AGREEMENT AND PLAN OF MERGER by and among FCB FINANCIAL HOLDINGS, INC., SYNOVUS FINANCIAL CORP. and AZALEA MERGER SUB CORP.Agreement and Plan of Merger • July 25th, 2018 • FCB Financial Holdings, Inc. • National commercial banks • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of July 23, 2018 (this “Agreement”), by and among FCB Financial Holdings, Inc., a Delaware corporation (the “Company”), Synovus Financial Corp., a Georgia corporation (“Parent”), and Azalea Merger Sub Corp., a Delaware corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”).
Re: Termination of Employment AgreementEmployment Agreement • July 25th, 2018 • FCB Financial Holdings, Inc. • National commercial banks
This letter (this “Letter”) memorializes our discussions regarding the Employment Agreement between Florida Community Bank, National Association, a subsidiary of FCB Financial Holdings, Inc. (the “Company”), and you, dated July 18, 2014 and amended as of December 6, 2016 and March 6, 2018 (the “Employment Agreement”). Terms that are capitalized but not defined herein shall have the meaning set forth in the Agreement and Plan of Merger dated as of July 23, 2018 (the “Merger Agreement”) among the Company, Synovus Financial Corp. (“Parent”) and Azalea Merger Sub Corp.
Re: Termination of Employment AgreementEmployment Agreement • July 25th, 2018 • FCB Financial Holdings, Inc. • National commercial banks
This letter (this “Letter”) memorializes our discussions regarding the Employment Agreement between Florida Community Bank, National Association (the “Company Bank”), a subsidiary of FCB Financial Holdings, Inc. (the “Company”), and you, dated May 1, 2014 and amended as of April 18, 2017 (the “Employment Agreement”). Terms that are capitalized but not defined herein shall have the meaning set forth in the Agreement and Plan of Merger dated as of July 23, 2018 (the “Merger Agreement”) among the Company, Synovus Financial Corp. (“Parent”) and Azalea Merger Sub Corp.
