Material U.S. Federal Income Tax Considerations
The following supplements and updates the summary of U.S. federal income tax considerations relating to the acquisition, ownership and
disposition of our common stock contained in Exhibit 99.1 to our Current Report on Form 8-K filed with the SEC on February 25, 2019 (the REIT Taxation Current Report), which is incorporated in
this prospectus supplement by reference. Sullivan & Worcester LLP has rendered a legal opinion that the discussions in this section and in Exhibit 99.1 to our REIT Taxation Current Report in all material respects are the material U.S.
federal income tax considerations relevant to owners of our common stock, and the opinions of counsel referred to here and in that section represent Sullivan & Worcester LLPs opinions on those subjects.
Specifically, subject to qualifications and assumptions contained in its opinion and in Exhibit 99.1 to our REIT Taxation Current Report,
Sullivan & Worcester LLP has given an opinion to the effect that, commencing with our taxable year ended December 31, 2015, we have been organized and have operated in conformity with the requirements for qualification and taxation as
a REIT under the United States Internal Revenue Code of 1986, as amended (the Code), and that our actual method of operation has enabled us, and our proposed method of operation will continue to enable us, to meet the requirements for
qualification and taxation as a REIT under the Code, it being understood that our actual qualification for taxation as a REIT, however, will depend on our continued ability to meet, and our meeting, through actual annual operating results and
distributions, the various qualification tests under the Code.
Subject to the detailed discussion contained in Exhibit 99.1 to our REIT
Taxation Current Report, we believe that we have qualified for taxation, and we intend to remain qualified for taxation, as a REIT under the Code. As a REIT, we generally will not be subject to U.S. federal income tax on our net income distributed
as dividends to our stockholders. Our distributions to you generally are includable in your income as dividends to the extent these distributions do not exceed allocable current or accumulated earnings and profits; distributions in excess of
allocable current or accumulated earnings and profits generally are treated for U.S. federal income tax purposes as a return of capital to the extent of your basis in our stock, and reduce your basis.
We encourage you to consult your tax advisor regarding the specific U.S. federal, state, local, foreign and other tax consequences to you of
the acquisition, ownership and disposition of our common stock.