Re: Dividend Payment in Kind and Exchange of Preferred StockBridge Capital Holdings • April 1st, 2010 • National commercial banks • California
This letter will confirm our agreement regarding Series B Mandatorily Convertible Cumulative Perpetual Preferred Stock (“Series B Preferred Stock”) of Bridge Capital Holdings (the “Company”) and Series B-1 Mandatorily Convertible Cumulative Perpetual Preferred Stock (“Series B-1 Preferred Stock”) of the Company, which the Company originally issued and sold pursuant to the terms of a Stock Purchase Agreement dated December 4, 2008, as amended, and entered into between the Company, and Carpenter Fund Manager GP, LLC (the “Manager”) on behalf of and as General Partner of each of the following investment-related limited partnerships: Carpenter Community BancFund, L.P.; Carpenter Community BancFund-A, L.P.; and Carpenter Community BancFund-CA, L.P. (collectively, the “Investors”). The Manager and the Company are collectively referred to herein as the “Parties” and individually referred to herein as a “Party.”
