Exhibit 99.2 AMENDMENT NO. 1 TO RIGHTS AGREEMENT THIS AMENDMENT NO. 1 TO RIGHTS AGREEMENT, dated as of April 18, 2001, is between MNB BANCSHARES, INC., a Delaware corporation (the "Company"), and SECURITY NATIONAL BANK, a national banking association...Rights Agreement • May 24th, 2001 • MNB Bancshares Inc • National commercial banks
Exhibit 99.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG LANDMARK BANCSHARES, INC., MNB BANCSHARES, INC. AND LANDMARK MERGER COMPANY APRIL 19, 2001 LIST OF EXHIBITS Exhibit A Amended and Restated Certificate of Incorporation of Newco Exhibit B Bylaws of...Merger Agreement • May 24th, 2001 • MNB Bancshares Inc • National commercial banks • Kansas
AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is entered into as of this 19th day of April, 2001, among LANDMARK BANCSHARES, INC., a Kansas corporation ("LBI"), MNB BANCSHARES, INC., a Delaware corporation ("MNB"), and LANDMARK MERGER COMPANY, a Delaware corporation ("Newco"). RECITALS A. LBI and MNB each desire to merge with and into Newco (the "Merger") with Newco as the resulting corporation (the "Resulting Corporation"). B. Subject to the terms of this Agreement, each outstanding share of the common stock of LBI, $0.10 par value per share ("LBI Common Stock"), and each outstanding share of the common stock of MNB, $0.01 par value per share ("MNB Common Stock"), shall be converted at the time of the consummation of the Merger (the "Closing") into the right to receive the number of shares of the common stock of Newco, $0.01 par value per share ("Newco Common Stock"), as set forth below. C. The parties desire to make certain representations, warrant
