TANGER INC. 8-K

What Happened Tanger Inc. (through its operating subsidiary Tanger Properties Limited Partnership) announced a private placement offering of 2.375% Exchangeable Senior Notes due 2031. The offering launched January 6, 2026 and was upsized to $220 million in principal on January 8, 2026, with an option for initial purchasers to buy up to an additional $30 million. The sale is expected to close on January 12, 2026. The Notes will be senior unsecured obligations guaranteed by Tanger Inc.

Key Details

• Issuer: Tanger Properties Limited Partnership; guarantor: Tanger Inc.
• Notes: 2.375% exchangeable senior notes due 2031; initial size $220 million, plus $30 million purchase option.
• Closing expected: January 12, 2026 (subject to customary conditions).
• Company entered into privately negotiated capped call transactions; approximately $8 million of net proceeds expected to be used to pay their cost.
• Use of proceeds includes ~ $20 million to repurchase ~0.6 million common shares (price = last sale on NYSE on Jan 7, 2026), repayment of unsecured credit lines and repayment at maturity of $350 million of 3.125% senior notes due 2026, and general corporate purposes.

Why It Matters This transaction raises immediate liquidity and addresses near-term debt maturities for Tanger and its operating partnership, including funding a planned repurchase of common shares and enabling repayment of $350M of 2026 notes at maturity. Investors should note the new secured financing is senior unsecured and exchangeable, the expected cash costs for capped calls (~$8M), and the potential dilution dynamics tied to the exchange feature and share repurchase activity.