EMPLOYMENT AGREEMENTEmployment Agreement • August 5th, 2005 • Atlantic Bancshares, Inc. • South Carolina
THIS EMPLOYMENT AGREEMENT (this “Agreement”) dated as of August 4, 2005 is made by and between Atlantic Bancshares, Inc., a South Carolina corporation (the “Employer” or the “Company”), which is the holding company for Atlantic Community Bank (Proposed), a proposed South Carolina state bank (the “Bank”), and Timothy C. King, an individual resident of South Carolina (the “Executive”). Each of the Organizers of the Bank shall also be a party to this Agreement until the date the Bank opens.
NEXITY BANK ESCROW AGREEMENT Relating to Subscriptions for Shares of Atlantic Bancshares, Inc.Escrow Agreement • August 5th, 2005 • Atlantic Bancshares, Inc. • Alabama
This Escrow Agreement (the “Agreement”) is made and entered into as of the 4th day of August, 2005, by and among certain investors (collectively, the “Investors”) who have executed a Subscription Agreement (the “Subscription Agreement”) (and which Subscription Agreement expressly refers to and incorporates this Escrow Agreement); Atlantic Bancshares, Inc., a South Carolina corporation (the “Company”); and Nexity Bank (the “Escrow Agent”).
ATLANTIC BANCSHARES, INC. STOCK WARRANT AGREEMENTAtlantic Bancshares, Inc. • August 5th, 2005
Atlantic Bancshares, Inc. (the “Company”), a South Carolina corporation and the holding company for Atlantic Community Bank (proposed) (the “Bank”), hereby grants to the person identified above as the Warrant Holder warrants (the “Warrants”) to purchase the number of shares set forth above, representing one share of common stock for every share of common stock purchased by the Warrant Holder in the Company’s initial public offering (provided that the maximum number of shares which may be covered by this Warrant is 10,000 shares), in consideration of the financial risk associated with Warrant Holder’s investment in the Company during its organizational stage and the time, expertise, and continuing involvement of the Warrant Holder in the management of the Bank. Such Warrants are granted on the following terms and conditions:
SUBLEASESublease • August 5th, 2005 • Atlantic Bancshares, Inc.
THIS SUBLEASE, made as of June 30, 2005 by and between Atlantic Bancshares, Inc., a South Carolina corporation (hereinafter called “Sublessee”) and Regional Bankshares, Inc., a South Carolina corporation (hereinafter called “Sublessor”);
SAMCO CAPITAL MARKETS A Division of Penson Financial Services, Inc. AGREEMENTAgreement • August 5th, 2005 • Atlantic Bancshares, Inc.
This agreement, dated August 4, 2005, (the “Agreement”) sets forth the terms and conditions under which SAMCO Capital Markets, a division of Penson Financial Services, Inc. (“SAMCO”), will provide consulting services to, and in certain circumstances serve as a Sponsoring Dealer (as defined below) for, Atlantic Bancshares, Inc., a South Carolina corporation and proposed bank holding company located in Bluffton, South Carolina (collectively, “ABI” or the “Company”) in connection with its subscription offering for 1,200,000 shares of Company’s common stock at a price of $10.00 per share (the “Subscription Offering”). The Subscription Offering will be made through the prospectus (the “Prospectus” including any preliminary prospectus) incorporated in a registration statement on Form SB-2 (together with any amendments thereto the “Registration Statement”) to be filed with the U.S. Securities and Exchange Commission (“SEC”), by ABI and which ABI will provide to SAMCO. SAMCO and the Company ar
Atlantic Bancshares, Inc. PO Box 3077 Bluffton, South Carolina 29910Letter Agreement • August 5th, 2005 • Atlantic Bancshares, Inc. • South Carolina
This letter agreement (“Letter Agreement”) by and between Atlantic Bancshares, Inc., a South Carolina corporation (“Atlantic”), and Regional Bankshares, Inc., a South Carolina corporation (“Regional”), is to confirm the parties’ agreement with respect to certain issues related to the Regional’s withdrawal from a cooperative effort (the “Organizational Effort”) initiated on or around October 1, 2004 with a group of individuals (the “Organizers”) to form, raise capital for, and operate Atlantic Community Bank, a South Carolina state bank (proposed) (the “Bank”). This Letter Agreement is effective as of June 1, 2005 (“Effective Date”), whether or not it is executed by the parties on or after that date. The Organizers and Regional have assigned certain rights and responsibilities with respect to the Organizational Effort they may have possessed to Atlantic by means of an Assignment and Assumption Agreement, dated as of May 31, 2005, a copy of which is attached hereto as Attachment “A”.
