FIRST FINANCIAL BANCORP s/Cxxxxx X. Xxxxx By: Bxxxx X. Xxxx CXXXXX X. XXXXX Bxxxx X. Xxxx, Chairman of the Board 8/22/06 8/22/06 Date Date
FIRST FINANCIAL BANCORP. By: --------------------------------------- Name: ------------------------------------- Title: ------------------------------------ FIRST FINANCIAL (CA) STATUTORY TRUST I By: --------------------------------------- Name: ------------------------------------- Title: Administrator XXXXXXX X-0 FORM OF COMPANY COUNSEL OPINION March 26, 2002 Preferred Term Securities V, Ltd. FTN Financial Capital Markets P. O. Box 1093 GT 000 Xxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx Xxxxx Xxxxxxx, Xxxxxxxxx 00000 South Church Street Xxxxxx Town, Grand Cayman Xxxxx, Xxxxxxxx & Xxxxx, Inc. Grand Cayman Islands 000 0xx Xxxxxx Xxxxxxx Xxxx Indies 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Ladies and Gentlemen: We have acted as counsel to First Financial Bancorp (the "Company"), a California corporation in connection with a certain Placement Agreement, dated March 14, 2002, (the "Placement Agreement"), between the Company and First Financial (CA) Statutory Trust I (the "Trust"), on one hand, and FTN Financial Capital Markets and Xxxxx, Xxxxxxxx & Xxxxx, Inc. (the "Placement Agents"), on the other hand. Pursuant to the Placement Agreement, and subject to the terms and conditions stated therein, the Trust will issue and sell to Preferred Term Securities V, Ltd. (the "Purchaser"), $5,000,000.00 aggregate principal amount of Floating Rate Capital Securities (liquidation amount $1,000.00 per capital security) (the "Capital Securities"). Capitalized terms used herein and not otherwise defined shall have the same meanings ascribed to them in the Placement Agreement. The law covered by the opinions expressed herein is limited to the law of the United States of America and of the State of California. We have made such investigations of law as, in our judgment, were necessary to render the following opinions. We have also reviewed (a) the Company's Articles of Incorporation, as amended, and its By-Laws, as amended; and (b) such corporate documents, records, information and certificates of the Company and its subsidiaries, certificates of public officials or government authorities and other documents as we have deemed necessary or appropriate as a basis for the opinions hereinafter expressed. As to certain facts material to our opinions, we have relied, with your permission, upon statements, certificates or representations, including those delivered or made in connection with the above-referenced transaction, of officers and other representatives of the Company and its subsidiaries and the Trust. As used ...
FIRST FINANCIAL BANCORP. This certifies that ____________________________________, or registered assigns, is the registered owner of the number of Rights set forth above, each of which entitles the owner thereof, subject to the terms, provisions and conditions of the Rights Agreement, dated as of November 23, 1993 (the "Rights Agreement"), between First Financial Bancorp, an Ohio corporation (the "Company"), and The First National Bank of Southwestern Ohio (the "Rights Agent"), to purchase from the Company at any time prior to 5:00 P.M. (local time) on December 6, 2003 at the office or offices of the Rights Agent designated for such purpose, or its successors as Rights Agent, one fully paid, non-assessable share of Common Stock of the Company, at a purchase price of $200.00 per share (the "Purchase Price"), upon presentation and -------- * The portion of the legend in brackets shall be inserted only if applicable, shall be modified to apply to an Acquiring Person or an Adverse Person, as applicable, and shall replace the preceding sentence.
FIRST FINANCIAL BANCORP. This signature section must be complete for your vote to be counted. Please sign exactly as your name(s) appear(s) hereon. When signing as attorney, executor, administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership, please sign in full corporate or partnership name by authorized officer. Please indicate, using the boxes to the right, whether you plan to attend the special meeting. !! VOTE BY INTERNET - xxx.xxxxxxxxx.xxx or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 p.m. Eastern Time on December 3, 2017 (11:59 p.m. Eastern Time on November 30, 2017 for participants in the First Financial 401(k) Savings Plan). Have your proxy card in hand when you access the web site and follow the instructions to obtain your records and to create an electronic voting instruction form. VOTE BY PHONE - 0-000-000-0000 Use any touch-tone telephone within the USA, US Territories and Canada to transmit your voting instructions up until 11:59 p.m. Eastern Time on December 3, 2017 (11:59 p.m. Eastern Time on November 30, 2017 for participants in the First Financial 401(k) Savings Plan). Have your proxy card in hand when you call and then follow the instructions. VOTE BY MAIL Xxxx, sign and date your proxy card and return it in the postage-paid envelope we have provided or return it to Vote Processing, c/o Broadridge, 00 Xxxxxxxx Xxx, Xxxxxxxx, XX 00000. SCAN TO VIEW MATERIALS & VOTEw E33706-S62710 FIRST FINANCIAL BANCORP. NOTICE OF SPECIAL MEETING OF SHAREHOLDERS December 4, 2017 THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS The shareholder hereby appoints Xxxxx X. Xxxxxxx and Xxxxxx X. Xxxxxx, or either of them, with full power of substitution to act as attorneys and proxies for the undersigned to vote the shares that the undersigned is entitled to vote at the Special Meeting of Shareholders ("Special Meeting"), with all the powers which the undersigned would possess if personally present at the Special Meeting to be held at the Xxxx Centre at Fountain Square, 000 Xxxxxx Xxxxxx, Xxxxxx Xxxxx, Xxxxxxxxxx, Xxxx 00000 (and which may be viewed through a webcast via the Internet at xxx.xxxxxxxxxxxxxxxxxxxxxxxxx.xxx/xxxx00XX) on December 4, 2017 at 10:00 a.m., Eastern Time, or at any adjournment or postponement thereof. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRE...
FIRST FINANCIAL BANCORP. 5.1 First Virgxxxx Xxxxx, Xxc. ................................. 5.3 TrustCo Bank Corp of NY .................................... 5.8 United Bankshares, Inc. .................................... 4.6
