Prospectus excerpt: We are offering 10,000,000 depositary shares each representing a 1/100th interest in a share of our 6.625% Series D Cumulative Redeemable Preferred Stock, par value $0.01 per share (the ÙSeries D Preferred Stockˆ). The liquidation preference of each share of the Series D Preferred Stock is $2,500.00 per share (equivalent to $25.00 per depositary share).
We will pay cumulative cash dividends on the Series D Preferred Stock underlying the depositary shares in the amount of $1.65625 per depositary share each year, which equals a dividend rate of 6.625% of the $25.00 liquidation preference per depositary share. Dividends on the Series D Preferred Stock will be payable quarterly in arrears, on or about March 15, June 15, September 15 and December 15 of each year. The first dividend on the Series D Preferred Stock underlying the depositary shares sold in this offering will be paid on June 15, 2012 and represents a dividend equivalent of $0.5152778 per depositary share.
Generally, we may not redeem the Series D Preferred Stock (or the depositary shares) until February 23, 2017, except in limited circumstances to preserve our status as a real estate investment trust (ÙREITˆ). On and after February 23, 2017, we may, at our option, redeem the Series D Preferred Stock (and the depositary shares), in whole or in part, at any time or from time to time, in cash at a redemption price of $2,500.00 per share (equivalent to $25.00 per depositary 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), as a result of which neither our common stock, par value $0.01 per share (the Ùcommon stockˆ) nor the common securities of the acquiring or surviving entity (or American Depositary Receipts (ÙADRsˆ) representing such securities) is listed on the New York Stock Exchange, Inc. (the ÙNYSEˆ), the NYSE Amex Equities (the ÙNYSE Amexˆ), or The NASDAQ Stock Market (ÙNASDAQˆ), or listed or quoted on a successor exchange or quotation system, we may, at our option, redeem the Series D Preferred Stock (and the depositary shares), in whole or in part within 120 days after the first date on which such Change of Control occurred, by paying $2,500.00 per share (equivalent to $25.00 per depositary 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 D Preferred Stock (and depositary shares), the holders will not have the conversion right described below. The Series D Preferred Stock has no maturity and will remain outstanding indefinitely unless redeemed or otherwise repurchased or converted into common stock in connection with a Change of Control.