Quarterly report pursuant to Section 13 or 15(d)

Debt of the Operating Partnership

v3.3.0.814
Debt of the Operating Partnership
9 Months Ended
Sep. 30, 2015
Tanger Properties Limited Partnership [Member]  
Debt of the Operating Partnership
Debt of the Operating Partnership

The debt of the Operating Partnership consisted of the following (in thousands):
 
 
 
 
 
 
As of
 
As of
 
 
 
 
 
 
September 30, 2015
 
December 31, 2014
 
 
Stated Interest Rate(s)
 
Maturity Date
 
Principal
 
Premium
 (Discount)
 
Principal
 
Premium
 (Discount)
Senior, unsecured notes:
 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
Senior notes
 
6.125
%
 
June 2020

 
$
300,000

 
$
(1,123
)
 
$
300,000

 
$
(1,276
)
Senior notes
 
3.875
%
 
December 2023

 
250,000

 
(3,468
)
 
250,000

 
(3,732
)
Senior notes
 
3.750
%
 
December 2024

 
250,000

 
(1,328
)
 
250,000

 
(1,418
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Mortgages payable:
 
 
 
 
 
 
 
 
 
 
 
 
Atlantic City (1)
 
5.14%-7.65%

 
November 2021- December 2026

 
43,998

 
3,393

 
45,997

 
3,694

Deer Park
 
LIBOR + 1.50%

 
August 2018

 
150,000

 
(924
)
 
150,000

 
(1,161
)
     Foxwoods
 
LIBOR + 1.65%

 
December 2017

 
70,250

 

 
25,235

 

Hershey (1)
 
5.17%-8.00%

 

 

 

 
29,271

 
399

Ocean City (1)
 
5.24
%
 

 

 

 
17,827

 
99

     Southaven
 
LIBOR + 1.75%

 
April 2018

 
15,248

 

 

 

Note payable (1)
 
1.50
%
 
June 2016

 
10,000

 
(122
)
 
10,000

 
(241
)
Unsecured term loan
 
LIBOR + 1.05%

 
February 2019

 
250,000

 

 
250,000

 

Unsecured term note
 
LIBOR + 1.30%

 
August 2017

 
7,500

 

 
7,500

 

Unsecured lines of credit
 
LIBOR + 1.00%

 
October 2017

 
195,800

 

 
111,000

 

 
 
 
 
 
 
$
1,542,796

 
$
(3,572
)
 
$
1,446,830

 
$
(3,636
)
(1)
The effective interest rates assigned during the purchase price allocation to these assumed mortgages and note payable during acquisitions in 2011 were as follows: Atlantic City 5.05%, Hershey 3.40%, Ocean City 4.68%, and note payable 3.15%.

Certain of our properties, which had a net book value of approximately $604.1 million at September 30, 2015 and $602.7 million at December 31, 2014, serve as collateral for mortgages payable. We maintain unsecured lines of credit that provide for borrowings of up to $520.0 million. The unsecured lines of credit include a $20.0 million liquidity line and a $500.0 million syndicated line. The syndicated line may be increased to $750.0 million through an accordion feature in certain circumstances.

We provide guarantees to lenders for our joint ventures which include standard non-recourse carve out indemnifications for losses arising from items such as but not limited to fraud, physical waste, payment of taxes, environmental indemnities, misapplication of insurance proceeds or security deposits and failure to maintain required insurance. For construction and term loans, we may include a guaranty of completion as well as a principal guaranty ranging from 5% to 100% of principal.  The principal guarantees include terms for release or reduction based upon satisfactory completion of construction and performance targets including occupancy thresholds and minimum debt service coverage tests. With regard to the Southaven mortgage discussed below which is held within a consolidated VIE, we have provided to the lenders a guaranty of completion as well as a principle guaranty of 50% of the principle which may be reduced to 10% of principle based upon satisfactory completion of certain construction and performance targets. The maximum amount of the guaranty, once the mortgage is fully funded, will be approximately $30.0 million.

The unsecured lines of credit and senior unsecured notes include covenants that require the maintenance of certain ratios, including debt service coverage and leverage, and limit the payment of dividends such that dividends and distributions will not exceed funds from operations, as defined in the agreements, for the prior fiscal year on an annual basis or 95% of funds from operations on a cumulative basis. As of September 30, 2015, we were in compliance with all of our debt covenants.

Ocean City Mortgage

In July 2015, we repaid the mortgage associated with our Ocean City, Maryland outlet center, which was assumed as part of the acquisition of the property in 2011. The maturity date of the mortgage was January 6, 2016 and had a principal balance at the date of extinguishment of $17.6 million. We also wrote off the remaining unamortized premium associated with the mortgage totaling approximately $51,000.

Hershey Mortgage

During the second quarter of 2015, we repaid the mortgages associated with our Hershey, Pennsylvania property, which were assumed as part of the acquisition of the property in 2011. The maturity date of the mortgages was August 1, 2015 and had a principal balance at the date of extinguishment of $29.0 million. We also wrote off the remaining unamortized premiums associated with the mortgages totaling approximately $201,000.

Southaven Mortgage

In April 2015, the consolidated joint venture closed on a mortgage loan with the ability to borrow up to $60.0 million at an interest rate of LIBOR +1.75%. The loan initially matures on April 29, 2018, with one two-year extension option.

Debt Maturities

Maturities of the existing long-term debt as of September 30, 2015 are as follows (in thousands):
Calendar Year
 
Amount

2015
 
$
686

2016
 
12,842

2017
 
276,558

2018
 
168,432

2019
 
253,369

Thereafter
 
830,909

Subtotal
 
1,542,796

Net discount
 
(3,572
)
Total
 
$
1,539,224