We are offering 3,200,000 shares of our 8.125% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share, or the Series B Preferred Stock.
Dividends on the Series B Preferred Stock will be payable quarterly in arrears on or about the 15th day of January, April, July and October of each year (or, if not a business day, the next business day). The dividend rate is 8.125% per annum of the $25.00 liquidation preference, which is equivalent to $2.03125 per annum per share. The first dividend on the Series B Preferred Stock sold in this offering will be paid on April 15, 2012 and will be in the amount of $0.423177 per share.
Except in instances relating to preservation of our qualification as a real estate investment trust, or REIT, or in connection with a change of control of our company, the Series B Preferred Stock is not redeemable prior to January 31, 2017. At any time on and after January 31, 2017, we may, at our option, redeem the Series B Preferred Stock, in whole or from time to time in part, by paying $25.00 per share, plus any accrued and unpaid dividends to, but not including, the date of redemption. In addition, upon the occurrence of a Change of Control (as defined herein) the result of which our common stock, par value $0.01 per share, or common stock, and the common securities of the acquiring or surviving entity (or American Depositary Receipts, or ADRs, representing such securities) are not listed on the New York Stock Exchange, or the NYSE, the NYSE Amex Equities, or the NYSE Amex or the NASDAQ Stock Market, or NASDAQ, or listed or quoted on a successor exchange or quotation system, 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 dividends to, but not including, the date of redemption. If we exercise any of our redemption rights relating to the Series B Preferred Stock, the holders of Series B Preferred Stock will not be permitted to exercise the conversion right described below in respect of their shares called for redemption. The Series B Preferred Stock has no maturity date and will remain outstanding indefinitely unless redeemed by us or converted in connection with a change of control by the holders of Series B Preferred Stock.