AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 9, 2016 BY AND AMONG SUNSHINE BANCORP, INC., SUNSHINE BANK, FBC BANCORP, INC. AND FLORIDA BANK OF COMMERCEMerger Agreement • May 10th, 2016 • Sunshine Bancorp, Inc. • Savings institution, federally chartered • Florida
Contract Type FiledMay 10th, 2016 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of May 9, 2016, by and among Sunshine Bancorp, Inc., a Maryland corporation (“Buyer”), Sunshine Bank, a Federal savings bank and a wholly-owned subsidiary of Buyer (“Buyer Bank”), FBC Bancorp, Inc., a Florida corporation (“Company”), and Florida Bank of Commerce, a Florida state bank and wholly-owned subsidiary of Company (“Company Bank”).
VOTING AGREEMENTVoting Agreement • May 10th, 2016 • Sunshine Bancorp, Inc. • Savings institution, federally chartered • Florida
Contract Type FiledMay 10th, 2016 Company Industry JurisdictionTHIS VOTING AGREEMENT (this “Agreement”), dated as of May 9, 2016, is made and entered into between the undersigned shareholder (“Shareholder”) of Sunshine Bancorp, Inc., a Maryland corporation (the “Buyer”) and FBC Bancorp, Inc., a Florida corporation (the “Company”).