GB&T BANCSHARES, INC. (a Georgia corporation) 1,200,000 Shares of Common Stock (No Par Value Per Share) PURCHASE AGREEMENTPurchase Agreement • November 2nd, 2004 • Gb&t Bancshares Inc • State commercial banks • New York
GB&T Bancshares, Inc., a Georgia corporation (the "Company") confirms its agreement with Keefe, Bruyette & Woods, Inc. ("Keefe Bruyette") and each of the other Underwriters named in Schedule A hereto (collectively, the "Underwriters", which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Keefe Bruyette is acting as representative (in such capacity, the "Representative"), with respect to (i) the sale by the Company and the purchase by the Underwriters of the respective numbers of shares of Common Stock, no par value per share, of the Company ("Common Stock") set forth in Schedules A and B hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 180,000 additional shares of Common Stock to cover over-allotments, if any. The aforesaid 1,200,000 shares of Common Stock (the "Initial Securities") to be purchased by th
EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is made and entered into this 12th day of August, 1996, by and between GAINESVILLE BANK & TRUST, a state bank created under the laws of the State of Georgia (hereinafter referred to as...Employment Agreement • April 14th, 1999 • Gb&t Bancshares Inc • State commercial banks
EMPLOYMENT AGREEMENTEmployment Agreement • March 31st, 2003 • Gb&t Bancshares Inc • State commercial banks
This Employment Agreement ("Agreement") is made and entered into this 30th day of December, 2002, by and between GAINESVILLE BANK & TRUST, a state bank created under the laws of the State of Georgia (hereinafter referred to as "Bank"), and RICHARD A. HUNT, a resident of the State of Georgia (hereinafter referred to as "Employee");
HULSEY, OLIVER & MAHAR LETTERHEAD] July 20, 2004Merger Agreement • July 20th, 2004 • Gb&t Bancshares Inc • State commercial banks
RE: Agreement and Plan of Reorganization between GB&T Bancshares, Inc. ("GB&T") and Lumpkin County Bank ("LCB") dated as of February 11, 2004, as amended (the "Merger Agreement").
HULSEY, OLIVER & MAHAR LETTERHEAD] July 20, 2004Merger Agreement • July 20th, 2004 • Gb&t Bancshares Inc • State commercial banks
We have acted as Counsel to GB&T Bancshares, Inc., a corporation organized and existing under the laws of the State of Georgia with its principal offices located in Gainesville, Georgia, in connection with the Agreement and Plan of Reorganization (the "Merger Agreement") with Lumpkin County Bank, a corporation organized and existing under the laws of the State of Georgia, with its principal offices located in Dahlonega, Georgia. This opinion is furnished to you pursuant to section 9.3(d) of the Merger Agreement, and GB&T has requested that we deliver this opinion to you. All capitalized terms not otherwise defined herein shall have the meanings attributed to them in the Merger Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2007 • Gb&t Bancshares Inc • State commercial banks
This Employment Agreement (“Agreement”) is made and entered into this 5th day of March, 2007, by and between GB&T BANCSHARES, INC., a Georgia Bank Holding Company, created under the laws of the State of Georgia (hereinafter referred to as the “Company”), and RICHARD A. HUNT, a resident of the State of Georgia (hereinafter referred to as “Employee”);
AGREEMENT AND PLAN OF REORGANIZATIONMerger Agreement • December 22nd, 2005 • Gb&t Bancshares Inc • State commercial banks • Georgia
THIS AGREEMENT AND PLAN OF REORGANIZATION (this “Agreement”) is made and entered into as of December 19, 2005 by and between GB&T Bancshares, Inc. (“GB&T”), a corporation organized and existing under the laws of the State of Georgia, with its principal office located in Gainesville, Georgia, and Mountain Bancshares, Inc. (“Mountain”), a corporation organized and existing under the laws of the State of Georgia, with its principal office located in Dawsonville, Georgia.
February 1, 2006Merger Agreement • February 6th, 2006 • Gb&t Bancshares Inc • State commercial banks
AGREEMENT AND PLAN OF REORGANIZATIONMerger Agreement • October 7th, 2004 • Gb&t Bancshares Inc • State commercial banks • Georgia
THIS AGREEMENT AND PLAN OF REORGANIZATION (this "Agreement") is made and entered into as of October 1, 2004 by and between GB&T Bancshares, Inc. ("GB&T"), a corporation organized and existing under the laws of the State of Georgia, with its principal office located in Gainesville, Georgia, and FNBG Bancshares, Inc. ("FNBG"), a corporation organized and existing under the laws of the State of Georgia, with its principal office located in Duluth, Georgia.
GB& T Bancshares, Inc. P. O. Box 2460 Gainesville, Georgia 30503 Home Town Bank of Villa Rica 1849 Carrollton/Villa Rica Highway Villa Rica, Georgia 30180Merger Agreement • October 16th, 2002 • Gb&t Bancshares Inc • State commercial banks
RE: Agreement and Plan of Reorganization between GB&T Bancshares, Inc. (“GB&T”) and Home Town Bank of Villa Rica (“HTB Villa Rica”) dated as of ____________, 2002, as amended (the “Merger Agreement”).
Hulsey, Oliver & Mahar letterhead] January 11, 2005Merger Agreement • January 12th, 2005 • Gb&t Bancshares Inc • State commercial banks
Agreement and Plan of Reorganization between GB&T Bancshares, Inc. ("GB&T") and FNBG Bancshares, Inc. ("FNBG") dated as of October 1, 2004, as amended (the "Merger Agreement").
February 1, 2006Merger Agreement • February 6th, 2006 • Gb&t Bancshares Inc • State commercial banks
We have acted as Counsel to GB&T Bancshares, Inc., a corporation organized and existing under the laws of the State of Georgia with its principal offices located in Gainesville, Georgia, in connection with the Agreement and Plan of Reorganization (the “Merger Agreement”) with Mountain Bancshares, Inc., a corporation organized and existing under the laws of the State of Georgia, with its principal offices located in Dawsonville, Georgia. This opinion is furnished to you pursuant to section 9.3(d) of the Merger Agreement, and GB&T has requested that we deliver this opinion to you. All capitalized terms not otherwise defined herein shall have the meanings attributed to them in the Merger Agreement.
July 11, 2003Merger Agreement • July 11th, 2003 • Gb&t Bancshares Inc • State commercial banks
Agreement and Plan of Reorganization between GB&T Bancshares, Inc. ("B&T") and Baldwin Bancshares, Inc. ("BBI") dated as of April 28, 2003, as amended (the "Merger Agreement").
QuickLinks -- Click here to rapidly navigate through this documentMerger Agreement • April 25th, 2001 • Gb&t Bancshares Inc • State commercial banks • Georgia
THIS AGREEMENT AND PLAN OF REORGANIZATION (this "Agreement") is made and entered into as of March 16, 2001 by and between GB&T Bancshares, Inc. ("GB&T"), a corporation organized and existing under the laws of the State of Georgia, with its principal office located in Gainesville, Georgia, and Community Trust Financial Services Corporation ("CT Financial Services"), a corporation organized and existing under the laws of the State of Georgia, with its principal office located in Hiram, Georgia.
QuickLinks -- Click here to rapidly navigate through this documentMerger Agreement • April 25th, 2001 • Gb&t Bancshares Inc • State commercial banks
GB&T Bancshares, Inc. P.O. Box 2460 Gainesville, Georgia 30503 Community Trust Financial Services Corporation 342 Marietta Highway Suite 110 Hiram, Georgia 30141
July 11, 2003Merger Agreement • July 11th, 2003 • Gb&t Bancshares Inc • State commercial banks
We have acted as Counsel to GB&T Bancshares, Inc., a corporation organized and existing under the laws of the State of Georgia with its principal offices located in Gainesville, Georgia, in connection with the Agreement and Plan of Reorganization (the "Merger Agreement") with Baldwin Bancshares, Inc., a bank holding company organized and existing under the laws of the State of Georgia, with its principal offices located in Milledgeville, Georgia. This opinion is furnished to you pursuant to section 9.3(d) of the Merger Agreement, and GB&T has requested that we deliver this opinion to you. All capitalized terms not otherwise defined herein shall have the meanings attributed to them in the Merger Agreement.
AGREEMENT AND PLAN OF MERGER by and between SUNTRUST BANKS, INC. and GB&T BANCSHARES, INC. DATED AS OF NOVEMBER 2, 2007Merger Agreement • November 6th, 2007 • Gb&t Bancshares Inc • State commercial banks • Georgia
This AGREEMENT AND PLAN OF MERGER is dated as of November 2, 2007 (this "Agreement"), by and among GB&T BANCSHARES, INC., a Georgia corporation ("GB&T"), and SUNTRUST BANKS, INC. ("SunTrust"), a Georgia corporation.
