CEDAR REALTY TRUST, INC. (a Maryland corporation) 4,200,000 Shares of 7.25% Series B Cumulative Redeemable Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 12th, 2012 • Cedar Realty Trust, Inc. • Real estate investment trusts • New York
Cedar Realty Trust Inc., a Maryland corporation (the “Company”) and Cedar Realty Trust Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”) confirm their agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Wells Fargo Securities, LLC (“Wells Fargo”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch and Wells Fargo are acting as Representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of 7.25% Series B Cumulative Redeemable Preferred Stock, par value $.01 per share, liquidation preference $25.00 per share of the Company (the “Series B Preferred Stock”) set forth in Schedule A hereto and (ii) the grant by
