Prospectus excerpt: We are offering up to 400,000 shares of our 7.25% Series B Cumulative Redeemable Preferred Stock, or the Series B Preferred Stock. The Series B Preferred Stock is a new series of our preferred stock and this will be its original issuance. The Series B Preferred Stock ranks pari passu with our 8 7/8% Series A Cumulative Redeemable Preferred Stock, or the Series A Preferred Stock, with respect to distribution rights and rights upon our liquidation, dissolution or winding up.
Distributions on the Series B Preferred Stock will be cumulative from (but excluding) the date of original issue and payable quarterly, beginning on August 20, 2012, at the rate of 7.25% of the liquidation preference per annum, or $1.8125 per share of Series B Preferred Stock per annum.
Generally, we may not redeem the Series B Preferred Stock until May 22, 2017. On and after May 22, 2017, we may, at our option, redeem the shares of Series B Preferred Stock, in whole or in part, by paying $25.00 per share, plus any accrued and unpaid distributions to, but not including, the date of redemption. In addition, upon the occurrence of a Change of Control (as defined in ÙDescription of the Series B Preferred Stock ? Special Optional Redemptionˆ), we may, at our option, redeem the Series B Preferred Stock, in whole or in part and within 120 days after the first date on which such Change of Control occurred, by paying $25.00 per share, plus any accrued and unpaid distributions to, but not including, the date of redemption. If we exercise any of our redemption rights, holders of the Series B Preferred Stock will not have the conversion rights described below. The Series B Preferred Stock has no maturity date and is not subject to any sinking fund or mandatory redemption provisions and will remain outstanding indefinitely unless redeemed by us or converted in connection with a Change of Control by holders of the Series B Preferred Stock.
Upon the occurrence of a Change of Control, each holder of the Series B Preferred Stock will have the right (unless, prior to the Change of Control Conversion Date (as defined in ÙDescription of the Series B Preferred Stock ? Conversion Rightsˆ), we provide or have provided notice of our election to redeem the Series B Preferred Stock) to convert some or all of the shares of Series B Preferred Stock held by such holder on the Change of Control Conversion Date into a number of shares of our common stock per share of Series B Preferred Stock (or, the equivalent value of the alternative consideration as described herein).
Holders of the Series B Preferred Stock generally have no voting rights, except for limited voting rights if we fail to pay distributions on the Series B Preferred Stock for six or more quarterly periods (whether or not consecutive) or the Series B Preferred Stock is not listed on a national securities exchange for a period of at least 180 consecutive days.