Terms

Series

10.0% Series A Cumulative Perpetual Preferred Stock

Liquidation Preference

$10.00

Coupon Rate

10%

Rate Type

Fixed

Annual Dividend

$1.00

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

September 10, 2024

First Call Price

$10.00

Redemption Notice Period

30 days

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness Of The Corporation, Equity Securities Expressly Designated As Senior To Series A Preferred Stock; Pari Passu With: Parity Preferred Stock — Equity Securities Expressly Designated As Ranking On Parity; Senior To: Common Stock, Equity Securities Designated As Junior To Series A Preferred Stock

Regulatory (Basel III) Call

No

Tax Classification

Other

Qualifies for QDI

No

Qualifies for DRD

No

Shares Offered

8,000,000

Prospectus Summary

Digirad Corporation's 10.0% Series A Cumulative Perpetual Preferred Stock carries a $10.00 liquidation preference per share and pays a fixed annual dividend of $1.00 ($0.25 per quarter), representing a 10% coupon. The stock is perpetual with no mandatory redemption, and Digirad may optionally redeem it at par plus accrued dividends on any business day on or after September 10, 2024. Critically, dividends are cumulative — missed payments accrue without interest and must be paid in full before any distributions can be made on common or junior stock. The Series A Preferred Stock sits above Digirad's common stock and any junior equity in the capital stack for both dividend priority and liquidation claims, ranking pari passu with any future parity preferred. However, it is expressly junior to all existing and future indebtedness of the Corporation, meaning debt holders are made whole first in a liquidation scenario. There is no regulatory capital or Tier 1 loss-absorption call provision, but a Change of Control Triggering Event (e.g., >50% ownership transfer or majority board change) gives holders the right to require redemption at $10.00 plus accrued dividends. At par, the effective yield is 10.0%, with quarterly payments due on the last day of March, June, September, and December; record dates fall on the first day of each such month. The Certificate of Designations does not address tax classification, so investors should consult their tax advisors regarding QDI or DRD eligibility. The dividend stopper provision blocks any dividends or repurchases on common or parity stock until all accumulated Series A dividends are current, providing a meaningful structural protection for preferred holders in periods of financial stress.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If all accumulated dividends on the Series A Preferred Stock have not been paid for all past periods, the Corporation may not pay dividends on or repurchase its common stock or any other junior or parity stock.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 50 (Average)