WINTHROP REALTY TRUST UNDERWRITING AGREEMENTUnderwriting Agreement • August 9th, 2012 • Winthrop Realty Trust • Real estate investment trusts • New York
Contract Type FiledAugust 9th, 2012 Company Industry JurisdictionThe Securities will be issued under an Indenture dated on or about August 6, 2012, as supplemented by the First Supplemental Indenture, dated on or about the Initial Closing Date (as defined herein) (collectively, the “Indenture”), between the Company and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”). The Securities will be issued to Cede & Co., as nominee of the Depository Trust Company (“DTC”) pursuant to a blanket letter of representations, dated as of November 22, 2011 (the “DTC Agreement”), between the Company and DTC. The Securities will be secured by a first priority security interest in a promissory note issued by WRT Realty L.P., a Delaware limited partnership (the “Operating Partnership”), to the Company in exchange for the net proceeds received from the offering of the Initial Securities, pursuant to a Pledge Agreement, dated on or about the Initial Closing Date (the “Pledge Agreement”), by and between the Company and the Trustee as
WINTHROP REALTY TRUST 2,800,000 9.25% Series D Cumulative Redeemable Preferred Shares of Beneficial Interest UNDERWRITING AGREEMENTUnderwriting Agreement • March 23rd, 2012 • Winthrop Realty Trust • Real estate investment trusts • New York
Contract Type FiledMarch 23rd, 2012 Company Industry JurisdictionThis offering is a re-opening of the Company’s original issuance of Series D Preferred Shares, which occurred on November 18, 2011. As of the date of this Agreement, there are 1,600,000 Series D Preferred Shares issued and outstanding.
WINTHROP REALTY TRUST 1,600,000 9.25% Series D Cumulative Redeemable Preferred Shares of Beneficial Interest UNDERWRITING AGREEMENTUnderwriting Agreement • November 23rd, 2011 • Winthrop Realty Trust • Real estate investment trusts • New York
Contract Type FiledNovember 23rd, 2011 Company Industry JurisdictionWinthrop Realty Trust, an unincorporated association in the form of an Ohio real estate investment trust (the “Company”), proposes to sell 1,600,000 shares (the “Initial Securities”) of the Company’s 9.25% Series D Cumulative Redeemable Preferred Shares of Beneficial Interest, par value $1.00 per share (the “Series D Preferred Shares”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) an option to purchase up to 15% additional Series D Preferred Shares on the terms set forth in Section 3 (the “Option Securities”). The Initial Securities and the Option Securities, if purchased, are hereinafter collectively called the “Securities.” This Agreement is to confirm the agreement concerning the purchase of the Securities from the Company by the Underwriters. As part of the offering contemplated by this Agreement, the Underwriters have agreed to reserve 60,000 of the Initial Securities for offer
WINTHROP REALTY TRUST 5,000,000 Common Shares of Beneficial Interest UNDERWRITING AGREEMENTUnderwriting Agreement • April 6th, 2011 • Winthrop Realty Trust • Real estate investment trusts • New York
Contract Type FiledApril 6th, 2011 Company Industry JurisdictionWinthrop Realty Trust, an unincorporated association in the form of an Ohio real estate investment trust (the “Company”), proposes to sell 5,000,000 shares (the “Initial Securities”) of the Company’s Common Shares of Beneficial Interest, par value $1.00 per share (the “Common Shares”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) an option to purchase up to 750,000 additional Common Shares on the terms set forth in Section 3 (the “Option Securities”). The Initial Securities and the Option Securities, if purchased, are hereinafter collectively called the “Securities.” This Agreement is to confirm the agreement concerning the purchase of the Securities from the Company by the Underwriters. As part of the offering contemplated by this Agreement, the Underwriters have agreed to reserve 200,000 of the Initial Securities (the “Reserved Securities”) for offer and sale to FUR Investors LLC