Terms

Series

Series L Cumulative Redeemable Preferred Shares

Liquidation Preference

$25.00

Coupon Rate

5.4%

Rate Type

Fixed

Annual Dividend

$1.35

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

January 25, 2018

First Call Price

$25.00

Redemption Notice Period

30 days

Capital Stack Ranking

Junior To: All Debt Obligations And Indebtedness Of Vornado Realty Trust; Pari Passu With: Series A Convertible Preferred Shares, Series D-10 Cumulative Redeemable Preferred Shares, Series D-11 Cumulative Redeemable Preferred Shares, Series D-12 Cumulative Redeemable Preferred Shares, Series D-14 Cumulative Redeemable Preferred Shares, Series D-15 Cumulative Redeemable Preferred Shares, Series F Cumulative Redeemable Preferred Shares, Series G Cumulative Redeemable Preferred Shares, Series H Cumulative Redeemable Preferred Shares, Series I Cumulative Redeemable Preferred Shares, Series J Cumulative Redeemable Preferred Shares, Series K Cumulative Redeemable Preferred Shares; Senior To: Common Shares, Junior Shares (Any Other Class Ranking Junior To Series L)

Regulatory (Basel III) Call

Yes

Tax Classification

Reit Passthrough

Shares Offered

12,000,000

Prospectus Summary

Vornado Realty Trust is offering 12 million Series L Cumulative Redeemable Preferred Shares with a $25.00 liquidation preference and a fixed 5.40% annual dividend ($1.35 per share), payable quarterly on January 1, April 1, July 1, and October 1. The shares are perpetual with no mandatory maturity date but are redeemable by Vornado at $25.00 per share on or after January 25, 2018 (except redemptions to preserve REIT status may occur earlier). Dividends are cumulative, meaning unpaid dividends accrue and must be satisfied before distributions to junior securities. The Series L Preferred Shares rank senior to all common shares and junior classes but are junior to Vornado's existing and future debt obligations. The shares are pari passu (equal ranking) with 11 other series of Vornado preferred stock (Series A, D-10, D-11, D-12, D-14, D-15, F, G, H, I, J, and K) with respect to payment of dividends and liquidation proceeds. As a holding company security issued by Vornado Realty Trust, the shares are structurally subordinated to the indebtedness of Vornado Realty L.P. (the operating partnership) and its subsidiaries, since Vornado's assets consist primarily of its interest in the operating partnership. Vornado can redeem shares at any time if necessary to maintain its REIT qualification. Investors receive a fixed 5.40% yield ($1.35 per share annually) paid quarterly on January 1, April 1, July 1, and October 1, with record dates set no more than 30 days before each payment date. As distributions from a REIT, dividends are treated as ordinary income and do not qualify for the preferential 15%/20% qualified dividend rate or corporate dividend-received deduction. A dividend stopper provision prevents Vornado from paying dividends on common or junior preferred shares unless all cumulative dividends on Series L and parity preferred shares have been paid, providing structural protection. However, payment of dividends is not guaranteed and depends on Vornado's available funds and Board discretion; suspension of dividends could occur if the REIT fails to generate sufficient distributable income or experiences financial stress.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

Payments of dividends or other distributions on junior shares (common shares and any other classes junior to Series L) are blocked unless all cumulative dividends on Series L Preferred Shares and parity preferred shares have been paid in full or funds set aside for payment, and the current period dividend on Series L and parity preferred shares has been paid or reserved.

Other Preferreds from Vornado Realty Trust

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 40 (Weak)