Terms

Series

7.25% Series B Cumulative Redeemable Preferred Stock

Liquidation Preference

$25.00

Coupon Rate

7.25%

Rate Type

Fixed

Annual Dividend

$1.81

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

Yes

Callable

Yes

First Call Date

May 1, 2017

First Call Price

$25.00

Capital Stack Ranking

Junior To: All Debt Obligations, Equity Securities Ranking Senior To Series B Preferred Stock (If Any Issued In Future); Pari Passu With: 8 7/8% Series A Cumulative Redeemable Preferred Stock, Other Equity Securities Ranking On Parity; Senior To: Common Stock, Equity Securities Ranking Junior To Series B Preferred Stock

Regulatory (Basel III) Call

Yes

Tax Classification

Reit Passthrough

Qualifies for QDI

No

Qualifies for DRD

No

Prospectus Summary

Cedar Realty Trust, Inc. is offering its 7.25% Series B Cumulative Redeemable Preferred Stock (direct shares, not depositary shares) with a $25.00 liquidation preference per share. The fixed annual dividend of $1.8125 per share ($0.453125 per quarter) is paid on the 20th of February, May, August, and November, beginning August 20, 2012. The stock is cumulative, meaning any missed distributions must be paid in full before Cedar Realty can pay dividends on its common stock or junior equity. The issuer's optional redemption right commences in May 2017 at $25.00 per share. The Series B Preferred Stock ranks senior to Cedar Realty's common stock and any future junior equity, and pari passu with the existing 8 7/8% Series A Cumulative Redeemable Preferred Stock. It is junior to all of the company's debt obligations. As a holding company REIT issuer, the preferred ranks structurally subordinate to claims at the property/operating entity level. Notably, there is a special optional redemption right triggered by a Change of Control (>50% voting power acquired plus delisting), exercisable within 120 days, at $25.00 plus accrued distributions. There is also a limited early redemption right if necessary to preserve the company's REIT tax status. At par, the Series B Preferred Stock yields 7.25% annually. Because Cedar Realty Trust is a REIT, distributions generally do not qualify for the preferential qualified dividend income (QDI) tax rate available to most equity investors, nor for the corporate dividends-received deduction (DRD); they are typically taxed as ordinary income. Distributions accumulate from the original issue date and, as cumulative preferred stock, arrearages must be cleared before the issuer can resume dividends on common or junior equity. In a Change of Control where the issuer does not redeem, holders gain the right to convert into common stock.

Summarized from the SEC prospectus filing.

Distribution History

Conversion Terms

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If Cedar Realty Trust fails to pay cumulative distributions on the Series B Preferred Stock, it is generally prohibited from paying dividends on its common stock or other junior equity securities until all accumulated and unpaid preferred distributions are paid in full.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 54 (Average)