STANDBY PURCHASE AGREEMENTPurchase Agreement • February 15th, 2011 • Pittsburgh & West Virginia Railroad • Real estate investment trusts • New York
This letter confirms our agreement with respect to the intention of Pittsburgh & West Virginia Railroad., a Pennsylvania unincorporated business trust (the “Company”), to raise additional capital through a rights offering, of 113,250 shares (the “Underlying Shares”) of the Company’s common shares, no par value per share (the “Common Shares”), to its shareholders of record as of date to be determined (“Rights Offering”) with the participation of the Standby Purchaser for any unsubscribed shares in the Rights Offering (The Rights Offering and the offering to the Standby Purchaser are hereinafter referred to as the “Offering”). Capitalized terms used herein and not defined herein shall have the meanings set forth in the Prospectus (as hereinafter defined).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 5th, 2011 • Pittsburgh & West Virginia Railroad • Real estate investment trusts • Pennsylvania
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of December 1, 2011, by and among Pittsburgh & West Virginia Railroad, a Pennsylvania business trust (“PW”), Power REIT, a Maryland real estate investment trust and a wholly owned subsidiary of PW (“Power REIT”), and Power REIT PA, LLC, a Pennsylvania limited liability company and wholly owned subsidiary of Power REIT (“Merger Sub”).
