0001193125-13-103449 Sample Contracts

APOLLO RESIDENTIAL MORTGAGE, INC. 6,800,000 Shares of Common Stock Underwriting Agreement (this “Agreement”)
Underwriting Agreement • March 12th, 2013 • 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 Underwriter listed in Schedule 1 hereto (the “Underwriter”) an aggregate of 6,800,000 shares of common stock, par value $0.01 per share, of the Company (the “Common Stock”; and such shares, the “Underwritten Shares”) and, at the option of the Underwriter, up to an additional 1,020,000 shares of Common Stock (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.”

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