Tanger Inc. Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Debt of the Operating Partnership

Debt of the Operating Partnership

6 Months Ended

Jun. 30, 2016

Tanger Properties Limited Partnership [Member]

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



				As of				As of
				June 30, 2016				December 31, 2015
	Stated Interest Rate(s)		Maturity Date	Principal		Book Value⁽¹⁾		Principal		Book Value⁽¹⁾
Senior, unsecured notes:

Senior notes	6.125	%	June 2020	$	300,000	$	297,982	$	300,000	$	297,739
Senior notes	3.875	%	December 2023	250,000		245,125		250,000		244,829
Senior notes	3.750	%	December 2024	250,000		246,884		250,000		246,717

Mortgages payable:
Atlantic City ⁽²⁾	5.14%-7.65%		November 2021- December 2026	41,911		44,925		43,312		46,605
Deer Park	LIBOR + 1.50%		—	—		—		150,000		149,145
Foxwoods	LIBOR + 1.65%		December 2017	70,250		69,737		70,250		69,564
Southaven	LIBOR + 1.75%		April 2018	58,989		58,553		45,824		45,273
Westgate	LIBOR + 1.75%		June 2017	62,000		62,000		—		—
Unsecured note payable ⁽²⁾	1.50	%	June 2016	—		—		10,000		9,919
Unsecured term loan	LIBOR + 0.95%		April 2021	325,000		321,980		250,000		248,443
Unsecured term note	LIBOR + 1.30%		—	—		—		7,500		7,470
Unsecured lines of credit	LIBOR + .90%		October 2019	259,200		255,661		190,300		186,220
				$	1,617,350	$	1,602,847	$	1,567,186	$	1,551,924


(1)	Including premiums and net of debt discount and net debt origination costs.


(2)	The effective interest rates assigned during the purchase price allocation to the assumed mortgage and note payable during acquisitions in 2011 were as follows: Atlantic City 5.05% and unsecured note payable 3.15%.

Certain of our properties, which had a net book value of approximately $495.2 million at June 30, 2016 and $622.8 million at December 31, 2015, 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 $1.0 billion through an accordion feature in certain circumstances.

We provide guarantees to lenders for our joint ventures which include standard non-recourse carve out indemnifications for losses arising from items such as but not limited to fraud, physical waste, payment of taxes, environmental indemnities, misapplication of insurance proceeds or security deposits and failure to maintain required insurance. For construction and term loans, we may include a guaranty of completion as well as a principal guaranty ranging from 5% to 100% of principal. The principal guarantees include terms for release or reduction based upon satisfactory completion of construction and performance targets including occupancy thresholds and minimum debt service coverage tests.

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 June 30, 2016, we were in compliance with all of our debt covenants.

Unsecured Note Payable Repayment

In June 2016, our $10.0 million unsecured note payable became due and was repaid on June 23, 2016.

Deer Park Debt Repayment

In January 2016, we repaid our $150.0 million floating rate mortgage loan, which had an original maturity date in August 2018 and related to our 749,000 square foot Deer Park outlet center.

Unsecured Term Note Repayment

In February 2016, we repaid our $7.5 million unsecured term note, which had an original maturity date in August 2017.

Unsecured Term Loan

In April 2016, we amended our unsecured term loan to increase the size of the loan from $250.0 million to $325.0 million, extend the maturity date from February 23, 2019 to April 13, 2021, reduce the interest rate spread over LIBOR from 1.05% to 0.95%, and increase the incremental loan availability through an accordion feature from $150.0 million to $175.0 million.

Debt Maturities

Maturities of the existing long-term debt as of June 30, 2016 for the next five years and thereafter are as follows (in thousands):



Calendar Year	Amount
2016	$	1,442
2017	135,258
2018	62,172
2019	262,569
2020	303,566
Thereafter	852,343
Subtotal	1,617,350
Net discount and debt origination costs	(14,503		)
Total	$	1,602,847