Reed Smith LLP Reed Smith Centre 225 Fifth Avenue Pittsburgh, PA 15222-2716 Tel +1 412 288 3131 Fax +1 412 288 3063 reedsmith.comFNB Corp/Pa/ • September 23rd, 2016 • National commercial banks
Pursuant to the Agreement and Plan of Merger dated as of July 20, 2016 (the “Merger Agreement”) between F.N.B. Corporation, a Pennsylvania corporation (“FNB”), and Yadkin Financial Corporation, a North Carolina corporation (“Yadkin”), Yadkin is to merge with and into FNB with FNB surviving (the “Merger”). Capitalized terms not otherwise defined in this opinion have the meanings ascribed to such terms in the Merger Agreement.
