COLONY FINANCIAL, INC. (a Maryland corporation)Underwriting Agreement • January 28th, 2014 • Colony Financial, Inc. • Real estate investment trusts • New York
Colony Financial, Inc., a Maryland corporation (the “Company”), confirms its agreement with Morgan Stanley & Co. LLC (“Morgan Stanley”) and each of the other underwriters named in Schedule A hereto (collectively, the “Underwriters”), for whom Morgan Stanley is acting as representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of $200,000,000 aggregate principal amount of the Company’s 3.875% Convertible Senior Notes due 2021 (the “Initial Securities”) set forth in Schedule A hereof and with respect to the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase up to an additional $30,000,000 aggregate principal amount of the Company’s 3.875% Convertible Senior Notes due 2021 (the “Option Securities” and together with the Initial Securities, the “Securities”). The Securities are to be issu
