APOLLO RESIDENTIAL MORTGAGE, INC. 6,000,000 Shares of Series A Cumulative Redeemable Perpetual Preferred Stock Underwriting Agreement (this “Agreement”)Underwriting Agreement • September 18th, 2012 • Apollo Residential Mortgage, Inc. • Real estate investment trusts • New York
Apollo Residential Mortgage, Inc., a Maryland corporation (the “Company”), which is externally managed and advised by ARM Manager, LLC, a limited liability company organized and existing under the laws of Delaware (the “Manager”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 6,000,000 shares of Series A cumulative redeemable perpetual preferred stock, par value $0.01 per share, of the Company (the “Preferred Stock”; and such shares, the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 900,000 shares of Preferred Stock (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The terms of the Shares will be set forth in the charter of the Company, including articles supplementary to be filed by the Company with the State Department of Assessments and Taxation of
