Stradley Ronon Stevens & Young, LLP Suite 2600 Philadelphia, PA 19103-7018 Telephone 215.564.8000 Fax 215.564.8120Merger Agreement • July 22nd, 2014 • Bryn Mawr Bank Corp • State commercial banks
We have been requested to render an opinion concerning the federal income tax consequences of the proposed reorganization of CBH which will consist of (i) the merger of CBH with and into BMBC, with BMBC as the surviving corporation (the “Merger”), and (ii) the conversion of each share of CBH Common Stock and CBH Preferred Stock (“collectively, CBH Stock”) outstanding immediately prior to the Merger into whole shares of BMBC Common Stock with cash in lieu of fractional shares, upon the terms and subject to the conditions set forth in the Agreement. The Merger is further described in and will be in accordance with the Securities and Exchange Commission Form S-4 Registration Statement to be filed by BMBC on the date hereof, and as the same may be amended (the “S-4 Registration Statement”), and the related exhibits thereto, including the Agreement. This opinion is being provided solely in connection with the filing of the S-4 Registration Statement with the Securities and Exchange Commissi
