FIRST PACTRUST BANCORP, INC. (a Maryland corporation) 2,400,000 Shares of Common Stock, $.01 Par Value per Share UNDERWRITING AGREEMENTUnderwriting Agreement • June 26th, 2013 • First Pactrust Bancorp Inc • National commercial banks • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 26th, 2013 • First Pactrust Bancorp Inc • National commercial banks • California
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 21, 2013, by and among First PacTrust Bancorp, Inc., a Maryland corporation (the “Company”), and the investors named on Exhibit A hereto (each an “Investor” and collectively the “Investors”).
First PacTrust Bancorp, Inc. 18500 Von Karman Avenue, Suite 900 Irvine, California 92612 Ladies and Gentlemen:Letter Agreement • June 26th, 2013 • First Pactrust Bancorp Inc • National commercial banks • New York
This letter agreement (the “Agreement”) will confirm the understanding and agreement between First PacTrust Bancorp, Inc. (the “Company”) and FIG Partners, LLC (“FIG” or the “Placement Agent”) that FIG act as the exclusive placement agent for the Company, on a reasonable best efforts basis, in connection with the proposed placement (the “Placement”) of up to $15 million of registered shares of the Company’s voting common stock, $.01 par value per share (the “Securities”). The terms of such Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) pursuant to the terms of one or more Securities Purchase Agreements (the “Securities Purchase Agreements”) and nothing herein constitutes that FIG would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placement. This Agreement and the Securities Purchase Agreements
