UP TO 2,000,000 SHARES OF COMMON STOCK OF FIRST CITIZENS FINANCIAL CORPORATION ____________________________ AGENCY AGREEMENT ____________________________Assumption Agreement • October 16th, 2006 • First Citizens Financial CORP • State commercial banks • Georgia
First Citizens Financial Corporation, a Georgia corporation (the "Company"), and, upon formation, First Citizens Bank of Georgia, a Georgia banking association in organization (the "Bank"), proposes, subject to the terms and conditions stated herein, to engage SAMCO Capital Markets, Inc. (the "Agent" or "you") to assist the Company in structuring an offering of the Company's common stock (the "Common Stock") and, as agent of the Company, to assist in the sale on a "best efforts" basis of a minimum of 1,250,000 and up to a maximum of 2,000,000 shares of the Common Stock, $.01 par value per share (the "Shares").
