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12. Class D Preferred Units
@Prior to the Acquisition, Innkeepers USA Limited Partnership, a Debtor in these
Chapter 11 Cases, issued preferred units of limited partnership interests to certain parties
who
contributed hotel properties to the Debtors. The holders of approximately 81,000
preferred units
elected to continue to hold their investment after the Acquisition, in the form of Class D
preferred units oflimited partnership interest (the "Class D Preferred Units"). The
cumulative
redemption value of the Class D Preferred Units is $1.4 million, and, pursuant to the
relevant
documents, each Class D Preferred Unit is entitled to distributions equal to $0.8875 per
share
annually. Additionally, holders of the Class D Preferred Units guaranteed approximately
$8.1
million of the Debtors' non-recourse debt. Since December 2008, no distributions have
been
made on account of the Class D Preferred Units.
11. 8% Series C Cumulative Preferred Stock
39. In January 2004, Innkeepers completed an offering of 5.8 million shares of
8% Series C cumulative perpetual preferred stock (the "8% Series C Cumulative
Preferred
Shares"). The net proceeds from the offering were approximately $145 million, a portion
of
which was used by Innkeepers to redeem a previously issued series of preferred stock.
The
8% Series C Cumulative Preferred Shares were publicly offered and survived the
Acquisition,
and the Debtors believe these shares are widely held. Since December 2008, no
distributions
have been made on account of the 8% Series C Cumulative Preferred Shares
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INKPQ Search Results - QuantumOnline.com
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Innkeepers USA Trust, 8.00% Series C Cumul Preferred Shares
Ticker Symbol: INKPQ CUSIP: 4576J0401 Exchange: OTOTC
Security Type: Traditional Preferred Stock
Security's Distribution is Suspended!
SECURITY DESCRIPTION: Innkeepers USA Trust, 8.0% Series C Cumulative Preferred ShareS, liquidation
preference $25 per share, redeemable at the issuer's option on or after 1/20/2009 at $25 per share plus accrued
and unpaid dividends, with no stated maturity, and with distributions of 8.0% ($2.00) per an_.,um paid quarterly on
the last Tuesday of Jan, Apr, July & Oct to holders of record on the record date which is the last Friday of Mar,
June, Sept & Dec. (NOTE: the ex-dividend date is at least 2 business days prior to the record date). Dividends paid
by preferreds issued by REITs are NOT eligible for the 15% tax rate on dividends and are also-NOT eligible for the
dividend received deduction for corporate holders. In regards to payment of dividends and upon liquidation, the
preferred shares rank equally with other preferred& and senior to the common shares of the company. See the IPO
prospectus for further information on the preferred stock by clicking on the 'Link to IPO Prospecb.ls' provided
below.
Stock Cpn Rate LiqPref Call Date Moodys/S&P Disfnbution 15%
Exchange AnnAmt CaiiPrice Matur Date Dated Dates Tax Rate
Suspended!
Last Tues Jan,
OTOTC 8.00% $25.00 1/20/2009 NF I NF
Apr, Jul & Oct
Chart $2 $25.00 None
Click for- MW
No
7/31/09 ExDivDate
Click for Yahoo
ExDivDate
.
Goto Parent Company s Record (KPA)
Notes: July 19, 2010 *M Innkeepers USA Trust, a real estate investment trust and a leading owner of upscale
extended*stay hotel properties throughout the United States, today announced that it has reached various
agreements with certain of its key constituents regarding a comprehensive financial restructuring to be
effectuated through a pre*arranged plan of reorganization under chapter 11 of the United States Bankruptcy Code.
---,---,-June 21, 2010 --Innkeepers USA Trust today announced that it has suspended payment of Its 2010
second quarter dividend on its 8% Series C Cumulative Redeemable Preferred Shares. Innkeepers board of
trustees will continue to review future quarterly dividends on the 8% Series C Cumulative Redeemable Preferred
Shares based on financial and economic conditions and other appropriate factors. January 7, 2009
-- Innkeepers USA Trust (OTC: INKPP) today announced that it will not declare a 2008 fourth quarter dividend on
its 8% Series C Cumulative Redeemable Preferred Shares. Decisions regarding future quarterly dividends on the
8% Series C Cumulative Redeemable Preferred Shares will be made by Innkeepers' board of trustees based on
financial and economic conditions and other factors that the board deems appropriate. From the
merger proxy statement filed with the SEC on 5/29/2007 ** "If the merger is completed, our common shares will no
longer be traded on the NYSE and will be de registered under the Exchange Act. We also expect our Series C
Preferred shares to be delisted from the NYSE and de registered under the Exchange Act. As a result, we expect
that we will cease to be subject to the reporting obligations under the Exchange Act." "Each Series C preferred
unit of the Partnership that is issued and outstanding immediately prior to the effective time of the merger will
remain outstanding and held by Innkeepers Financial and will otherwise be unaffected by the merger and the
other transactions contemplated by the merger agreement." "At the effective time of the merger, each Series C
Preferred share of the Company issued and outstanding immediately prior to the effective time of the merger will
automatically be converted into one 8.0% Series C Cumulative Preferred share of beneficial interest, par value
$0.01 per share, of the surviving entity having preferences, rights, voting powers and restrictions identical to the
Series C Preferred shares. The merger agreement does not affect the rights of holders of Series C Preferred
shares to payment of dividends in accordance with the terms of our declaration of trust, as amended."
-----,,--April16, 2007 --Innkeepers USA Trust, a hotel real estate investment trust (REIT) and a leading
owner of upscale extended-stay hotel properties throughout the United States, including Residence Inns,
Summerfield Suites and Hampton Inns, today announced that it has entered into a definitive agreement to be
http://www.quantumonline.com/search.cfin 8/20/2010
INKPQ Search Results - QuantumOnline.com Page 2 of2
acquired by an affiliate of Apollo Investment Corporation for $17.75 per share in cash, plus the assumption of
Innkeepers indebtedness. Innkeepers will pay its first quarter common share dividend on April 24, 2007 and has
agreed to suspend any further common share dividends.
IPO- 12/19/2003-5.20 Million Shares@ $25.00/share. Link to IPO Prospectus
Previous Ticker Symbol: INKPP Changed: 7/21/10
Market Value$ 130 Million
Click for current INKPQ price quote from the PINK SHEETS
Click for current INKPQ price quote from the NASDAQ
Company's Online Information Links
HOME PAGE: http://www.innkeepersusa.com/
Company's Investor Relations lnfonnation Goto Investor Relations Information
Company's Online News Releases Goto News Releases
Online Company Profile Goto Online Profile
Company's Online SEC EDGAR Filings
Company's SEC EDGAR Filings Goto SEC Filings
Address and Phone Numbers
Address: 340 Royal Poinciana Way, Suite 306, Palm Beach, FL 33480
Main Phone Number
Fax Number
Investor Contact (CFO) Dennis Craven
561-835-1800
561-835-0457
561-227-1302
Find a problem? Please use our Feedback Page or Email us.
Have you filled out our Guestbook? If not, please do.
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QuantumOnline.com
Copyright 1997-2010 QuantumOnline.com. All rights reserved.
Latest Update: 8/20/2010
http://www.quantumonline.com/search.cfin 8/20/2010
12. Class D Preferred Unit
General
We are authorized to issue up to 20,000,000 preferred shares from time to time, in one or more series or
classes, with such designations, preferences, conversion or other rights, voting powers, restrictions,
limitations as to dividends or other distributions, qualifications and terms or conditions of redemption, in
each case, if any, as are permitted by Maryland Jaw and as our board of trustees may determine prior to
issuance thereof by adoption of Articles Supplementary to our Declaration of Trust without any further vote
or action by our shareholders. We currently have 4,630,000 shares of 8.625% Series A Cumulative
Convertible Preferred Shares outstanding. We intend to redeem all of the outstanding Series A Preferred
Shares with the proceeds from this offering.
Ranking
The Series C Preferred Shares will, with respect to dividend rights and rights upon liquidation, dissolution
or winding up of our company, rank (i) prior or senior to any class or series of our common shares and any
other class or series of equity securities, if the holders of Series C Preferred Shares are entitled to the receipt
of dividends or of amounts distributable upon liquidation, dissolution or winding up in preference or
priority to the holders of shares of such class or series; (ii) on a parity with any class or series of our equity
securities if, pursuant to the specific terms of such class or series of equity securities, the holders of such
class or series of equity securities and the Series C Preferred Shares are entitled to the receipt of dividends
and of amounts distributable upon liquidation, dissolution or winding up in proportion to their respective
amounts of accrued and unpaid dividends per share or liquidation preferences, without preference or
priority one over the other; (iii) junior to any class or series of our equity securities if, pursuant to the
specific terms of such class or series, the holders of such class or series are entitled to the receipt of
dividends or amounts distributable upon liquidation, dissolution or winding up in preference or priority to
the holders of the Series C Preferred Shares; and (iv) junior to all of our existing and future indebtedness.
The term "equity securities" does not include convertible debt securities, which will rank senior to the
Series C Preferred Shares prior to conversion.
We will contribute the proceeds from the sale of the Series C Preferred Shares to our operating partnership
in exchange for preferred partnership units in our operating partnership having the same rights and
preferences as the Series C Preferred Shares. Our operating partnership has outstanding Class B preferred
units of limited partnership interest which are held by third parties. As of December 17, 2003, 3,884,469
Class B preferred units were issued and outstanding. The Class B preferred units have redemption rights
which enable the holders to cause our operating partnership to redeem each of the Class B preferred units
for cash at the then-current fair market per share value of our common shares of beneficial interest or, at our
option, one of our common shares. The Class B preferred units have a liquidation preference of $11.00 per
unit, may be converted by the holder into common units of our operating partnership at any time on a one-
for-one basis and will be converted automatically into common units on November I, 2006, unless
previously converted or redeemed. Each Class B preferred unit is entitled to receive quarterly distributions
based on the dividends payable on our common shares (the minimum Class B preferred unit annual
distribution is $1.10 and the maximum is $1.155) before any distributions are paid on common units. The
current quarterly preferred distribution rate is $0.275 for each Class B preferred unit ($1.1 0 on an
annualized basis). Since the Class B preferred units entitle the holders to distribution and liquidation
preferences with respect to our operating partnership, the Class B preferred units effectively rank on an
equal basis with the Series C Preferred Shares.
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Apollo Investment To Buy Innkeepers USA Trust For $1.5 Billion ...
Apollo Investment To Buy Innkeepers USA Trust For $1.5 Billion ... U.S. hotel REIT Innkeepers
USA Trust ... Including debt, the deal is valued at $1.5 billion. Innkeepers will pay ..
seekingalpha.c6mlaftrcle/32<t71 Cached page
Apollo's lnnkeeoers USA Seeks Bankruptcy Protection -Business Week
Apollo's Innkeepers USA Said to Prepare Bankruptcy Filing ... July 19 (Bloomberg) Innkeepers
USA Trust, a hotel investment ... protection after room revenue fell and debt ..
www.businessweek.comfnews/2010-07-19/apoflos-innkeepers-usa-seeks-bankruptcy-
protection.h!ml Cached page
Apollo buvs Innkeepers USA- doubles down on real estate ...
Apollo buys Innkeepers USA doubles down on rear estate. Posted Apr 161h 2007 1:34PM by
Tom ... Today, the firm agreed to pay $17.75forlnnkeepers USA Trust(NYSE: KPA). The
valuation ..
www.bloggingstocks.com/2007/04!16/apollo-buys-innkeepers-usa--doubles-down-on-reat-estate
Cached page
National Mortgage News - MortgaqeWire Archive
Apollo to Buy Innkeepers USA Innkeepers USA Trust, a Palm Beach ... 17.75 per Innkeepers
share in cash and the assumption of the RErrs debt, the companies said. James Zeiter,
Apollo's.. -
www.nationalmortgagenews.com/premium/archive/?ts=1176742804 Cached page
Lehman Judge Approves $17.5 Million Innkeepers Restructuring Financing
Aug 18, 2010 ... won court approval to lend bankrupt Innkeepers USA Trust $17 ... lehman
arranged to sell half its Innkeepers stock to Apollo for$ ... Intel to Buy McAfee for $7.68 Billion ..
www.bloomberg.comfnews/2010-08-18/tehman-judge-approves-17-5-million-innkeepers ...
Cached page
Apollo closes Innkeepers buy- South Florida Business Journal
Find Executives. Apollo Investment Corp. Innkeepers USA Trust; Innkeepers USA Trust has left
the public markets .... in cash, plus assume the REITs debt ..
southfiorida.bizjoumals.com/southfioridafstories/2007!06f25/daily40.html Cached page
Innkeepers USA Trust Posts .. Slogging Stocks
Apollo buys Innkeepers USA- doubles down on real estate ... Today, the finn agreed to pay
$17.75 for Innkeepers USA Trust ... Debt Management: Retirement; Refinancing .
www.b!oggingstocks.com/tagllnnkeepers+USA+ Trust Cached page
Aoollo Investment's lnnkeeoers USA Trust Files for Bankruptcy in New ...
Innkeepers USA Trust, a hotel investment company owned by a vehicle managed by an affiliate
of Leon Black's Apollo Investment Corp., filed for ... after room revenue fell and debt ..
www.bloomberg.com/news/2010-07-19/innkeepers-usa-apollo-investment-unit-files-for ...
Cached page
UPDATE USA files for Chap 11 bankruptcy I Reuters
You buy at the top of the market, you get ... A spokesman declined to comment on the Innkeepers
bankruptcy filing. Apollo ... The case is In re Innkeepers USA Trust, US Bankruptcy Court ..
uk.reuters. com/artic!efidUKN1911 038520 1 00719?feedType=RSS&feedName=consumerproducts-
SP Cached page
Apollo's Innkeepers USA Seeks Bankruptcy Protection
July 19 (Bloomberg) Innkeepers USA Trust, a hotel investment company owned by a vehicle
managed by an affiliate of leon BlacJ<s Apollo ... after room revenue fell and debt ..
www.sfgate.com/cgi-bin!article.cgi?b:"/g/a/2010!07/19/bloomberg1376-l5PZ9COYHQOX01-198 ..
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Tag - Innkeepers USA Trust- Smal!Caplnvestor.com
$1.76.
Palm Beach, Fla.-based
hotel real estate
investment trust
Innkeepers USA Trust
(NYSE: KP A) says it will
be bought by Apollo
Investment Corporation
(Nasdaq: AINV) for $17.75
per share in cash plus the
assumption of debt, or a
total of $1.5 billion. The
transaction will be
completed in the second
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$16.45
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