WINTHROP REALTY TRUST 1,600,000 9.25% Series D Cumulative Redeemable Preferred Shares of Beneficial Interest UNDERWRITING AGREEMENTUnderwriting Agreement • November 23rd, 2011 • Winthrop Realty Trust • Real estate investment trusts • New York
Winthrop Realty Trust, an unincorporated association in the form of an Ohio real estate investment trust (the “Company”), proposes to sell 1,600,000 shares (the “Initial Securities”) of the Company’s 9.25% Series D Cumulative Redeemable Preferred Shares of Beneficial Interest, par value $1.00 per share (the “Series D Preferred Shares”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) an option to purchase up to 15% additional Series D Preferred Shares on the terms set forth in Section 3 (the “Option Securities”). The Initial Securities and the Option Securities, if purchased, are hereinafter collectively called the “Securities.” This Agreement is to confirm the agreement concerning the purchase of the Securities from the Company by the Underwriters. As part of the offering contemplated by this Agreement, the Underwriters have agreed to reserve 60,000 of the Initial Securities for offer
