FIRST POTOMAC REALTY TRUST 7.750% Series A Cumulative Redeemable Perpetual Preferred Shares of Beneficial Interest (par value $.001 per share) UNDERWRITING AGREEMENT January 12, 2011Note Purchase Agreement • January 14th, 2011 • First Potomac Realty Trust • Real estate investment trusts • Maryland
INTRODUCTORY. First Potomac Realty Trust, a Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 4,000,000 of its 7.750% Series A Cumulative Redeemable Perpetual Preferred Shares (the “Firm Shares”) of beneficial interest, par value $.001 per share (the “Preferred Shares”). In addition, the Company has granted to the Underwriters an option to purchase up to an additional 600,000 Preferred Shares (the “Option Shares”), as provided in Section 2. The Firm Shares and, if and to the extent such option is exercised, the Option Shares are collectively called the “Shares.” Wells Fargo Securities, LLC (“Wells Fargo”) has agreed to act as the representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Shares.
