GLADSTONE COMMERCIAL CORPORATION DEALER MANAGER AGREEMENT Senior Common StockDealer Manager Agreement • November 23rd, 2009 • Gladstone Commercial Corp • Lessors of real property, nec • Virginia
Gladstone Commercial Corporation, a Maryland corporation (the “Company”), is offering for sale in a private placement offering by the Company (the “Offering”) up to 3,333,333 shares of the Company’s Senior Common Stock in the primary offering and 500,000 shares of the Company’s Senior Common Stock pursuant to the Company’s distribution reinvestment plan (the “Shares”) pursuant to a Confidential Private Placement Memorandum of the Company dated November 19, 2009 (with all exhibits and supplements thereto, the “Memorandum”). The Shares will be offered at a purchase price of $15.00 per share. The minimum initial purchase by any one person shall be $30,000 in Shares except as otherwise indicated in the Memorandum or in any letter or memorandum from the Company to Halcyon Capital Markets, LLC (the “Dealer Manager”). It is anticipated that the Dealer Manager will enter into Participating Dealer Agreements in the form attached to this Dealer Manager Agreement as Exhibit “A” with other broker-
DEALER MANAGER OPERATING AGREEMENTDealer Manager Operating Agreement • November 23rd, 2009 • Gladstone Commercial Corp • Lessors of real property, nec • Virginia
THIS DEALER MANAGER OPERATING AGREEMENT (the “Agreement”) is entered into and effective as of November 19, 2009 (the “Effective Date”), by and between Gladstone Commercial Corporation, a Maryland corporation (the “Company”), and Halcyon Capital Markets, LLC, a Massachusetts limited liability company (the “Dealer Manager”).
