SEC Follow Up Exhibits Part C SEC_OEA_FCIC_001760-2501

Table of Contents
CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS
The following is a summary of certain U.S. federal income tax and, for non-U.S. holders (as defined below), estate tax
consequences of the purchase, ownership, conversion and disposition of the Series G Preferred Stock and our common stock received
in respect thereof as of the date hereof. Except where noted, this summary deals only with the Series G Preferred Stock and our
common stock held as capital assets. As used herein, the term “U.S. holder” means a beneficial owner of the Series G Preferred Stock
or our common stock that is for U.S. federal income tax purposes:
• an individual citizen or resident of the United States;
• a corporation (or any other entity treated as a corporation for U.S. federal income tax purposes)
created or organized in or under the laws of the United States, any state thereof or the District of
Columbia;
• an estate the income of which is subject to U.S. federal income taxation regardless of its
source; or
• a trust if it (1) is subject to the primary supervision of a court within the United States and one
or more U.S. persons have the authority to control all substantial decisions of the trust or (2) has
a valid election in effect under applicable U.S. Treasury regulations to be treated as a
U.S. person.
As used herein, the term “non-U.S. holder” means a beneficial owner of the Series G Preferred Stock or our common stock that is
neither a U.S. holder nor a partnership (or other entity treated as a partnership for U.S. federal income tax purposes).
This summary is not a detailed description of the U.S. federal income tax consequences applicable to you if you are subject to
special treatment under the U.S. federal income tax laws, including if you are:
• a dealer in securities or currencies;
• a financial institution;
• a regulated investment company;
• a real estate investment trust;
• an insurance company;
• a tax-exempt organization;
• a person holding the Series G Preferred Stock or our common stock as part of a hedging,
integrated, conversion or constructive sale transaction or a straddle;
• a trader in securities that has elected the mark-to-market method of accounting for your
securities;
• a person liable for alternative minimum tax;
• a partnership or other pass-through entity for U.S. federal income tax purposes;
• a person who is an investor in a pass-through entity;
• a U.S. holder whose “functional currency” is not the U.S. dollar;
• a “controlled foreign corporation”;
• a “passive foreign investment company”; or
• a U.S. expatriate.
This summary is based upon the provisions of the Internal Revenue Code of 1986, as amended (the “Code”), and regulations,
rulings and judicial decisions as of the date hereof. Those authorities may be changed, perhaps retroactively, so as to result in
U.S. federal income and estate tax consequences different from those summarized below.
If a partnership holds the Series G Preferred Stock or our common stock, the tax treatment of a partner will generally depend
upon the status of the partner and the activities of the partnership. If you are a partner
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