Exhibit 99.1 STOCK PURCHASE AGREEMENT dated as of April 29, 2003Stock Purchase Agreement • May 8th, 2003 • Newcastle Investment Holdings Corp • Real estate • New York
1 EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 8th, 1998 • Fortress Investment Corp • New York
ARTICLE I THE OFFER AND MERGER Section 1.1 The Offer........................... .................................................. 2 Section 1.2 Company Actions....................................................................... 3 Section 1.3 The...Agreement and Plan of Merger • October 13th, 2000 • Fortress Investment Corp • Real estate • New York
BETWEENRights Agreement • September 8th, 1998 • Fortress Investment Corp • New York
RECITALSAssignment and Assumption Agreement • January 24th, 2000 • Fortress Investment Corp • Real estate • New York
OFLimited Liability Company Agreement • December 27th, 2001 • Newcastle Investment Corp • Real estate • Delaware
by and amongLoan Agreement • September 8th, 1998 • Fortress Investment Corp • New York
Exhibit 10.7 NONQUALIFIED STOCK OPTION AGREEMENT This NONQUALIFIED STOCK OPTION AGREEMENT (this "Agreement"), is entered into this day of , 2002, by and between NEWCASTLE INVESTMENT CORP., a Maryland corporation (the "Company"), and FORTRESS PRINCIPAL...Nonqualified Stock Option Agreement • February 12th, 2002 • Newcastle Investment Corp • Real estate • Maryland
BETWEENRights Agreement • December 27th, 2001 • Newcastle Investment Corp • Real estate • New York
1 EXHIBIT (a)(9) JOINT FILING AGREEMENT This JOINT FILING AGREEMENT, dated as of October 13, 2000, is made by and between Fortress Impac Acquisition Corp. ("FIAC"), Fortress Investment Corp. ("FIC"), FIC Management Inc. ("FIC Management"), Fortress...Joint Filing Agreement • October 13th, 2000 • Fortress Investment Corp • Real estate
SUPPLEMENTAL AGREEMENT TO THE STOCK PURCHASE AGREEMENTSupplemental Agreement • December 17th, 1999 • Fortress Investment Corp • Real estate • New York
1 EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 8th, 1998 • Fortress Investment Corp • New York
OFNewcastle Investment Corp • January 25th, 2002 • Real estate • Delaware
THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION,...Fortress Investment Corp • September 8th, 1998 • Delaware
EXHIBIT 1.1 _________ Shares of Common Stock NEWCASTLE INVESTMENT CORP. UNDERWRITING AGREEMENTNewcastle Investment Corp • January 25th, 2002 • Real estate • New York
FIRST AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 24th, 2000 • Fortress Investment Corp • Real estate • New York
BY AND AMONG CAPSTEAD MORTGAGE CORPORATION, AND FORTRESS INVESTMENT CORP.Preferred Stock Purchase Agreement • December 17th, 1999 • Fortress Investment Corp • Real estate • New York
Exhibit 10.1 AMENDED AND RESTATED MANAGEMENT AND ADVISORY AGREEMENT THIS AMENDED AND RESTATED MANAGEMENT AND ADVISORY AGREEMENT, is made as of January __, 2002 (the "Agreement") by and among NEWCASTLE INVESTMENT CORP., a Maryland corporation formerly...Management and Advisory Agreement • January 25th, 2002 • Newcastle Investment Corp • Real estate • New York
Exhibit 10.6 SUBSCRIPTION AGREEMENT FOR FORTRESS INVESTMENT FUND LLC Fortress Investment Fund LLC c/o Fortress Investment Group LLC 1301 Avenue of the Americas New York, New York 10019 Attn: Mr. Randal A. Nardone Ladies and Gentlemen: The undersigned...Subscription Agreement • December 27th, 2001 • Newcastle Investment Corp • Real estate • New York
