REDWOOD TRUST, INC. Underwriting AgreementUnderwriting Agreement • June 25th, 2018 • Redwood Trust Inc • Real estate investment trusts • New York
Redwood Trust, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are acting as representatives (the “Representatives”), $200,000,000 principal amount of its 5.625% Convertible Senior Notes due 2024 (the “Underwritten Securities”) and, at the option of the Underwriters, up to an additional $30,000,000 principal amount of its 5.625% Convertible Senior Notes due 2024 (the “Option Securities”). The Underwritten Securities and the Option Securities are herein referred to as the “Securities”. The Securities will be convertible into shares (the “Underlying Securities”) of common stock of the Company, par value $0.01 per share (the “Common Stock”). The Securities will be issued pursuant to an Indenture dated as of March 6, 2013 (the “Base Indenture”) between the Company and Wilmington Trust,
REDWOOD TRUST, INC. as Issuer AND WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee Third Supplemental Indenture Dated as of June 25, 2018 to Indenture dated as of March 6, 2013 5.625% Convertible Senior Notes due 2024Redwood Trust Inc • June 25th, 2018 • Real estate investment trusts • New York
THIRD SUPPLEMENTAL INDENTURE, dated as of June 25, 2018 (“Third Supplemental Indenture”), to the Indenture, dated as of March 6, 2013 (as amended, modified or supplemented from time to time in accordance therewith, the “Base Indenture” and, as amended, modified and supplemented by this Third Supplemental Indenture, the “Indenture”), by and among REDWOOD TRUST, INC., a Maryland corporation (the “Company”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
