Common use of U.S. Treasury Clause in Contracts

U.S. Treasury. In connection with the Primary Investment Transactions and under the Plan of Reorganization, the Company intends to (i) exchange the 110,000 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B of the Company (the “TARP Preferred Stock”) currently held by the United States Department of the Treasury (the “Treasury”) for 60,000,000 shares of Common Stock in the aggregate (the “Treasury Issuance”) and (ii) cancel the related warrant to purchase 7,399,103 shares of Common Stock at an exercise price of $2.23 per share held by the Treasury (the “TARP Warrant”) in its entirety (collectively, the “TARP Exchange”). Immediately following the TARP Exchange, it is expected that the Treasury will sell to one or more investors to be identified by the Company and acceptable to the Treasury (the “Secondary Investors”) the shares of Common Stock delivered to the Treasury in connection with the TARP Exchange at a purchase price per share equal to the Per Share Purchase Price (collectively, the “Secondary Treasury Sales”).