Terms

Series

8.75% Series A Cumulative Redeemable Perpetual Preferred Shares

Liquidation Preference

$25.00

Coupon Rate

8.75%

Rate Type

Fixed

Annual Dividend

$2.19

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

June 30, 2022

First Call Price

$26.00

Redemption Notice Period

30 days

Capital Stack Ranking

Junior To: All Indebtedness And Other Liabilities, Senior Securities (Any Class Expressly Made Senior); Pari Passu With: Parity Securities (Any Class Not Expressly Subordinated Or Senior); Senior To: Common Shares, Junior Securities (Any Class Expressly Made Junior)

Regulatory (Basel III) Call

No

Tax Classification

Other

Qualifies for QDI

No

Qualifies for DRD

No

Shares Offered

795,878

Prospectus Summary

Imperial Petroleum Inc. (Nasdaq: IMPPP), a Marshall Islands-incorporated tanker holding company spun off from StealthGas Inc., is distributing 795,878 shares of its 8.75% Series A Cumulative Redeemable Perpetual Preferred Shares with a $25.00 liquidation preference per share. The fixed 8.75% dividend rate produces $2.1875 per share annually ($0.546875 per quarter), and is not subject to adjustment. These shares are cumulative, meaning any missed dividends accrue and must be paid in full before any dividend can be paid on the common shares — providing stronger income protection than non-cumulative preferreds. The shares are callable beginning June 30, 2022 at $26.00, stepping down annually to par ($25.00) by June 30, 2026. The Series A Preferred Shares rank senior to Imperial Petroleum's common shares and any designated junior securities as to dividends and liquidation proceeds, pari passu with any future parity securities, and junior to all of the company's debt obligations and liabilities. As a holding company with no rated debt and modest leverage at spin-off, investors are exposed to the operating risk of the underlying tanker subsidiaries. There is no regulatory capital call provision (Imperial Petroleum is not a bank or regulated financial institution). The Change of Control redemption provision allows the company — but does not require it — to redeem all shares within 90 days of a change of control at $26.50 per share (prior to December 31, 2023), plus accrued dividends. At par, the Series A Preferred Shares yield 8.75% annually, paid quarterly on March 30, June 30, September 30, and December 30 (commencing December 30, 2021). The record date may be set between 15 and 60 days before each payment date. Because Imperial Petroleum is a Marshall Islands foreign corporation, dividends are unlikely to qualify for the preferential 15%/20% qualified dividend income (QDI) rate for U.S. individual investors or the dividends-received deduction (DRD) for U.S. corporate holders without further analysis of earnings and profits. The dividend stopper provision blocks any payment on common shares or junior securities if cumulative preferred dividends are in arrears — protecting preferred holders but not guaranteeing payment if the board does not declare dividends from legally available funds. The shares carry no credit rating.

Summarized from the SEC prospectus filing.

Distribution History

Subsequent Call Schedule

• Date2023-06-30

  Price25.75
• Date2024-06-30

  Price25.5
• Date2025-06-30

  Price25.25
• Date2026-06-30

  Price25.0

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If accumulated dividends on the Series A Preferred Shares and any parity securities are in arrears and have not been paid or set apart, no dividends may be paid on common shares or other junior securities until all accumulated arrears are satisfied.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 68 (Strong)