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What changed in TANGER INC.'s 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of TANGER INC.'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+293 added−284 removedSource: 10-K (2025-02-21) vs 10-K (2024-02-21)

Top changes in TANGER INC.'s 2024 10-K

293 paragraphs added · 284 removed · 219 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

88 edited+36 added−18 removed167 unchanged
Biggest changeShould a loss occur that is uninsured or in an amount exceeding the combined aggregate limits for the insurance policies noted above or in the event of a loss that is subject to a substantial deductible under an insurance policy, we could lose all or part of our capital invested in and anticipated revenue from one or more of our centers, which could adversely affect our results of operations and financial condition, as well as our ability to pay dividends to our shareholders. 21 Under the terms and conditions of our leases, tenants generally are required to indemnify and hold us harmless from liabilities resulting from injury to persons and contamination of air, water, land or property, on or off the premises, due to activities conducted in the leased space, except for claims arising from negligence or intentional misconduct by us or our agents.
Biggest changeShould a loss occur that is uninsured or in an amount exceeding the combined aggregate limits for the insurance policies noted above or in the event of a loss that is subject to a substantial deductible under an insurance policy, we could lose all or part of our capital invested in and anticipated revenue from one or more of our centers, which could adversely affect our results of operations and financial condition, as well as our ability to pay dividends to our shareholders.
In April 2020, Stephen Yalof, a successful and proven retail and real estate executive, joined the Company as President and Chief Operating Officer, as part of an executive succession plan for the role of Chief Executive Officer. Mr. Yalof became the Chief Executive Officer of the Company effective January 1, 2021.
In April 2020, Stephen Yalof, a successful and proven retail and real estate executive, joined the Company as President and Chief Operating Officer, as part of an executive succession plan for the role of Chief Executive Officer. Mr. Yalof became the Chief Executive Officer of the Company effective January 1, 2021. Mr.
We have elected to be taxed as a REIT for U.S. federal income tax purposes under the Code. We believe that we are organized and operate in a manner that has allowed us to qualify and will allow us to remain qualified as a REIT under the Internal Revenue Code of 1986, as amended (the "Internal Revenue Code").
We have elected to be taxed as a REIT for U.S. federal income tax purposes under the Internal Revenue Code. We believe that we are organized and operate in a manner that has allowed us to qualify and will allow us to remain qualified as a REIT under the Internal Revenue Code of 1986, as amended (the "Internal Revenue Code").
The market price per share of our common stock may fluctuate significantly in response to a variety of factors, many of which are beyond our control, including, but not limited to: • the availability and cost of debt and/or equity capital; • the condition of our balance sheet; • actual or anticipated capital requirements; • the condition of the financial and banking industries; • actual or anticipated variations in our quarterly operating results or dividends; • the amount and timing of debt maturities and other contractual obligations; • changes in our net income, funds from operations, or guidance; • the publication of research reports and articles (or false or misleading information) about us, our tenants, the real estate industry, or the retail industry; • the general reputation of REITs and the attractiveness of their equity securities in comparison to other debt or equity securities (including securities issued by other real estate-based companies); • general stock and bond market conditions, including changes in interest rates on fixed-income securities, that may lead prospective shareholders to demand a higher annual yield from future dividends; • changes in our analyst ratings; • changes in our corporate credit ratings or credit ratings of our debt or other securities; • changes in market valuations of similar companies; • adverse market reaction to any additional debt we incur or equity we raise in the future; • additions, departures, or other announcements regarding our key management personnel and/or the Board; • actions by institutional shareholders; 24 • speculation in the press or investment community; • short selling of our common shares; • the publication or dissemination of opinions, characterizations, or disinformation that are intended to create negative market momentum, including through the use of social media; • risks associated with generative artificial intelligence tools and large language models and the conclusions that these tools and models may draw about our business and prospects in connection with the dissemination of negative opinions, characterizations, or disinformation; • terrorist activity adversely affecting the markets in which our securities trade, possibly increasing market volatility and causing the further erosion of business and consumer confidence and spending; • government regulatory action and changes in tax laws; • fiscal policies or inaction at the U.S. federal government level that may lead to federal government shutdowns or negative impacts on the U.S. economy; • fluctuations due to general market volatility; • disruptions in the banking sector or failures of financial institutions that we or our tenants may or may not have business relationships with; • global market factors adversely affecting the U.S. and Canadian economic and political environments; • general market and economic conditions; and • the realization of any of the other risk factors included in this annual report on Form 10-K.
The market price per share of our common stock may fluctuate significantly in response to a variety of factors, many of which are beyond our control, including, but not limited to: • the availability and cost of debt and/or equity capital; • the condition of our balance sheet; • actual or anticipated capital requirements; • the condition of the financial and banking industries; • actual or anticipated variations in our quarterly operating results or dividends; • the amount and timing of debt maturities and other contractual obligations; • changes in our net income, funds from operations, or guidance; • the publication of research reports and articles (or false or misleading information) about us, our tenants, the real estate industry, or the retail industry; • the general reputation of REITs and the attractiveness of their equity securities in comparison to other debt or equity securities (including securities issued by other real estate-based companies); • general stock and bond market conditions, including changes in interest rates on fixed-income securities, that may lead prospective shareholders to demand a higher annual yield from future dividends; • changes in our analyst ratings; • changes in our corporate credit ratings or credit ratings of our debt or other securities; • changes in market valuations of similar companies; • adverse market reaction to any additional debt we incur or equity we raise in the future; 23 • additions, departures, or other announcements regarding our key management personnel and/or the Board; • actions by institutional shareholders; • speculation in the press or investment community; • short selling of our common shares; • the publication or dissemination of opinions, characterizations, or disinformation that are intended to create negative market momentum, including through the use of social media; • risks associated with generative artificial intelligence tools and large language models and the conclusions that these tools and models may draw about our business and prospects in connection with the dissemination of negative opinions, characterizations, or disinformation; • terrorist activity adversely affecting the markets in which our securities trade, possibly increasing market volatility and causing the further erosion of business and consumer confidence and spending; • government regulatory action and changes in tax laws; • fiscal policies or inaction at the U.S. federal government level that may lead to federal government shutdowns or negative impacts on the U.S. economy; • fluctuations due to general market volatility; • disruptions in the banking sector or failures of financial institutions that we or our tenants may or may not have business relationships with; • global market factors adversely affecting the U.S. and Canadian economic and political environments; • general market and economic conditions; and • the realization of any of the other risk factors included in this annual report on Form 10-K.
A successful breach of our computer systems, software, networks, or other technology assets could occur and persist for an extended period of time before being detected due to, among other things: • the breadth of our operations and the high volume of transactions that our systems process; • the wide breadth of software required to run our business, and the increase in supply chain attacks by advanced persistent threats; 28 • the large number of our business partners; • the frequency and wide variety of sources from which a cyberattack can originate; • the severity of cyberattacks; and • the proliferation and increasing sophistication and types of cyberattacks.
A successful breach of our computer systems, software, networks, or other technology assets could occur and persist for an extended period of time before being detected due to, among other things: • the breadth of our operations and the high volume of transactions that our systems process; • the wide breadth of software required to run our business, and the increase in supply chain attacks by advanced persistent threats; • the large number of our business partners; • the frequency and wide variety of sources from which a cyberattack can originate; • the severity of cyberattacks; and • the proliferation and increasing sophistication and types of cyberattacks.
While we carry insurance related to cybersecurity events, our policies may not cover all of the costs and liabilities that could be incurred as the result of cyberattack or other security incident. An increased focus on metrics and reporting related to environmental, social and governance (“ESG”) factors, may impose additional costs and expose us to new risks.
While we carry insurance related to cybersecurity events, our policies may not cover all of the costs and liabilities that could be incurred as the result of cyberattack or other security incident. 28 An increased focus on metrics and reporting related to environmental, social and governance (“ESG”) factors, may impose additional costs and expose us to new risks.
Tanger customers shop and save on their favorite branded merchandise including men's, women's and children's ready-to-wear, digitally native brands, lifestyle apparel, footwear, jewelry and accessories, tableware, housewares, luggage and home goods. In addition, we are focused on adding non-traditional uses to our tenant mix, including experiential and food and beverage tenants.
Tanger customers shop and save on their favorite branded merchandise including men's, women's and children's ready-to-wear, digitally native brands, lifestyle apparel, footwear, jewelry and accessories, beauty, tableware, housewares, luggage and home goods. In addition, we are focused on adding non-traditional uses to our tenant mix, including experiential and food and beverage tenants.
These actions could have the effect of reducing our income and amounts available for distribution to our shareholders. 26 The tax imposed on REITs engaging in “prohibited transactions” may limit our ability to engage in transactions which would be treated as sales for U.S. federal income tax purposes.
These actions could have the effect of reducing our income and amounts available for distribution to our shareholders. The tax imposed on REITs engaging in “prohibited transactions” may limit our ability to engage in transactions which would be treated as sales for U.S. federal income tax purposes.
Additionally, we take steps to detect and remediate vulnerabilities, but we may not be able to detect and remediate all vulnerabilities because the threats and techniques used to exploit the vulnerability change frequently and are often sophisticated in nature. Therefore, such vulnerabilities could be exploited but may not be detected until after a security incident has occurred.
Additionally, we take steps to detect and remediate vulnerabilities, but we may not be able to detect and remediate all vulnerabilities because the threats and techniques used to exploit vulnerabilities change frequently and are often sophisticated in nature. Therefore, such vulnerabilities could be exploited but may not be detected until after a security incident has occurred.
If we are unable to access capital markets to refinance our indebtedness on acceptable terms, we might be forced to dispose of properties on disadvantageous terms, which might result in losses. 22 The Company depends on distributions from the Operating Partnership to meet its financial obligations, including dividends.
If we are unable to access capital markets to refinance our indebtedness on acceptable terms, we might be forced to dispose of properties on disadvantageous terms, which might result in losses. The Company depends on distributions from the Operating Partnership to meet its financial obligations, including dividends.
As one of the original participants in the outlet industry and through key additions to our executive, leasing, operating and center teams, we have long-standing relationships with many of our tenants that we believe are critical in operating, managing, developing, and acquiring successful centers.
As one of the original participants in the outlet industry and through key additions to our executive, leasing, operating and center teams, we have long-standing relationships with many of our tenants that we believe are critical in operating, managing, developing, and acquiring successful retail centers.
In addition, the number of entities competing to acquire or develop retail centers has increased and may continue to increase in the future, which could increase demand for these retail centers and the prices we must pay to acquire or develop them. Financial Information We have one reportable operating segment.
In addition, the number of entities competing to acquire or develop retail centers has increased and may continue to increase in the future, which could increase demand for these retail centers and the prices we must pay to acquire or develop them. 13 Financial Information We have one reportable operating segment.
Some of the risks to which our centers are subject, including risks of terrorist attacks, war, earthquakes, hurricanes and other natural disasters, are not insurable or may not be insurable in the future.
Some of the risks to which our centers are subject, including risks of terrorist attacks, war, earthquakes, wildfires, hurricanes and other natural disasters, are not insurable or may not be insurable in the future.
Additionally, we are adding food, beverage, and entertainment options, along with other services, at our centers to attract new shoppers, extend visitor dwell time and increase frequency of visits. No single tenant, including all of its store concepts, accounted for 10% or more of our combined base and percentage rental revenues during the years ended 2023, 2022 or 2021.
Additionally, we are adding food, beverage, and entertainment options, along with other services, at our centers to attract new shoppers, extend visitor dwell time and increase frequency of visits. No single tenant, including all of its store concepts, accounted for 10% or more of our combined base and percentage rental revenues during the years ended 2024, 2023 or 2022.
The economic performance and market values of our real property investments may be affected by many factors, including changes in the international, national, regional and local economic climate, inflation, deflation, interest rates, changes in government policies and regulations, including changes in tax laws, unemployment rates, consumer confidence, consumer shopping preferences, local conditions such as an oversupply of space or a reduction in demand for real estate in the area, the attractiveness of the properties to tenants, competition from other available space, our ability to provide adequate maintenance and insurance, increased operating costs and increased costs to address environmental impacts related to climate change or natural disasters.
The economic performance and market values of our real property investments may be affected by many factors, including changes in the international, national, regional and local economic climate, political and legislative uncertainty, inflation, deflation, interest rates, changes in government policies and regulations, including changes in tax laws, unemployment rates, consumer confidence, consumer shopping preferences, local conditions such as an oversupply of space or a reduction in demand for real estate in the area, the attractiveness of the properties to tenants, competition from other available space, our ability to provide adequate maintenance and insurance, increased operating costs and increased costs to address environmental impacts related to climate change or natural disasters.
Based on cash provided by operations, cash and cash equivalents, our short-term investments, existing lines of credit, ongoing relationships with certain financial institutions and our ability to issue debt or equity subject to market conditions, we believe that we have access to the necessary financing to fund our planned capital expenditures during 2024.
Based on cash provided by operations, cash and cash equivalents, our short-term investments, existing lines of credit, ongoing relationships with certain financial institutions and our ability to issue debt or equity subject to market conditions, we believe that we have access to the necessary financing to fund our planned capital expenditures during 2025.
To generate capital to reinvest into other attractive investment opportunities, we may also consider the use of additional operational and developmental joint ventures, the sale or lease of outparcels on our existing properties and the sale of certain properties that do not meet our long-term investment criteria.
To generate capital to reinvest into other attractive investment opportunities, we may also consider the use of financial, operational and developmental joint ventures, the sale or lease of outparcels on our existing properties and the sale of certain properties that do not meet our long-term investment criteria.
Risks Related to our Business Conditions that adversely affect the general retail environment could materially and adversely affect us Our primary source of revenue is derived from retail tenants, which means that we could be materially and adversely affected by conditions that materially and adversely affect the retail environment generally, including, without limitation: 18 • domestic issues, such as government policies and regulations, tariffs, energy prices, market dynamics, rising interest rates, inflation and limited growth in consumer income as well as from actual or perceived changes in economic conditions, which can result from global events such as international trade disputes, a foreign debt crisis, foreign currency volatility, natural disasters, war, epidemics and pandemics, the fear of spread of contagious diseases, and civil unrest and terrorism; • levels of consumer spending, changes in consumer confidence, income levels, and fluctuations in seasonal spending in the United States and internationally; • supply chain disruptions and labor shortages; • consumer perceptions of the safety, convenience and attractiveness of our centers, including due to a heightened level of concern in public places due to risks associated with the transmission of disease, random acts of violence or consumer perception of increased risk of criminal activity; • the impact on our retail tenants and demand for retail space at our centers from the increasing use of the Internet by retailers and consumers, which accelerated during the COVID-19 pandemic; • the creditworthiness of our retail tenants and the availability of new creditworthy tenants and the related impact on our occupancy levels and lease income; • the willingness of retailers to lease space in our properties at attractive rents, or at all; • changes in applicable laws and regulations, including tax, environmental, safety and zoning; • changes in regional and local economies, which may be affected by increased rates of unemployment, increased foreclosures, higher taxes, decreased tourism, industry slowdowns, adverse weather conditions, and other factors; • increased costs of maintenance, insurance and operations (including real estate taxes); and • epidemics, pandemics or other public health crises, like the COVID-19 pandemic, and the governmental reaction thereto.
The resulting expenditures and restrictions could have a material adverse effect on our financial condition and operating results. 18 Risks Related to our Business Conditions that adversely affect the general retail environment could materially and adversely affect us Our primary source of revenue is derived from retail tenants, which means that we could be materially and adversely affected by conditions that materially and adversely affect the retail environment generally, including, without limitation: • domestic issues, such as government policies and regulations, tariffs, energy prices, market dynamics, rising interest rates, inflation and limited growth in consumer income as well as from actual or perceived changes in economic conditions, which can result from global events such as international trade disputes, a foreign debt crisis, foreign currency volatility, natural disasters, war, epidemics and pandemics, the fear of spread of contagious diseases, and civil unrest and terrorism; • levels of consumer spending, changes in consumer confidence, income levels, and fluctuations in seasonal spending in the United States and internationally; • supply chain disruptions and labor shortages; • consumer perceptions of the safety, convenience and attractiveness of our centers, including due to a heightened level of concern in public places due to risks associated with the transmission of disease, random acts of violence or consumer perception of increased risk of criminal activity; • the impact on our retail tenants and demand for retail space at our centers from the increasing use of the Internet by retailers and consumers, which accelerated during the COVID-19 pandemic; • the creditworthiness of our retail tenants and the availability of new creditworthy tenants and the related impact on our occupancy levels and lease income; • the willingness of retailers to lease space in our properties at attractive rents, or at all; • changes in applicable laws and regulations, including tax, environmental, safety and zoning; • changes in regional and local economies, which may be affected by increased rates of unemployment, increased foreclosures, higher taxes, decreased tourism, industry slowdowns, adverse weather conditions, and other factors; • increased costs of maintenance, insurance and operations (including real estate taxes); and • epidemics, pandemics or other public health crises, like the COVID-19 pandemic, and the governmental reaction thereto.
As of December 31, 2023, no single tenant accounted for more than 8% of our leasable square feet or 6% of our combined base and percentage rental revenues. 10 A portion of our rental revenues are dependent on variable revenue sources.
As of December 31, 2024, no single tenant accounted for more than 8% of our leasable square feet or 6% of our combined base and percentage rental revenues. 10 A portion of our rental revenues are dependent on variable revenue sources.
Insurance companies may discontinue coverage for certain risks, or, if offered, such coverage may become excessively expensive. Our Canadian investments may subject us to different or greater risk from those associated with our domestic operations. As of December 31, 2023, through a co-ownership arrangement with a Canadian REIT, we have an ownership interest in two centers located in Canada.
Insurance companies may discontinue coverage for certain risks, or, if offered, such coverage may become excessively expensive. 21 Our Canadian investments may subject us to different or greater risk from those associated with our domestic operations. As of December 31, 2024, through a co-ownership arrangement with a Canadian REIT, we have an ownership interest in two centers located in Canada.
Additionally, proprietary, confidential, and/or sensitive information of the Company or our tenants could be leaked, disclosed, or revealed as a result of or in connection with our employees’, personnel’s, or vendors’ use of generative artificial intelligence technologies.
Additionally, proprietary, confidential, and/or sensitive information of the Company or our tenants could be leaked, disclosed, or revealed as a result of or in connection with our employees’, personnel’s, or vendors’ use of generative artificial intelligence or machine-learning technologies.
Certain of these systems have been attacked, and any attack on such systems that results in the unauthorized release or loss of customer, employee or other confidential or sensitive data could have a material adverse effect on our business reputation, increase our costs of remediation and compliance (particularly in light of increased regulation of corporate data privacy and cybersecurity practices) and expose us to material legal claims and liability by private litigants (including class actions) and regulatory agencies.
Certain of these systems have been subjected to attempted attacks, and any attack on such systems that results in the unauthorized release or loss of customer, employee or other confidential or sensitive data could have a material adverse effect on our business reputation, increase our costs of remediation and compliance (particularly in light of increased regulation of corporate data privacy and cybersecurity practices) and expose us to material legal claims and liability by private litigants (including class actions) and regulatory agencies.
As of December 31, 2023, the Operating Partnership guaranteed joint venture-related mortgage indebtedness of $10.0 million. A default by a joint venture under its debt obligations would expose us to liability under a guaranty.
As of December 31, 2024, the Operating Partnership guaranteed joint venture-related mortgage indebtedness of $10.0 million. A default by a joint venture under its debt obligations would expose us to liability under a guaranty.
Our occupancy at our consolidated centers has remained stable at 97% at December 31, 2023 and 2022, respectively. If our occupancy declines, certain centers may fall below the minimum co-tenancy thresholds and could trigger many tenants ability to pay reduced rents, which in turn may negatively impact our results of operations.
Our occupancy at our consolidated centers has remained stable at 98% and 97% at December 31, 2024 and 2023, respectively. If our occupancy declines, certain centers may fall below the minimum co-tenancy thresholds and could trigger many tenants ability to pay reduced rents, which in turn may negatively impact our results of operations.
Approximately, 42% of the square footage of our consolidated portfolio are located in coastal areas, which are at risk to be impacted by storms intensity and 14% of the square footage of our consolidated portfolio are in areas that are at risk to be impacted by rising sea levels.
Approximately, 41% of the square footage of our consolidated portfolio are located in coastal areas, which are at risk to be impacted by storms intensity and 14% of the square footage of our consolidated portfolio are in areas that are at risk to be impacted by rising sea levels.
Consisting of executives from various functional areas of our Company, including, without limitation, Operations, Finance and People and Culture, the Executive Committee advises on the Company's approach to ESG. The Executive Committee monitors progress toward achievement of goals and communicates priority ESG issues to senior leadership.
Consisting of executives from various functional areas of our Company, including, without limitation, Operations, Finance and People and Culture, the Executive Committee advises on the Company's approach to corporate responsibility. The Executive Committee monitors progress toward achievement of goals and communicates priority issues to senior leadership.
We have a diverse tenant base throughout our consolidated portfolio comprising over 2,400 stores operated by more than 660 different brand name companies. Our centers offer shoppers a curated mix of retailers specializing in apparel, footwear, accessories, athletic wear, athleisure, home furnishings, health and beauty, and digitally-native brands.
We have a diverse tenant base throughout our consolidated portfolio comprising over 2,500 stores operated by more than 600 different brand name companies. Our centers offer shoppers a curated mix of retailers specializing in apparel, footwear, accessories, athletic wear, athleisure, home furnishings, health and beauty, and digitally-native brands.
If we were to fail to qualify as a REIT in any taxable year: • we would not be allowed to deduct our distributions to shareholders when computing our taxable income; • we would be subject to federal income tax on our taxable income at regular corporate rates; 25 • for tax years beginning after December 31, 2022, we could also be subject to certain taxes enacted by the Inflation Reduction Act of 2022 that are applicable to non-REIT corporations, such as the nondeductible one percent excise tax on certain stock repurchases; • we would be disqualified from being taxed as a REIT for the four taxable years following the year during which qualification was lost, unless entitled to relief under certain statutory provisions; • our cash available for distributions to shareholders would be reduced; and • we may be required to borrow additional funds or sell some of our assets in order to pay corporate tax obligations that we may incur as a result of our disqualification.
If we were to fail to qualify as a REIT in any taxable year: • we would not be allowed to deduct our distributions to shareholders when computing our taxable income; • we would be subject to federal income tax on our taxable income at regular corporate rates; • for tax years beginning after December 31, 2022, we could also be subject to certain taxes enacted by the Inflation Reduction Act of 2022 that are applicable to non-REIT corporations, such as the nondeductible one percent excise tax on certain stock repurchases; • we would be disqualified from being taxed as a REIT for the four taxable years following the year during which qualification was lost, unless entitled to relief under certain statutory provisions; • our cash available for distributions to shareholders would be reduced; and • we may be required to borrow additional funds or sell some of our assets in order to pay corporate tax obligations that we may incur as a result of our disqualification. 24 We may need to incur additional borrowings to meet the REIT minimum distribution requirement and to avoid excise tax.
We begin by identifying opportunities and risks, and leverage external frameworks and engage stakeholders, executives and our Board members to help identify key ESG issues. These key issues are translated into operational priorities and processes across the Company.
We begin by identifying opportunities and risks, and leverage external frameworks and engage stakeholders, executives and our Board members to help identify key issues impacting our business. These key issues are translated into operational priorities and processes across the Company.
Like many companies, we have experienced intrusions and threats to data and information technology systems, and the risk of a future security breach or disruption, particularly through cyber-attacks or cyber-intrusion, including by computer hackers, foreign governments, and cyber terrorists, has generally increased as the number, intensity and sophistication of attempted attacks and intrusions from around the world have increased.
Like many companies, we and third-party providers of certain information technology systems that we use have experienced intrusions and threats to data and information technology systems, and the risk of a future security breach or disruption, particularly through cyber-attacks or cyber-intrusion, including by computer hackers, foreign governments, and cyber terrorists, has generally increased as the number, intensity and sophistication of attempted attacks and intrusions from around the world have increased.
Our consolidated centers are typically located in a variety of geographical areas, including high frequency tourist destinations and suburbs of vibrant and fast-growing markets. Additionally, our centers are often situated in close proximity to interstate highways that provide accessibility and visibility to potential customers.
Our consolidated centers are typically located in a variety of geographical areas, including high frequency tourist destinations and suburbs of vibrant and fast-growing markets. Additionally, our centers are often situated in close proximity to interstate highways that provide accessibility and visibility to potential customers or that serve as the dominant shopping center in a market.
For the avoidance of doubt, while certain matters discussed in our ESG Report, ESG Policies and other ESG-related disclosures may be significant, any significance should not be read as necessarily rising to the level of materiality as that concept is used for the purposes of our compliance and reporting pursuant to the U.S. federal securities laws and regulations.
For the avoidance of doubt, while certain matters discussed in our 2023 Environmental, Social, and Governance Report may be significant, any significance should not be read as necessarily rising to the level of materiality as that concept is used for the purposes of our compliance and reporting pursuant to the U.S. federal securities laws and regulations.
In addition, based upon current market conditions, one of our centers has an estimated fair value significantly less than its recorded carrying value of approximately $111.1 million. However, based on our current plan with respect to that center, we believe that its carrying amount is recoverable and therefore no impairment charge was recorded.
In addition, based upon current market conditions, our center in Atlantic City, NJ has an estimated fair value significantly less than its recorded carrying value of approximately $106.5 million. However, based on our current plan with respect to that center, we believe that its carrying amount is recoverable and therefore no impairment charge was recorded.
Although we do not intend to hold any properties that would be characterized as held for sale to customers in the ordinary course of our business, unless a sale or disposition qualifies under certain statutory safe harbors, or is held through a taxable REIT subsidiary, such characterization is a factual determination and no guarantee can be given that the IRS would agree with our characterization of our properties or that we will always be able to make use of the available safe harbors.
Although we do not intend to hold any properties that would be characterized as held for sale to customers in the ordinary course of our business, unless a sale or disposition qualifies under certain statutory safe harbors, or is held through a taxable REIT subsidiary, such characterization is a factual determination and no guarantee can be given that the IRS would agree with our characterization of our properties or that we will always be able to make use of the available safe harbors. 25 Complying with REIT requirements may limit our ability to hedge effectively and may cause us to incur tax liabilities.
Many of these providers have likewise experienced and expect to continue to experience cyberattacks and other security incidents. 27 A security compromise of our or our critical providers' information technology systems or business operations could occur through cyber-attacks or cyber-intrusions over the Internet, malware, ransomware, computer viruses, attachments to e-mails, persons inside our organization, or persons with access to systems inside our organization, due to malicious conduct, human error, negligence, and social engineering, as well as due to bugs, coding misconfigurations or other software vulnerabilities.
A security compromise of our or our critical providers' information technology systems or business operations could occur through cyber-attacks or cyber-intrusions over the Internet, malware, ransomware, computer viruses, attachments to e-mails, persons inside our organization, or persons with access to systems inside our organization, due to malicious conduct, human error, negligence, and social engineering, as well as due to bugs, coding misconfigurations or other software vulnerabilities.
The Company controls the Operating Partnership as its sole general partner. Tanger LP Trust holds a limited partnership interest in the Operating Partnership. As of December 31, 2023, the Company and its wholly-owned subsidiaries owned 108,793,251 units of the Operating Partnership and the Non-Company LPs collectively owned 4,707,958 Class A common limited partnership units.
The Company controls the Operating Partnership as its sole general partner. Tanger LP Trust holds a limited partnership interest in the Operating Partnership. As of December 31, 2024, the Company and its wholly-owned subsidiaries owned 112,738,633 units of the Operating Partnership and the Non-Company LPs collectively owned 4,707,958 Class A common limited partnership units.
Losing any one or more of these persons could adversely affect our business, disrupt short-term operational performance, diminish our opportunities and weaken our relationships with lenders, business partners, existing and prospective tenants and others, which could have a material adverse effect on us.
Losing any one or more of these persons could adversely affect our business, disrupt short-term operational performance, diminish our opportunities and weaken our relationships with lenders, business partners, existing and prospective tenants and others, which could have a material adverse effect on us. 29 Use of artificial intelligence presents risks and challenges that could impact our business.
In the event that our current credit ratings are downgraded or removed, we would most likely incur higher borrowing costs and experience greater difficulty in obtaining additional financing, which in turn would have a material adverse impact on our financial condition, results of operations, cash flows, and liquidity. 23 Our interest rate hedging arrangements may not effectively limit our interest rate risk exposure.
In the event that our current credit ratings are downgraded or removed, we would most likely incur higher borrowing costs and experience greater difficulty in obtaining additional financing, which in turn would have a material adverse impact on our financial condition, results of operations, cash flows, and liquidity.
Generally, income from a hedging transaction does not constitute "gross income" for purposes of the 75% or 95% gross income tests, provided that we properly identify the hedging transaction pursuant to the applicable sections of the Code and Treasury Regulations.
The REIT provisions of the Internal Revenue Code limit our ability to hedge our liabilities. Generally, income from a hedging transaction does not constitute "gross income" for purposes of the 75% or 95% gross income tests, provided that we properly identify the hedging transaction pursuant to the applicable sections of the Internal Revenue Code and Treasury Regulations.
Our Core Values of Consider Community First, Seek the Success of Others, Act Fairly and with Integrity and Make it Happen form the foundation of our approach as we set goals to create positive social and economic impact while reducing our environmental footprint.
Our Core Values of Consider Community First, Seek the Success of Others, Act Fairly and with Integrity and Make it Happen form the foundation of our approach as we set goals to create positive social and economic impact while reducing our environmental footprint. Stakeholder Alignment Stakeholder assessments and business priorities drive the strategy behind our corporate responsibility programs.
Our claim against such tenant for uncollectible future rent would be subject to a statutory limitation that might be substantially less than the remaining rent actually owed to us under the tenant’s lease.
The bankruptcy court may authorize the tenant to reject and terminate its lease with us. Our claim against such tenant for uncollectible future rent would be subject to a statutory limitation that might be substantially less than the remaining rent actually owed to us under the tenant’s lease.
For the year ended December 31, 2023, the components of rental revenues are as follows (in thousands): 2023 Rental revenues - fixed $ 343,433 Rental revenues - variable (1) 95,456 Rental revenues $ 438,889 (1) Primarily includes rents based on a percentage of tenant gross sales volume and reimbursable expenses such as common area expenses, utilities, insurance and real estate taxes, which are paid on a pro rata basis.
For the year ended December 31, 2024, the components of rental revenues are as follows (in thousands): 2024 Rental revenues - fixed $ 397,090 Rental revenues - variable (1) 100,426 Rental revenues $ 497,516 (1) Primarily includes rents based on a percentage of tenant gross sales volume and reimbursable expenses such as common area expenses, utilities, insurance and real estate taxes, which are paid on a pro rata basis.
We own partial interests in centers with various joint venture partners. The approval or consent of the other members of these joint ventures is required before we may sell, finance, expand or make other significant changes in the operations of these properties.
The approval or consent of the other members of these joint ventures is required before we may sell, finance, expand or make other significant changes in the operations of these properties.
Capital Strategy We believe we achieve a strong and flexible financial position by attempting to: (1) maintain a conservative leverage position relative to our portfolio when pursuing new development, expansion and acquisition opportunities, (2) extend and sequence debt maturities, (3) manage our interest rate risk through an appropriate mix of fixed and variable rate debt and interest rate hedging strategies, (4) maintain access to liquidity by using our lines of credit in a conservative manner and (5) preserve internally generated sources of capital by maintaining a conservative distribution payout ratio.
Our efforts to engage broad audiences through seasonal events and our digital channels enable our ability to monetize our customer audience for media and sponsorship opportunities with retail partners and nationally trusted brands. 12 Capital Strategy We believe we achieve a strong and flexible financial position by attempting to: (1) maintain a conservative leverage position relative to our portfolio when pursuing new development, expansion and acquisition opportunities, (2) extend and sequence debt maturities, (3) manage our interest rate risk through an appropriate mix of fixed and variable rate debt and interest rate hedging strategies, (4) maintain access to liquidity by using our lines of credit in a conservative manner and (5) preserve internally generated sources of capital by maintaining a conservative distribution payout ratio.
Growth Strategy Our goal is to build shareholder value through a comprehensive, disciplined plan for sustained, long-term growth. We focus our efforts on increasing net operating income at our existing centers, renovating and optimizing selected centers and pursuing disciplined external growth in our current markets and potential new markets through selective ground-up development or the acquisition of retail real estate.
We focus our efforts on increasing net operating income at our existing centers, renovating and optimizing selected centers and pursuing disciplined external growth in our current markets and potential new markets through selective ground-up development or the acquisition of retail real estate.
In addition, we are focused on generating non-store revenues (other revenues), through marketing partnerships, media and return on investment ("ROI") driven sustainability initiatives, and actively managing property operating expenses and marketing expenses as a means of growing net operating income.
In addition, we are focused on generating non-store revenues (other revenues), through marketing partnerships, media and return on investment ("ROI") driven sustainability initiatives, and actively managing property operating expenses and marketing expenses as a means of growing net operating income. Expanding and renovating existing centers Keeping our centers vibrant and growing is a key part of our formula for success.
We recognize that motivation and rewards are different for individuals at various times in their careers, and a balanced blend of monetary and non-monetary rewards can generate valuable business results. We provide employee benefits on par or above industry standards.
We provide numerous training programs, which include topics such as operational training, leadership development, customer service and technology training. We recognize that motivation and rewards are different for individuals at various times in their careers, and a balanced blend of monetary and non-monetary rewards can generate valuable business results. We provide employee benefits on par or above industry standards.
In addition to our Tanger branded outlet portfolio, we recently acquired our first open-air lifestyle center in Huntsville, Alabama which was a natural extension of our capabilities and consistent with our long-term strategy of investing in dominant open-air retail centers in markets that benefit from outsized residential and tourism growth.
In addition to our Tanger branded outlet portfolio, we recently acquired our first three open-air lifestyle centers in Huntsville, Alabama, Little Rock, Arkansas and Cleveland, Ohio, which were natural extensions of our capabilities and consistent with our long-term strategy of investing in dominant open-air retail centers in markets that benefit from outsized residential and economic growth drivers.
Make it Happen - This is the Tanger state of mind, and it is deeply rooted in our heritage. We are empowered to take smart risks, innovate and to use our voices to advocate for our ideas and for others within our communities.
Make it Happen - This is the Tanger state of mind, and it is deeply rooted in our heritage. We are empowered to take smart risks, innovate and to use our voices to advocate for our ideas and for others within our communities. Human Capital As of December 31, 2024, we had 372 full-time employees and 53 part-time employees.
As of December 31, 2023, our consolidated portfolio consisted of 31 outlet centers and one open-air lifestyle center, with a total gross leasable area of approximately 12.7 million square feet, which were 97% occupied and contained over 2,400 stores representing approximately 660 store brands.
As of December 31, 2024, our consolidated portfolio consisted of 31 outlet centers and 2 open-air lifestyle centers, with a total gross leasable area of approximately 13.0 million square feet, which were 98% occupied and contained over 2,500 stores representing approximately 600 store brands.
The managers closely monitor the operation, marketing and local relationships at each of their centers. 13 Insurance We believe that as a whole our properties are covered by adequate comprehensive liability, fire, flood, earthquake and extended loss insurance provided by reputable companies with commercially reasonable and customary deductibles and limits.
Insurance We believe that as a whole our properties are covered by adequate comprehensive liability, fire, flood, earthquake and extended loss insurance provided by reputable companies with commercially reasonable and customary deductibles and limits.
We may be required to make substantial capital expenditures to comply with, and we may be restricted in our ability to renovate or redevelop the properties subject to, those requirements and to comply with the provisions of the ADA. The resulting expenditures and restrictions could have a material adverse effect on our financial condition and operating results.
We may be required to make substantial capital expenditures to comply with, and we may be restricted in our ability to renovate or redevelop the properties subject to, those requirements and to comply with the provisions of the ADA.
Moreover, the security measures employed by third-party service providers may prove to be ineffective at preventing breaches of their systems, which in turn may impact our business and operations.
Further, we may experience delays in developing and deploying remedial measures designed to address any such identified vulnerabilities. 27 Moreover, the security measures employed by third-party service providers may prove to be ineffective at preventing breaches of their systems, which in turn may impact our business and operations.
Acquiring retail real estate We may selectively choose to acquire individual properties or portfolios of properties that meet our strategic investment criteria. We believe that our extensive experience in the retail business, access to capital markets, familiarity with real estate markets and our management experience will allow us to evaluate and execute our acquisition strategy successfully over time.
We believe that our extensive expertise in the retail real estate business, access to capital markets, familiarity with real estate markets and our management experience will allow us to evaluate and execute our acquisition strategy successfully over time.
Investors and other stakeholders have become more focused on understanding how companies address a variety of ESG factors. As they evaluate investment decisions, many investors look not only at company disclosures but also to ESG rating systems that have been developed by third parties to allow ESG comparisons among companies.
Views about ESG have become a consideration in investment decisions, and as investors evaluate investment decisions, many investors look not only at company disclosures but also to ESG rating systems that have been developed by third parties to allow ESG comparisons among companies.
Failure to participate in certain of the third party ratings systems, failure to score well in those ratings systems or failure to provide certain ESG disclosures could result in reputational harm when investors compare us to other companies, and could cause certain investors to be unwilling to invest in our shares, which could adversely impact our share price. 29 Our success depends, in part, on our ability to attract, retain and develop talented employees, and our failure to do so, including the loss of any one of our key personnel, could adversely impact our business.
Failure to participate in certain of the third party ratings systems, failure to score well in those ratings systems or failure to provide certain ESG disclosures could result in reputational harm when investors compare us to other companies, and could cause certain investors to be unwilling to invest in our shares, which could adversely impact our share price.
Also, the issuance of additional shares of capital stock or interests in subsidiaries to fund future operations could dilute the ownership of our then-existing stakeholders. Even as liquidity returns to the market, debt and equity capital may be more expensive than in prior years. The Operating Partnership guarantees debt or otherwise provides support for a number of joint venture properties.
Even as liquidity returns to the market, debt and equity capital may be more expensive than in prior years. 22 The Operating Partnership guarantees debt or otherwise provides support for a number of joint venture properties.
In addition, we had $325.0 million of forward starting interest rate swap agreements as of December 31, 2023, which became effective on February 1, 2024. We manage our exposure to interest rate risk by periodically entering into interest rate hedging agreements to effectively fix a portion of our variable rate debt.
As of December 31, 2024, we had interest rate hedging agreements in place for $325.0 million of variable rate cash flows which expire between February 1, 2026 and January 1, 2027. We manage our exposure to interest rate risk by periodically entering into interest rate hedging agreements to effectively fix a portion of our variable rate debt.
Financing Transactions ATM Equity Offerings During 2023, we sold 3.5 million common shares under our at-the-market stock offering (“ATM Offering”) program at a weighted average price of $25.75 per share, generating gross proceeds of $90.0 million. As of December 31, 2023, we have a remaining authorization of $220.1 million under the ATM Offering.
Financing Transactions ATM Equity Offerings During 2024, we sold 3.4 million common shares under our at-the-market stock offering (“ATM Offering”) program at a weighted average price of $34.34 per share, generating gross proceeds of $115.9 million.
We manage our capital structure to reflect a long-term investment approach and utilize multiple sources of capital to meet our requirements, including without limitation, cash on hand, retained free cash flow and debt and equity issuances. 12 We intend to retain the ability to raise additional capital, including public debt or equity, to pursue attractive investment opportunities that may arise and to otherwise act in a manner that we believe to be in the best interests of our shareholders and unitholders.
We intend to retain the ability to raise additional capital, including public debt or equity, to pursue attractive investment opportunities that may arise and to otherwise act in a manner that we believe to be in the best interests of our shareholders and unitholders.
To the extent such approvals or consents are required, we may experience difficulty in, or may be prevented from, implementing our plans and strategies with respect to expansion, development, property management, on-going operations, financing (for example, decisions as to whether to refinance or obtain financing, when and whether to pay down principal of any loan and whether and how to cure any defaults under loan documents) or other similar transactions with respect to such properties.
To the extent such approvals or consents are required, we may experience difficulty in, or may be prevented from, implementing our plans and strategies with respect to expansion, development, property management, on-going operations, financing (for example, decisions as to whether to refinance or obtain financing, when and whether to pay down principal of any loan and whether and how to cure any defaults under loan documents) or other similar transactions with respect to such properties. 20 Further, these investments, and other future similar investments, could involve risks that would not be present were a third party not involved, including the possibility that partners or other owners might become bankrupt, suffer a deterioration in their creditworthiness, or fail to fund their share of required capital contributions.
The information found on, or otherwise accessible through, our website is not incorporated into, and does not form a part of, this Annual Report or any other report or document we file with or furnish to the SEC. Recent Developments New Development In October 2023, we opened a 291,000 square foot outlet center in Nashville, Tennessee.
The information found on, or otherwise accessible through, our website is not incorporated into, and does not form a part of, this Annual Report or any other report or document we file with or furnish to the SEC. 8 Recent Developments Acquisitions 2024 In December 2024, we acquired a 270,000-square-foot, open-air lifestyle center in Little Rock, Arkansas for $73.1 million.
Changes to the U.S. federal income tax laws, including the enactment of certain tax reform measures, could have an adverse impact on our business and financial results. We cannot predict whether, when, or to what extent any new U.S. federal tax laws, regulations, interpretations, or rulings will impact the real estate investment industry or REITs.
We cannot predict whether, when, or to what extent any new U.S. federal tax laws, regulations, interpretations, or rulings will impact the real estate investment industry or REITs.
These agencies include the Environmental Protection Agency, Occupational Safety and Health Administration and Department of Labor and Equal Employment Opportunity Commission.
Government Regulations We are subject to regulation by various federal, state, provincial and local agencies. These agencies include the Environmental Protection Agency, Occupational Safety and Health Administration and Department of Labor and Equal Employment Opportunity Commission.
General Risks Cyber-attacks or acts of cyber-terrorism could disrupt our or our third-party providers' business operations and information technology systems or result in the loss or exposure of confidential or sensitive customer, employee or Company information.
Prospective investors are urged to consult their tax advisors regarding the effect of potential future changes to the federal tax laws on an investment in our shares. 26 General Risks Cyber-attacks or acts of cyber-terrorism could disrupt our or our third-party providers' business operations and information technology systems or result in the loss or exposure of confidential or sensitive customer, employee or Company information.
In order to maintain our reputation as the premier shopping destination in the markets that we serve, we have an ongoing program of renovations and expansions taking place at our centers. Construction for expansion and renovation to existing properties typically takes less time, usually between six to nine months depending on the scope of the project.
In order to maintain our reputation as the premier shopping destination in the markets that we serve, we have an ongoing program of renovations and expansions taking place at our centers.
Effective January 1, 2024, Steven B. Tanger transitioned from his role as Executive Chair of the Board to Non-Executive Chair of the Board in connection with his retirement from the Company under the terms of his employment agreement. 9 Business Strategy Our Company was built on a firm foundation of strong and enduring business relationships coupled with disciplined business practices.
Organizational Changes Effective January 1, 2024, Steven B. Tanger transitioned from his role as Executive Chair of the Board of Directors of the Company (the "Board") to Non-Executive Chair of the Board in connection with his retirement from the Company under the terms of his employment agreement.
As of December 31, 2023, we maintain offices and employ on-site management at 34 consolidated and unconsolidated centers and one managed center.
As of December 31, 2024, we maintain offices and employ on-site management at 36 consolidated and unconsolidated centers and one managed center. The managers closely monitor the operation, marketing and local relationships at each of their centers.
Achieving higher base and percentage rents and generating additional income from temporary leasing, media and other non-store sources also remains an important focus and goal. Leasing Our long-standing retailer relationships and our focus on identifying emerging retailers allow us the ability to provide our shoppers with a collection of the world's most popular retailers.
Leasing Our long-standing retailer relationships and our focus on identifying emerging retailers allow us the ability to provide our shoppers with a collection of the world's most popular retailers.
We supplement our participation in ratings systems with published disclosures of our ESG activities, but some investors may desire other disclosures that we do not provide. In addition, the SEC is currently evaluating potential rule making that could mandate additional ESG disclosure and impose other requirements on us.
We supplement our participation in ratings systems with published disclosures of our ESG activities, but some investors may desire other disclosures that we do not provide.
If any of our tenants becomes a debtor in a case under the U.S. Bankruptcy Code, as amended, we cannot evict that tenant solely because of its bankruptcy. The bankruptcy court may authorize the tenant to reject and terminate its lease with us.
The bankruptcy of a major tenant or number of tenants may result in the closing of certain affected stores or reduction of rent for stores that remain operating. If any of our tenants becomes a debtor in a case under the U.S. Bankruptcy Code, as amended, we cannot evict that tenant solely because of its bankruptcy.
As of December 31, 2023, we had approximately $389.7 million of outstanding indebtedness that bears interest at variable rates, and we may incur more variable rate indebtedness in the future. As of December 31, 2023, we had interest rate hedging agreements in place for $300.0 million of variable rate cash flows which expired on February 1, 2024.
Our interest rate hedging arrangements may not effectively limit our interest rate risk exposure. As of December 31, 2024, we had approximately $376.7 million of outstanding indebtedness that bears interest at variable rates, and we may incur more variable rate indebtedness in the future.
There is no guarantee that we will be able to mitigate the effects of inflation and related impacts, and the duration and extent of any prolonged periods of inflation, and any related adverse effects on our results of operations and financial condition, remain unknown at this time. 20 Certain of our properties are subject to ownership interests held by third parties, whose interests may conflict with ours and thereby constrain us from taking actions concerning these properties which otherwise would be in our best interests and our shareholders' interests.
There is no guarantee that we will be able to mitigate the effects of inflation and related impacts, and the duration and extent of any prolonged periods of inflation, and any related adverse effects on our results of operations and financial condition, remain unknown at this time.
This is the case even where we use the word “material” or “materiality” in our ESG disclosures. Therefore, issues that we identify as “material” from an ESG perspective are not necessarily material to the Company under the U.S. federal securities laws and regulations.
Therefore, issues that we identify as “material” from an ESG perspective are not necessarily material to the Company under the U.S. federal securities laws and regulations. 15 The contents of our ESG Report, our corporate policies and related disclosures are not incorporated by reference into this Annual Report and do not form a part of this Annual Report.
Our operations are subject to the results of operations of our retail tenants. As noted above, a portion of our rental revenues are derived from percentage rents that directly depend on the sales volume of certain tenants.
As noted above, a portion of our rental revenues are derived from percentage rents that directly depend on the sales volume of certain tenants. 19 A number of companies in the retail industry, including some of our tenants, have declared bankruptcy or have voluntarily closed all or certain of their stores in recent years.
Undetected and/or unremediated critical vulnerabilities that are exploited could pose material risks to our business. Further, we may experience delays in developing and deploying remedial measures designed to address any such identified vulnerabilities.
Undetected and/or unremediated critical vulnerabilities that are exploited could pose material risks to our business.
Derivatives Throughout 2023, we entered into $325.0 million of forward starting daily Secured Overnight Financing Rate (“Daily SOFR”) interest rate swaps at an average fixed pay rate of 3.9%. The swaps were effective February 1, 2024 and end at various dates from February 1, 2026 to January 1, 2027.
As of December 31, 2024, we have a remaining authorization of $34.5 million under the ATM Offering. Derivatives Throughout 2023, we entered into $325.0 million of forward starting daily Secured Overnight Financing Rate (“SOFR”) interest rate swaps at an average fixed pay rate of 3.9%.
There can be no assurance that any tenant whose lease expires in the future will renew such lease or that we will be able to re-lease space on economically favorable terms. 19 We are substantially dependent on the results of operations of our retail tenants and their bankruptcy, early termination or closing could adversely affect us.
We are substantially dependent on the results of operations of our retail tenants and their bankruptcy, early termination or closing could adversely affect us. Our operations are subject to the results of operations of our retail tenants.
Part-time employees also participate in paid time off ("PTO") after five years of service and are eligible to participate in our accident and critical Illness voluntary benefits. 14 Environment, Social and Governance ("ESG") Programs We work to create long-term value for our shareholders, retail partners and employee team members while we support strong communities and work towards protecting the future of our planet.
Part-time employees also participate in paid time off ("PTO") after five years of service and are eligible to participate in our accident and critical Illness voluntary benefits.
Our loyalty strategies are two pronged – earning increased wallet share with vested customers and optimizing an incremental ancillary revenue stream. Our efforts to engage broad audiences through seasonal events and our digital channels enable our ability to monetize our customer audience for media and sponsorship opportunities with retail partners and nationally trusted brands.
Our loyalty strategies are two pronged – earning increased wallet share with vested customers and optimizing an incremental ancillary revenue stream.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeGovernance The Board is focused on the critical nature of managing risks associated with cybersecurity threats. The Board has delegated to its Audit Committee oversight of management's processes for identifying and mitigating risks, including cybersecurity-related risks, to help align our risk exposure with our strategic objectives.
Biggest changeThe Board has delegated to its Audit Committee oversight of management's processes for identifying and mitigating risks, including cybersecurity risks such as network security, information and digital security, data privacy and protection, and risks related to emerging technologies such as generative artificial intelligence and machine learning, to help align our risk exposure with our strategic objectives.
These reports cover a broad range of topics, including: • Status of ongoing cybersecurity initiatives and strategies; • Incident reports and learnings from any cybersecurity events; and • Compliance with regulatory requirements and industry standards The SVP IT regularly informs our executive management group of all aspects related to cybersecurity risks and incidents.
These reports cover a broad range of topics, including: • Status of ongoing cybersecurity initiatives and strategies; • Incident reports and learnings from any cybersecurity events; and • Compliance with regulatory requirements and industry standards The SVP Technology regularly informs our executive management group of all aspects related to cybersecurity risks and incidents.
The management group is comprised of the Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, General Counsel, Chief Accounting Officer and the SVP IT to determine if escalation is necessary by the Chief Executive Officer to the Board (specifically our Lead Independent Director and the Audit Committee Chair).
The management group is comprised of the Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, General Counsel, Chief Accounting Officer and the SVP Technology to determine if escalation is necessary by the Chief Executive Officer to the Board (specifically our Lead Independent Director and the Audit Committee Chair).
Reporting to Board of Directors The SVP IT plays a pivotal role in informing the Audit Committee on cybersecurity-related risks. The Audit Committee holds quarterly meetings and the SVP IT provides periodic reports, on at least a quarterly basis, to the Audit Committee.
Reporting to Board of Directors The SVP Technology plays a pivotal role in informing the Audit Committee on cybersecurity-related risks. The Audit Committee holds quarterly meetings and the SVP Technology provides periodic reports, on at least a quarterly basis, to the Audit Committee.
Monitor Cybersecurity Incidents The Senior Vice President of Information Technology ("SVP IT") is continually informed about the latest developments in cybersecurity, including potential threats and innovative risk management techniques. This ongoing knowledge acquisition is crucial for the effective prevention, detection, mitigation, and remediation of cybersecurity incidents.
Monitor Cybersecurity Incidents The Senior Vice President of Technology ("SVP Technology") is continually informed about the latest developments in cybersecurity, including potential threats and innovative risk management techniques. This ongoing knowledge acquisition is crucial for the effective prevention, detection, mitigation, and remediation of cybersecurity incidents. The SVP Technology implements and oversees processes for the regular monitoring of our information systems.
In the event of a cybersecurity incident, we believe we have a well-defined incident response plan governing our assessment, response and notifications internally and externally upon the occurrence of a cybersecurity incident.
This includes the deployment of advanced security measures and regular system audits to identify potential vulnerabilities. In the event of a cybersecurity incident, we believe we have a well-defined incident response plan governing our assessment, response and notifications internally and externally upon the occurrence of a cybersecurity incident.
Removed
The SVP IT implements and oversees processes for the regular monitoring of our information systems. This includes the deployment of advanced security measures and regular system audits to identify potential vulnerabilities.
Added
Governance The Board is focused on the critical nature of managing risks associated with cybersecurity threats as well as challenges to our business from evolving information technology systems.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeExcept as noted, all properties are fully owned: Location Legal Ownership % Square Feet (4) % Occupied (4) Consolidated Centers Deer Park, New York 100 739,148 100 Riverhead, New York (1) 100 729,280 94 Huntsville, Alabama 100 651,024 88 Foley, Alabama 100 554,736 97 Rehoboth Beach, Delaware (1) 100 547,937 99 Atlantic City, New Jersey (1) (3) 100 484,748 89 San Marcos, Texas 100 471,816 98 Sevierville, Tennessee (1) 100 449,968 100 Savannah, Georgia 100 448,089 99 Myrtle Beach Hwy 501, South Carolina 100 426,523 99 Glendale, Arizona (Westgate) 100 410,753 100 Myrtle Beach Hwy 17, South Carolina (1) 100 404,710 100 Charleston, South Carolina 100 386,328 100 Asheville, North Carolina 100 381,600 96 Lancaster, Pennsylvania 100 376,203 100 Pittsburgh, Pennsylvania 100 373,863 100 Commerce, Georgia 100 371,408 100 Grand Rapids, Michigan 100 357,133 98 Fort Worth, Texas 100 351,834 100 Daytona Beach, Florida 100 351,691 100 Branson, Missouri 100 329,861 100 Southaven, Mississippi (2) (3) 50 324,801 100 Locust Grove, Georgia 100 321,082 100 Gonzales, Louisiana 100 321,066 100 Mebane, North Carolina 100 319,762 100 Howell, Michigan 100 314,438 86 Mashantucket, Connecticut (Foxwoods) (1) 100 311,229 89 Nashville, Tennessee 100 290,656 97 Tilton, New Hampshire 100 250,558 92 Hershey, Pennsylvania 100 249,696 100 Hilton Head II, South Carolina 100 206,564 100 Hilton Head I, South Carolina 100 181,687 100 Total 12,690,192 97 (5) (1) These properties or a portion thereof are subject to a ground lease.
Biggest changeExcept as noted, all properties are fully owned: Property Name Location Legal Ownership % Square Feet (4) % Occupied (4) Consolidated Centers Tanger Outlets Deer Park Deer Park, NY 100 737,473 100.0 Tanger Outlets Riverhead Riverhead, NY (1) 100 729,280 96.0 Bridge Street Town Centre, a Tanger Property Huntsville, AL 100 650,941 95.0 Tanger Outlets Foley Foley, AL 100 554,736 98.7 Tanger Outlets Rehoboth Beach Rehoboth Beach, DE (1) 100 547,937 98.4 Tanger Outlets Atlantic City Atlantic City, NJ (1) (3) 100 484,748 87.7 Tanger Outlets San Marcos San Marcos, TX 100 471,816 99.5 Tanger Outlets Sevierville Sevierville, TN (1) 100 450,079 100.0 Tanger Outlets Savannah Savannah, GA 100 449,583 100.0 Tanger Outlets Myrtle Beach Hwy 501 Myrtle Beach, SC 100 426,523 98.7 Tanger Outlets Phoenix Glendale, AZ 100 410,753 100.0 Tanger Outlets Myrtle Beach Hwy 17 Myrtle Beach, SC (1) 100 404,341 100.0 Tanger Outlets Charleston Charleston, SC 100 386,328 99.5 Tanger Outlets Asheville Asheville, NC 100 381,600 98.4 Tanger Outlets Lancaster Lancaster, PA 100 376,203 100.0 Tanger Outlets Pittsburgh Pittsburgh, PA 100 373,863 99.8 Tanger Outlets Commerce Commerce, GA 100 371,408 99.3 Tanger Outlets Grand Rapids Grand Rapids, MI 100 357,133 97.5 Tanger Outlets Forth Worth Fort Worth, TX 100 351,834 100.0 Tanger Outlets Daytona Beach Daytona Beach, FL 100 351,691 100.0 Tanger Outlets Branson Branson, MO 100 329,861 100.0 Tanger Outlets Memphis Southaven, MS (2) (3) 50 324,801 100.0 Tanger Outlets Locust Grove Locust Grove, GA 100 321,082 99.2 Tanger Outlets Gonzales Gonzales, LA 100 321,066 100.0 Tanger Outlets Mebane Mebane, NC 100 319,762 100.0 Tanger Outlets Howell Howell, MI 100 314,438 93.3 Tanger Outlets at Foxwoods Mashantucket, CT (1) 100 311,229 91.1 Tanger Outlets Nashville Nashville, TN 100 290,667 96.7 The Promenade at Chenal, a Tanger Property Little Rock, AR 100 269,642 91.1 Tanger Outlets Tilton Tilton, NH 100 250,558 100.0 Tanger Outlets Hershey Hershey, PA 100 249,696 100.0 Tanger Outlets Hilton Head II Hilton Head, SC 100 206,564 95.1 Tanger Outlets Hilton Head I Hilton Head, SC 100 181,687 97.1 Total 12,959,323 98.0 (5) (1) These properties or a portion thereof are subject to a ground lease.
The increase from 2022 predominantly relates to higher tenant occupancy costs. 38 Tenants The following table sets forth certain information for our consolidated centers with respect to our 25 largest tenants based on total annualized base rent as of December 31, 2023 (1) : Tenant Brands # of Stores Gross Leasable Area (GLA) % of Total GLA % of Total Annualized Base Rent (2) The Gap, Inc.
The increase from 2023 predominantly relates to higher tenant occupancy costs. 38 Tenants The following table sets forth certain information for our consolidated centers with respect to our 25 largest tenants based on total annualized base rent as of December 31, 2024 (1) : Tenant Brands # of Stores Gross Leasable Area (GLA) % of Total GLA % of Total Annualized Base Rent (2) The Gap, Inc.
Our portfolio also includes two managed centers totaling approximately 760,000 square feet. Each of our outlet centers, except one joint venture property, features the Tanger brand name. Our consolidated centers range in size from 181,687 to 739,148 square feet. The centers are generally located near tourist destinations or along major interstate highways to provide visibility and accessibility to potential customers.
Our portfolio also includes two managed centers totaling approximately 760,000 square feet. Each of our outlet centers, except one joint venture property, features the Tanger brand name. Our consolidated centers range in size from 181,687 to 737,473 square feet. The centers are generally located near tourist destinations or along major interstate highways to provide visibility and accessibility to potential customers.
The following table sets forth for tenants that report sales, for each of the last five calendar years, tenant occupancy costs per square foot as a percentage of reported tenant sales per square foot for our consolidated centers: Year Occupancy Costs as a % of Tenant Sales 2023 9.3 2022 8.6 2021 8.1 2020 N/A (1) 2019 10.0 (1) As a result of the COVID-19 pandemic, retailers' stores were closed for much of the second quarter of 2020 due to mandates by order of local and state authorities.
The following table sets forth for tenants that report sales, for each of the last five calendar years, tenant occupancy costs per square foot as a percentage of reported tenant sales per square foot for our consolidated centers: Year Occupancy Costs as a % of Tenant Sales 2024 9.5 2023 9.3 2022 8.6 2021 8.1 2020 N/A (1) (1) As a result of the COVID-19 pandemic, retailers' stores were closed for much of the second quarter of 2020 due to mandates by order of local and state authorities.
The following table sets forth information about such land leases: Center Acres Expiration Expiration including renewal terms at our option Myrtle Beach Hwy 17, SC 40.0 2027 2096 Atlantic City, NJ 21.3 2100 2101 Sevierville, TN 43.6 2086 2086 Riverhead, NY 47.0 2024 2039 Mashantucket, CT (Foxwoods) 8.1 2039 2089 Rehoboth Beach, DE 2.7 2044 2064 Generally, our leases with our center tenants typically have an initial term that ranges from 5 to 10 years and provide for the payment of fixed monthly rent in advance.
The following table sets forth information about such land leases: Property Name Location Acres Expiration Expiration including renewal terms at our option Tanger Outlets Myrtle Beach Hwy 17 Myrtle Beach, SC 40.0 2027 2096 Tanger Outlets Atlantic City Atlantic City, NJ 21.3 2100 2101 Tanger Outlets Sevierville Sevierville, TN 43.6 2086 2086 Tanger Outlets Riverhead Riverhead, NY 47.0 2029 2039 Tanger Outlets at Foxwoods Mashantucket, CT 8.1 2039 2089 Tanger Outlets Rehoboth Beach Rehoboth Beach, DE 2.7 2044 2064 Generally, our leases with our center tenants typically have an initial term that ranges from 5 to 10 years and provide for the payment of fixed monthly rent in advance.
Given the fewer than twelve months of sales reported by our tenants for 2020, an average tenant occupancy cost is not provided for this period. As of December 31, 2023, our occupancy cost ratio increased to 9.3%.
Given the fewer than twelve months of sales reported by our tenants for 2020, an average tenant occupancy cost is not provided for this period. As of December 31, 2024, our occupancy cost ratio increased to 9.5%.
Expiring leases The following table sets forth information regarding the expiring leases for our consolidated centers during each of the last five calendar years: Total Expiring Renewed by Existing Tenants Year (1) Square Feet (in 000's) % of Total Center Square Feet (2) Square Feet (in 000's) % of Expiring Square Feet 2023 1,766 17 1,642 93 2022 1,968 17 1,559 79 2021 1,728 15 1,359 79 2020 1,526 13 1,096 72 2019 1,320 11 1,020 81 (1) Excludes data for properties sold in each respective year.
Expiring leases The following table sets forth information regarding the expiring leases for our consolidated centers during each of the last five calendar years: Total Expiring Renewed by Existing Tenants Year (1) Square Feet (in 000's) % of Total Center Square Feet (2) Square Feet (in 000's) % of Expiring Square Feet 2024 2,228 17 1,692 76 2023 1,766 14 1,642 93 2022 1,968 17 1,559 79 2021 1,728 15 1,359 79 2020 1,526 13 1,096 72 (1) Excludes data for properties sold in each respective year.
A component of most leases includes a pro-rata share or escalating fixed contributions by the tenant for property operating expenses, including common area maintenance, real estate taxes, insurance and advertising and promotion, thereby reducing exposure to increases in operating expenses resulting from inflation. 33 The following table summarizes certain information with respect to our consolidated centers as of December 31, 2023: State Number of Centers Square Feet % of Square Feet South Carolina 5 1,605,812 13 New York 2 1,468,428 12 Alabama 2 1,205,760 9 Georgia 3 1,140,579 9 Pennsylvania 3 999,762 8 Texas 2 823,650 6 Tennessee 2 740,624 6 North Carolina 2 701,362 5 Michigan 2 671,571 5 Delaware 1 547,937 4 New Jersey 1 484,748 4 Arizona 1 410,753 3 Florida 1 351,691 3 Missouri 1 329,861 3 Mississippi 1 324,801 3 Louisiana 1 321,066 3 Connecticut 1 311,229 2 New Hampshire 1 250,558 2 Total 32 12,690,192 100 34 The following table summarizes certain information with respect to our consolidated centers in which we have an ownership interest as of December 31, 2023.
A component of most leases includes a pro-rata share or escalating fixed contributions by the tenant for property operating expenses, including common area maintenance, real estate taxes, insurance and advertising and promotion, thereby reducing exposure to increases in operating expenses resulting from inflation. 33 The following table summarizes certain information with respect to our consolidated centers as of December 31, 2024: State Number of Centers Square Feet % of Square Feet South Carolina 5 1,605,443 12 New York 2 1,466,753 11 Alabama 2 1,205,677 9 Georgia 3 1,142,073 9 Pennsylvania 3 999,762 8 Texas 2 823,650 6 Tennessee 2 740,746 6 North Carolina 2 701,362 5 Michigan 2 671,571 5 Delaware 1 547,937 4 New Jersey 1 484,748 4 Arizona 1 410,753 3 Florida 1 351,691 3 Missouri 1 329,861 3 Mississippi 1 324,801 3 Louisiana 1 321,066 3 Connecticut 1 311,229 2 Arkansas 1 269,642 2 New Hampshire 1 250,558 2 Total 33 12,959,323 100 34 The following table summarizes certain information with respect to our consolidated centers in which we have an ownership interest as of December 31, 2024.
Location Square Feet Managed Properties Palm Beach, Florida 758,156 Base Rents and Occupancy Rates The following table sets forth our year end occupancy and average annual base rent per square foot during each of the last five calendar years for our consolidated centers: 2023 2022 2021 2020 (2) 2019 Occupancy 97 % 97 % 95 % 92 % 97 % Average annual base rent per square foot $ 26.07 $ 25.25 $ 23.79 $ 21.10 $ 25.35 (1) Average annual base rent per square foot is calculated based on base rental revenues recognized during the year on a straight-line basis including non-cash adjustments to base rent required by United States Generally Accepted Accounting Principles ("GAAP") and the effects of inducements and rent concessions divided by the weighted average total square feet of the consolidated portfolio.
Property Name Location Square Feet Managed Properties Tanger Outlets Palm Beach Palm Beach, FL 457,326 Tanger Place Palm Beach Palm Beach, FL 300,830 Total 758,156 Base Rents and Occupancy Rates The following table sets forth our year end occupancy and average annual base rent per square foot during each of the last five calendar years for our consolidated centers: 2024 2023 2022 2021 2020 Occupancy 98 % 97 % 97 % 95 % 92 % Average annual base rent per square foot $ 26.83 $ 26.07 $ 25.25 $ 23.79 $ 21.10 (1) Average annual base rent per square foot is calculated based on base rental revenues recognized during the year on a straight-line basis including non-cash adjustments to base rent required by United States Generally Accepted Accounting Principles ("GAAP") and the effects of inducements and rent concessions divided by the weighted average total square feet of the consolidated portfolio.
(1) Renewals of Existing Leases Stores Re-leased to New Tenants Initial Rent (2) Initial Rent (2) ($ per sq. ft.) ($ per sq. ft.) Year Square Feet (in 000's) New Rent Spread % (3) Square Feet (in 000's) New Rent Spread % (3) 2023 1,711 $ 37.78 12 157 $ 46.58 37 2022 1,693 $ 30.72 9 122 $ 43.47 28 2021 978 $ 31.08 — 192 $ 29.27 (4) 2020 1,077 $ 22.90 (8) 91 $ 30.02 (5) 2019 967 $ 25.36 (7) 385 $ 28.34 (21) (1) For consolidated properties owned as of the period-end date.
Renewals of Existing Leases Stores Re-leased to New Tenants Initial Rent (2) Initial Rent (2) ($ per sq. ft.) ($ per sq. ft.) Year Square Feet (in 000's) New Rent Spread % (3) Square Feet (in 000's) New Rent Spread % (3) 2024 1,850 $ 35.37 14 126 $ 48.19 37 2023 1,711 $ 37.78 12 157 $ 46.58 37 2022 1,693 $ 30.72 9 122 $ 43.47 28 2021 978 $ 31.08 — 192 $ 29.27 (4) 2020 1,077 $ 22.90 (8) 91 $ 30.02 (5) (1) For consolidated properties owned as of the period-end date.
As of December 31, 2023, of the 32 centers in our consolidated portfolio, we own the land underlying 26 and have ground leases on all or a portion of six centers.
As of December 31, 2024, of the 33 centers in our consolidated portfolio, we own the land underlying 27 and have ground leases on all or a portion of six centers.
ITEM 2. PROPERTIES As of December 31, 2023, our consolidated portfolio consisted of 31 outlet centers and one open-air lifestyle center, totaling 12.7 million square feet located in 18 states. We own interests in six other outlet centers totaling approximately 2.1 million square feet through unconsolidated joint ventures, including two outlet centers located in Canada.
ITEM 2. PROPERTIES As of December 31, 2024, our consolidated portfolio consisted of 31 outlet centers and two open-air lifestyle centers, totaling 13.0 million square feet located in 19 states. We own interests in six other outlet centers totaling approximately 2.1 million square feet through unconsolidated joint ventures, including two outlet centers located in Canada.
(5) Total excludes the Nashville, TN center which opened in October 2023 and has yet to stabilize. 35 Location Legal Ownership % Square Feet % Occupied Unconsolidated joint venture properties Charlotte, North Carolina (1) 50 398,726 99 Ottawa, Ontario 50 357,213 96 Columbus, Ohio (1) 50 355,245 99 Texas City, Texas (Galveston/Houston) (1) 50 352,705 99 National Harbor, Maryland (1) 50 341,156 99 Cookstown, Ontario 50 307,883 98 Total 2,112,928 98 (1) Property encumbered by mortgage.
(5) Total excludes the Nashville, TN center, which opened in October 2023 and has yet to stabilize. 35 Property Name Location Legal Ownership % Square Feet % Occupied Unconsolidated joint venture properties Charlotte Premium Outlets Charlotte, NC (1) 50 398,674 98.2 Tanger Outlets Ottawa Ottawa, ON 50 357,213 100.0 Tanger Outlets Columbus Columbus, OH (1) 50 355,245 100.0 Tanger Outlets Houston Texas City, TX (1) 50 352,705 99.2 Tanger Outlets National Harbor National Harbor, MD (1) 50 341,156 98.9 Tanger Outlets Cookstown Cookstown, ON 50 307,883 93.8 Total 2,112,876 98.4 (1) Property encumbered by mortgage.
See “Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” for a discussion of the cost of such programs and the sources of financing thereof.
We have an ongoing strategy of acquiring centers, developing new centers and expanding existing centers. See “Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” for a discussion of the cost of such programs and the sources of financing thereof.
Converse, Nike 32 397,580 3.1 % 2.5 % Signet Jewelers Limited Banter by Piercing Pagoda, Jared, Kay Jewelers, Zales 52 112,473 0.9 % 2.2 % Columbia Sportswear Company Columbia Sportswear 23 178,334 1.4 % 2.1 % Carter’s, Inc.
Converse, Nike 32 397,580 3.1 % 2.4 % Columbia Sportswear Company Columbia Sportswear 25 192,934 1.5 % 2.2 % Signet Jewelers Limited Banter by Piercing Pagoda, Jared, Kay Jewelers, Zales 52 112,473 0.9 % 2.1 % Luxottica Group S.p.A. Lenscrafters, Oakley, Sunglass Hut 62 97,970 0.8 % 1.9 % Carter’s, Inc.
We believe that our centers are well diversified geographically and by tenant and that we are not dependent upon any single property or tenant. No property comprises more than 10% or more of our consolidated total assets as of December 31, 2023. Our asset in Deer Park represented more than 10% of our consolidated total assets in 2022.
The stores at the center are complemented by an expansive menu of entertainment and dining options. We believe that our centers are well diversified geographically and by tenant and that we are not dependent upon any single property or tenant. No property comprises more than 10% or more of our consolidated total assets or revenues as of December 31, 2024.
Famous Footwear 25 148,489 1.2 % 1.3 % Rue 21, LLC Rue 21 19 114,559 0.9 % 1.3 % Total of Top 25 tenants 994 6,408,767 50.5 % 56.9 % (1) Excludes leases that have been entered into but which tenant has not yet taken possession, leases that have turned over but are not open and temporary leases.
Vera Bradley 23 86,557 0.7 % 1.2 % Total of Top 25 tenants 992 6,250,401 48.5 % 55.6 % (1) Excludes leases that have been entered into but which tenant has not yet taken possession, leases that have turned over but are not open and temporary leases.
The following table sets forth leasing activity for each of the calendar years for comparable space for executed leases for consolidated centers.
(2) Represents the percentage of total square footage at the beginning of each year that is scheduled to expire during the respective year. 37 Leasing activity The following table sets forth leasing activity for each of the calendar years for comparable space for executed leases for consolidated centers.
(2) The decline in the average annual base rent per square foot in 2020 compared to previous years reflects the decline in occupancy from 97% in 2019 to 92% in 2020 and rent modifications primarily due to a number of tenants filing bankruptcy during 2020. 36 Lease Expirations The following table sets forth, as of December 31, 2023, scheduled lease expirations for our consolidated centers, assuming none of the tenants exercise renewal options: Year No. of Leases Expiring Approx.
Average annual base rent excludes common area maintenance and reimbursements. 36 Lease Expirations The following table sets forth, as of December 31, 2024, scheduled lease expirations for our consolidated centers, assuming none of the tenants exercise renewal options: Year No. of Leases Expiring Approx.
Square Feet (in 000's) (1) Average Annualized Base Rent per sq. ft Annualized Base Rent (in 000's) (2) % of Annualized Base Rent Represented by Expiring Leases 2024 453 2,117 $ 28.34 $ 60,002 19 2025 429 2,152 27.68 59,571 19 2026 358 1,654 29.58 48,935 15 2027 253 1,346 31.23 42,049 13 2028 254 1,582 28.09 44,445 14 2029 102 407 35.23 14,350 5 2030 66 395 32.70 12,922 4 2031 31 213 26.06 5,545 2 2032 62 465 27.11 12,610 4 2033 64 263 36.64 9,619 3 2034 and after 35 197 35.46 6,998 2 2,107 10,791 $ 29.38 $ 317,046 100 (1) Excludes leases that have been entered into but which tenant has not yet taken possession, vacant space, leases that have turned over but are not open, and temporary leases, totaling in the aggregate approximately 1.9 million square feet of our consolidated centers.
Square Feet (in 000's) (1) Average Annualized Base Rent per sq. ft Annualized Base Rent (in 000's) (2) % of Annualized Base Rent Represented by Expiring Leases 2025 521 2,479 $ 30.42 $ 75,406 23 2026 460 2,056 29.65 60,959 19 2027 320 1,682 29.18 49,077 15 2028 279 1,631 27.68 45,160 13 2029 191 884 32.21 28,472 9 2030 97 669 28.72 19,203 6 2031 54 285 30.11 8,586 2 2032 65 480 28.27 13,565 4 2033 63 323 36.64 11,820 4 2034 66 303 35.13 10,631 3 2035 and after 27 164 38.29 6,261 2 2,143 10,956 $ 30.05 $ 329,140 100 (1) Excludes leases that have been entered into but which tenant has not yet taken possession, vacant space, leases that have turned over but are not open, and temporary leases, totaling in the aggregate approximately 2.0 million square feet of our consolidated centers. 2025 lease expirations include month-to-month leases.
Corporation Dickies, The North Face, Timberland, Vans 28 149,287 1.2 % 1.7 % Adidas AG Adidas 24 170,501 1.3 % 1.6 % Levi Strauss & Co. Levi's 29 121,946 1.0 % 1.6 % Chico’s, FAS Inc. Chicos, Soma Intimates, White House/Black Market 37 109,369 0.9 % 1.6 % H & M Hennes & Mauritz LP.
Skechers 29 163,527 1.3 % 1.8 % Capri Holdings Limited Michael Kors, Michael Kors Mens 28 142,986 1.1 % 1.8 % Levi Strauss & Co. Levi's 29 121,946 0.9 % 1.6 % V. F. Corporation Dickies, The North Face, Timberland, Vans, Work Authority 27 143,805 1.1 % 1.6 % H & M Hennes & Mauritz LP.
Under Armour, Under Armour Kids 31 280,232 2.2 % 3.2 % Tapestry, Inc. Coach, Kate Spade 51 239,312 1.9 % 3.2 % American Eagle Outfitters, Inc. Aerie, American Eagle Outfitters, Offline by Aerie 48 318,394 2.5 % 3.1 % PVH Corp. Calvin Klein, Tommy Hilfiger 37 282,975 2.2 % 2.7 % Nike, Inc.
Under Armour, Under Armour Youth 31 280,232 2.2 % 3.1 % American Eagle Outfitters, Inc. Aerie, American Eagle Outfitters, Offline by Aerie 49 321,388 2.5 % 3.1 % Catalyst Brands Aéropostale, Brooks Brothers, Eddie Bauer, Forever 21, Lucky Brands, Nautica 66 392,421 3.0 % 3.0 % PVH Corp. Calvin Klein, Tommy Hilfiger 38 283,670 2.2 % 2.6 % Nike, Inc.
Removed
With the addition of Nashville, Asheville and Huntsville, Deer Park's total assets now fall below 10% of our consoliated total assets. No property comprises more than 10% of our consolidated revenues for the year ended December 31, 2023. We have an ongoing strategy of acquiring centers, developing new centers and expanding existing centers.
Added
In February 2025, we acquired a 640,000-square-foot open-air, grocery-anchored mixed-use center in Cleveland, Ohio for $167.0 million using cash on hand and available liquidity. The center is Northeast Ohio's premier retail and entertainment destination and has become the go-to choice for retailers seeking market entry.
Removed
Average annual base rent excludes common area maintenance and reimbursements.
Added
(1) Comparable space excludes leases for space that was vacant for more than 12 months (non-comparable space).
Removed
(2) Represents the percentage of total square footage at the beginning of each year that is scheduled to expire during the respective year. 37 Leasing activity In 2021, we revised our rent spread presentation from a commenced basis to executed basis and we are presenting it for comparable space.
Added
Athleta, Banana Republic, Gap, Old Navy 91 952,706 7.4 % 5.4 % KnitWell Group LLC; Lane Bryant Brands Opco LLC Ann Taylor, Chicos, Lane Bryant, Loft, Soma Intimates, Talbots, White House/Black Market 118 528,931 4.1 % 5.0 % Tapestry, Inc. Coach, Kate Spade 52 245,013 1.9 % 3.2 % Under Armour, Inc.
Removed
Comparable space excludes leases for space that was vacant for more than 12 months (non-comparable space). We believe that this presentation provides additional information and improves comparability to other retail REITs. Prior period results have been revised to conform with the current period presentation.
Added
Carters, OshKosh B'gosh 39 174,221 1.3 % 1.9 % Rack Room Shoes Off Broadway Shoes, Rack Room Shoes 25 178,348 1.4 % 1.8 % Adidas AG Adidas 26 188,193 1.5 % 1.8 % Skechers USA, Inc.
Removed
Athleta, Banana Republic, Gap, Old Navy 90 949,229 7.5 % 5.7 % SPARC Group Aéropostale, Boardriders Outlet, Brooks Brothers, Eddie Bauer, Forever 21, Lucky Brands, Nautica, Reebok, Vince, Volcom 94 550,322 4.3 % 3.9 % KnitWell Group LLC; Lane Bryant Brands Opco LLC Ann Taylor, Lane Bryant, LOFT, Talbots 79 418,633 3.3 % 3.5 % Under Armour, Inc.
Added
H&M 19 406,125 3.1 % 1.4 % Ralph Lauren Corporation Polo Children, Polo Ralph Lauren 30 348,637 2.7 % 1.4 % Caleres Inc. Famous Footwear 23 138,321 1.1 % 1.4 % Victoria's Secret & Co. Pink by Victoria's Secret, Victoria's Secret 17 118,399 0.9 % 1.3 % Crocs Inc.
Removed
Carter's, OshKosh B'gosh 41 180,420 1.4 % 2.0 % Capri Holdings Limited Michael Kors, Michael Kors Men’s 28 142,986 1.1 % 1.9 % Luxottica Group S.p.A. Lenscrafters, Oakley, Sunglass Hut 62 98,282 0.8 % 1.9 % Skechers USA, Inc. Skechers 29 160,163 1.3 % 1.8 % Rack Room Shoes, Inc.
Added
Crocs, Hey Dude 36 99,254 0.8 % 1.3 % Hilco Consumer - Retail Hanesbrands, Maidenform 25 134,764 1.0 % 1.3 % Vera Bradley, Inc.
Removed
Off Broadway Shoes, Rack Room Shoes 25 178,348 1.4 % 1.7 % Hanesbrands Inc. Champion, Hanesbrands, Maidenform 34 166,204 1.3 % 1.7 % Express Inc. Express Factory 26 182,114 1.4 % 1.7 % V. F.
Removed
H&M 19 406,125 3.2 % 1.5 % Ralph Lauren Corporation Polo Children, Polo Ralph Lauren, Polo Ralph Lauren Big & Tall 31 352,490 2.8 % 1.5 % Caleres Inc.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

12 edited+1 added−2 removed7 unchanged
Biggest changeShe is a graduate of Illinois State University, where she earned her Bachelor of Arts and Science degree in Public Relations and Organizational Communication Psychology. Jessica K. Norman. Ms. Norman joined the Company in September 2023 as Executive Vice President - General Counsel and Secretary.
Biggest changePrior to joining the Company, she spent the majority of her career with Simon Premium Outlets, most recently as Executive Vice President of Property Management guiding eight straight years of NOI growth. She is a graduate of Illinois State University, where she earned her Bachelor of Arts and Science degree in Public Relations and Organizational Communication Psychology. Jessica K. Norman.
ITEM 4. MINE SAFETY DISCLOSURES Not applicable. INFORMATION ABOUT THE EXECUTIVE OFFICERS OF TANGER INC. The following table sets forth certain information concerning the Company's executive officers. The Operating Partnership does not have executive officers: NAME AGE POSITION Stephen J. Yalof 61 Director, President and Chief Executive Officer Michael J.
ITEM 4. MINE SAFETY DISCLOSURES Not applicable. INFORMATION ABOUT THE EXECUTIVE OFFICERS OF TANGER INC. The following table sets forth certain information concerning the Company's executive officers. The Operating Partnership does not have executive officers: Name Age Position Stephen J. Yalof 62 Director, President and Chief Executive Officer Michael J.
Bilerman 48 Executive Vice President - Chief Financial Officer and Chief Investment Officer Leslie A. Swanson 53 Executive Vice President - Chief Operating Officer Jessica K. Norman 41 Executive Vice President - General Counsel and Secretary Justin C. Stein 44 Executive Vice President - Leasing The following is a biographical summary of the experience of our executive officers: Stephen J.
Bilerman 49 Executive Vice President - Chief Financial Officer and Chief Investment Officer Leslie A. Swanson 54 Executive Vice President - Chief Operating Officer Jessica K. Norman 43 Executive Vice President - General Counsel and Secretary Justin C. Stein 45 Executive Vice President - Leasing The following is a biographical summary of the experience of our executive officers: Stephen J.
Prior to joining the Company, she served as Chief Legal Officer of Independence Realty Trust ("IRT"), a publicly traded REIT that owns and operates multifamily apartment properties across non-gateway U.S. markets.
Ms. Norman joined the Company in September 2023 as Executive Vice President - General Counsel and Secretary. Prior to joining the Company, she served as Chief Legal Officer of Independence Realty Trust ("IRT"), a publicly traded REIT that owns and operates multifamily apartment properties across non-gateway U.S. markets.
Prior to joining IRT in 2016, she served for two years as Managing Director, Corporate Counsel for IRT's external advisor, RAIT Financial Trust, where she was primarily responsible for overseeing legal matters affecting IRT. Since 2021, Ms.
Prior to joining IRT in 2016, she served for two years as Managing Director, Corporate Counsel for IRT's external advisor, RAIT Financial Trust, where she was primarily responsible for overseeing legal matters affecting IRT. Before moving in-house, Ms. Norman spent 8 years in private practice specializing in commercial real estate and finance. Since 2021, Ms.
Prior to joining the Company, he served as Senior Vice President of Leasing at Simon Property Group, Inc., a commercial real estate company, for 10 years. A consistent top producer and key member of their leadership team, Justin’s innovative approach to deal making and relationship-driven mentality has made him one of the most respected and productive persons in the industry.
Mr. Stein joined the Company in October 2021 as Executive Vice President - Leasing. Prior to joining the Company, he served as Senior Vice President of Leasing at Simon Property Group, Inc., a commercial real estate company, for 10 years. A consistent top producer and key member of their leadership team, Mr.
He also oversees the leasing personnel and the merchandising and occupancy for Tanger properties. Justin is a graduate of Bryant University where he earned a B.S. in Computer Information Systems. He also earned a Master’s of Science, Information Systems from Stevens Institute of Technology. 41 PART II
Stein’s major responsibilities include managing the leasing strategies for Tanger’s operating properties, as well as expansions and new developments. He also oversees the leasing personnel and the merchandising and occupancy for Tanger properties. Mr. Stein is a graduate of Bryant University where he earned a B.S. in Computer Information Systems.
He also has more than eight years of experience in the retail brokerage industry as a Managing Director of Retail for Newmark, CBRE and Cushman & Wakefield, all of which are commercial real estate companies. Justin’s major responsibilities include managing the leasing strategies for Tanger’s operating properties, as well as expansions and new developments.
Stein’s innovative approach to deal making and relationship-driven mentality has made him one of the most respected and productive persons in the industry. He also has more than eight years of experience in the retail brokerage industry as a Managing Director of Retail for Newmark, CBRE and Cushman & Wakefield, all of which are commercial real estate companies. Mr.
Since that time, she has led a corporate and field organization, implementing practices that cultivate corporate growth and fostering a people-first approach to culture. Her focus on asset management and corporate operating procedures has enabled the Company to create new revenue levers that complement its core business, strengthening revenue generation and operating capacities at all levels.
Her focus on asset management and corporate operating procedures has enabled the Company to create new revenue levers that complement its core business, strengthening revenue generation and operating capacities at all levels. Respected as a thought leader in the industry, Ms. Swanson has more than three decades of experience in shopping center operations, management and marketing.
Norman holds a Bachelor of Science in Business and Economics from the University of Pittsburgh, as well as a Juris Doctorate and a Master of Business Administration from Temple University. Justin C. Stein. Mr. Stein joined the Company in October 2021 as Executive Vice President - Leasing.
Norman has also served as a board member and co-chair for the Nominating and Governance Committee for the Ronald McDonald House Charities® of the Philadelphia Region. Ms. Norman holds a Bachelor of Science in Business and Economics from the University of Pittsburgh, as well as a Juris Doctorate and a Master of Business Administration from Temple University. Justin C. Stein.
Bilerman served in various other leadership capacities at Citigroup, Inc. since 2004, and previously was employed by Goldman Sachs from 1998 to 2004 in Investment Banking and then in Equity Research. Mr. Bilerman is responsible for the Company's financial reporting, accounting, tax, capital markets, investor relations, financial planning and analysis and information systems functions.
Bilerman served in various other leadership capacities at Citigroup, Inc. since 2004, and previously was employed by Goldman Sachs from 1998 to 2004 in Investment Banking and then in Equity Research. He is a graduate of McGill University with a double major in finance and strategic management. 40 Leslie A. Swanson. Ms.
He is a graduate of McGill University with a double major in finance and strategic management. 40 Leslie A. Swanson. Ms. Swanson was named Executive Vice President – Chief Operating Officer in December 2021. She joined the Company in October 2020 as Executive Vice President of Operations.
Swanson was named Executive Vice President – Chief Operating Officer in December 2021. She joined the Company in October 2020 as Executive Vice President of Operations. Since that time, she has led a corporate and field organization, implementing practices that cultivate corporate growth and fostering a people-first approach to culture.
Removed
Respected as a thought leader in the industry, Ms. Swanson has more than three decades of experience in shopping center operations, management and marketing. Prior to joining the Company, she spent the majority of her career with Simon Premium Outlets, most recently as Executive Vice President of Property Management guiding eight straight years of NOI growth.
Added
He also earned a Master’s of Science, Information Systems from Stevens Institute of Technology. 41 PART II
Removed
Norman has also served as a board member and co-chair for the Nominating and Governance Committee for the Ronald McDonald House Charities® of the Philadelphia Region, which supports families on their children's medical journeys with a community of comfort and hope. Ms.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

10 edited+0 added−0 removed7 unchanged
Biggest changeShare price performance, presented for the five years ended December 31, 2023, is not necessarily indicative of future results. 43 Period Ended Index 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 Tanger Inc. 100.00 78.67 57.21 115.32 112.66 182.58 Dow Jones Equity All REIT Index 100.00 128.74 122.57 173.07 129.79 144.46 Dow Jones U.S.
Biggest changeShare price performance, presented for the five years ended December 31, 2024, is not necessarily indicative of future results. 43 Period Ended Index 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 Tanger Inc. 100.00 72.72 146.59 143.21 232.08 296.38 Dow Jones Equity All REIT Index 100.00 95.21 134.44 100.82 112.21 117.66 Dow Jones U.S.
The Company may, from time to time, enter into Rule 10b5-1 plans to facilitate the repurchase of its shares under this authorization. The Company did not repurchase any shares subsequent to the authorization of the repurchase plan in May 2023. The remaining amount authorized to be repurchased under the program as of December 31, 2023 was $100.0 million.
The Company may, from time to time, enter into Rule 10b5-1 plans to facilitate the repurchase of its shares under this authorization. The Company did not repurchase any shares subsequent to the authorization of the repurchase plan in May 2023. The remaining amount authorized to be repurchased under the program as of December 31, 2024 was $100.0 million.
The following table summarizes our common share repurchases for the quarter ended December 31, 2023: Period Total number of shares purchased Average price paid per share Total number of shares purchased as part of publicly announced plans or programs Approximate dollar value of shares that may yet be purchased under the plans or programs (in millions) October 1, 2023 to October 31, 2023 — $ — — $ 100.0 November 1, 2023 to November 30, 2023 — — — 100.0 December 1, 2023 to December 31, 2023 — — — 100.0 Total — $ — — $ 100.0 For certain restricted common shares that vested during the three months ended December 31, 2023, we withheld shares with value equivalent up to the employees' obligation for the applicable income and other employment taxes, and remitted the cash to the appropriate taxing authorities.
The following table summarizes our common share repurchases for the quarter ended December 31, 2024: Period Total number of shares purchased Average price paid per share Total number of shares purchased as part of publicly announced plans or programs Approximate dollar value of shares that may yet be purchased under the plans or programs (in millions) October 1, 2024 to October 31, 2024 — $ — — $ 100.0 November 1, 2024 to November 30, 2024 — — — 100.0 December 1, 2024 to December 31, 2024 — — — 100.0 Total — $ — — $ 100.0 For certain restricted common shares that vested during the three months ended December 31, 2024, we withheld shares with value equivalent up to the employees' obligation for the applicable income and other employment taxes, and remitted the cash to the appropriate taxing authorities.
We were in compliance with REIT taxable income distribution requirements for the 2023 tax year. 42 Securities Authorized for Issuance under Equity Compensation Plans The information required by this Item is set forth in Part III, Item 12 of this Annual Report.
We were in compliance with REIT taxable income distribution requirements for the 2024 tax year. 42 Securities Authorized for Issuance under Equity Compensation Plans The information required by this Item is set forth in Part III, Item 12 of this Annual Report.
The total number of shares withheld upon vesting was 11,736 for the three months ended December 31, 2023. Dividends The Company operates in a manner intended to enable it to qualify as a REIT under the Internal Revenue Code. A REIT is required to distribute at least 90% of its taxable income to its shareholders each year.
The total number of shares withheld upon vesting was 38,477 for the three months ended December 31, 2024. Dividends The Company operates in a manner intended to enable it to qualify as a REIT under the Internal Revenue Code. A REIT is required to distribute at least 90% of its taxable income to its shareholders each year.
Holders As of February 1, 2024, there were approximately 337 common shareholders of record. Share Repurchases In May 2023, the Board authorized the repurchase of up to $100.0 million of the Company’s outstanding shares through May 31, 2025, replacing the previously authorized plan to repurchase up to $80.0 million of the Company's outstanding shares through May 31, 2023.
Holders As of February 3, 2025, there were approximately 336 common shareholders of record. Share Repurchases In May 2023, the Board authorized the repurchase of up to $100.0 million of the Company’s outstanding shares through May 31, 2025, replacing the previously authorized plan to repurchase up to $80.0 million of the Company's outstanding shares through May 31, 2023.
As of December 31, 2023, the Company and its wholly-owned subsidiary, Tanger LP Trust, owned 108,793,251 units of the Operating Partnership and the Non-Company LPs owned 4,707,958 Class A limited partnership units of the Operating Partnership.
As of December 31, 2024, the Company and its wholly-owned subsidiary, Tanger LP Trust, owned 112,738,633 units of the Operating Partnership and the Non-Company LPs owned 4,707,958 Class A limited partnership units of the Operating Partnership.
During the years ended 2023 and 2022, the Company paid dividends aggregating $0.97 and $0.8025 per share, respectively. On January 17, 2024, the Board declared a quarterly dividend of $0.26 per share, which were paid on February 15, 2024. The Board continues to evaluate the potential for future dividend payments on a quarterly basis.
During the years ended 2024 and 2023, the Company paid dividends aggregating $1.085 and $0.97 per share, respectively. In January 2025, the Board declared a quarterly dividend of $0.275 per share, which was paid on February 14, 2025. The Board continues to evaluate the potential for future dividend payments on a quarterly basis.
We made distributions per common unit during the year ended 2023 as follows: 2023 First Quarter $ 0.2200 Second Quarter 0.2450 Third Quarter 0.2450 Fourth Quarter 0.2600 Distributions per unit $ 0.9700 44 ITEM 6. RESERVED 45
We made distributions per common unit during the year ended 2024 as follows: 2024 First Quarter $ 0.260 Second Quarter 0.275 Third Quarter 0.275 Fourth Quarter 0.275 Distributions per unit $ 1.085 44
Real Estate Retail Index 100.00 105.79 67.47 105.75 91.16 100.72 S&P 500 Index 100.00 131.49 155.68 200.37 164.08 207.21 Tanger Properties Limited Partnership Market Information There is no established public trading market for the Operating Partnership's common units.
Real Estate Retail Index 100.00 63.78 99.96 86.17 95.21 107.61 S&P 500 Index 100.00 118.40 152.39 124.79 157.59 197.02 Tanger Properties Limited Partnership Market Information There is no established public trading market for the Operating Partnership's common units.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

73 edited+29 added−36 removed108 unchanged
Biggest changeWe compensate for these limitations by relying primarily on our GAAP results and using Adjusted EBITDA, EBITDAre and Adjusted EBITDAre only as supplemental measures. 67 Below is a reconciliation of Net Income to Adjusted EBITDA (in thousands): 2023 2022 Net income $ 103,882 $ 85,831 Adjusted to exclude: Interest expense, net 38,149 43,372 Income tax expense (benefit) (408) 138 Depreciation and amortization 108,889 111,904 Gain on sale of assets — (3,156) Compensation-related adjustments (1) (806) 2,447 Gain on sale of non-real estate asset (2) — (2,418) Loss on early extinguishment of debt (3) — 222 Adjusted EBITDA $ 249,706 $ 238,340 Below is a reconciliation of Net Income to EBITDAre and Adjusted EBITDAre (in thousands): 2023 2022 Net income $ 103,882 $ 85,831 Adjusted to exclude: Interest expense, net 38,149 43,372 Income tax expense (benefit) (408) 138 Depreciation and amortization 108,889 111,904 Gain on sale of assets — (3,156) Pro-rata share of interest expense, net - unconsolidated joint ventures 8,779 6,972 Pro-rata share of depreciation and amortization - unconsolidated joint ventures 10,514 11,018 EBITDAre $ 269,805 $ 256,079 Compensation-related adjustments (1) (806) 2,447 Gain on sale of non-real estate asset (2) — (2,418) Loss on early extinguishment of debt (3) — 222 Adjusted EBITDAre $ 268,999 $ 256,330 (1) For the 2023 period, represents the reversal of previously expensed compensation related to a voluntary executive departure.
Biggest changeBelow is a reconciliation of Net Income to Adjusted EBITDA (in thousands): 2024 2023 Net income $ 102,760 $ 103,882 Adjusted to exclude: Interest expense, net 59,414 38,149 Income tax expense (benefit) 45 (408) Depreciation and amortization 138,690 108,889 Compensation-related adjustments (1) 1,554 (806) Adjusted EBITDA $ 302,463 $ 249,706 Below is a reconciliation of Net Income to EBITDAre and Adjusted EBITDAre (in thousands): 2024 2023 Net income $ 102,760 $ 103,882 Adjusted to exclude: Interest expense, net 59,414 38,149 Income tax expense (benefit) 45 (408) Depreciation and amortization 138,690 108,889 Pro-rata share of interest expense, net - unconsolidated joint ventures 8,725 8,779 Pro-rata share of depreciation and amortization - unconsolidated joint ventures 9,334 10,514 EBITDAre $ 318,968 $ 269,805 Compensation-related adjustments (1) 1,554 (806) Adjusted EBITDAre $ 320,522 $ 268,999 (1) For the 2024 period, represents executive severance costs and for the 2023 period, represents the reversal of previously expensed compensation related to a voluntary executive departure. 67 Economic Conditions and Outlook We are closely monitoring the impact of supply chain and labor issues, inflationary and deflationary pressures, changes in interest rates and the overall macroeconomic environment on all aspects of our business and geographies, including how it will impact our tenants and business partners.
For projects to be developed through joint venture arrangements, we may use collateralized construction loans to fund a portion of the project, with our share of the equity requirements funded from sources described above. We intend to continue to grow our portfolio by developing, expanding or acquiring additional retail real estate assets.
For projects to be developed through joint venture arrangements, we may use collateralized construction loans to fund a portion of the project, with our share of the equity requirements funded from sources described above. 54 We intend to continue to grow our portfolio by developing, expanding or acquiring additional retail real estate assets.
The Company’s senior management has reviewed these critical accounting estimates and related disclosures with the Audit Committee of the Board. Evaluation of Impairment of long-lived assets Rental property held and used by us is reviewed for impairment in the event that facts and circumstances indicate the carrying amount of an asset may not be recoverable.
The Company’s senior management has reviewed these critical accounting estimates and related disclosures with the Audit Committee of the Board. 59 Evaluation of Impairment of long-lived assets Rental property held and used by us is reviewed for impairment in the event that facts and circumstances indicate the carrying amount of an asset may not be recoverable.
We believe our joint ventures will be able to fund their operating and capital needs during the year ended 2024 based on their sources of working capital, specifically cash flow from operations, access to contributions from partners, and ability to refinance all or portion of their debt obligations, including the ability to exercise upcoming extensions of near-term maturities.
We believe our joint ventures will be able to fund their operating and capital needs during the year ended 2025 based on their sources of working capital, specifically cash flow from operations, access to contributions from partners, and ability to refinance all or portion of their debt obligations, including the ability to exercise upcoming extensions of near-term maturities.
During the year ended December 31, 2023, no one tenant (including affiliates) accounted for more than 8% of our square feet or 6% of our rental revenues. Due to the relatively short-term nature of our tenants’ leases, a significant portion of the leases in our portfolio come up for renewal each year.
During the year ended December 31, 2024, no one tenant (including affiliates) accounted for more than 8% of our square feet or 6% of our rental revenues. Due to the relatively short-term nature of our tenants’ leases, a significant portion of the leases in our portfolio come up for renewal each year.
The outstanding balance was increased from $300.0 million to $325.0 million, and the maturity date was extended to January 2027 plus a one-year extension option. The interest rate changed from LIBOR + 1.25% to Adjusted SOFR + 0.95% based on our current credit rating.
The outstanding balance was increased from $300.0 million to $325.0 million, and the maturity date was extended to January 2027 plus a one-year extension option. The interest rate changed from LIBOR + 1.25% to Adjusted SOFR + 0.94% based on our current credit rating.
The unavailability of capital could adversely affect the Operating Partnership's ability to pay its distributions to us, which will in turn, adversely affect our ability to pay cash dividends to our shareholders. 52 We operate in a manner intended to enable us to qualify as a REIT under the Internal Revenue Code.
The unavailability of capital could adversely affect the Operating Partnership's ability to pay its distributions to us, which will in turn, adversely affect our ability to pay cash dividends to our shareholders. 51 We operate in a manner intended to enable us to qualify as a REIT under the Internal Revenue Code.
If our occupancy declines, certain centers may fall below the minimum co-tenancy thresholds and could trigger many tenants' contractual ability to pay reduced rents, which in turn may negatively impact our results of operations. Our occupancy at our consolidated centers was 97% at the end of the years ended December 31, 2023 and 2022, respectively.
If our occupancy declines, certain centers may fall below the minimum co-tenancy thresholds and could trigger many tenants' contractual ability to pay reduced rents, which in turn may negatively impact our results of operations. Our occupancy at our consolidated centers was 98% and 97% at the end of the years ended December 31, 2024 and 2023, respectively.
As of December 31, 2023, we have partial ownership interests in six unconsolidated centers totaling approximately 2.1 million square feet, including two centers located in Canada.
As of December 31, 2024, we have partial ownership interests in six unconsolidated centers totaling approximately 2.1 million square feet, including two centers located in Canada.
We allocate the purchase price of asset acquisitions based on the fair value of land, building, tenant improvements, debt and deferred lease costs and other intangibles, such as the value of leases with above or below market rents, origination costs associated with the in-place leases, the value of in-place leases and tenant relationships, if any.
Using the above guidance, we allocated the purchase price of asset acquisitions based on the fair value of land, building, tenant improvements, debt and deferred lease costs and other intangibles, such as the value of leases with above or below market rents, origination costs associated with the in-place leases, the value of in-place leases and tenant relationships, if any.
Approximately $7.0 million and $6.4 million, respectively, were allocated to above and below market rents. Revenue recognition and collectibility of operating lease receivables We, as a lessor, retain substantially all of the risks and benefits of ownership of our centers and account for our leases as operating leases.
Approximately $7.0 million and $6.4 million, respectively, were allocated to the value of leases with above and below market rents. Revenue recognition and collectability of operating lease receivables We, as a lessor, retain substantially all of the risks and benefits of ownership of our centers and account for our leases as operating leases.
(3) Centers excluded from Same Center NOI Cash Basis: Center Date Event Nashville, TN October 2023 New Development Asheville, NC November 2023 Acquired Huntsville, AL November 2023 Acquired Blowing Rock, NC December 2022 Sold 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.
(2) Centers excluded from Same Center NOI Cash Basis: Center Date Event Little Rock, AR December 2024 Acquired Nashville, TN October 2023 New Development Asheville, NC November 2023 Acquired Huntsville, AL November 2023 Acquired 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.
Our variable rate debt agreements are based on Daily SOFR so the Daily SOFR rate at December 31, 2023 was used to calculate future interest expense. Operating Lease Obligations As described further in Note 21 to the Consolidated Financial Statements, as of December 31, 2023, we had a total of $232.6 million of minimum operating lease obligations.
Our variable rate debt agreements are based on Daily SOFR so the Daily SOFR rate at December 31, 2024 was used to calculate future interest expense. Operating Lease Obligations As described further in Note 21 to the Consolidated Financial Statements, as of December 31, 2024, we had a total of $226.9 million of minimum operating lease obligations.
As of December 31, 2023, we were in compliance with all financial and non-financial covenants related to our debt obligations, as detailed below: Senior unsecured notes financial covenants Required Actual Total Consolidated Debt to Adjusted Total Assets 38 % Total Secured Debt to Adjusted Total Assets 2 % Total Unencumbered Assets to Unsecured Debt >150% 251 % Consolidated Income Available for Debt Service to Annual Debt Service Charge > 1.5 x 5.7 x Lines of credit and term loan Required Actual Total Liabilities to Total Adjusted Asset Value 38 % Secured Indebtedness to Total Adjusted Asset Value 5 % EBITDA to Fixed Charges > 1.5 x 4.5 Total Unsecured Indebtedness to Adjusted Unencumbered Asset Value 33 % Unencumbered Interest Coverage Ratio > 1.5 x 5.9 Debt of unconsolidated joint ventures The following table details information regarding the outstanding debt of the unconsolidated joint ventures and guarantees of such debt provided by us as of December 31, 2023 (dollars in millions): Joint Venture Total Joint Venture Debt Maturity Date Interest Rate Percent Guaranteed by the Operating Partnership Maximum Guaranteed Amount by the Company Charlotte $ 99.4 July 2028 4.27 % — % $ — Columbus 71.0 October 2032 6.25 % — % — Galveston/Houston 58.0 June 2026 Daily SOFR + 3.00% 17.2 % 10.0 National Harbor 93.6 January 2030 4.63 % — % — Debt origination costs (2.0) $ 320.0 $ 10.0 Houston/Galveston, Texas In June 2023, the Galveston/Houston joint venture completed the refinance of its mortgage.
As of December 31, 2024, we were in compliance with all financial and non-financial covenants related to our debt obligations, as detailed below: Senior unsecured notes financial covenants Required Actual Total Consolidated Debt to Adjusted Total Assets 36 % Total Secured Debt to Adjusted Total Assets 2 % Total Unencumbered Assets to Unsecured Debt > 150% 275 % Consolidated Income Available for Debt Service to Annual Debt Service Charge > 1.5 x 5.5 x Lines of credit and term loan Required Actual Total Liabilities to Total Adjusted Asset Value 34 % Secured Indebtedness to Total Adjusted Asset Value 4 % EBITDA to Fixed Charges > 1.5 x 4.4 x Total Unsecured Indebtedness to Adjusted Unencumbered Asset Value 29 % Unencumbered Interest Coverage Ratio > 1.5 x 5.6 x 58 Debt of unconsolidated joint ventures The following table details information regarding the outstanding debt of the unconsolidated joint ventures and guarantees of such debt provided by us as of December 31, 2024 (dollars in millions): Joint Venture Ownership % Total Joint Venture Debt Maturity Date Maturity Date With Option Interest Rate Percent Guaranteed by the Operating Partnership Maximum Guaranteed Amount by the Company Charlotte 50% $ 97.7 July 2028 — 4.27% — % $ — Columbus 50% 71.0 October 2032 — 6.25% — % — Galveston/Houston 50% 58.0 June 2026 June 2028 Daily SOFR + 3.00% 17.2 % 10.0 National Harbor 50% 92.1 January 2030 4.63% — % — Debt origination costs 50% (1.6) — — — — — $ 317.2 $ 10.0 Houston/Galveston, Texas In June 2023, the Galveston/Houston joint venture completed the refinance of its mortgage.
While historically we have satisfied this distribution requirement by making cash distributions to our shareholders, it may choose to satisfy this requirement by making distributions of cash or other property, including, in limited circumstances, our own shares. For tax reporting purposes, we distributed approximately $101.0 million during 2023.
While historically we have satisfied this distribution requirement by making cash distributions to our shareholders, it may choose to satisfy this requirement by making distributions of cash or other property, including, in limited circumstances, our own shares. For tax reporting purposes, we distributed approximately $118.1 million during 2024.
As of January 31, 2024, we had lease renewals executed or in process for approximately 93.0% of the space that came up for renewal in 2023. We believe retail real estate will continue to be a profitable and fundamental distribution channel for many brands and retailers.
As of January 31, 2025, we had lease renewals executed or in process for 76.6% of the space that came up for renewal in 2024. We believe retail real estate will continue to be a profitable and fundamental distribution channel for many brands and retailers.
For the total portfolio, including the Company’s pro rata share of unconsolidated joint ventures, as of January 31, 2024, we had lease renewals executed or in process for 23.8% of the space scheduled to expire during 2024 compared to 41.0% of the space scheduled to expire during 2023 that was executed or in process as of January 31, 2022.
For the total portfolio, including the Company’s pro rata share of unconsolidated joint ventures, as of January 31, 2025, we had lease renewals executed or in process for 34.9% of the space scheduled to expire during 2025 compared to 23.8% of the space scheduled to expire during 2024 that was executed or in process as of January 31, 2024.
Future Debt Obligations As described further in Note 9 to the Consolidated Financial Statements, as of December 31, 2023, scheduled maturities and principal amortization of our existing debt for 2024, 2025, 2026 and 2027 are $5.1 million, $14.5 million, $407.4 million and $625.0 million, respectively. As of December 31, 2023, scheduled maturities after 2027 aggregate to $400.0 million.
Future Debt Obligations As described further in Note 9 to the Consolidated Financial Statements, as of December 31, 2024, scheduled maturities and principal amortization of our existing debt for 2025, 2026 and 2027 are $1.5 million, $407.4 million and $625.0 million, respectively. There are no scheduled maturities in 2028.
Our MD&A is presented in the following sections: • General Overview • Leasing Activity • Results of Operations • Liquidity and Capital Resources of the Company • Liquidity and Capital Resources of the Operating Partnership • Critical Accounting Estimates • Recent Accounting Pronouncements • Non-GAAP Supplemental Measures • Economic Conditions and Outlook 46 General Overview As of December 31, 2023, we had 31 consolidated centers and one open-air lifestyle center in 18 states totaling 12.7 million square feet.
Our MD&A is presented in the following sections: • General Overview • Leasing Activity • Results of Operations • Liquidity and Capital Resources of the Company • Liquidity and Capital Resources of the Operating Partnership • Critical Accounting Estimates • Recent Accounting Pronouncements • Non-GAAP Supplemental Measures • Economic Conditions and Outlook 46 General Overview As of December 31, 2024, we had 31 consolidated centers and two open-air lifestyle centers in 19 states totaling 13.0 million square feet.
During 2024, approximately 2.6 million square feet, or 19% to the total portfolio including our share of unconsolidated joint ventures, will come up for renewal.
During 2025, approximately 2.7 million square feet, or 19% of the total portfolio including our share of unconsolidated joint ventures, will come up for renewal.
Critical Accounting Estimates The preparation of financial statements and related disclosures in conformity with U.S. generally accepted accounting principles (“GAAP”) and the Company’s discussion and analysis of its financial condition and operating results require the Company’s management to make judgments, assumptions and estimates that affect the amounts reported.
Critical Accounting Estimates The preparation of financial statements and related disclosures in conformity with GAAP and the Company’s discussion and analysis of its financial condition and operating results require the Company’s management to make judgments, assumptions and estimates that affect the amounts reported.
We currently intend to use the net proceeds from any sale of Common Shares pursuant to the ATM Offering for working capital and general corporate purposes. As of December 31, 2023, we had approximately $220.1 million remaining available for sale under our ATM Offering program.
We currently intend to use the net proceeds from any sale of Common Shares pursuant to the ATM Offering for working capital, funding external growth and general corporate purposes. As of December 31, 2024, we had approximately $34.5 million remaining available for sale under our ATM Offering program.
Each of these measures is defined as follows: We define Adjusted EBITDA as net income 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 adjustments, 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.
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 adjustments, 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.
These minimum lease payments range from approximately $4.9 million to $5.9 million on an annual basis over the next five years. Other Contractual Obligations Other contractual obligations totaled $5.9 million as of December 31, 2023. These obligations range from approximately $1.3 million to $1.7 million on an annual basis over the next five years.
These minimum lease payments range from approximately $4.7 million to $5.9 million on an annual basis over the next five years. Other Contractual Obligations Other contractual obligations totaled $6.0 million as of December 31, 2024. These obligations range from approximately $329,000 to $2.1 million on an annual basis over the next five years.
(2) In the 2023 and 2022 periods, second generation tenant allowances are presented net of $1.1 million and $1.5 million tenant allowance reversals respectively, which were the result of a lease modifications. (3) The increase in other capital expenditures in 2023 was primarily related to our ongoing solar initiatives.
(2) In the 2024 and 2023 periods, second generation tenant allowances are presented net of $206,000 and $1.1 million tenant allowance reversals respectively, which were the result of a lease modifications. (3) The decrease in other capital expenditures in 2024 was primarily related to lower spending on our ongoing solar initiatives.
As a result, we have considered our short-term (one year or less from the date of filing these financial statements) liquidity needs and the adequacy of our estimated cash flows from operating activities and other financing sources to meet these needs.
Accordingly, an event of default could have a material and adverse impact on us. As a result, we have considered our short-term (one year or less from the date of filing these financial statements) liquidity needs and the adequacy of our estimated cash flows from operating activities and other financing sources to meet these needs.
The table below details our acquisitions, new developments, expansions and dispositions of consolidated and unconsolidated centers that impacted our results of operations and liquidity from January 1, 2021 to December 31, 2023: Consolidated Centers Unconsolidated Joint Venture Centers Managed Centers Center Quarter Acquired/Developed/Disposed Square Feet (in thousands) Number of Centers Square Feet (in thousands) Number of Centers Square Feet (in thousands) Number of Centers As of December 31, 2020 11,873 31 2,212 7 — — Dispositions: Jeffersonville, Ohio First Quarter (412) (1) — — — — Saint Sauveur, Quebec First Quarter — — (99) (1) — — Other (8) — — — — — As of December 31, 2021 11,453 30 2,113 6 — — Dispositions: Blowing Rock, North Carolina Fourth Quarter (104) (1) — — — — Additions: Palm Beach, Florida Third Quarter — — — — 457 1 Other 4 — — — As of December 31, 2022 11,353 29 2,113 6 457 1 Additions: Palm Beach, Florida Third Quarter — — — — 301 1 Nashville, Tennessee Fourth Quarter 291 1 — — — — Asheville, North Carolina Fourth Quarter 382 1 — — — — Huntsville, Alabama Fourth Quarter 651 1 — — — — Other — — — — — — As of December 31, 2023 12,690 32 2,113 6 758 2 47 Leasing Activity The following table provides information for our consolidated centers related to leases for new stores that opened or renewals that were executed during the years ended December 31, 2023 and 2022, respectively: Comparable Space for Executed Leases (1) (2) (3) Leasing Transactions Square Feet (in 000s) New Initial Rent (psf) (4) Rent Spread % (5) Tenant Allowance (psf) (6) Average Initial Term (in years) Total space 2023 391 1,868 $ 38.52 14.2 % $ 5.81 3.41 2022 350 1,815 $ 31.58 10.1 % $ 2.22 3.67 Comparable and Non-Comparable Space for Executed Leases (1) (2) (3) Leasing Transactions Square Feet (in 000s) New Initial Rent (psf) (4) Tenant Allowance (psf) (6) Average Initial Term (in years) Total space 2023 461 2,131 $ 38.48 $ 10.23 3.79 2022 404 2,021 $ 32.08 $ 6.87 4.10 (1) For consolidated properties owned as of the period-end date.
The table below details our acquisitions, new developments, expansions and dispositions of consolidated and unconsolidated centers that impacted our results of operations and liquidity from January 1, 2022 to December 31, 2024: Consolidated Centers Unconsolidated Joint Venture Centers Managed Centers Center Quarter Acquired/Developed/Disposed Square Feet (in thousands) Number of Centers Square Feet (in thousands) Number of Centers Square Feet (in thousands) Number of Centers As of December 31, 2021 11,453 30 2,113 6 — — Dispositions: Blowing Rock, North Carolina Fourth Quarter (104) (1) — — — — Additions: Palm Beach, Florida Third Quarter — — — — 457 1 Other 4 — — — As of December 31, 2022 11,353 29 2,113 6 457 1 Additions: Palm Beach, Florida Third Quarter — — — — 301 1 Nashville, Tennessee Fourth Quarter 291 1 — — — — Asheville, North Carolina Fourth Quarter 382 1 — — — — Huntsville, Alabama Fourth Quarter 651 1 — — — — Other 13 — — — — — As of December 31, 2023 12,690 32 2,113 6 758 2 Additions: Little Rock, Arkansas Fourth Quarter 270 1 — — — — Other — — — — — — As of December 31, 2024 12,960 33 2,113 6 758 2 47 Leasing Activity The following table provides information for our consolidated centers related to leases for new stores that opened or renewals that were executed during the years ended December 31, 2024 and 2023, respectively: Comparable Space for Executed Leases (1) (2) Leasing Transactions Square Feet (in 000s) New Initial Rent (psf) (4) Rent Spread % (5) Tenant Allowance (psf) (6) Average Initial Term (in years) Total space 2024 402 1,976 $ 36.19 15.2 % $ 3.79 3.19 2023 391 1,868 $ 38.52 14.2 % $ 5.81 3.41 Comparable and Non-Comparable Space for Executed Leases (1) (2) Leasing Transactions Square Feet (in 000s) New Initial Rent (psf) (4) Tenant Allowance (psf) (6) Average Initial Term (in years) Total space 2024 454 2,250 $ 36.64 $ 10.16 3.81 2023 461 2,131 $ 38.48 $ 10.23 3.79 (1) For consolidated properties owned as of the period-end date.
Based on applicable interest rates and scheduled debt maturities as of December 31, 2023, these interest obligations total approximately $220.7 million and range from approximately $11.0 million to $55.2 million on an annual basis over the next five years.
Based on applicable interest rates and scheduled debt maturities as of December 31, 2024, these interest obligations total approximately $147.0 million and range from approximately $11.0 million to $54.4 million on an annual basis over the next five years.
Equity Offerings under the ATM Offering Program During 2023, we sold 3.5 million shares under our at-the-market stock offering ("ATM Offering") program at a weighted average price of $25.75 per share, generating gross proceeds of $87.3 million. As of December 31, 2023, we have a remaining authorization of $220.1 million under the ATM Offering Program.
Equity Offerings under the ATM Offering Program During 2024, we sold 3.4 million shares under our at-the-market stock offering ("ATM Offering") program at a weighted average price of $34.34 per share, generating gross proceeds of $115.9 million. As of December 31, 2024, we have a remaining authorization of $34.5 million under the ATM Offering Program.
Occupancy at our consolidated centers was 97.3% and 96.9% as of December 31, 2023 and 2022, respectively.
Occupancy at our consolidated centers was 98% and 97.3% as of December 31, 2024 and 2023, respectively.
Accordingly, we will continue to monitor circumstances and events in future periods that could affect inputs such as the expected holding period, operating cash flow forecasts and capitalization rates, utilized to determine whether an impairment charge is necessary.
The recorded carrying amount includes intangible lease costs from our 2011 acquisition of the center. Accordingly, we will continue to monitor circumstances and events in future periods that could affect inputs such as the expected holding period, operating cash flow forecasts and capitalization rates, utilized to determine whether an impairment charge is necessary.
The Operating Partnership’s debt agreements 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 FFO, as defined in the debt agreements, for the prior fiscal year on an annual basis or 95% on a cumulative basis. 58 Debt Covenants We have historically been, and at December 31, 2023 are, in compliance with all of our debt covenants.
The Operating Partnership’s debt agreements 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 FFO, as defined in the debt agreements, for the prior fiscal year on an annual basis or 95% on a cumulative basis.
We determine EBITDAre based on the definition set forth by Nareit, which is defined as net income 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. 66 Adjusted EBITDAre is defined as EBITDAre excluding gains and losses on early extinguishment of debt, net, casualty gains and losses, compensation related adjustments, gains and losses on sale of outparcels, and other items that 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.
We may, from time to time, enter into Rule 10b5-1 plans to facilitate the repurchase of our Common Shares under this authorization. We did not repurchase any Common Shares during the years ended December 31, 2023, 2022 and 2021.
We may, from time to time, enter into Rule 10b5-1 plans to facilitate the repurchase of our Common Shares under this authorization. We did not repurchase any Common Shares during the years ended December 31, 2024, 2023 and 2022. The remaining amount of Common Shares authorized to be repurchased under the program as of December 31, 2024 was $100.0 million.
Either partner may initiate these provisions (subject to any applicable lock up period), which could result in either the sale of our interest or the use of available cash or additional borrowings to acquire the other party's interest.
Our joint ventures are generally subject to buy-sell provisions, which are customary for joint venture agreements in the real estate industry. Either partner may initiate these provisions (subject to any applicable lock up period), which could result in either the sale of our interest or the use of available cash or additional borrowings to acquire the other party's interest.
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.
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.
The amendment also incorporates a sustainability metric, reducing the applicable grid-based interest rate spread by one basis point annually, subject to meeting certain thresholds. The outstanding balance as of December 31, 2023 was $325.0 million.
The amendment also incorporates a sustainability metric, reducing the applicable grid-based interest rate spread by one basis point annually, subject to meeting certain thresholds.
We compensate for these limitations by relying primarily on our GAAP results and using Core FFO only as a supplemental measure. 63 Below is a reconciliation of net income to FFO and Core FFO available to common shareholders (in thousands, except per share amounts): 2023 2022 Net income $ 103,882 $ 85,831 Adjusted for: Depreciation and amortization of real estate assets - consolidated 106,450 109,513 Depreciation and amortization of real estate assets - unconsolidated joint ventures 10,514 11,018 Gain on sale of assets — (3,156) FFO 220,846 203,206 FFO attributable to noncontrolling interests in other consolidated partnerships (248) — Allocation of earnings to participating securities (2,151) (1,683) FFO available to common shareholders (1) $ 218,447 $ 201,523 As further adjusted for: Compensation-related adjustments (2) (806) 2,447 Gain on sale of non-real estate asset (3) — (2,418) Loss on early extinguishment of debt (4) — 222 Impact of above adjustments to the allocation of earnings to participating securities 6 (2) Core FFO available to common shareholders (1) $ 217,647 $ 201,772 FFO available to common shareholders per share - diluted (1) $ 1.96 $ 1.83 Core FFO available to common shareholders per share - diluted (1) $ 1.96 $ 1.83 Weighted Average Shares: Basic weighted average common shares 104,682 103,687 Effect of notional units 1,052 1,240 Effect of outstanding options and restricted common shares 798 709 Diluted weighted average common shares (for earnings per share computations) 106,532 105,636 Exchangeable operating partnership units 4,734 4,759 Diluted weighted average common shares (for FFO and Core FFO per share computations) (1) 111,266 110,395 (1) Assumes the Class A common limited partnership units of the Operating Partnership held by the noncontrolling interests are exchanged for Common Shares.
We compensate for these limitations by relying primarily on our GAAP results and using Core FFO only as a supplemental measure. 63 Below is a reconciliation of net income to FFO and Core FFO available to common shareholders (in thousands, except per share amounts): 2024 2023 Net income $ 102,760 $ 103,882 Adjusted for: Depreciation and amortization of real estate assets - consolidated 134,927 106,450 Depreciation and amortization of real estate assets - unconsolidated joint ventures 9,334 10,514 FFO 247,021 220,846 FFO attributable to noncontrolling interests in other consolidated partnerships 80 (248) Allocation of earnings to participating securities (1,652) (2,151) FFO available to common shareholders (1) $ 245,449 $ 218,447 As further adjusted for: Compensation-related adjustments (2) 1,554 (806) Impact of above adjustments to the allocation of earnings to participating securities (10) 6 Core FFO available to common shareholders (1) $ 246,993 $ 217,647 FFO available to common shareholders per share - diluted (1) $ 2.12 $ 1.96 Core FFO available to common shareholders per share - diluted (1) $ 2.13 $ 1.96 Weighted Average Shares: Basic weighted average common shares 109,263 104,682 Effect of notional units 865 1,052 Effect of outstanding options and restricted common shares 951 798 Diluted weighted average common shares (for earnings per share computations) 111,079 106,532 Exchangeable operating partnership units 4,708 4,734 Diluted weighted average common shares (for FFO and Core FFO per share computations) (1) 115,787 111,266 (1) Assumes the Class A common limited partnership units of the Operating Partnership held by the noncontrolling interests are exchanged for Common Shares.
During the fourth quarter of 2023, we acquired two centers for a total purchase price of $265.1 million, including capitalized transaction costs, that were accounted for as asset acquisitions.
Approximately $4.7 million and $4.0 million, respectively, were allocated to the value of leases with above and below market rents. During the fourth quarter of 2023, we acquired two centers for a total purchase price of $265.1 million, including capitalized transaction costs, that were accounted for as asset acquisitions.
In conjunction with this refinancing, the joint venture entered into a $29.0 million interest rate swap that fixes Daily SOFR at 4.44% until December 2025. 59 Columbus, Ohio In September 2022, the joint venture that owns the Columbus, Ohio center completed the refinance of its existing $71.0 million mortgage, which had an interest rate of LIBOR + 1.85% and a maturity date of November 2022.
Columbus, Ohio In September 2022, the joint venture that owns the Columbus, Ohio center completed the refinance of its existing $71.0 million mortgage, which had an interest rate of LIBOR + 1.85% and a maturity date of November 2022.
If our estimates of the projected future cash flows change based on uncertain market conditions or holding periods, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements. We have not materially changed the assumptions used in the analysis during the year ended December 31, 2023, and no impairments were identified.
If our estimates of the projected future cash flows change based on uncertain market conditions or holding periods, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements.
Future Interest Payments We are obligated to make periodic interest payments at fixed and variable rates, depending on the terms of the applicable debt agreements.
As of December 31, 2024, scheduled maturities after 2028 aggregate to $400.0 million. 55 Future Interest Payments We are obligated to make periodic interest payments at fixed and variable rates, depending on the terms of the applicable debt agreements.
Cash Flows The following table sets forth our changes in cash flows from 2023 and 2022 (in thousands): 2023 2022 Change Net cash provided by operating activities $ 229,515 $ 213,950 $ 15,565 Net cash used in investing activities (409,561) (98,817) (310,744) Net cash used in financing activities (19,278) (64,163) 44,885 Effect of foreign currency rate changes on cash and equivalents (115) (111) (4) Net increase/(decrease) in cash and cash equivalents $ (199,439) $ 50,859 $ (250,298) Operating Activities The increase in net cash provided by operating activities was primarily due to the addition of three centers during the fourth quarter of 2023, changes in working capital and an increase in rental revenues at existing centers primarily driven by an increase in occupancy rates and increase in rental rates.
Cash Flows The following table sets forth our changes in cash flows from 2024 and 2023 (in thousands): 2024 2023 Change Net cash provided by operating activities $ 260,592 $ 229,515 $ 31,077 Net cash used in investing activities (178,007) (409,561) 231,554 Net cash used in financing activities (48,335) (19,278) (29,057) Effect of foreign currency rate changes on cash and equivalents (122) (115) (7) Net increase/(decrease) in cash and cash equivalents $ 34,128 $ (199,439) $ 233,567 Operating Activities The increase in net cash provided by operating activities was primarily due to the addition of three centers during the fourth quarter of 2023, changes in working capital and an increase in rental revenues at existing centers primarily driven by an increase in occupancy rates and increase in rental rates.
We intend to retain the ability to raise additional capital, including public debt or equity, to pursue attractive investment opportunities that may arise and to otherwise act in a manner that we believe to be in the best interests of our shareholders and unitholders.
As of December 31, 2024, 4% of our outstanding debt, excluding variable rate debt with interest rate protection agreements in place, had variable interest rates and therefore was subject to market fluctuations. 56 We intend to retain the ability to raise additional capital, including public debt or equity, to pursue attractive investment opportunities that may arise and to otherwise act in a manner that we believe to be in the best interests of our shareholders and unitholders.
New developments and acquired properties relates to the Nashville, TN; Asheville, NC; and Huntsville, AL centers all of which were opened or acquired in the fourth quarter of 2023. Rental Revenues Rental revenues increased $17.5 million in the 2023 period compared to the 2022 period.
In the tables below, information set forth for new developments and acquired properties relates to the Little Rock, AR center, acquired in December 2024 and Nashville, TN, Asheville, NC, and Huntsville, AL centers which were opened or acquired in the fourth quarter of 2023. 48 Rental Revenues Rental revenues increased $58.6 million in the 2024 period compared to the 2023 period.
The following table sets forth the changes in other revenues (in thousands): 2023 2022 Increase/(Decrease) Other revenues from existing properties $ 16,171 $ 13,861 $ 2,310 Other revenues from new developments and acquired properties 687 — 687 Other revenues from property disposed — 176 (176) $ 16,858 $ 14,037 $ 2,821 Other revenues from existing properties increased in the 2023 period due an increase in other revenue streams, such as EV charging, paid media, sponsorships and onsite signage, on a local and national level.
The following table sets forth the changes in other revenues (in thousands): 2024 2023 Increase/(Decrease) Other revenues from existing properties $ 16,728 $ 16,171 $ 557 Other revenues from new developments and acquired properties 2,174 687 1,487 $ 18,902 $ 16,858 $ 2,044 Other revenues from existing properties increased in the 2024 period due to an increase in other revenue streams, such as our customer loyalty program, paid media sponsorships and onsite signage, on a local and national level. 49 Property Operating Expenses Property operating expenses increased $13.2 million in the 2024 period compared to the 2023 period.
If the sales or profitability of our retail tenants decline sufficiently, whether due to a change in consumer preferences, health concerns, legislative changes that increase the cost of their operations or otherwise, such tenants may be unable to pay their existing rents as such rents would represent a higher percentage of their sales. 68 In addition, certain of our lease agreements 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 if we fail to maintain certain occupancy levels or retain specified named tenants, or if the tenant does not achieve certain specified sales targets.
In addition, certain of our lease agreements 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 if we fail to maintain certain occupancy levels or retain specified named tenants, or if the tenant does not achieve certain specified sales targets.
The remaining amount of Common Shares authorized to be repurchased under the program as of December 31, 2023 was $100.0 million. 53 In January 2024, the Board declared a $0.26 cash dividend per Common Share payable on February 15, 2024 to each shareholder of record on January 31, 2024, and a $0.26 cash distribution per general and limited partnership unit to the Operating Partnership's unitholders.
In January 2025, the Board declared a $0.275 cash dividend per Common Share payable on February 14, 2025 to each shareholder of record on January 31, 2025, and a $0.275 cash distribution per general and limited partnership unit to the Operating Partnership's unitholders.
The principal guarantees include terms for release based upon satisfactory completion of construction and performance targets including occupancy thresholds and minimum debt service coverage tests.
The principal guarantees include terms for release based upon satisfactory completion of construction and performance targets including occupancy thresholds and minimum debt service coverage tests. Our joint ventures may contain make whole provisions in the event that demands are made on any existing guarantees.
Other capital expenditures includes capital expenditures related to recurring and value-enhancing capital activities. We expect total capital expenditures for 2024 to be approximately $100.0 million as compared to capital expenditures of $188.2 million in 2023. The higher 2023 amount was driven primarily by the expenditures for our Nashville, TN development, which opened in October 2023.
Other capital expenditures includes capital expenditures related to recurring and value-enhancing capital activities. We expect total capital expenditures for 2025 to be approximately $105.0 million as compared to capital expenditures of $100.4 million in 2024. The higher 2025 amount as compared to 2024 is driven primarily by renovations and redevelopments at certain centers and continuing operational capital expenditures.
The established center is occupied by a diverse mix of brands that includes leading home furnishings providers as well as iconic apparel, footwear and accessories brands. 54 In addition, in November 2023, we acquired Bridge Street Town Centre, an 825,000-square-foot, open-air lifestyle center in Huntsville, Alabama for $193.5 million with cash. proceeds from our ATM program and amounts available under our unsecured lines of credit.
In addition, in November 2023, we acquired Bridge Street Town Centre, an 825,000-square-foot (including approximately 174,000 square feet ground leased to tenants), open-air lifestyle center in Huntsville, Alabama for $193.5 million with cash proceeds from our ATM program and amounts available under our unsecured lines of credit.
These above factors are considered in the estimation process and are subject to significant management judgment, difficult to predict and contingent on future events that may alter our assumptions and the values estimated by us in our impairment analysis may not be realized. 60 Acquisitions of Real Estate In accordance with the guidance for business combinations, we determine whether the acquisition of a property qualifies as a business combination, which requires that the assets acquired and liabilities assumed constitute a business.
These above factors are considered in the estimation process and are subject to significant management judgment, difficult to predict and contingent on future events that may alter our assumptions and the values estimated by us in our impairment analysis may not be realized.
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 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, certain executive departure related adjustments, gain on sale of non-real estate asset adjustments, gains and losses on sale of outparcels, and other items that that we do not consider indicative of the Company's ongoing operating performance. 66 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.
The following table sets forth the changes in various components of management, leasing and other services (in thousands): 2023 2022 Increase/(Decrease) Management and marketing $ 3,165 $ 2,531 $ 634 Leasing and other fees 614 194 420 Expense reimbursements from unconsolidated joint ventures and managed properties 4,881 4,432 449 Total Fees $ 8,660 $ 7,157 $ 1,503 Management, leasing and other service revenue increased in the 2023 period due to the addition of property management responsibilities for two centers in Palm Beach, Florida during 2022 and 2023. 49 Other Revenues Other revenues increased $2.8 million in the 2023 period as compared to the 2022 period.
The following table sets forth the changes in various components of management, leasing and other services (in thousands): 2024 2023 Increase/(Decrease) Management and marketing $ 3,552 $ 3,165 $ 387 Leasing and other fees 1,033 614 419 Expense reimbursements from unconsolidated joint ventures and managed properties 5,060 4,881 179 $ 9,645 $ 8,660 $ 985 During the 2023 period, we added additional property management responsibilities for centers in Palm Beach, Florida.
If the property acquired is not a business, we account for the transaction as an asset acquisition and therefore capitalize transaction costs. We evaluate each real estate acquisition to determine whether the integrated set of acquired assets and activities meets the definition of a business.
Acquisitions of Real Estate In accordance with the guidance for business combinations, we determine whether the acquisition of a property qualifies as a business combination, which requires that the assets acquired and liabilities assumed constitute a business. If the property acquired is not a business, we account for the transaction as an asset acquisition and therefore capitalize transaction costs.
Our continued compliance with these covenants depends on many factors and could be impacted by current or future economic conditions. Failure to comply with these covenants would result in a default which, if we were unable to cure or obtain a waiver from the lenders, could accelerate the repayment obligations.
Failure to comply with these covenants would result in a default which, if we were unable to cure or obtain a waiver from the lenders, could accelerate the repayment obligations. Further, in the event of default, we may be restricted from paying dividends to our shareholders in excess of dividends required to maintain our REIT qualification.
In conjunction with this refinance, the joint venture entered into a $29.0 million interest rate swap agreement that fixes Daily SOFR at 4.44% until December 2025. 51 In September 2022, the Columbus joint venture completed the refinance of its existing $71.0 million mortgage with an interest rate of LIBOR + 1.85% which had a maturity date of November 2022.
The new $58.0 million loan has a maturity date of June 2026 and an interest rate of Daily SOFR + 3.00%. In conjunction with this refinancing, the joint venture entered into a $29.0 million interest rate swap that fixes Daily SOFR at 4.44% until December 2025.
We compensate for these limitations by relying primarily on our GAAP results and using Portfolio NOI and Same Center NOI only as supplemental measures. 65 Below is a reconciliation of net income to Portfolio NOI and Same Center NOI for the consolidated portfolio (in thousands): 2023 2022 Net income $ 103,882 $ 85,831 Adjusted to exclude: Equity in earnings of unconsolidated joint ventures (8,240) (8,594) Interest expense 47,928 46,967 Gain on sale of assets — (3,156) Loss on early extinguishment of debt (1) — 222 Other (income) expense (9,729) (6,029) Depreciation and amortization 108,889 111,904 Other non-property expenses (1,119) 312 Corporate general and administrative expenses 76,299 71,657 Non-cash adjustments (2) 2,895 3,132 Lease termination fees (542) (2,870) Portfolio NOI - Consolidated 320,263 299,376 Non-same center NOI - Consolidated (3,014) (1,296) Same Center NOI - Consolidated (3) $ 317,249 $ 298,080 (1) In October 2022, we refinanced our term loan to add $25.0 million of borrowing capacity and extend the maturity to January 2027 plus a one-year extension option.
We compensate for these limitations by relying primarily on our GAAP results and using Portfolio NOI and Same Center NOI only as supplemental measures. 65 Below is a reconciliation of net income to Portfolio NOI and Same Center NOI for the consolidated portfolio (in thousands): 2024 2023 Net income $ 102,760 $ 103,882 Adjusted to exclude: Equity in earnings of unconsolidated joint ventures (11,289) (8,240) Interest expense 60,637 47,928 Other (income) expense (1,484) (9,729) Depreciation and amortization 138,690 108,889 Other non-property expenses (1,174) (1,119) Corporate general and administrative expenses 78,341 76,299 Non-cash adjustments (1) (91) 2,895 Lease termination fees (896) (542) Portfolio NOI - Consolidated 365,494 320,263 Non-same center NOI - Consolidated (32,139) (3,014) Same Center NOI - Consolidated (2) $ 333,355 $ 317,249 (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.
Each Class A common limited partnership unit is exchangeable for one Common Share, subject to certain limitations to preserve the Company's REIT status. (2) For the 2023 period, represents the reversal of previously expensed compensation related to a voluntary executive departure. For the 2022 period, represents executive severance costs. (3) Represents gain on sale of the corporate aircraft.
Each Class A common limited partnership unit is exchangeable for one Common Share, subject to certain limitations to preserve the Company's REIT status.
Our average occupancy increased from 95% to 97% from 2022 to 2023. The 2022 period included significant termination rents from certain tenants. The 2023 period did not have termination rents at that level. Management, Leasing and Other Services Management, leasing and other services increased $1.5 million in the 2023 period compared to the 2022 period.
Our average occupancy was consistent at 97% for 2024 and 2023. Management, Leasing and Other Services Management, leasing and other services increased $1.0 million in the 2024 period compared to the 2023 period.
The refinanced mortgage remained $71.0 million but became a non-recourse loan with a maturity date in October 2032 and a fixed interest rate of 6.25%. 2022 Compared to 2021 For a discussion of our results of operations for the year ended December 31, 2022, including a year-to-year comparison between 2022 and 2021, refer to Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2022.
The increase was primarily due to improved leasing execution period over period at three of our joint venture centers. 2023 Compared to 2022 For a discussion of our results of operations for the year ended December 31, 2023, including a year-to-year comparison between 2023 and 2022, refer to Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2023.
Derivatives Throughout 2023, we entered into $325 million of forward starting Daily SOFR interest rate swaps at average fixed pay rate of 3.90%. The swaps were effective February 1, 2024 and end at various dates from February 1, 2026 to January 1, 2027.
Interest Expense Interest expense increased $12.7 million in the 2024 period compared to the 2023 period. The increase was primarily due to the $325.0 million of Daily SOFR interest rate swaps that we entered into throughout 2023 that became effective on February 1, 2024 at average fixed pay rate of 3.90%.
The following table sets forth the changes in various components of property operating expenses (in thousands): 2023 2022 Increase/(Decrease) Property operating expenses from existing properties $ 136,381 $ 137,428 $ (1,047) Property operating expenses from new developments and acquired properties 3,593 — 3,593 Property operating expenses from property disposed — 962 (962) Expenses related to unconsolidated joint ventures and managed properties 4,881 4,432 449 Other property operating expense 692 1,114 (422) $ 145,547 $ 143,936 $ 1,611 Property operating expenses at existing properties decreased in the 2023 period compared to the 2022 period primarily due to decreases in snow removal expense from a mild winter in 2023.
The following table sets forth the changes in various components of property operating expenses (in thousands): 2024 2023 Increase/(Decrease) Property operating expenses from existing properties $ 136,396 $ 136,124 $ 272 Property operating expenses from new developments and acquired properties 15,474 3,593 11,881 Expenses related to unconsolidated joint ventures and managed properties 5,060 4,881 179 Other property operating expense 1,799 949 850 $ 158,729 $ 145,547 $ 13,182 Property operating expenses from existing properties increased in the 2024 period primarily from higher snow removal costs and property payroll related expenses, partially offset by certain expense refunds.
Investing Activities The increase in net cash used in investing activities was primarily driven by the acquisition in November 2023 of two centers in Asheville, NC and Huntsville, AL, for a net total of $259.7 million.
Investing Activities The decrease in net cash used in investing activities was primarily driven by lower additions to rental property as the 2023 period includes the acquisition in November 2023 of two centers in Asheville, NC and Huntsville, AL, and the development of our new center in Nashville, TN, which opened in October 2023.
This increase was partially offset by higher dividends paid during 2023 compared to 2022 primarily driven by an increase in our dividend rate. Financing Arrangements See Notes 8 and 9 to the Consolidated Financial Statements, for details of our current outstanding debt, financing transactions that have occurred over the past three years and debt maturities.
Financing Arrangements See Notes 8 and 9 to the Consolidated Financial Statements, for details of our current outstanding debt, financing transactions that have occurred over the past three years and debt maturities. As of December 31, 2024, unsecured borrowings represented 96% of our outstanding debt and 97% of the gross book value of our real estate portfolio was unencumbered.
Capital Expenditures The following table details our capital expenditures for consolidated centers for the years ended December 31, 2023 and 2022, respectively (in thousands): 2023 2022 Change Capital expenditures analysis: New center developments and expansions (1) $ 123,175 $ 39,967 $ 83,208 Renovations 10,688 369 10,319 Second generation tenant allowances (2) 12,516 9,336 3,180 Other capital expenditures (3) 51,275 39,137 12,138 197,654 88,809 108,845 Conversion from accrual to cash basis (9,458) (11,499) 2,041 Additions to rental property-cash basis $ 188,196 $ 77,310 $ 110,886 (1) New center developments and expansions in both periods primarily due to development costs at our site in Nashville, TN.
We manage our capital structure to reflect a long-term investment approach and utilize multiple sources of capital to meet our requirements, including without limitation, cash on hand, retained free cash flow and debt and equity issuances. 53 Capital Expenditures The following table details our capital expenditures for consolidated centers for the years ended December 31, 2024 and 2023, respectively (in thousands): 2024 2023 Change Capital expenditures analysis: New center developments and expansions (1) $ 27,008 $ 123,175 $ (96,167) Renovations 6,243 10,688 (4,445) Second generation tenant allowances (2) 24,437 12,516 11,921 Other capital expenditures (3) 27,152 51,275 (24,123) 84,840 197,654 (112,814) Conversion from accrual to cash basis 15,597 (9,458) 25,055 Additions to rental property-cash basis $ 100,437 $ 188,196 $ (87,759) (1) The decrease in new center developments and expansions was primarily due to development costs at our site in Nashville, TN, which opened in October 2023.
The following table sets forth information regarding settlements under our ATM Offering program: 2023 2022 2021 Number of common shares settled during the period 3,494,919 — 10,009,263 Average price per share $ 25.75 $ — $ 18.97 Aggregate gross proceeds (in thousands) $ 89,986 $ — $ 189,868 Aggregate net proceeds after commissions and fees (in thousands) $ 88,861 $ — $ 186,969 In May 2023, the Board authorized the repurchase of up to $100.0 million of our outstanding Common Shares through May 31, 2025.
The following table sets forth information regarding settlements under our ATM Offering program: 2024 2023 2022 Number of common shares settled during the period 3,374,184 3,494,919 — Average price per share $ 34.34 $ 25.75 $ — Aggregate gross proceeds (in thousands) $ 115,878 $ 89,986 $ — Aggregate net proceeds after commissions and fees (in thousands) $ 114,541 $ 88,861 $ — 52 During the fourth quarter of 2024, we sold an aggregate of 1.9 million shares under the ATM Offering program which were subject to forward sale agreements, for an estimated aggregate gross value of $69.7 million based on the initial forward sale price of $36.40 with respect to each forward sale agreement.
The following table sets forth the changes in various components of rental revenues (in thousands): 2023 2022 Increase/(Decrease) Rental revenues from existing properties $ 434,901 $ 419,139 $ 15,762 Rental revenues from new developments and acquired properties 5,950 — 5,950 Rental revenues from properties disposed — 2,144 (2,144) Straight-line rent adjustments (2,229) (1,689) (540) Lease termination fees 542 2,871 (2,329) Amortization of above and below market rent adjustments, net (275) (1,046) 771 $ 438,889 $ 421,419 $ 17,470 Rental revenues from existing properties increased primarily due to growth in occupancy and rental rates in 2023.
The following table sets forth the changes in various components of rental revenues (in thousands): 2024 2023 Increase/(Decrease) Rental revenues from existing properties $ 450,729 $ 434,901 $ 15,828 Rental revenues from new developments and acquired properties 45,441 5,950 39,491 Straight-line rent adjustments 607 (2,229) 2,836 Lease termination fees 896 542 354 Amortization of above and below market rent adjustments, net (157) (275) 118 $ 497,516 $ 438,889 $ 58,627 Rental revenues at existing properties were positively impacted by obtaining higher rents from new and existing tenants during the last twelve months and strengthening our tenant mix.
The following table sets forth the changes in various components of depreciation and amortization costs from the 2022 period to the 2023 period (in thousands): 2023 2022 Increase/(Decrease) Depreciation and amortization expenses from existing properties $ 104,000 $ 111,017 $ (7,017) Depreciation and amortization from new developments and acquired properties 4,889 — 4,889 Depreciation and amortization from disposed property — 887 (887) $ 108,889 $ 111,904 $ (3,015) Depreciation and amortization expense from existing properties decreased as certain assets became fully depreciated during the 2022 and 2023 periods.
The following table sets forth the changes in various components of depreciation and amortization costs from the 2023 period to the 2024 period (in thousands): 2024 2023 Increase/(Decrease) Depreciation and amortization expenses from existing properties $ 104,830 $ 104,000 $ 830 Depreciation and amortization from new developments and acquired properties 33,860 4,889 28,971 $ 138,690 $ 108,889 $ 29,801 The increase in depreciation and amortization from existing properties was primarily due to increased depreciation related to recent center redevelopment projects and solar projects placed in service during the last two years.
(5) Represents change in average initial and expiring cash rent (base rent and CAM). (6) Tenant allowance includes other landlord costs. Results of Operations 2023 Compared to 2022 Net income Net income increased $18.1 million in the 2023 period to a net income of $103.9 million as compared to net income of $85.8 million for the 2022 period.
Results of Operations 2024 Compared to 2023 Net income Net income decreased $(1.1) million in the 2024 period to a net income of $102.8 million compared to net income of $103.9 million for the 2023 period.
Property Operating Expenses Property operating expenses increased $1.6 million in the 2023 period compared to the 2022 period.
General and Administrative Expenses General and administrative expenses increased $1.9 million in the 2024 period compared to the 2023 period. We recorded executive separation amounts totaling $1.6 million and ($806,000) in the 2024 period and the 2023 period, respectively.
The amendment also incorporates a sustainability metric, reducing the applicable grid-based interest rate spread by one basis point annually, subject to meeting certain thresholds. 64 Portfolio Net Operating Income and Same Center NOI We present portfolio net operating income (“Portfolio NOI”) and same center net operating income (“Same Center NOI”) as supplemental measures of our operating performance.
(2) For the 2024 period, represents executive severance costs, and for the 2023 period, represents the reversal of previously expensed compensation related to a voluntary executive departure. 64 Portfolio Net Operating Income and Same Center NOI We present portfolio net operating income (“Portfolio NOI”) and same center net operating income (“Same Center NOI”) as supplemental measures of our operating performance.
We expect to maintain sufficient liquidity to fund these capital expenditures. Acquisitions In November 2023, we acquired a 382,000-square-foot, open-air outlet center in Asheville, North Carolina for $70 million in an all-cash transaction.
The Promenade at Chenal offers a line-up of highly sought-after national brands complemented by a curated roster of popular local and regional retailers, a variety of elevated and casual dining options, and an AMC IMAX Theatre. In November 2023, we acquired a 382,000-square-foot, open-air outlet center in Asheville, North Carolina for $70.0 million in an all-cash transaction.
Removed
(3) Leasing activity for commenced leases, or leases for new stores that opened or renewals that began during the respective trailing twelve months ended December 31, were as follows: Leasing Activity for Commenced Leases Leasing Transactions Square Feet (in 000s) New Initial Rent (psf) (4) Rent Spread % (5) Tenant Allowance (psf) (6) Average Initial Term (in years) Comparable Space (2) Total space 2023 306 1,596 $ 34.33 14.1 % $ 1.87 3.49 2022 295 1,449 $ 31.35 11.7 % $ 5.76 3.76 Comparable and Non-comparable Space (2) Total space 2023 370 1,863 $ 34.23 $ 7.75 3.98 2022 344 1,644 $ 31.96 $ 13.64 4.18 (4) Represents average initial cash rent (base rent and CAM).
Added
The change in net income was primarily due to the following: • higher interest expense from interest rate swaps that became effective in 2024 at higher rates • higher rental revenues from a strengthened tenant mix and higher new and renewal rental rates and the opening of our center in Nashville, TN and the acquisition of centers in Huntsville, AL and Asheville, NC during the fourth quarter of 2023 • higher operating expenses, depreciation and amortization from the new centers • higher general and administrative expenses primarily due to executive separation costs • lower investment income during 2024 due to the 2023 period having higher investment income due to higher cash balances than were available in the 2024 period.
Removed
The increase in net income is primarily due to the following: • increase in average portfolio occupancy rate from 95% to 97%, • higher property management and leasing responsibilities for two centers in Palm Beach, Florida, • increase in other revenues from marketing partnership programs, • higher investment income 48 • lower depreciation expense These increases were partially offset by: • lower termination fees, • gain on sale of assets in the 2022 period of $3.2 million from the sale of our Blowing Rock, North Carolina center, • higher general and administrative expenses in 2023 In the tables below, information set forth for properties disposed includes the Blowing Rock, NC center sold in December 2022.
Added
The majority of the cash balances were utilized during the fourth quarter of 2023 for the acquisitions of the Asheville, NC and Huntsville, AL centers. In addition, cash was utilized throughout 2023 to complete the construction of our Nashville, TN center which opened in October 2023.
Removed
General and Administrative Expenses General and administrative expenses increased $4.6 million in the 2023 period compared to the 2022 period. The 2023 period includes higher compensation costs due to the addition of certain executives and other key employees during 2022 and 2023 to drive operational and growth initiatives.
Added
The increase in overall fees is primarily attributable to the full year impact of those responsibilities in 2024 along with incremental leasing activities and incremental expense reimbursements from our unconsolidated joint ventures. Other Revenues Other revenues increased $2.0 million in the 2024 period as compared to the 2023 period.
Removed
In addition, the 2023 period includes increases in share-based compensation and other employee benefit costs. Finally, 2023 and 2022 includes executive compensation adjustments, totaling ($806,000) and $2.4 million, respectively. 50 Depreciation and Amortization Depreciation and amortization expense decreased $3.0 million in the 2023 period compared to the 2022 period.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeInterest Rate Risk We may periodically enter into certain interest rate protection and interest rate swap agreements to effectively convert existing floating rate debt to a fixed rate basis. We do not enter into derivatives or other financial instruments for trading or speculative purposes.
Biggest changeMarket risk is the potential loss arising from adverse changes in market rates and prices, such as interest rates. 68 Interest Rate Risk We may periodically enter into certain interest rate protection and interest rate swap agreements to effectively convert existing floating rate debt to a fixed rate basis.
A change in the SOFR index of 100 basis points would result in an increase or decrease of approximately $897,000 in interest expense on an annual basis. The interest rate spreads associated with our unsecured lines of credit and our unsecured term loan are based on the higher of our three investment grade credit ratings.
A change in the SOFR index of 100 basis points would result in an increase or decrease of approximately $517,000 in interest expense on an annual basis. The interest rate spreads associated with our unsecured lines of credit and our unsecured term loan are based on the higher of our three investment grade credit ratings.
As of December 31, 2023, 6% of our outstanding consolidated debt, excluding the amount of variable rate debt with interest rate protection agreements in place, had variable interest rates and therefore was subject to market fluctuations.
As of December 31, 2024, 4% of our outstanding consolidated debt, excluding the amount of variable rate debt with interest rate protection agreements in place, had variable interest rates and therefore was subject to market fluctuations.
As of December 31, 2023, we had $13.0 million of outstanding balances under our unsecured lines of credit. An upgrade or downgrade to our credit rating could decrease or increase, respectively, our interest expense depending on the level of chan ge. 69 The information presented herein is merely an estimate and has limited predictive value.
As of December 31, 2024, we did not have any outstanding balances under our unsecured lines of credit. An upgrade or downgrade to our credit rating could decrease or increase, respectively, our interest expense depending on the level of chan ge. The information presented herein is merely an estimate and has limited predictive value.
The estimated fair value and recorded value of our debt consisting of senior unsecured notes, unsecured term loans, secured mortgages and unsecured lines of credit was as follows (in thousands): December 31, 2023 December 31, 2022 Fair value of debt $ 1,319,700 $ 1,268,362 Recorded value of debt $ 1,439,203 $ 1,428,494 A 100 basis point increase from prevailing interest rates at December 31, 2023 and December 31, 2022 would result in a decrease in fair value of total consolidated debt of approximately $40.1 million and $44.3 million, respectively.
The estimated fair value and recorded value of our debt consisting of senior unsecured notes, unsecured term loans, secured mortgages and unsecured lines of credit was as follows (in thousands): December 31, 2024 December 31, 2023 Fair value of debt $ 1,348,831 $ 1,319,700 Recorded value of debt $ 1,423,759 $ 1,439,203 A 100 basis point increase from prevailing interest rates at December 31, 2024 and December 31, 2023 would result in a decrease in fair value of total consolidated debt of approximately $34.5 million and $40.1 million, respectively.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Market Risk We are exposed to various market risks, including changes in interest rates. Market risk is the potential loss arising from adverse changes in market rates and prices, such as interest rates.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Market Risk We are exposed to various market risks, including changes in interest rates.
As of December 31, 2023, we had interest rate swap agreements to fix the interest rates on outstanding debt with notional amounts totaling $300.0 million, which expired on February 1, 2024.
We do not enter into derivatives or other financial instruments for trading or speculative purposes. As of December 31, 2024, we had interest rate swap agreements to fix the interest rates on outstanding debt with notional amounts totaling $325.0 million.
Over the course of 2023, we entered into $325.0 million of new forward starting interest rate swap agreements that became effective on February 1, 2024, replacing the aforementioned swaps as part of our interest rate risk management strategy. See Note 10 to the Consolidated Financial Statements for additional details related to our outstanding derivatives.
Over the course of 2023, we entered into these interest rate swap agreements that became effective on February 1, 2024 to replace $300.0 million of expiring interest rate swaps, which had an average fixed pay rate of 0.40%, as part of our interest rate risk management strategy.
Added
The current derivatives have an average fixed pay rate of 3.90% and end at various dates between February 1, 2026 and January 1, 2027. See Note 10 to the Consolidated Financial Statements for additional details related to our outstanding derivatives.

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