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
