UNDERWRITING AGREEMENTUnderwriting Agreement • May 6th, 2013 • Ontario
Contract Type FiledMay 6th, 2013 JurisdictionWe understand that Retrocom Mid-Market Real Estate Investment Trust (the “REIT”) desires to issue and sell (a) 9,530,000 subscription receipts of the REIT (the “Initial Subscription Receipts”), and (b) $25,000,000 aggregate principal amount of 5.50% extendible convertible unsecured subordinated debentures of the REIT (the “Initial Debentures”, and together with the Initial Subscription Receipts, the “Initial Securities”), which Initial Securities will have the material attributes described in and contemplated by the Preliminary Prospectus (as defined below) and the Prospectus (as defined below), all as more particularly described below, and is prepared: