Item 1.01 Entry into a Material Definitive Agreement
OnJuly 13, 2021 ,Tanger Properties Limited Partnership (the "Operating Partnership"), a majority owned subsidiary ofTanger Factory Outlet Centers, Inc. (the "Company"), entered into a Fourth Amended and Restated Credit Agreement by and among theOperating Partnership , the lenders party thereto, andBank of America, N.A ., as administrative agent and L/C issuer (the "Amended and Restated Credit Agreement"). Among other changes, the Amended and Restated Credit Agreement extended the maturity fromOctober 29, 2021 toJuly 14, 2025 (which may be extended by one additional year by exercising two six-month extension options), decreased the aggregate principal amount of credit available under the Amended and Restated Credit Agreement from$580 million to$500 million , and increased the amount of the accordion feature by which theOperating Partnership may request an increase in the aggregate principal amount of credit available from an additional$620 million to an additional$700 million . The total potential borrowings under the Amended and Restated Credit Agreement remained unchanged at$1.2 billion . Pricing under the Amended and Restated Credit Agreement remained the same, however the Company will be entitled to a one basis point annual reduction in the interest rate if it meets certain sustainability thresholds as provided in the Amended and Restated Credit Agreement and the LIBOR interest rate floor of 0.25% that was imposed as part of theJune 2020 Modification to the Third Amended and Restated Credit Agreement was removed. The Amended and Restated Credit Agreement also includes provisions to accommodate a transition from the London Interbank Offered Rate ("LIBOR") to an alternate benchmark rate upon the phase out of LIBOR as a reference rate and made certain other immaterial changes. Concurrently with the Amended and Restated Credit Agreement, theOperating Partnership entered into a Fourth Amended and Restated Liquidity Credit Agreement by and among theOperating Partnership , the lenders party thereto, andBank of America, N.A ., as administrative agent (the "Liquidity Credit Agreement"), which provides for a$20 million unsecured line of credit, and a Second Amendment to Second Amended and Restated Term Loan Agreement by and among theOperating Partnership , the lenders party thereto,Wells Fargo Bank, National Association , as administrative agent, and the Company as guarantor (the "Term Loan Amendment"), which provides for a$300 million term loan facility. The Liquidity Credit Agreement and the Term Loan Amendment made certain conforming changes from the Amended and Restated Revolving Credit Agreement, including, in the case of the Liquidity Credit Agreement, extending the maturity to conform with the maturity of the Amended and Restated Revolving Credit Agreement. The maturity of the Term Loan Agreement did not change.
All three credit facilities continue to be guaranteed by the Company pursuant to separate but substantively identical guaranty agreements for each facility.
The foregoing descriptions of the amendments are qualified in their entirety by reference to the full text of the amendments, which are filed as exhibits hereto and incorporated herein by reference. Capitalized terms used but not defined herein have the meanings ascribed to them in the respective amendment.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information required by Item 2.03 is set forth in Item 1.01 above, which is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The following exhibits are included with this Report:
--------------------------------------------------------------------------------
Exhibit No.
10.1 Fourth Amended and Restated Credit Agreement,
dated as of
by and amongTanger Properties Limited
Partnership, as the Borrower, Bank
ofAmerica, N.A. , as Administrative Agent and
L/C Issuer, and the Other
Lenders Party Thereto,BofA Securities, Inc. ,
Truist Bank andU.S. Bank National Association ,
as Joint Bookrunners and
Joint Lead Arrangers,Wells Fargo Bank ,
National Association,
National Association andTruist Securities ,
Inc. as Syndication Agents,
Regions Bank andTD Bank, N.A . as Managing
as Sustainability Agent. 10.2 Fourth Amended and Restated Liquidity Credit
Agreement, dated as of July
13, 2021, by and amongTanger Properties
Limited Partnership, as the
Borrower,Bank of America, N.A ., as
Administrative Agent, and the Other
Lenders Party Thereto. 10.3 Second Amendment to Second Amended and
Restated Term Loan Agreement,
dated as ofJuly 13, 2021 , between Tanger
as the Borrower,Tanger Factory Outlet Centers ,
Inc., as the Guarantor, and
Wells Fargo Bank, National Association , as
Administrative Agent, and the
lenders party thereto. 104 Cover Page Interactive Data File - the cover
page XBRL tags are embedded
within the Inline XBRL document
--------------------------------------------------------------------------------
© Edgar Online, source