	2,116,469			1,923,835			1,748,539			1,764,876			1,734,329
Cash and cash equivalents	25,902			27,107			18,877			21,558			20,661
Restricted cash	2,936			—			—			121,306			42,904
Rental property held for sale	—			—			—			—			19,286
Investments in unconsolidated joint ventures	170,855			210,486			218,732			201,083			197,964
Deferred lease costs and other intangibles, net	156,496			133,578			123,404			127,089			130,390
Prepaids and other assets	88,261			84,346			81,054			78,913			74,577
Total assets (a)	$	2,560,919		$	2,379,352		$	2,190,606		$	2,314,825		$	2,220,111
Liabilities and Equity
Liabilities
Debt
Senior, unsecured notes, net	$	1,037,073		$	789,991		$	789,635		$	789,285		$	788,930
Unsecured term loans, net	322,195			321,980			258,540			265,832			265,674
Mortgages payable, net	172,647			235,215			167,603			310,587			280,594
Unsecured lines of credit, net	192,731			255,661			259,890			186,220			193,338
Total debt (a)	1,724,646			1,602,847			1,475,668			1,551,924			1,528,536
Accounts payable and accruals	78,542			62,658			67,608			97,396			90,506
Deferred financing obligation	—			—			—			28,388			28,388
Other liabilities	52,079			53,433			31,758			31,085			31,405
Total liabilities	1,855,267			1,718,938			1,575,034			1,708,793			1,678,835
Commitments and contingencies	—			—			—			—			—
Equity
Tanger Factory Outlet Centers, Inc.
Common shares	961			960			961			959			958
Paid in capital	816,464			811,853			808,779			806,379			802,638
Accumulated distributions in excess of net income	(115,565		)	(153,465		)	(195,654		)	(195,486		)	(256,180		)
Accumulated other comprehensive loss	(31,618		)	(32,090		)	(29,814		)	(36,715		)	(33,943		)
Equity attributable to Tanger Factory Outlet Centers, Inc.	670,242			627,258			584,272			575,137			513,473
Equity attributable to noncontrolling interests
Noncontrolling interests in Operating Partnership	35,250			32,996			30,711			30,309			27,207
Noncontrolling interests in other consolidated partnerships	160			160			589			586			596
Total equity	705,652			660,414			615,572			606,032			541,276
Total liabilities and equity	$	2,560,919		$	2,379,352		$	2,190,606		$	2,314,825		$	2,220,111

(a)

In accordance with recent accounting guidance, "Simplifying the Presentation of Debt Issuance Costs", our deferred debt origination costs and related accumulated amortization previously recorded in the line item “deferred debt origination costs, net” have been reclassified from assets to the respective debt line items within the liabilities section in the consolidated balance sheet as of December 31, 2015.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Consolidated Statements of Operations (dollars and shares in thousands)



				Three Months Ended												YTD
	9/30/16			6/30/16			3/31/16			12/31/15			9/30/15			9/30/16			9/30/15
Revenues
Base rentals	$	79,569		$	75,003		$	72,623		$	73,889		$	75,841		$	227,195		$	215,799
Percentage rentals	2,995			2,326			2,150			3,261			2,625			7,471			6,896
Expense reimbursements	33,125			30,754			33,242			32,653			30,542			97,121			93,815
Management, leasing and other services	806			1,332			1,121			1,163			1,253			3,259			4,263
Other income	2,642			1,918			1,669			1,835			2,645			6,229			5,795
Total revenues	119,137			111,333			110,805			112,801			112,906			341,275			326,568
Expenses
Property operating	37,442			35,012			37,874			37,582			36,231			110,328			108,921
General and administrative	12,128			11,675			11,565			10,038			11,514			35,368			34,431
Acquisition costs	487			—			—			—			—			487			—
Depreciation and amortization	29,205			26,306			26,567			26,890			28,785			82,078			77,046
Total expenses	79,262			72,993			76,006			74,510			76,530			228,261			220,398
Operating income	39,875			38,340			34,799			38,291			36,376			113,014			106,170
Other income/(expense)
Interest expense	(15,516		)	(13,800		)	(14,884		)	(14,078		)	(13,933		)	(44,200		)	(40,110		)
Gain on sale of assets and interests in unconsolidated entities	1,418			—			4,887			86,506			20,215			6,305			33,941
Gain on previously held interest in acquired joint ventures	46,258			49,258			—			—			—			95,516			—
Other nonoperating income (expense)	24			38			316			62			89			378			(98		)
Income before equity in earnings of unconsolidated joint ventures	72,059			73,836			25,118			110,781			42,747			171,013			99,903
Equity in earnings of unconsolidated joint ventures	715			3,466			3,499			3,182			3,713			7,680			8,302
Net income	72,774			77,302			28,617			113,963			46,460			178,693			108,205
Noncontrolling interests in Operating Partnership	(3,668		)	(3,897		)	(1,444		)	(5,799		)	(2,364		)	(9,009		)	(5,532		)
Noncontrolling interests in other consolidated partnerships	(2		)	12			(23		)	(32		)	(21		)	(13		)	395
Net income attributable to Tanger Factory Outlet Centers, Inc.	69,104			73,417			27,150			108,132			44,075			169,671			103,068
Allocation to participating securities	(627		)	(725		)	(294		)	(1,198		)	(494		)	(1,649		)	(1,210		)
Net income available to common shareholders	$	68,477		$	72,692		$	26,856		$	106,934		$	43,581		$	168,022		$	101,858
Basic earnings per common share
Net income	$	0.72		$	0.76		$	0.28		$	1.13		$	0.46		$	1.77		$	1.08
Diluted earnings per common share
Net income	$	0.72		$	0.76		$	0.28		$	1.13		$	0.46		$	1.76		$	1.08
Weighted average common shares
Basic	95,156			95,124			94,944			94,768			94,746			95,075			94,675
Diluted	95,672			95,375			95,003			94,827			94,799			95,537			94,737

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Unconsolidated Joint Venture Information ⁽¹⁾

The following table details certain information as of September 30, 2016, except for Net Operating Income ("NOI") which is for the nine months ended September 30, 2016, 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 ⁽²⁾
Charlotte	Charlotte, NC	50.0	%	397,839	$	43.3	$	5.3		$	44.9

Columbus ⁽³⁾	Columbus, OH	50.0	%	355,220	50.7		1.1			—

Galveston/Houston	Texas City, TX	50.0	%	352,705	30.0		3.5			32.4

National Harbor	National Harbor, MD	50.0	%	341,156	48.7		4.2			43.0

RioCan Canada ⁽⁴⁾	Various	50.0	%	901,157	127.4		4.9		⁽⁵⁾	5.7

Total					$	300.1	$	19.0		$	126.0


(1)	Excludes the Westgate joint venture and the Savannah joint venture as we acquired our partners' interest in the centers on June 30, 2016 and August 12, 2016, respectively. Our share of the Westgate and Savannah joint venture's NOI through each acquisition date was $3.0 million and $8.4 million, respectively.


(2)	Net of debt origination costs and premiums.


(3)	Center opened in June 2016.


(4)	Includes a 161,307 square foot center in Bromont, Quebec; a 307,585 square foot center in Cookstown, Ontario; a 316,494 square foot center in Ottawa, Ontario; a 115,771 square foot center in Saint-Sauveur, Quebec; as well as due diligence costs for additional potential sites in Canada.


(5)	Excludes impairment charges related to the Bromont center, in which our share was $2.9 million.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Debt Outstanding Summary (dollars in thousands)



As of September 30, 2016
	Principal Balance			Stated Interest Rate		Effective⁽¹⁾ Interest Rate		Maturity Date
Unsecured debt:
Unsecured lines of credit ⁽²⁾	$	196,000		LIBOR + 0.90%				10/29/2019
2020 Senior unsecured notes	300,000			6.125%		6.219	%	6/1/2020
2023 Senior unsecured notes	250,000			3.875%		4.076	%	12/1/2023
2024 Senior unsecured notes	250,000			3.75	%	3.819	%	12/1/2024
2026 Senior unsecured notes ⁽³⁾	250,000			3.125	%	3.171	%	9/1/2026
Unsecured term loan ⁽⁴⁾	325,000			LIBOR + 0.95%				4/13/2021
Net debt discounts and debt origination costs	(19,001		)
Total unsecured debt	$	1,551,999
Secured mortgage debt:
Atlantic City, NJ ⁽⁵⁾	$	41,196		5.14% - 7.65%		5.05	%	11/15/2021 - 12/8/2026
Foxwoods, CT ⁽⁶⁾	70,250			LIBOR + 1.65%				12/5/2017
Southaven, MS ⁽⁷⁾	59,090			LIBOR + 1.75%				4/29/2018
Debt premium and debt origination costs	2,111
Total secured mortgage debt	$	172,647
Tanger's share of unconsolidated JV debt:
Charlotte⁽⁸⁾	$	45,000		LIBOR + 1.45%				11/24/2018
Galveston/Houston ⁽⁹⁾	32,500			LIBOR + 1.50%				7/1/2017
National Harbor ⁽¹⁰⁾	43,500			LIBOR + 1.65%				11/13/2019
RioCan Canada⁽¹¹⁾	5,466			5.75	%	4.18	%	5/10/2020
Debt premium and debt origination costs	(456		)
Total Tanger's share of unconsolidated JV debt	$	126,010


(1)	The effective interest rate excludes interest rate swap agreements that fix the base LIBOR rate at an average of 1.16% on notional amounts aggregating $325.0 million as follows:


(a)	Interest rate swaps entered into in October 2013 to hedge our variable interest rate exposure on notional amounts aggregating $150.0 million. These interest rate swap agreements fix the base LIBOR rate at an average of 1.30% through August 14, 2018, and


(b)	Interest rate swaps entered into in April 2016 to hedge our variable interest rate exposure on notional amounts aggregating $175.0 million. These interest rate swap agreements fix the base LIBOR rate at an average of 1.03% through January 1, 2021.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

(2)

The company has an unsecured, syndicated credit line with a borrowing capacity totaling $500.0 million and a separate cash management line of credit with a borrowing capacity of $20.0 million with one of the participants in the syndication. The syndicated credit line may be increased to $1.0 billion through an accordion feature in certain circumstances. The unsecured lines of credit have an expiration date of October 29, 2019 with an option for a one year extension.

(3)

On August 8, 2016, we completed a public offering of $250.0 million in senior notes due 2026 in an underwritten public offering. The notes were priced at 99.605% of the principal amount to yield 3.171% to maturity. The notes will pay interest semi-annually at a rate of 3.125% per annum and mature on September 1, 2026. The net proceeds from the offering, after deducting the underwriting discount and offering expenses, were approximately $246.7 million. The net proceeds from the sale of the notes were used to repay a $62.0 million floating rate mortgage loan related to our outlet center in Glendale (Westgate), Arizona, repay borrowings under the Operating Partnership's unsecured lines of credit, and for general corporate purposes.

On October 13, 2016, we completed a public offering to sell an additional $100.0 million of our 3.125% senior notes due 2026 in an underwritten public offering. The notes price at 98.962% of the principal amount to yield 3.248% to maturity. The new notes will constitute an additional issuance of, and form a single series with, the $250.0 million aggregate principal amount of 3.125% senior notes due 2026 issued on August 8, 2016. The aggregate principal amount outstanding of the 3.125% senior notes due 2026 is $350.0 million. All outstanding notes will pay interest semi-annually at a rate of 3.125% per annum and mature on September 1, 2026. The estimated net proceeds from the offering, after deducting the underwriting discount and offering expenses, were approximately $97.8 million. The net proceeds were used to repay borrowings under the Operating Partnership's unsecured lines of credit, and for general corporate purposes.

(4)

On April 13, 2016, the company amended the unsecured term loan to increase the size of the loan from $250 million to $325 million, extend the maturity date from February 23, 2019 to April 13, 2021, and reduce the LIBOR spread from LIBOR plus 105 basis points to LIBOR plus 95 basis points. The additional loan proceeds of $75 million were used to pay down balances under the Operating Partnership's unsecured lines of credit.


(5)	Represents mortgages assumed in the acquisition of this property.


(6)	Represents a mortgage loan with the ability to borrow up to $70.3 million. The loan initially matures on December 5, 2017, with two one -year extension options.


(7)	Represents a mortgage loan with the ability to borrow up to $60.0 million. The loan initially matures on April 29, 2018, with one two-year extension option. The additional $0.9 million is available to fund the remaining construction costs to complete the center which opened in November 2015.


(8)	Represents a mortgage loan of $90.0 million. The loan initially matures on November 24, 2018, with one one -year extension option. As of September 30, 2016, the principal balance on the loan was $90.0 million.


(9)	Represents a mortgage loan with the ability to borrow up to $70.0 million with a maturity date of July 1, 2017 and the option to extend the maturity for one additional year. As of September 30, 2016, the principal balance on the loan was $65.0 million. The additional $5.0 million is available for future expansion.


(10)	Represents a mortgage loan with with the ability to borrow up to $87.0 million. As of September 30, 2016, the principal balance on the loan was $87.0 million.


(11)	Represents the mortgage assumed related to the acquisition of the Saint-Sauveur, Quebec property by the RioCan co-owners in November 2012. The mortgage has a principal balance of $10.9 million and matures on May 10, 2020.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Future Scheduled Principal Payments (dollars in thousands)



As of September 30, 2016
Year	Tanger Consolidated Payments			Tanger's Share of Unconsolidated JV Payments			Total Scheduled Payments
2016	$	727		$	66		$	793
2017	73,258			32,774			106,032
2018	62,273			45,290			107,563
2019 ⁽¹⁾	199,369			43,807			243,176
2020	303,566			4,529			308,095
2021	330,793			—			330,793
2022	4,436			—			4,436
2023	254,768			—			254,768
2024	255,140			—			255,140
2025	1,501			—			1,501
2026 & thereafter	255,705			—			255,705
	$	1,741,536		$	126,466		$	1,868,002
Net debt discounts and debt origination costs	(16,890		)	(456		)	(17,346		)
	$	1,724,646		$	126,010		$	1,850,656


(1)	Includes principal balance of $196.0 million outstanding under the company's unsecured lines of credit.

Senior Unsecured Notes Financial Covenants ⁽¹⁾



As of September 30, 2016
	Required	Actual		Compliance
Total Consolidated Debt to Adjusted Total Assets	<60%	51	%	Yes
Total Secured Debt to Adjusted Total Assets	<40%	5	%	Yes
Total Unencumbered Assets to Unsecured Debt	>150%	184	%	Yes
Consolidated Income Available for Debt Service to Annual Debt Service Charge	>1.5	5.38		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.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

NON-GAAP SUPPLEMENTAL MEASURES

Funds From Operations

Funds From Operations ("FFO") is a widely used measure of the operating performance for real estate companies that supplements net income (loss) determined in accordance with 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. FFO represents net income (loss) (computed in accordance with GAAP) before extraordinary items and gains (losses) on sale or disposal of depreciable operating properties, plus depreciation and amortization of real estate assets, impairment losses on depreciable real estate of consolidated real estate and after adjustments for unconsolidated partnerships and joint ventures, including depreciation and amortization, and impairment losses on investments in unconsolidated joint ventures driven by a measurable decrease in the fair value of depreciable real estate held by the unconsolidated joint ventures.

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.

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 Adjusted Funds From Operations ("AFFO"), 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. 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;


•	FFO, which includes discontinued operations, may not be indicative of our ongoing operations; 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.

Adjusted Funds From Operations

We present AFFO, as a supplemental measure of our performance. We define AFFO 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. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. In evaluating AFFO 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 AFFO should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

We present AFFO 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 AFFO 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 AFFO when determining incentive compensation.

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

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016


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


•	AFFO 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 AFFO does not reflect any cash requirements for such replacements;


•	AFFO 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 AFFO differently than we do, limiting its usefulness as a comparative measure.

Because of these limitations, AFFO 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 AFFO 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 share-based compensation, straight line rent amounts, market rent amounts, less 2nd generation tenant allowances, 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 NOI

We present portfolio net operating income ("Portfolio NOI") and 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 and gains or losses on the sale of outparcels 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, FFO or AFFO. 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.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

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 found 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.

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.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Reconciliation of Net Income to FFO and AFFO (dollars and shares in thousands):



				Three Months Ended												YTD
	9/30/16			6/30/16			3/31/16			12/31/15			9/30/15			9/30/16			9/30/15
Net income	$	72,774		$	77,302		$	28,617		$	113,963		$	46,460		$	178,693		$	108,205
Adjusted for -
Depreciation and amortization of real estate assets - consolidated	28,850			25,937			26,205			26,531			28,428			80,992			75,984
Depreciation and amortization of real estate assets - unconsolidated joint ventures	4,325			5,808			5,339			5,528			5,411			15,472			14,525
Impairment charges - unconsolidated joint ventures	2,919			—			—			—			—			2,919			—
Gain on sale of assets and interests in unconsolidated entities	—			—			(4,887		)	(86,506		)	(20,215		)	(4,887		)	(33,941		)
Gain on previously held interest in acquired joint venture	(46,258		)	(49,258		)	—			—			—			(95,516		)	—
FFO	62,610			59,789			55,274			59,516			60,084			177,673			164,773
FFO attributable to noncontrolling interests in other consolidated partnerships	(3		)	(12		)	(47		)	(57		)	(45		)	(62		)	325
Allocation to participating securities	(539		)	(564		)	(569		)	(625		)	(640		)	(1,675		)	(1,783		)
FFO available to common shareholders ⁽¹⁾	$	62,068		$	59,213		$	54,658		$	58,834		$	59,399		$	175,936		$	163,315
As further adjusted for:
Director and officer compensation upon termination of service ⁽²⁾	887			—			293			(731		)	—			1,180			—
Acquisition costs	487			—			—			—			—			487			—
Demolition costs	259			182			—			—			—			441			—
Gain on sale of outparcel	(1,418		)	—			—			—			—			(1,418		)	—
Write-off of debt discount due to repayment of debt prior to maturity ⁽³⁾	—			—			882			—			—			882			—
Impact of above adjustments to the allocation of earnings to participating securities	(2		)	(1		)	(12		)	8			—			(15		)	—
AFFO available to common shareholders ⁽¹⁾	$	62,281		$	59,394		$	55,821		$	58,111		$	59,399		$	177,493		$	163,315
FFO per common share - diluted ⁽¹⁾	$	0.62		$	0.59		$	0.55		$	0.59		$	0.59		$	1.75		$	1.64
AFFO per common share - diluted ⁽¹⁾	$	0.62		$	0.59		$	0.56		$	0.58		$	0.59		$	1.76		$	1.64

Weighted Average Shares
Basic weighted average common shares	95,156			95,124			94,944			94,768			94,746			95,075			94,675
Effect of notional units	426			183			—			—			—			393			—
Effect of outstanding options and restricted common shares	90			68			59			59			53			68			62
Diluted weighted average common shares (for earnings per share computations)	95,672			95,375			95,003			94,827			94,799			95,536			94,737
Exchangeable operating partnership units	5,053			5,053			5,053			5,078			5,078			5,053			5,078
Diluted weighted average common shares (for FFO and AFFO per share computations) ⁽¹⁾	100,725			100,428			100,056			99,905			99,877			100,589			99,815

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

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



				Three Months Ended												YTD
	9/30/16			6/30/16			3/31/16			12/31/15			9/30/15			9/30/16			9/30/15
FFO available to common shareholders	$	62,068		$	59,213		$	54,658		$	58,834		$	59,399		$	175,936		$	163,315
Adjusted for -
Corporate depreciation excluded above	355			369			362			359			357			1,086			1,062
Amortization of finance costs	845			761			744			835			694			2,350			1,896
Amortization of net debt discount (premium)	84			117			959			191			139			1,160			65
Amortization of share-based compensation	4,160			3,654			4,001			3,152			3,994			11,815			11,560
Straight line rent adjustment	(1,772		)	(1,713		)	(1,607		)	(1,605		)	(1,924		)	(5,092		)	(4,742		)
Market rent adjustment	783			641			663			337			825			2,087			2,124
2^nd generation tenant allowances	(2,487		)	(2,804		)	(1,671		)	(3,960		)	(1,428		)	(6,962		)	(6,512		)
Capital improvements	(11,290		)	(8,391		)	(3,043		)	(1,231		)	(3,555		)	(22,724		)	(10,851		)
Adjustments from unconsolidated joint ventures	(693		)	(504		)	(384		)	(196		)	(506		)	(1,581		)	(1,384		)
FAD available to common shareholders ⁽¹⁾	$	52,053		$	51,343		$	54,682		$	56,716		$	57,995		$	158,075		$	156,533
Dividends per share	$	0.325		$	0.325		$	0.285		$	0.285		$	0.285		$	0.935		$	0.810
Special dividends per share	—			—			—			0.210			—			—			—
Total dividends per share	$	0.325		$	0.325		$	0.285		$	0.495		$	0.285		$	0.935		$	0.810
FFO payout ratio ⁽⁴⁾	52		%	55		%	52		%	48		%	48		%	53		%	49		%
FAD payout ratio ⁽⁴⁾	63		%	64		%	52		%	50		%	49		%	60		%	52		%
Diluted weighted average common shares	100,725			100,428			100,056			99,905			99,877			100,589			99,815


(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 cash severance and accelerated vesting of restricted shares associated with the departure of an officer in August 2016, the accelerated vesting of restricted shares due to the death of a director in February 2016, and the reversal of certain share-based compensation awards during the three months ended December 31, 2015 previously recognized on awards not expected to vest due to the announcement of the Company’s Chief Financial Officer's retirement in May 2016.


(3)	Due to the January 28, 2016 early repayment of the $150 million mortgage secured by the Deer Park, New York property, which was scheduled to mature August 30, 2018.


(4)	Excludes the special dividend of $0.21 per share paid on January 15, 2016 to holders of record on December 31, 2015.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

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,
	2016			2015			2016			2015
Net income	$	72,774		$	46,460		$	178,693		$	108,205
Adjusted to exclude:
Equity in earnings of unconsolidated joint ventures	(715		)	(3,713		)	(7,680		)	(8,302		)
Interest expense	15,516			13,933			44,200			40,110
Gain on sale of assets and interests in unconsolidated entities	(1,418		)	(20,215		)	(6,305		)	(33,941		)
Gain on previously held interest in acquired joint venture	(46,258		)	—			(95,516		)	—
Other nonoperating (income) expense	(24		)	(89		)	(378		)	98
Depreciation and amortization	29,205			28,785			82,078			77,046
Other non-property (income) expenses	(188		)	22			(698		)	(998		)
Acquisition costs	487			—			487			—
Demolition Costs	259			—			441			—
Corporate general and administrative expenses	12,035			11,458			34,948			34,079
Non-cash adjustments ⁽¹⁾	(967		)	(1,077		)	(2,938		)	(2,548		)
Termination rents	(1,450		)	(1,585		)	(3,491		)	(4,421		)
Portfolio NOI	79,256			73,979			223,841			209,328
Non-same center NOI ⁽²⁾	(9,868		)	(6,332		)	(21,181		)	(13,660		)
Same Center NOI	$	69,388		$	67,647		$	202,660		$	195,668


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

(2)

Excluded from Same Center NOI: Foxwoods outlet center, which opened in May of 2015; Grand Rapids outlet center, which opened in July of 2015; Southaven outlet center, which opened in November 2015; Kittery I & II, Tuscola and West Branch outlet centers, which were sold in September 2015; Barstow outlet center, which was sold in October 2015; Fort Myers outlet center, which was sold in January 2016; Glendale outlet center (Westgate), which was acquired in June 2016; and Savannah outlet center, which was acquired in August 2016.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Non-GAAP Pro Rata Balance Sheet Information as of September 30, 2016 (dollars in thousands)



	Non-GAAP Pro Rata Information
	Pro Rata Portion Noncontrolling Interests			Pro Rata Portion Unconsolidated Joint Ventures⁽¹⁾
Assets
Rental property
Land	$	—		$	44,518
Buildings, improvements and fixtures	(160		)	251,601
Construction in progress	—			7,467
	(160		)	303,586
Accumulated depreciation	—			(30,945		)
Total rental property, net	(160		)	272,641
Cash and cash equivalents	—			14,325
Deferred lease costs and other intangibles, net	—			7,204
Prepaids and other assets	—			5,938
Total assets	$	(160	)	$	300,108
Liabilities and Owners' Equity
Liabilities
Mortgages payable, net	—			126,010
Accounts payable and accruals	—			12,489
Total liabilities	—			138,499
Owners' equity	(160		)	161,609
Total liabilities and owners' equity	$	(160	)	$	300,108

(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 $3.7 million as of September 30, 2016 and are being amortized over the various useful lives of the related assets.

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

Non-GAAP Pro Rata Statement of Operations Information year to date September 30, 2016 (dollars in thousands)



	Non-GAAP Pro Rata Information
	Pro Rata Portion Noncontrolling Interests			Pro Rata Portion Unconsolidated Joint Ventures
Revenues
Base rentals	$	(288	)	$	29,348
Percentage rentals	(15		)	1,628
Expense reimbursements	(117		)	15,479
Other income	(10		)	1,141
Total revenues	(430		)	47,596
Expense
Property operating	(170		)	16,807
General and administrative	(2		)	214
Impairment charge	—			2,919
Depreciation and amortization	(177		)	15,472
Total expenses	(349		)	35,412
Operating income	(81		)	12,184
Other income/(expense)
Interest expense	68			(4,504		)
Net income	$	(13	)	$	7,680

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

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

Supplemental Operating and Financial Data for the

Quarter Ended 9/30/2016

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