Ashford Hospitality Trust Inc | 9.000% Series E Cumulative Preferred Stock (AHT.PRE)
Prospectus excerpt: We are offering 3,000,000 shares of our 9.000% Series E Cumulative Preferred Stock, par value $.01 per share, referred to as our Series E Preferred Stock. We will pay cumulative dividends on the Series E Preferred Stock from and including the date of original issuance in the amount of $2.25 per share each year, which is equivalent to 9.000% of the $25.00 liquidation preference per share. Dividends on the Series E Preferred Stock are payable quarterly in arrears on or about the 15th day of January, April, July and October of each year. The first dividend on the Series E Preferred Stock sold in this offering will be paid on July 15, 2011. Generally, we may not redeem the Series E Preferred Stock before April 18, 2016, except to preserve our status as a real estate investment trust. On or after April 18, 2016, we may, at our option, redeem the Series E Preferred Stock, in whole or in part, by paying $25.00 per share, plus any accrued and unpaid dividends to and including the date of redemption. In addition, upon the occurrence of a change of control the result of which our common stock, par value $0.01 per share, and the common securities of the acquiring or surviving entity (or American Depositary Receipts (˘ADRs÷) representing such securities) are not listed on the New York Stock Exchange (the ˘NYSE÷), the NYSE Amex Equities (the ˘NYSE Amex÷) or the NASDAQ Stock Market (˘NASDAQ÷) or listed or quoted on a successor exchange or quotation system, we may, at our option, redeem the Series E Preferred Stock, in whole or in part 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 E Preferred Stock, the holders of Series E Preferred Stock will not have the conversion right described below. Our Series E Preferred Stock has no stated maturity, is not subject to any sinking fund or mandatory redemption and will remain outstanding indefinitely unless redeemed by us or converted into our common stock in connection with a change of control. Investors in our Series E Preferred Stock generally have no voting rights but will have limited voting rights if we fail to pay dividends on our Series E Preferred Stock for six or more quarters (whether or not consecutive) and under certain other circumstances.
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