CHIMERA INVESTMENT CORPORATION 168,000,000 Shares Common Stock ($0.01 Par Value) UNDERWRITING AGREEMENT May 27, 2009Underwriting Agreement • May 28th, 2009 • Chimera Investment Corp • Real estate investment trusts • New York
Chimera Investment Corporation, a Maryland corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. are acting as representatives, an aggregate of 168,000,000 shares (the “Firm Shares”) of common stock, $0.01 par value (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 25,200,000 shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus which is referred to below.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 28th, 2009 • Chimera Investment Corp • Real estate investment trusts • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) dated as of May 27, 2009 is between Chimera Investment Corporation, a Maryland corporation (the “Company”), and Annaly Capital Management, Inc., a Maryland corporation (the “Purchaser”).
