EQUITY

6 Months Ended

Jun. 30, 2013

Equity [Abstract]

EQUITY

EQUITY

Preferred Stock

5,000,000 shares of Preferred Stock were authorized as at June 30, 2013 and December 31, 2012.

One share of Series A Preferred Stock (the "Series A Preferred Share") was issued and outstanding as at June 30, 2013 and December 31, 2012. The Series A Preferred Share is expected to convert into 11,211,449 shares of Class A common stock in August 2013 following the termination on June 18, 2013 of the Irrevocable Voting Deed and Corporate Representative Appointment among TW Investor, RSL Savannah, LLC, Ronald S. Lauder and the Company, dated May 18, 2009, as amended by a Letter Agreement dated April 29, 2013 (the "Voting Agreement"). The Series A Preferred Share is entitled to one vote per each share of Class A common stock into which it is convertible and has such other rights, powers and preferences, including potential adjustments to the number of shares of Class A common stock to be issued, as are set forth in the Certificate of Designation of the Series A Preferred Share.

200,000 shares of Series B Preferred Stock were issued and outstanding as at June 30, 2013 (see Note 12, "Convertible Redeemable Preferred Shares"). Assuming conversion three years from issuance and no adjustments to the conversion price under the Certificate of Designations for the Series B Preferred Shares, TW Investor would be issued 79.0 million shares of Class A common stock.

Class A and Class B Common Stock

300,000,000 and 200,000,000 shares of Class A common stock were authorized as at June 30, 2013 and December 31, 2012, respectively, and 15,000,000 shares of Class B common stock were authorized as at June 30, 2013 and December 31, 2012. The rights of the holders of Class A common stock and Class B common stock are identical except for voting rights. The shares of Class A common stock are entitled to one vote per share and the shares of Class B common stock are entitled to ten votes per share. Shares of Class B common stock are convertible into shares of Class A common stock on a one-for-one basis for no additional consideration. Holders of each class of shares are entitled to receive dividends and upon liquidation or dissolution are entitled to receive all assets available for distribution to holders of our common stock. Under our bye-laws, the holders of each class have no preemptive or other subscription rights and there are no redemption or sinking fund provisions with respect to such shares.

On May 8, 2013, we issued and sold pursuant to a public offering 54,436,582 shares of our Class A common stock at a price of US$ 2.75 per share, including 27,163,854 shares of Class A common stock sold to TW Investor in connection with its preexisting contractual right to purchase 49.9% of the number of shares of Class A common stock sold in the public offering. On May 10, 2013, the underwriters exercised their option to purchase an additional 2,696,349 shares of Class A common stock, including 1,345,478 shares acquired by TW Investor pursuant to its preexisting contractual right. The net proceeds to the Company from these offerings were approximately US$ 151.7 million.

There were 134.4 million and 77.2 million shares of Class A common stock outstanding at June 30, 2013 and December 31, 2012, respectively, and no shares of Class B common stock outstanding at June 30, 2013 and December 31, 2012.

TW Investor owns 45.7% of the outstanding shares of Class A common stock and has a 49.9% voting interest in the Company due to its ownership of the Series A Preferred Share.

Warrants to purchase up to 600,000 and 250,000 shares of Class A common stock for a six-year period terminating December 2015 at a price of US$ 21.75 per share, are held by Alerria Management Company S.A. and Metrodome B.V., respectively, each of which is controlled by Adrian Sarbu, our President and Chief Executive Officer and a member of our Board of Directors.