Tanger Prices $220M of 2.375% Exchangeable Notes Due 2031, Nets $214M
Tanger Properties priced and upsized $220 million of 2.375% exchangeable senior notes due 2031, with a $30 million extension option, expected to net $214 million (or $243 million if fully exercised). Proceeds will fund capped calls, repurchase 0.6 million shares for ~$20 million and repay $350 million of 2026 debt.
1. Tanger Announces Pricing of Upsized Exchangeable Senior Notes Offering
Tanger Properties Limited Partnership has priced and upsized its previously announced private placement of $220 million aggregate principal amount of 2.375% Exchangeable Senior Notes due 2031, with an initial purchasers’ option to acquire an additional $30 million. The notes are expected to settle on January 12, 2026 and to generate approximately $214 million in net proceeds (or $243 million if the option is exercised) after discounts and offering expenses. Concurrently, the company entered into capped call transactions covering the underlying common shares at a cap approximately 40% above the last reported trading level. Interest on the senior unsecured notes will be paid semi-annually commencing July 15, 2026, and the notes mature January 15, 2031, with full guarantee by Tanger. The initial exchange rate is set at 24.0662 shares per $1,000 principal (an initial exchange premium of about 22.5%), subject to adjustment for corporate events but not for accrued interest. Exchange rights are limited until October 15, 2030, after which holders may exchange at any time prior to maturity. In specified scenarios, including fundamental changes or redemptions, holders may require repurchase or benefit from exchange rate increases. The issuer may redeem the notes to preserve its REIT status before January 2029 and thereafter upon meeting a share-price-based trigger. Proceeds usage includes approximately $8 million for capped call costs, $20 million to repurchase roughly 0.6 million shares, full repayment of unsecured credit lines and a 3.125% senior note due 2026, with any remaining proceeds for general corporate purposes.
2. Tanger Closes $550 Million of Unsecured Term Loan Facilities
Tanger Properties Limited Partnership has closed on $550 million of unsecured term loans, expanding its total term loan capacity by $225 million. The new facilities extend debt maturities, lower overall borrowing costs and broaden the lender group to include additional banks. Proceeds will be used to refinance and repay maturing debt, enhance liquidity for working capital needs and support general corporate initiatives. The improved debt structure lengthens the company’s weighted-average debt duration and provides greater flexibility to manage its open-air outlet portfolio and pursue strategic opportunities.
3. Tanger Announces Proposed Private Placement of $200 Million of Exchangeable Senior Notes
Tanger Properties Limited Partnership intends to launch a private placement of $200 million aggregate principal amount of Exchangeable Senior Notes due 2031 to qualified institutional buyers. Subject to market conditions and regulatory approvals, the offering aims to raise additional capital on terms similar to the recently upsized 2.375% notes. Net proceeds are expected to be used for share repurchases, debt reduction and general corporate purposes, while capped call hedges are anticipated to accompany the issuance to mitigate dilution upon future exchanges.