DEALER MANAGER AGREEMENTDealer Manager • February 20th, 2020 • Gladstone Commercial Corp • Lessors of real property, nec • Virginia
Gladstone Commercial Corporation, a Maryland corporation (the “Company”), is offering an aggregate of 26,000,000 shares of its 6.00% Series F Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Shares”), for sale to the public (the “Offering”), of which 20,000,000 Shares are intended to be offered pursuant to the primary offering and 6,000,000 Shares are intended to be offered pursuant to the Company’s dividend reinvestment plan (the “DRIP”) to those holders of Shares who elect to participate in such DRIP. The Company reserves the right to reallocate the Shares being offered between the primary offering and the DRIP. Except as described in the Prospectus (as defined below) or in Section 5 hereof, the Shares are to be sold pursuant to the primary offering at a price of $25.00 per Share, and pursuant to the DRIP for a cash price of $22.75 per Share.
SUBSCRIPTION ESCROW AGREEMENTSubscription Escrow Agreement • February 20th, 2020 • Gladstone Commercial Corp • Lessors of real property, nec • Delaware
THIS SUBSCRIPTION ESCROW AGREEMENT, dated as of February 20, 2020 (this “Agreement”), is entered into between Gladstone Commercial Corporation (the “Company”) and UMB Bank, National Association, a national banking association, as escrow agent (the “Escrow Agent”).
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF GLADSTONE COMMERCIAL LIMITED PARTNERSHIPPartnership Agreement • February 20th, 2020 • Gladstone Commercial Corp • Lessors of real property, nec
This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Amendment”) is entered into and effective as of this 20th day of February, 2020. Capitalized terms used herein and not defined herein shall have the meanings ascribed thereto in the Second Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of July 11, 2018, as amended by the First Amendment to the Second Amended and Restated Agreement of Limited Partnership, dated as of December 2, 2019 (collectively, the “Partnership Agreement”).
