] Shares CATCHMARK TIMBER TRUST, INC. Class A Common Stock Form of UNDERWRITING AGREEMENTUnderwriting Agreement • November 26th, 2013 • CatchMark Timber Trust, Inc. • Real estate investment trusts • New York
CatchMark Timber Trust, Inc., a Maryland corporation (the “Company”) and CatchMark Timber Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), propose, subject to the terms and conditions stated herein, that the Company will issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of [ ] shares of its Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”). The aggregate of [ ] shares to be purchased from the Company are called the “Firm Shares.” In addition, the Company has agreed to sell to the Underwriters, upon the terms and conditions stated herein, up to an additional [ ] shares of Class A Common Stock (the “Additional Shares”) to cover over-allotments by the Underwriters, if any. The Firm Shares and the Additional Shares are collectively referred to in this Agreement as the “Shares.” Raymond James & Associates, Inc. (“Raymond James”), Robert W. Baird & Co. Incorporated (“Ba
