UNDERWRITING AGREEMENT AMERICAN CAPITAL AGENCY CORP. (a Delaware corporation) 37,000,000 Shares of Common Stock Dated: October 26, 2011Underwriting Agreement • February 23rd, 2012 • American Capital Agency Corp • Real estate investment trusts • New York
in part, directly or indirectly, the economic consequence of ownership of the Lock‑Up Securities, whether any such swap or transaction is to be settled by delivery of shares of Common Stock or other securities, in cash or otherwise.
SALES AGREEMENTSales Agreement • February 23rd, 2012 • American Capital Agency Corp • Real estate investment trusts • New York
AMERICAN CAPITAL AGENCY CORP., a Delaware corporation (the “Company”), and American Capital AGNC Management, LLC, a Delaware limited liability company and manager of the Company (the “Manager”), as successor to American Capital Mortgage Management, LLC, formerly known as American Capital Agency Management, LLC, (the Former Manager”), confirm their respective agreements (this “Agreement”) with Mitsubishi UFJ Securities (USA), Inc. (“Mitsubishi”), as follows:
SALES AGREEMENTAmerican Capital Agency Corp • February 23rd, 2012 • Real estate investment trusts • New York
AMERICAN CAPITAL AGENCY CORP., a Delaware corporation (the “Company”), and American Capital AGNC Management, LLC, a Delaware limited liability company and manager of the Company (the “Manager”), as successor to American Capital Mortgage Management, LLC, formerly known as American Capital Agency Management, LLC, (the Former Manager”), confirm their respective agreements (this “Agreement”) with Cantor Fitzgerald & Co. (“CF&Co”), as follows:
