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Press release from Business Wire

Government Properties Income Trust Prices Offering of 7,500,000 Common Shares

Tuesday, October 16, 2012

Government Properties Income Trust Prices Offering of 7,500,000 Common Shares09:02 EDT Tuesday, October 16, 2012 NEWTON, Mass. (Business Wire) -- Government Properties Income Trust (NYSE: GOV) today announced that it priced a public offering of 7,500,000 common shares at a price to the public of $23.25 per share. The settlement of this offering is expected to occur on Friday, October 19, 2012. GOV expects to use the net proceeds of this offering to repay amounts outstanding under its revolving credit facility and for general business purposes, including funding potential acquisitions. The underwriters have been granted a 30-day option to purchase up to an additional 1,125,000 common shares. The joint bookrunning managers for this offering are Morgan Stanley, BofA Merrill Lynch and RBC Capital Markets. The co-lead managers for this offering are Citigroup, Jefferies and UBS Investment Bank. The co-managers for this offering are Deutsche Bank, BB&T Capital Markets, Janney Montgomery Scott, JMP Securities and Oppenheimer & Co. This press release is neither an offer to sell nor a solicitation of an offer to buy shares, nor shall there be any sale of these securities in any state or jurisdiction in which the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. The prospectus supplement relating to this offering and related prospectus are expected to be filed with the Securities and Exchange Commission, and copies can be obtained by contacting the offices of: Morgan Stanley, 180 Varick Street, 2nd Floor, New York, New York 10014, Attention: Prospectus Department, telephone: (866) 718-1649 or email: prospectus@morganstanley.com; BofA Merrill Lynch, 222 Broadway, New York, New York 10038, Attn: Prospectus Department, email: dg.prospectus_requests@baml.com; or RBC Capital Markets, Attention: Prospectus Department, Three World Financial Center, 200 Vesey Street, 8th floor, New York, New York 10281-8098, telephone: 877-822-4089. WARNING REGARDING FORWARD LOOKING STATEMENTS THIS PRESS RELEASE INCLUDES FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. THESE FORWARD LOOKING STATEMENTS ARE BASED UPON GOV'S PRESENT BELIEFS AND EXPECTATIONS, BUT THESE FORWARD LOOKING STATEMENTS ARE NOT GUARANTEED. FOR EXAMPLE: THIS PRESS RELEASE STATES THAT THE SETTLEMENT OF THE OFFERING OF COMMON SHARES IS EXPECTED TO OCCUR ON FRIDAY, OCTOBER 19, 2012. IN FACT, THE SETTLEMENT OF THIS OFFERING IS SUBJECT TO VARIOUS CONDITIONS AND CONTINGENCIES AS ARE CUSTOMARY IN UNDERWRITING AGREEMENTS IN THE UNITED STATES. IF THESE CONDITIONS ARE NOT SATISFIED OR THE SPECIFIED CONTINGENCIES DO NOT OCCUR, THIS OFFERING MAY NOT CLOSE. THIS PRESS RELEASE STATES THAT THE UNDERWRITERS HAVE BEEN GRANTED AN OPTION TO PURCHASE UP TO AN ADDITIONAL 1,125,000 COMMON SHARES. AN IMPLICATION OF THIS STATEMENT MAY BE THAT THIS OPTION MAY BE EXERCISED IN WHOLE OR IN PART. IN FACT, GOV DOES NOT KNOW WHETHER THE UNDERWRITERS WILL EXERCISE THIS OPTION, OR ANY PART OF IT. FOR THESE REASONS, AMONG OTHERS, INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS. A Maryland Real Estate Investment Trust with transferable shares of beneficial interest listed on the New York Stock Exchange.No shareholder, Trustee or officer is personally liable for any act or obligation of the Trust. Government Properties Income TrustTimothy A. Bonang, 617-219-1410Vice President, Investor RelationsorElisabeth A. Heiss, 617-219-1410Manager, Investor Relations