Tanger Outlet Centers/Charter Oak
November 23, 2005
Compass Advisers, LLP ("Compass") is pleased to announce the closing of the two-stage, $773.5 million acquisition of Charter Oak Partners' ("Charter Oak") portfolio of nine factory outlet centers.
In the initial transaction (closed October 6, 2003), Tanger Factory Outlet Centers, Inc. ("Tanger") and an affiliate of Blackstone Real Estate Advisors ("Blackstone") formed a joint venture to initiate the $491 million acquisition. Tanger received one-third ownership and provided operating, management, leasing and marketing services to the properties; Blackstone owned two-thirds of the joint venture. Tanger financed the majority of its equity in the joint venture with proceeds from the issuance of 2,300,000 common shares at $40.50 per share with anticipation that the transaction would be accretive to its operating results in 2004.
Compass acted as financial advisor to Tanger, evaluating the opportunity, performing due diligence, negotiating the price and transaction terms, structuring the joint venture, determining the appropriate financing structure and coordinating Tanger's fundraising efforts. The acquisition strengthened Tanger's position in the factory outlet sector, growing the company from 33 centers totaling 6.2 million sq. ft. of retail space, to 42 centers with 9.5 million sq. ft. The Charter Oak portfolio included top quality properties located in high volume resort locations that were an excellent complement to Tanger's existing malls. Tanger planned to add significant value to the centers by formulating an extensive re merchandising strategy, enhancing the centers and improving occupancy rates by adding additional upscale tenants to the existing high quality roster.
The second stage of this transaction consisted of Tanger's $282.5 million acquisition of the remaining two-thirds interest in the Charter Oak joint venture from Blackstone, and closed November 23, 2005. Funding sources for the acquisition included proceeds from Tanger's September 2, 2005 sale of 3,000,000 common shares at $27.09 per share, the November 4, 2005 sale of $250 million of 6.15% senior unsecured notes due November 15, 2015 and the November 14, 2005 issuance of 2,200,000 7.5% Class C preferred shares at a price of $25.00 per share. Compass again acted as financial advisor to Tanger, providing strategic advice and assistance in negotiating the terms of the buyout of Blackstone's interest in the Charter Oak joint venture, as well as helping this REIT to raise capital to finance the acquisition.