THORNBURG MORTGAGE, INC. UNDERWRITING AGREEMENT May 26, 2005Underwriting Agreement • May 31st, 2005 • Thornburg Mortgage Inc • Real estate investment trusts • New York
Thornburg Mortgage, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”) including Bear, Stearns & Co., Inc. (“Bear Stearns”), UBS Securities LLC (“UBS,” and, together with Bear Stearns, the “Lead Managers”), and Piper Jaffray & Co., as representatives of the several Underwriters, an aggregate of 2,200,000 shares (the “Firm Shares”) of 8.00% Series C Cumulative Redeemable Preferred Stock (liquidation preference $25.00 per share) (the “Preferred 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 330,000 shares of Preferred 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.
