Apex Mortgage Capital, Inc. 2,700,000 Shares of Common Stock FORM OF UNDERWRITING AGREEMENTApex Mortgage Capital Inc • November 27th, 2001 • Real estate investment trusts • New York
Apex Mortgage Capital, Inc., a Maryland corporation (the "Company"), confirms its agreement with Jolson Merchant Partners, Inc. (the "Underwriter") with respect to (i) the sale by the Company of 2,700,000 shares of common stock, par value $.01 per share, of the Company ("Common Stock"), and the purchase by the Underwriter of 2,700,000 shares of Common Stock, and (ii) the grant of the option described in Section 1(b) hereof to purchase all or any part of 405,000 additional shares of Common Stock to cover over-allotments, if any, from the Company to the Underwriter. The 2,700,000 shares of Common Stock to be purchased by the Underwriter (the "Initial Shares") and all or any part of the 405,000 shares of Common Stock subject to the option described in Section l(b) hereof (the "Option Shares") are hereinafter called, collectively, the "Shares."
