AGREEMENT AND PLAN OF MERGER by and between FOUR OAKS FINCORP, INC. and UNITED COMMUNITY BANKS, INC. June 26, 2017Merger Agreement • June 27th, 2017 • Four Oaks Fincorp Inc • State commercial banks • Georgia
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of this 26th day of June, 2017, by and between FOUR OAKS FINCORP, INC., a North Carolina corporation (“Seller” and, unless the context otherwise requires, the term “Seller” shall include Seller and its wholly-owned subsidiary bank, FOUR OAKS BANK & TRUST COMPANY, a North Carolina bank (the “Bank”)), and UNITED COMMUNITY BANKS, INC., a Georgia corporation (“Buyer”).
AMENDMENT NO. 1 TO THE TAX ASSET PROTECTION PLANTax Asset Protection Plan • June 27th, 2017 • Four Oaks Fincorp Inc • State commercial banks • New York
THIS AMENDMENT NO. 1, dated as of June 26, 2017 (this “Amendment”), to the Tax Asset Protection Plan, dated as of August 18, 2014 (the “Rights Agreement”), by and between Four Oaks Fincorp, Inc., a North Carolina corporation (the “Company”), and Computershare Trust Company, N.A. (as successor to Registrar and Transfer Company), as Rights Agent (the “Rights Agent”). All capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings ascribed to them in the Rights Agreement.
