We are offering 7,000,000 shares of our 7.50% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share (the ˘Series B Preferred Stock÷). This is the initial issuance of our Series B Preferred Stock.
We will pay cumulative dividends on the Series B Preferred Stock from, and including, the date of original issue at a rate of 7.50% per annum of the $25.00 liquidation preference per share (equivalent to the fixed annual rate of $1.875 per share). Dividends on the Series B Preferred Stock will be payable quarterly in arrears on or about March 31, June 30, September 30 and December 31 of each year, beginning on June 30, 2013. The Series B Preferred Stock will rank senior to our common stock, par value $0.01 per share (our ˘common stock÷), with respect to dividend rights and rights upon the voluntary or involuntary liquidation, dissolution or winding-up of our affairs. The first dividend on the Series B Preferred Stock sold in this offering, which is payable in respect of the partial period ending on, and including, June 30, 2013, will be $0.39583 per share and is scheduled to be paid on June 30, 2013.
Generally, we may not redeem the Series B Preferred Stock prior to April 15, 2018, except in limited circumstances relating to our ability to continue to qualify as a real estate investment trust (˘REIT÷) and except as described below upon the occurrence of a Change of Control (as defined herein). On or after April 15, 2018, we may, at our option, redeem the Series B Preferred Stock, in whole or in part, at any time or from time to time, for cash at a redemption price of $25.00 per share, plus all accrued and unpaid dividends on such Series B Preferred Stock to, but not including, the date of redemption. In addition, upon the occurrence of a Change of Control, as a result of which neither our common stock nor the common securities of the acquiring or surviving entity (or American Depositary Receipts (˘ADRs÷) representing such securities) are listed on the New York Stock Exchange (the ˘NYSE÷), the NYSE MKT (the ˘NYSE MKT÷), 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 B 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, prior to the Change of Control Conversion Date (as defined herein), we have provided or provide notice of redemption with respect to the Series B Preferred Stock, the holders of Series B Preferred Stock subject to such notice of redemption will not have the conversion right described in the paragraph below. The Series B Preferred Stock has no maturity date and is not subject to mandatory redemption or any sinking fund. Holders of shares of the Series B Preferred Stock will generally have no voting rights except for limited voting rights if we fail to pay dividends for six or more quarterly periods (whether or not consecutive) and in certain other circumstances.