Home

Tanger Reports First Quarter 2025 Results

Tenant Demand Remains Robust

Maintains Strong, Low-Leveraged Balance Sheet

Tanger® (NYSE:SKT), a leading owner and operator of outlet and open-air retail shopping destinations, today reported financial results and operating metrics for the three months ended March 31, 2025.

“I am pleased to announce another quarter of strong financial and operating results, which support our recent dividend increase and forward outlook,” said Stephen Yalof, President and Chief Executive Officer. “We are seeing continued momentum in our remerchandising strategy to elevate and diversify our tenant mix as we replace less productive tenants and add more desirable retailers, restaurants, and entertainment across our portfolio.”

Mr. Yalof continued, “We are encouraged by the consistent performance of our portfolio and the resilience of the value channel. Ongoing tenant demand and our robust leasing activity at positive spreads demonstrate the commitment our retail partners have to the Tanger platform. Given the current macroeconomic environment, we believe our strong, low-leveraged balance sheet and ample liquidity provide stability and the ability to remain opportunistic with our growth.”

First Quarter Results

  • Net income available to common shareholders was $0.17 per share, or $19.0 million, compared to $0.20 per share, or $22.2 million, for the prior year period. The 2025 period includes a non-cash impairment charge of $0.04 per share, or $4.2 million, related to the center in Howell, Michigan that was sold in April 2025.
  • Funds From Operations (“FFO”) available to common shareholders was $0.53 per share, or $62.7 million, compared to $0.51 per share, or $58.6 million, for the prior year period.
  • Core Funds From Operations (“Core FFO”) available to common shareholders was $0.53 per share, or $62.7 million, compared to $0.52 per share, or $60.1 million, for the prior year period. Core FFO in the first quarter of 2024 excluded executive severance costs of $0.01 per share, which the Company does not consider to be indicative of its ongoing operating performance.

FFO and Core FFO are widely accepted supplemental non-GAAP financial measures used in the real estate industry to measure and compare the operating performance of real estate companies. Definitions of these non-GAAP financial measures and statements of the reasons why management believes these non-GAAP financial measures provide useful information to investors about the Company’s financial condition and results of operations, and, if applicable, the other purposes for which management uses the measures, as well as reconciliations of these non-GAAP financial measures to GAAP net income, can be found later in this release. Per share amounts for net income, FFO and Core FFO are on a diluted basis.

Operating Metrics

Below are key portfolio results for the total portfolio, including the Company’s pro rata share of unconsolidated joint ventures. Operating metrics for the first quarter of 2025 exclude the center in Howell, Michigan that was sold in April 2025.

  • Occupancy was 95.8% on March 31, 2025, compared to 98.0% on December 31, 2024 and 96.5% on March 31, 2024, reflecting the timing of the Company’s remerchandising strategy focused on portfolio enhancement along with the closure of seasonal tenants. On a same center basis, occupancy was 95.9% on March 31, 2025, 98.2% on December 31, 2024 and 96.8% on March 31, 2024. The same center portfolio excludes The Promenade at Chenal and Pinecrest, which were acquired in the fourth quarter of 2024 and first quarter of 2025, respectively, and the center in Howell, Michigan for all periods presented.
  • Same center net operating income (“Same Center NOI”), which is presented on a cash basis, increased 2.3% to $96.4 million for the first quarter of 2025 from $94.3 million for the first quarter of 2024 driven by higher rental revenues, partially offset by higher snow removal costs in the first quarter of 2025 and a benefit from certain expense refunds in the first quarter of 2024.
  • Average tenant sales per square foot was $455 for the twelve months ended March 31, 2025 compared to $444 for the twelve months ended December 31, 2024 and $437 for the twelve months ended March 31, 2024, reflecting the Company’s execution of its strategy to remerchandise, replace less productive tenants, and evolve its portfolio.
  • On a same center basis (excluding The Promenade at Chenal, Pinecrest, Tanger Outlets Nashville and the center in Howell, Michigan), average tenant sales per square foot was $451 for the twelve months ended March 31, 2025 compared to $444 for the twelve months ended December 31, 2024 and $440 for the twelve months ended March 31, 2024.
  • The occupancy cost ratio (“OCR”), representing annualized occupancy costs as a percentage of tenant sales, was 9.7% for the twelve months ended March 31, 2025 compared to 9.5% for the twelve months ended December 31, 2024 and 9.3% for the twelve months ended March 31, 2024.
  • Lease termination fees (which are excluded from Same Center NOI) for the total portfolio totaled $451,000 for the first quarter of 2025 compared to $262,000 for the first quarter of 2024.

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

Leasing Activity

Leasing activity in the Company’s portfolio continues to be robust. For the total domestic portfolio, including the Company’s pro rata share of domestic unconsolidated joint ventures, total renewed or re-tenanted leases (including leases for both comparable and non-comparable space) executed during the twelve months ended March 31, 2025 included 545 leases, totaling 2.5 million square feet, compared to 542 leases, totaling 2.3 million square feet, during the twelve months ended March 31, 2024.

Blended average rental rates were positive for the 13th consecutive quarter at 14.1% on a cash basis for leases executed for comparable space during the twelve months ended March 31, 2025. These blended rent spreads are comprised of re-tenanted rent spreads of 33.2% and renewal rent spreads of 12.3%.

As of April 30, 2025, the Company had renewals executed or in process for 56.7% of the space scheduled to expire during 2025 compared to 46.6% of expiring 2024 space as of April 30, 2024 (total portfolio, including the Company’s pro rata share of unconsolidated joint ventures).

Transaction Activity

In February 2025, the Company completed the acquisition of Pinecrest, a 639,000-square-foot open-air, grocery-anchored mixed-use center located in Cleveland, Ohio, for $167.0 million using cash on hand and available liquidity. Pinecrest opened in 2018 as Northeast Ohio’s premier retail and entertainment destination and has become the go-to choice for retailers seeking market entry, making it the sole market presence for many popular brands. Tanger’s acquisition of Pinecrest also included the center’s upscale onsite residential and office components. Management estimates the center to deliver an eight percent return during the first year, with potential for additional growth over time. For additional information on this acquisition, please see the related press release and presentation available at investors.tanger.inc.

In April 2025, the Company sold a non-core center in Howell, Michigan for $17.0 million, which resulted in a non-cash impairment charge of $4.2 million recorded in the first quarter of 2025.

Balance Sheet and Liquidity

In April 2025, the mortgage for Tanger Outlets Memphis was refinanced, increasing the outstanding borrowings from $51.7 million to $61.7 million and extending the maturity date from October 2026 to April 2030. The stated interest rate remained unchanged at Adjusted Secured Overnight Financing Rate (“SOFR”) + 2.0%.

Additionally, in April 2025, the Company entered into $75 million of forward-starting swaps that commence on February 1, 2026 and mature on April 1, 2028 addressing $75 million of interest rate swaps that expire on February 1, 2026. Collectively, the forward-starting swaps fix the Adjusted SOFR base rate at a weighted average of 3.3% compared to 3.5% on this tranche of swaps.

The following balance sheet and liquidity metrics are presented for the total portfolio, including the Company’s pro rata share of unconsolidated joint ventures. As of March 31, 2025:

  • Net debt to Adjusted EBITDAre (calculated as Net debt divided by Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (“Adjusted EBITDAre”)) was 5.2x for the twelve months ended March 31, 2025 compared to 4.8x for the year ended December 31, 2024.
  • Interest coverage ratio (calculated as Adjusted EBITDAre divided by interest expense) was 4.6x for both the first quarter of 2025 and the twelve months ended March 31, 2025.
  • Cash and cash equivalents totaled $16.0 million with $481.0 million of availability on the Company’s $620.0 million unsecured lines of credit and $69.7 million of proceeds available from the potential future settlement of forward sale agreements under the Company’s at-the-market stock offering program.
  • Total outstanding debt aggregated $1.7 billion with $205.2 million (principal) of floating rate debt, representing approximately 12% of total debt outstanding and 4% of total enterprise value.
  • Weighted average interest rate was 4.1%, including current swaps, and weighted average term to maturity of outstanding debt, including extension options, was approximately 3.5 years.
  • Approximately 92% of the total portfolio’s square footage was unencumbered by mortgages with secured debt of $217.5 million (principal), representing 13% of total debt outstanding.
  • Funds Available for Distribution (“FAD”) payout ratio was 53% for the first quarter of 2025.

Adjusted EBITDAre, Net debt and FAD are supplemental non-GAAP financial measures of operating performance. Definitions of Adjusted EBITDAre, Net debt and FAD and reconciliations to the nearest comparable GAAP measures are included later in this release.

Dividend

In April 2025, the Company’s Board of Directors approved a 6.4% increase in the dividend for common shares from $1.10 to $1.17 per share on an annualized basis. Simultaneously, the Company’s Board of Directors authorized a quarterly cash dividend of $0.2925 per share, payable on May 15, 2025 to holders of record on April 30, 2025.

Guidance for 2025

Based on the Company’s results to date, its view on current market conditions, and its outlook for the remainder of 2025, management currently believes the Company’s full-year 2025 net income and FFO per share will be as follows:

For the year ending December 31, 2025:

Current

 

Previous

 

Low

Range

High

Range

 

Low

Range

High

Range

Estimated diluted net income per share

$0.91

$0.99

 

$0.94

$1.02

Depreciation and amortization of real estate assets - consolidated and the Company’s share of unconsolidated joint ventures

1.28

1.28

 

1.28

1.28

Impairment charges - consolidated

0.04

0.04

 

Estimated diluted FFO per share (1)

$2.22

$2.30

 

$2.22

$2.30

The above estimates reflect the following key assumptions (dollars in millions):

For the year ending December 31, 2025:

Current

 

Previous

 

Low

Range

High

Range

 

Low

Range

High

Range

Same Center NOI growth - total portfolio at pro rata share

2.0

%

4.0

%

 

2.0

%

4.0

%

General and administrative expense

$76.5

 

$79.5

 

 

$76.5

 

$79.5

 

Interest expense - consolidated

$63.5

 

$65.5

 

 

$63.5

 

$65.5

 

Other income (expense) (2)

$—

 

$1.0

 

 

$—

 

$1.0

 

Annual recurring capital expenditures, renovations and second generation tenant allowances

$55.0

 

$65.0

 

 

$55.0

 

$65.0

 

 

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

 

(2) Includes interest income.

 

Weighted average diluted common shares are expected to range from approximately 114.5 million to 115.5 million for earnings per share and 119.0 million to 120.0 million for FFO and Core FFO per share. The estimates above reflect the February 2025 acquisition of Pinecrest in Cleveland, Ohio, the April 2025 sale of the center in Howell, Michigan and the April 2025 refinancing of the Company’s mortgage in Southaven, Mississippi (Tanger Outlets Memphis). Guidance does not include the impact of any additional acquisition or sale of any outparcels, properties or joint venture interests, or any additional financing activity.

First Quarter 2025 Conference Call

Tanger will host a conference call to discuss its first quarter 2025 results for analysts, investors and other interested parties on Thursday, May 1, 2025, at 8:30 a.m. Eastern Time. To access the conference call, listeners should dial 1-877-605-1702. Alternatively, a live audio webcast of this call will be available to the public on Tanger’s Investor Relations website, investors.tanger.inc. A telephone replay of the call will be available from May 1, 2025 at approximately 11:30 a.m. through May 15, 2025 at 11:59 p.m. by dialing 1-877-660-6853, replay access code #13752440. An online archive of the webcast will also be available through May 15, 2025.

Upcoming Events

The Company is scheduled to participate in the following upcoming events:

  • A tour of Tanger Outlets Charleston on May 8, 2025 in connection with Wells Fargo’s 28th Annual Real Estate Securities Conference held at Hotel Bennett in Charleston, SC from May 5 through May 7, 2025
  • BMO’s North American Real Estate Conference held at the InterContinental New York Barclay in New York, NY on May 13, 2025
  • A tour of Bridge Street Town Centre, a Tanger Property on May 14, 2025 in Huntsville, AL in connection with Evercore ISI’s Southeast Field Trip
  • ICSC Las Vegas held at the Las Vegas Convention Center in Las Vegas, NV from May 19 through May 20, 2025
  • A tour of Tanger National Harbor on May 28, 2025 in National Harbor, MD in connection with Bank of America’s Washington D.C. Retail Property Tour
  • Nareit’s REITweek: 2025 Investor Conference held at the New York Hilton Midtown in New York, NY from June 3 through June 5, 2025, including a company presentation on June 4, 2025 at 9:30 a.m. Eastern Time. Additional details about the presentation, including a live audio webcast, will be available to the public on Tanger’s Investor Relations website, investors.tanger.inc
  • A tour of Tanger Nashville on June 11, 2025 in Nashville, TN in connection with BMO’s Talladega Nights Deux Tour

About Tanger®

Tanger Inc. (NYSE: SKT) is a leading owner and operator of outlet and open-air retail shopping destinations, with over 44 years of expertise in the retail and outlet shopping industries. Tanger’s portfolio of 37 outlet centers, one adjacent managed center, and three open-air lifestyle centers includes over 16 million square feet well positioned across tourist destinations and vibrant markets in 21 U.S. states and Canada. A publicly traded REIT since 1993, Tanger continues to innovate the retail experience for its shoppers with over 3,000 stores operated by more than 700 different brand name companies. Tanger is furnishing a Form 8-K with the Securities and Exchange Commission (“SEC”) that includes a supplemental information package for the quarter ended March 31, 2025. For more information on Tanger, call 1-800-4TANGER or visit tanger.com.

The Company uses, and intends to continue to use, its Investor Relations website, which can be found at investors.tanger.inc, as a means of disclosing material nonpublic information and for complying with its disclosure obligations under Regulation FD. Additional information about the Company can also be found through social media channels. The Company encourages investors and others interested in the Company to review the information on its Investor Relations website and on social media channels. The information contained on, or that may be accessed through, our website or social media platforms is not incorporated by reference into, and is not a part of, this document.

Safe Harbor Statement

Certain statements made in this earnings release contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and include this statement for purposes of complying with these safe harbor provisions. Forward-looking statements are generally identifiable by use of the words “anticipate,” “believe,” “can,” “continue,” “could,” “designed,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” and similar expressions that do not report historical matters. Such statements are based on assumptions and expectations that may not be realized and are inherently subject to risks, uncertainties and other factors, many of which cannot be predicted with accuracy and some of which might not even be anticipated. Although we believe the expectations reflected in these forward-looking statements are based on reasonable assumptions, future events and actual results, performance, transactions or achievements, financial and otherwise, may differ materially from the results, performance, transactions or achievements expressed or implied by the forward-looking statements. As a result, you should not rely on or construe any forward-looking statements in this release as predictions of future events or as guarantees of future performance. We caution you not to place undue reliance on forward-looking statements, which speak only as of the date of this release. All of our forward-looking statements are qualified in their entirety by this statement.

There are a number of risks, uncertainties and other factors that could cause our actual results to differ materially from the forward-looking statements contained in or contemplated by this release. Any forward-looking statements should be considered in light of the risks, uncertainties and other factors referred to in Item 1A. “Risk Factors” in our Annual Report on Form 10-K and in our other filings with the SEC. Such risks and uncertainties include, but are not limited to: risks associated with general economic and financial conditions, including inflationary pressures and recessionary fears, newly-imposed and potentially additional U.S. tariffs and responsive non-U.S. tariffs, increased capital costs and capital markets volatility, increases in unemployment and reduced consumer confidence and spending; risks related to our ability to develop new retail centers or expand existing retail centers successfully; risks related to the financial performance and market value of our retail centers and the potential for reductions in asset valuations and related impairment charges; our dependence on rental income from real property; the relative illiquidity of real property investments; failure of our acquisitions or dispositions of retail centers to achieve anticipated results; competition for the acquisition and development of retail centers, and our inability to complete the acquisitions of retail centers we may identify; competition for tenants with competing retail centers and our inability to execute leases with tenants on terms consistent with our expectations; the diversification of our tenant mix and our entry into the operation of full price retail may not achieve our expected results; risks associated with environmental regulations; risks associated with possible terrorist activity or other acts or threats of violence and threats to public safety; risks related to international military conflicts, international trade disputes and foreign currency volatility; the fact that certain of our leases include co-tenancy and/or sales-based provisions that may allow a tenant to pay reduced rent and/or terminate a lease prior to its natural expiration; our dependence on the results of operations of our retailers and their bankruptcy, early termination or closing could adversely affect us; the impact of geopolitical conflicts; the immediate and long-term impact of the outbreak of a highly infectious or contagious disease on our tenants and on our business (including the impact of actions taken to contain the outbreak or mitigate its impact); the fact that certain of our properties are subject to ownership interests held by third parties, whose interests may conflict with ours; risks related to climate change; risks related to uninsured losses; the risk that consumer, travel, shopping and spending habits may change; risks associated with our Canadian investments; risks associated with attracting and retaining key personnel; risks associated with debt financing; risks associated with our guarantees of debt for, or other support we may provide to, joint venture properties; the effectiveness of our interest rate hedging arrangements; our potential failure to qualify as a REIT; our legal obligation to pay dividends to our shareholders; legislative or regulatory actions that could adversely affect our shareholders; our dependence on distributions from the Operating Partnership to meet our financial obligations, including dividends; risks of costs and disruptions from cyber-attacks or acts of cyber-terrorism on our information systems or on third party systems that we use; unanticipated threats to our business from changes in information and other technologies, including artificial intelligence; and the uncertainties of costs to comply with regulatory changes and other important factors which may cause actual results to differ materially from current expectations include, but are not limited to, those set forth under Item 1A - “Risk Factors” in the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024, and in other reports that we file with the SEC.

Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise. 

TANGER INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(Unaudited)

 

 

Three months ended

 

March 31,

 

2025

 

 

2024

 

Revenues:

 

 

 

Rental revenues

$129,285

 

 

$117,809

 

Management, leasing and other services

2,407

 

 

2,278

 

Other revenues

3,671

 

 

3,284

 

Total revenues

135,363

 

 

123,371

 

Expenses:

 

 

 

Property operating

41,820

 

 

35,465

 

General and administrative (1)

18,993

 

 

19,490

 

Impairment charges

4,249

 

 

 

Depreciation and amortization

37,146

 

 

33,860

 

Total expenses

102,208

 

 

88,815

 

Other income (expense):

 

 

 

Interest expense

(15,772

)

 

(14,353

)

Other income (expense)

217

 

 

587

 

Total other income (expense)

(15,555

)

 

(13,766

)

Income before equity in earnings of unconsolidated joint ventures

17,600

 

 

20,790

 

Equity in earnings of unconsolidated joint ventures

2,399

 

 

2,516

 

Net income

19,999

 

 

23,306

 

Noncontrolling interests in Operating Partnership

(798

)

 

(973

)

Noncontrolling interests in other consolidated partnerships

 

 

80

 

Net income attributable to Tanger Inc.

19,201

 

 

22,413

 

Allocation of earnings to participating securities

(202

)

 

(231

)

Net income available to common shareholders of Tanger Inc.

$18,999

 

 

$22,182

 

 

 

 

 

Basic earnings per common share:

 

 

 

Net income

$0.17

 

 

$0.20

 

 

 

 

 

Diluted earnings per common share:

 

 

 

Net income

$0.17

 

 

$0.20

 

(1) The 2024 period includes $1.6 million of executive severance costs.  

TANGER INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

(Unaudited)

 

 

March 31,

 

December 31,

 

2025

 

2024

Assets

 

 

 

Rental property:

 

 

 

Land

$332,010

 

 

$311,355

 

Buildings, improvements and fixtures

3,173,065

 

 

3,089,239

 

Construction in progress

8,531

 

 

7,453

 

 

3,513,606

 

 

3,408,047

 

Accumulated depreciation

(1,423,009

)

 

(1,428,017

)

Total rental property, net

2,090,597

 

 

1,980,030

 

Cash and cash equivalents

10,156

 

 

46,992

 

Rental property held for sale

16,628

 

 

 

Investments in unconsolidated joint ventures

64,482

 

 

65,665

 

Deferred lease costs and other intangibles, net

104,792

 

 

85,028

 

Operating lease right-of-use assets

75,762

 

 

76,099

 

Prepaids and other assets

115,442

 

 

127,369

 

Total assets

$2,477,859

 

 

$2,381,183

 

 

 

 

 

Liabilities and Equity

 

 

 

Liabilities

 

 

 

Debt:

 

 

 

Senior, unsecured notes, net

$1,042,182

 

 

$1,041,710

 

Unsecured term loan, net

323,402

 

 

323,182

 

Mortgages payable, net

58,506

 

 

58,867

 

Unsecured lines of credit

139,000

 

 

 

Total debt

1,563,090

 

 

1,423,759

 

Accounts payable and accrued expenses

75,075

 

 

107,775

 

Operating lease liabilities

84,144

 

 

84,499

 

Other liabilities

95,537

 

 

85,476

 

Total liabilities

1,817,846

 

 

1,701,509

 

Commitments and contingencies

 

 

 

Equity

 

 

 

Tanger Inc.:

 

 

 

Common shares, $0.01 par value, 300,000,000 shares authorized, 113,173,206 and 112,738,633 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively

1,132

 

 

1,127

 

Paid in capital

1,187,104

 

 

1,190,746

 

Accumulated distributions in excess of net income

(524,846

)

 

(511,816

)

Accumulated other comprehensive loss

(29,495

)

 

(27,687

)

Equity attributable to Tanger Inc.

633,895

 

 

652,370

 

Equity attributable to noncontrolling interests:

 

 

 

Noncontrolling interests in Operating Partnership

26,118

 

 

27,304

 

Noncontrolling interests in other consolidated partnerships

 

 

 

Total equity

660,013

 

 

679,674

 

Total liabilities and equity

$2,477,859

 

 

$2,381,183

 

TANGER INC. AND SUBSIDIARIES

CENTER INFORMATION (1)

(Unaudited)

 

 

 

March 31,

 

 

2025

 

 

2024

 

Gross Leasable Area Open at End of Period (in thousands):

 

 

 

 

Consolidated

 

13,298

 

 

12,692

 

Unconsolidated

 

2,113

 

 

2,113

 

Pro rata share of unconsolidated

 

1,056

 

 

1,056

 

Managed

 

758

 

 

758

 

 

 

 

 

 

Total Owned and/or Managed Properties (2)

 

16,169

 

 

15,562

 

Total Owned Properties including pro rata share of unconsolidated JVs (2)

 

14,355

 

 

13,748

 

 

 

 

 

 

Centers in Operation at End of Period:

 

 

 

 

Consolidated

 

33

 

 

32

 

Unconsolidated

 

6

 

 

6

 

Managed

 

2

 

 

2

 

Total Owned and/or Managed Properties

 

41

 

 

40

 

 

 

 

 

 

Ending Occupancy:

 

 

 

 

Consolidated (3)

 

95.7

%

 

96.4

%

Unconsolidated

 

97.2

%

 

97.4

%

Total Owned Properties including pro rata share of unconsolidated JVs (3)

 

95.8

%

 

96.5

%

Total Owned Properties including pro rata share of unconsolidated JVs - Same Center (4)

 

95.9

%

 

96.8

%

 

 

 

 

 

Total U.S. States Operated in at End of Period (5)

 

21

 

 

20

 

(1)

 

Operating metrics for March 2025 exclude the center in Howell, Michigan that was sold in April 2025.

(2)

 

Amounts may not recalculate due to the effect of rounding.

(3)

 

March 2025 ending occupancy includes the results of The Promenade at Chenal and Pinecrest, which were acquired in the fourth quarter of 2024 and the first quarter of 2025, respectively.

(4)

 

Excludes the results of The Promenade at Chenal and Pinecrest for March 2025 and the center in Howell, Michigan for March 2024.

(5)

 

The Company also has an ownership interest in two centers located in Ontario, Canada.

 TANGER INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP SUPPLEMENTAL MEASURES (1)

(in thousands, except per share)

(Unaudited)

 

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

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Net income

 

$19,999

 

 

$23,306

 

Adjusted for:

 

 

 

 

Depreciation and amortization of real estate assets - consolidated

 

35,978

 

 

33,052

 

Depreciation and amortization of real estate assets - unconsolidated joint ventures

 

2,860

 

 

2,540

 

Impairment charges - consolidated

 

4,249

 

 

 

FFO

 

63,086

 

 

58,898

 

FFO attributable to noncontrolling interests in other consolidated partnerships

 

 

 

80

 

Allocation of earnings to participating securities

 

(356

)

 

(418

)

FFO available to common shareholders (2)

 

$62,730

 

 

$58,560

 

As further adjusted for:

 

 

 

 

Executive departure-related adjustments (3)

 

 

 

1,554

 

Impact of above adjustments to the allocation of earnings to participating securities

 

 

 

(10

)

Core FFO available to common shareholders (2)

 

$62,730

 

 

$60,104

 

FFO available to common shareholders per share - diluted (2)

 

$0.53

 

 

$0.51

 

Core FFO available to common shareholders per share - diluted (2)

 

$0.53

 

 

$0.52

 

 

 

 

 

 

Weighted Average Shares:

 

 

 

 

Basic weighted average common shares

 

112,396

 

 

108,369

 

Effect of dilutive securities:

 

 

 

 

Equity awards

 

1,557

 

 

1,654

 

Diluted weighted average common shares (for earnings per share computations)

 

113,953

 

 

110,023

 

Exchangeable operating partnership units

 

4,676

 

 

4,708

 

Diluted weighted average common shares (for FFO and Core FFO per share computations) (2)

 

118,629

 

 

114,731

 

(1)

 

Refer to Non-GAAP Definitions beginning on page xv for definitions of the non-GAAP supplemental measures used in this release.

(2)

 

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.

(3)

 

For the 2024 period, represents executive severance costs.

Below is a reconciliation of FFO to FAD (1):

 

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

FFO available to common shareholders

 

$62,730

 

 

$58,560

 

Adjusted for:

 

 

 

 

Corporate depreciation

 

1,168

 

 

808

 

Amortization of finance costs

 

940

 

 

832

 

Amortization of net debt discount

 

205

 

 

174

 

Amortization of equity-based compensation

 

2,926

 

 

3,497

 

Straight-line rent adjustments

 

418

 

 

511

 

Market rent adjustments

 

(402

)

 

95

 

Second generation tenant allowances and lease incentives

 

(3,439

)

 

(4,283

)

Capital improvements

 

(3,047

)

 

(5,357

)

Adjustments from unconsolidated joint ventures

 

(286

)

 

(103

)

FAD available to common shareholders (2)

 

$61,213

 

 

$54,734

 

Dividends per share

 

$0.275

 

 

$0.260

 

FFO payout ratio

 

52

%

 

51

%

FAD payout ratio

 

53

%

 

54

%

Diluted weighted average common shares (2)

 

118,629

 

 

114,731

 

(1)

 

Refer to page ix for a reconciliation of net income to FFO available to common shareholders.

(2)

 

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.

Below is a reconciliation of Net Income to Portfolio NOI and Same Center NOI for the consolidated portfolio and total portfolio at pro rata share:

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Net income

 

$19,999

 

 

$23,306

 

Adjusted to exclude:

 

 

 

 

Equity in earnings of unconsolidated joint ventures

 

(2,399

)

 

(2,516

)

Interest expense

 

15,772

 

 

14,353

 

Other income

 

(217

)

 

(587

)

Impairment charges

 

4,249

 

 

 

Depreciation and amortization

 

37,146

 

 

33,860

 

Other non-property income

 

(40

)

 

(395

)

Corporate general and administrative expenses

 

19,016

 

 

19,489

 

Non-cash adjustments (1)

 

6

 

 

609

 

Lease termination fees

��

(450

)

 

(262

)

Portfolio NOI - Consolidated

 

93,082

 

 

87,857

 

Non-same center NOI - Consolidated

 

(4,037

)

 

(846

)

Same Center NOI - Consolidated (2)

 

$89,045

 

 

$87,011

 

 

 

 

 

 

Portfolio NOI - Consolidated

 

$93,082

 

 

$87,857

 

Pro rata share of unconsolidated joint ventures (3)

 

7,340

 

 

7,241

 

Portfolio NOI - Total portfolio at pro rata share (3)

 

100,422

 

 

95,098

 

Non-same center NOI - Total portfolio at pro rata share (3)

 

(4,037

)

 

(846

)

Same Center NOI - Total portfolio at pro rata share (2) (3)

 

$96,385

 

 

$94,252

 

(1) 

 

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

 

(2)

 

Centers excluded from Same Center NOI:

 
    Little Rock

December 2024

Acquired

Consolidated

   

Cleveland

February 2025

Acquired

Consolidated

   

Howell

March 2025

Held for Sale

Consolidated

(3)

Pro rata share metrics are presented on a constant currency basis. Constant currency is a non-GAAP measure, calculated by applying the average foreign exchange rate for the current period to all periods presented.

Reconciliation of Net Income to Adjusted EBITDA (in thousands)

 

 

 

Three months ended

 

 

March 31,

 

 

2025

 

2024

 

Net income

 

$19,999

 

$23,306

 

Adjusted to exclude:

 

 

 

 

Interest expense, net

 

15,496

 

14,151

 

Income tax expense (benefit)

 

94

 

(335

)

Depreciation and amortization

 

37,146

 

33,860

 

Impairment charges - consolidated

 

4,249

 

 

Compensation-related adjustments (1)

 

 

1,554

 

Adjusted EBITDA

 

$76,984

 

$72,536

 

 

 

Twelve months ended

 

 

March 31,

 

December 31,

 

 

2025

 

2024

Net income

 

$99,453

 

$102,760

Adjusted to exclude:

 

 

 

 

Interest expense, net

 

60,759

 

59,414

Income tax expense (benefit)

 

474

 

45

Depreciation and amortization

 

141,976

 

138,690

Impairment charges - consolidated

 

4,249

 

Compensation-related adjustments (1)

 

 

1,554

Adjusted EBITDA

 

$306,911

 

$302,463

(1) For the 2024 period, represents executive severance costs.  

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

 

 

Three months ended

 

 

March 31,

 

 

2025

 

2024

 

Net income

 

$19,999

 

$23,306

 

Adjusted to exclude:

 

 

 

 

Interest expense, net

 

15,496

 

14,151

 

Income tax expense (benefit)

 

94

 

(335

)

Depreciation and amortization

 

37,146

 

33,860

 

Impairment charges - consolidated

 

4,249

 

 

Pro rata share of interest expense - unconsolidated joint ventures

 

2,134

 

2,169

 

Pro rata share of depreciation and amortization - unconsolidated joint ventures

 

2,860

 

2,540

 

EBITDAre

 

$81,978

 

$75,691

 

Compensation-related adjustments (1)

 

 

1,554

 

Adjusted EBITDAre

 

$81,978

 

$77,245

 

 

 

Twelve months ended

 

 

March 31,

 

December 31,

 

 

2025

 

2024

Net income

 

$99,453

 

$102,760

Adjusted to exclude:

 

 

 

 

Interest expense, net

 

60,759

 

59,414

Income tax expense (benefit)

 

474

 

45

Depreciation and amortization

 

141,976

 

138,690

Impairment charges - consolidated

 

4,249

 

Pro rata share of interest expense - unconsolidated joint ventures

 

8,690

 

8,725

Pro rata share of depreciation and amortization - unconsolidated joint ventures

 

9,654

 

9,334

EBITDAre

 

$325,255

 

$318,968

Compensation-related adjustments (1)

 

 

1,554

Adjusted EBITDAre

 

$325,255

 

$320,522

(1) For the 2024 period, represents executive severance costs.  

Below is a reconciliation of Total debt to Net debt for the consolidated portfolio and total portfolio at pro rata share:

 

 

March 31, 2025

 

 

Consolidated

 

Pro Rata

Share of Unconsolidated JVs

 

Total at

Pro Rata Share

 

 

 

 

Total debt

 

$1,563,090

 

 

$158,256

 

 

$1,721,346

 

Less:

 

 

 

 

 

 

Cash and cash equivalents

 

(10,156

)

 

(5,818

)

 

(15,974

)

Net debt

 

$1,552,934

 

 

$152,438

 

 

$1,705,372

 

 

 

December 31, 2024

 

 

Consolidated

 

Pro Rata

Share of Unconsolidated JVs

 

Total at

Pro Rata Share

 

 

 

 

Total debt

 

$1,423,759

 

 

$158,596

 

 

$1,582,355

 

Less:

 

 

 

 

 

 

Cash and cash equivalents

 

(46,992

)

 

(8,740

)

 

(55,732

)

Net debt

 

$1,376,767

 

 

$149,856

 

 

$1,526,623

 

NON-GAAP DEFINITIONS

Funds From Operations

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

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

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

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

  • FFO does not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments;
  • FFO does not reflect changes in, or cash requirements for, our working capital needs;
  • Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and FFO does not reflect any cash requirements for such replacements; and
  • Other companies in our industry may calculate FFO differently than we do, limiting its usefulness as a comparative measure.

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

Core FFO

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

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

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

  • Core FFO does not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments;
  • Core FFO does not reflect changes in, or cash requirements for, our working capital needs;
  • Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Core FFO does not reflect any cash requirements for such replacements;
  • Core FFO does not reflect the impact of certain cash charges resulting from matters we consider not to be indicative of our ongoing operations; and
  • Other companies in our industry may calculate Core FFO differently than we do, limiting its usefulness as a comparative measure.

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

Funds Available for Distribution

Funds Available for Distribution (“FAD”) is a non-GAAP financial measure that we define as FFO (defined as net income (loss) available to the Company’s common shareholders computed in accordance with GAAP, excluding (i) depreciation and amortization related to real estate, (ii) gains or losses from sales of certain real estate assets, (iii) gains and losses from change in control, (iv) impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity and (v) after adjustments for unconsolidated partnerships and joint ventures calculated to reflect FFO on the same basis), excluding corporate depreciation, amortization of finance costs, amortization of net debt discount (premium), amortization of equity-based compensation, straight-line rent amounts, market rent amounts, second generation tenant allowances and lease incentives, recurring 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 unitholders of the Operating Partnership expressed as a percentage of FAD, facilitates the comparison of dividend coverage between REITs.

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

Portfolio Net Operating Income and Same Center Net Operating Income

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

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

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

Adjusted EBITDA, EBITDAre and Adjusted EBITDAre

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

We define Adjusted EBITDA as net income (loss) available to the Company’s common shareholders computed in accordance with GAAP before net interest expense, income taxes (if applicable), depreciation and amortization, gains and losses on sale of operating properties, joint venture properties, outparcels and other assets, impairment write-downs of depreciated property and of investment in unconsolidated joint ventures caused by a decrease in value of depreciated property in the affiliate, compensation related to voluntary retirement plan and other executive officer severance, certain executive departure-related adjustments, gain on sale of non-real estate asset, casualty gains and losses, gains and losses on early extinguishment of debt, net and other items that we do not consider indicative of the Company’s ongoing operating performance.

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

Adjusted EBITDAre is defined as EBITDAre excluding gains and losses on early extinguishment of debt, net, casualty gains and losses, compensation related to voluntary retirement plan and other executive officer severance, gain on sale of non-real estate asset, gains and losses on sale of outparcels, and other items that we do not consider indicative of the Company’s ongoing operating performance.

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

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

  • They do not reflect our net interest expense;
  • They do not reflect gains or losses on sales of operating properties or impairment write-downs of depreciated property and of investment in unconsolidated joint ventures caused by a decrease in value of depreciated property in the affiliate;
  • Adjusted EBITDA and Adjusted EBITDAre do not reflect gains and losses on extinguishment of debt and other items that may affect operations; and
  • Other companies in our industry may calculate these measures differently than we do, limiting its usefulness as a comparative measure.

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

Net Debt

We define Net debt as total debt less cash and cash equivalents and short-term investments and present this metric for both the consolidated portfolio and for the total portfolio, including the consolidated portfolio and the Company’s pro rata share of unconsolidated joint ventures. Net debt is a component of the Net debt to Adjusted EBITDA ratio, which is defined as Net debt for the respective portfolio divided by Adjusted EBITDA (consolidated portfolio) or Adjusted EBITDAre (total portfolio at pro rata share). We use the Net debt to Adjusted EBITDA and the Net debt to Adjusted EBITDAre ratios to evaluate the Company’s leverage. We believe this measure is an important indicator of the Company’s ability to service its long-term debt obligations.

Contacts