Business: FuelCell Energy, 5% Series B Cumulative Convertible Perpetual Preferred Stock, liquidation preference $1000 per share, and with no stated maturity. <p> Cumulative distributions of 5.00% per annum ($50.00 per annum or $12.50 per quarter) will be paid quarterly in cash or common stock on 2/15, 5/15, 8/15 & 11/15 to holders of record on the record date of 2/1, 5/1, 8/1 & 11/1 respectively or on the record date fixed by the board, not more than 60 days or less than 10 days prior to the payment date (NOTE: the ex-dividend date is one business day prior to the record date). <p> Dividends paid by this preferred are eligible for a preferential income tax rate of 15% to a maximum of 20% depending on the holder's tax bracket (and under normal holding restrictions) and are also eligible for the dividends received deduction for corporate holders. <p> If there is a fundamental change in the ownership or control of FuelCell, holders of our Series B preferred stock may require the company to purchase all or part of their shares at a redemption price equal to 100% of the liquidation preference of the shares of our Series B preferred stock, plus accrued and unpaid dividends. If holders of shares of our Series B preferred stock elect to convert their shares in connection with certain fundamental changes, the company will in certain circumstances increase the conversion rate by a number of additional shares of common stock upon conversion or, in lieu thereof, the company may in certain circumstances elect to adjust the conversion rate and related conversion obligation so that shares of their Series B preferred stock are converted into shares of the acquiring or surviving company. <p> The preferred shares are convertible any time at the holder's option into 85.1064 common shares of FuelCell Energy Inc. (NASDAQ: FCEL), an initial conversion price of $11.75 per common share (10/31/2016 conversion rate: 7.0722 shares at $141 per share). On or after 11/20/2009, if the price of the common stock exceeds 150% of the conversion price for 20 of any 30 consecutive trading days, the company may, at their option, cause the preferred shares to be converted into common shares at the then prevailing conversion price. <p> This security was not rated by Moody’s or S&P at the time of its IPO. In regard to the payment of dividends and upon liquidation, the preferred shares rank junior to the company's senior debt, equally with other preferreds of the company, and senior to the common shares of the company. See the IPO prospectus for further information on the convertible preferred stock and the conversion provisions by clicking on the ‘Link to IPO Prospectus’ provided below.