Reconciliation and Tie Sheet* between Provisions of the Trust Indenture Act of 1939 and Indenture, dated as of February 18, 2003 between SYNOVUS FINANCIAL CORP. and THE BANK OF NEW YORK TRUST COMPANY OF FLORIDA, N.A., TrusteeIndenture • April 18th, 2003 • Synovus Financial Corp • National commercial banks • New York
1 EXHIBIT 1.1 SYNOVUS FINANCIAL CORP. (a Georgia corporation) UNDERWRITING AGREEMENT December ___, 2000 2 TABLE OF CONTENTSSynovus Financial Corp • December 11th, 2000 • National commercial banks • New York
Reconciliation and Tie Sheet* between Provisions of the Trust Indenture Act of 1939 and Indenture, dated as of December __, 2000 between SYNOVUS FINANCIAL CORP. and THE BANK OF NEW YORK, TrusteeIndenture • December 11th, 2000 • Synovus Financial Corp • National commercial banks • New York
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • November 23rd, 2005 • Synovus Financial Corp • National commercial banks
Annex B-1Synovus Financial Corp • June 27th, 2019 • National commercial banks • New York
andRights Agreement • November 23rd, 2005 • Synovus Financial Corp • National commercial banks • Georgia
andRights Agreement • April 28th, 1999 • Synovus Financial Corp • National commercial banks • Georgia
CHANGE OF CONTROL AGREEMENT THIS AGREEMENT ("Agreement"), by and between SYNOVUS FINANCIAL CORP., a Georgia corporation (the "Company") and __________________________ (the "Employee") is entered into as of the 1st day of January, 1996 (the "Effective...Change of Control Agreement • March 25th, 1996 • Synovus Financial Corp • State commercial banks • Georgia
Exhibit 10.1Restricted Stock Award Agreement • January 25th, 2005 • Synovus Financial Corp • National commercial banks • Georgia
EMPLOYMENT AGREEMENT, AS AMENDED THIS AMENDMENT TO EMPLOYMENT AGREEMENT is made and entered into by and among Synovus Financial Corp., a Georgia business corporation ("Synovus"), and National Bank of South Carolina, a national banking association...Employment Agreement • March 25th, 1996 • Synovus Financial Corp • State commercial banks • Georgia
Exhibit 4.3 SYNOVUS FINANCIAL CORP. 5.125% Subordinated Notes Due 2017 REGISTRATION RIGHTS AGREEMENTSynovus Financial Corp • July 21st, 2005 • National commercial banks • New York
STATE OF GEORGIA COUNTY OF MUSCOGEE AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement ("Agreement") is entered into this 13th day of September, 1999 by and between Synovus Financial Corp. ("Synovus"), a Georgia...Employment Agreement • November 15th, 1999 • Synovus Financial Corp • National commercial banks • Georgia
EXHIBIT 10.20 STATE OF GEORGIA COUNTY OF MUSCOGEE RETIREMENT AGREEMENT THIS AGREEMENT is made and entered into effective as of the 1st day of January 1997, by and among JOE E. BEVERLY, an individual resident of the State of Georgia ("Beverly"),...Retirement Agreement • March 6th, 1997 • Synovus Financial Corp • National commercial banks • Georgia
SYNOVUS FINANCIAL CORP. as Company and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee SUBORDINATED INDENTURE dated as of December 7, 2015Synovus Financial Corp • December 7th, 2015 • National commercial banks • New York
SUBORDINATED INDENTURE, dated as of December 7, 2015, between Synovus Financial Corp., a Georgia corporation, as the Company, and The Bank of New York Mellon Trust Company, N.A., as Trustee.
EXHIBIT 4.2 [FORM OF FACE OF NOTE] THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE REFERRED TO HEREINAFTER. THIS GLOBAL NOTE MAY NOT BE EXCHANGED, IN WHOLE OR IN PART, FOR A NOTE REGISTERED IN THE NAME OF ANY PERSON OTHER THAN THE...Synovus Financial Corp • April 18th, 2003 • National commercial banks
AGREEMENT AND PLAN OF MERGER by and among FCB FINANCIAL HOLDINGS, INC., SYNOVUS FINANCIAL CORP. and AZALEA MERGER SUB CORP. Dated as of July 23, 2018Agreement and Plan of Merger • July 25th, 2018 • Synovus Financial Corp • National commercial banks • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of July 23, 2018 (this “Agreement”), by and among FCB Financial Holdings, Inc., a Delaware corporation (the “Company”), Synovus Financial Corp., a Georgia corporation (“Parent”), and Azalea Merger Sub Corp., a Delaware corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”).
Underwriting AgreementSynovus Financial Corp • February 1st, 2019 • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”) confirms its agreement with the several Underwriters listed on Schedule I hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), with respect to the issue and sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule I of $300,000,000 in aggregate principal amount of the Company’s 5.900% Fixed-to-Fixed Rate Subordinated Notes due 2029 (the “Securities”). The Securities are to be issued pursuant to the indenture dated as of December 7, 2015 (the “Base Indenture”), by and between the Company and the Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by a second supplemental indenture, to be dated as of February 7, 2019 (the “Supplemental Indenture”), by and between the Company and the Trustee (the Base Indenture, as supplemented by the Supplemental Indenture
Global NoteSynovus Financial Corp • July 21st, 2005 • National commercial banks
SYNOVUS FINANCIAL CORP. 12,000,000 Tangible Equity Units Underwriting AgreementSynovus Financial Corp • May 4th, 2010 • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 12,000,000 Tangible Equity Units (“tMEDS”) of the Company (the “Underwritten Securities”) and, at the option of the Underwriters, up to an additional 1,800,000 tMEDS (the “Option Securities”). The Underwritten Securities and the Option Securities are herein referred to as the “Securities.” Each Security has a stated amount of $25 (the “Stated Amount”) and consists of (1) a pre-paid stock purchase contract (each, a “Purchase Contract”) under which the holder has purchased and the Company will agree to automatically deliver on May 15, 2013 (the “Purchase Contract Settlement Date”), subject to early settlement of such Purchase Contract pursuant to the provisions thereof and of the Purchase Contract Agreement (the “Purchase Contract Agreement”
SYNOVUS FINANCIAL CORP. as the Company and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Junior Subordinated Indenture Dated as of May 4, 2010Synovus Financial Corp • May 4th, 2010 • National commercial banks • New York
JUNIOR SUBORDINATED INDENTURE, dated as of May 4, 2010, between Synovus Financial Corp., a Georgia corporation, as the Company, and The Bank of New York Mellon Trust Company, N.A., as Trustee.
EXHIBIT 4.3 SYNOVUS FINANCIAL CORP. 4.875% Subordinated Notes Due 2013 REGISTRATION RIGHTS AGREEMENTSynovus Financial Corp • April 18th, 2003 • National commercial banks • New York
SYNOVUS FINANCIAL CORP. $300,000,000 7.875% Senior Notes due 2019 Underwriting AgreementSynovus Financial Corp • February 13th, 2012 • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of $300,000,000 in principal amount of its 7.875% Senior Notes due 2019, to be issued under an indenture, to be dated as of February 13, 2012 (the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) (the “Securities”).
Underwriting AgreementSynovus Financial Corp • October 30th, 2017 • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”) confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Representative”) on behalf of the several Underwriters listed in Schedule I hereto (together, the “Underwriters”), with respect to the issue and sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule I of $300,000,000 in aggregate principal amount of the Company’s 3.125% Senior Notes due November 1, 2022 (the “Securities”). The Securities are to be issued pursuant to an indenture dated as of February 13, 2012 between the Company and the Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), (“Indenture”).
SYNOVUS FINANCIAL CORP. as the Company and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Subordinated Indenture Dated as of ___, 20___Synovus Financial Corp • April 26th, 2010 • National commercial banks • New York
SUBORDINATED INDENTURE, dated as of ______ ___, 200___, between Synovus Financial Corp., a Georgia corporation, as the Company, and The Bank of New York Mellon Trust Company, N.A., as Trustee.
SYNOVUS FINANCIAL CORP. Underwriting AgreementSynovus Financial Corp • December 7th, 2015 • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”) confirms its agreement with Sandler O’Neill + Partners, L.P. (the “Representative”) on behalf of the several Underwriters listed in Schedule I hereto (together, the “Underwriters”), with respect to the issue and sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule I of $250,000,000 in aggregate principal amount of the Company’s 5.75% Fixed-to-Floating Rate Subordinated Notes due December 15, 2025 (the “Securities”). The Securities are to be issued pursuant to an indenture to be dated as of December 7, 2015 between the Company and the Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by a first supplemental indenture, to be dated of December 7, 2015, between the Company and the Trustee (the indenture as so supplemented, the “Indenture”).
SYNOVUS FINANCIAL CORP. STOCK OPTION AGREEMENT [DATE]Stock Option Agreement • April 25th, 2007 • Synovus Financial Corp • National commercial banks
THIS AGREEMENT ("Agreement"), dated as of the ___ day of _____________, 2007, by and between SYNOVUS FINANCIAL CORP. (the "Company"), a Georgia corporation having its principal office at 1111 Bay Avenue, Suite 500, Columbus, Georgia, and ___________________________ (the "Option Holder"), an employee of the Company or a Subsidiary of the Company.
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 26th, 2007 • Synovus Financial Corp • National commercial banks • Georgia
THIS AGREEMENT (the “Agreement”) is made and entered into as of this 26th day of July, 2007, by and between SYNOVUS FINANCIAL CORP., a Georgia corporation (the “Company”), and _____________________ (“Indemnitee”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in Section 16.
SYNOVUS FINANCIAL CORP., THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Purchase Contract Agent and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee under the Indenture referred to herein PURCHASE CONTRACT AGREEMENT Dated as of May 4, 2010Purchase Contract Agreement • May 4th, 2010 • Synovus Financial Corp • National commercial banks • New York
PURCHASE CONTRACT AGREEMENT, dated as of May 4, 2010, among SYNOVUS FINANCIAL CORP., a Georgia corporation (the “Company”), THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, acting as purchase contract agent and attorney-in-fact for the Holders of Purchase Contracts (as defined herein) from time to time (the “Purchase Contract Agent”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., acting as Trustee under the Indenture (as defined herein).
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • April 25th, 2007 • Synovus Financial Corp • National commercial banks • Georgia
THIS RESTRICTED STOCK AWARD AGREEMENT (“Agreement”) is made effective as of _____________________, 2007, by and between SYNOVUS FINANCIAL CORP., a Georgia corporation (the “Corporation”), and ______________________________ (“Executive”).
SYNOVUS FINANCIAL CORP. as the Company and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Senior Indenture Dated as of ______ ___, 20___Senior Indenture • April 26th, 2010 • Synovus Financial Corp • National commercial banks • New York
SENIOR INDENTURE, dated as of , 200 , between Synovus Financial Corp., a Georgia corporation, as the Company, and The Bank of New York Mellon Trust Company, N.A., as Trustee.
ContractSynovus Financial Corp • August 5th, 2022 • National commercial banks • New York
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • April 25th, 2007 • Synovus Financial Corp • National commercial banks • Georgia
THIS RESTRICTED STOCK AWARD AGREEMENT (“Agreement”) is made effective as of _____________________, 2007, by and between SYNOVUS FINANCIAL CORP., a Georgia corporation (the “Corporation”), and ______________________________ (“Executive”).
SYNOVUS FINANCIAL CORP. REVISED STOCK OPTION AGREEMENT [DATE]Revised Stock Option Agreement • January 29th, 2008 • Synovus Financial Corp • National commercial banks
THIS AGREEMENT ("Agreement"), dated as of the ___ day of _____________, 200__, by and between SYNOVUS FINANCIAL CORP. (the "Company"), a Georgia corporation having its principal office at 1111 Bay Avenue, Suite 500, Columbus, Georgia, and ___________________________ (the "Option Holder"), an employee of the Company or a Subsidiary of the Company.
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • January 18th, 2006 • Synovus Financial Corp • National commercial banks • Georgia
THIS RESTRICTED STOCK AWARD AGREEMENT (“Agreement”) is made effective as of _____________________, 200__, by and between SYNOVUS FINANCIAL CORP., a Georgia corporation (the “Corporation”), and ______________________________ (“Executive”).
PURCHASE AGREEMENTPurchase Agreement • October 13th, 2010 • Synovus Financial Corp • National commercial banks • Georgia
This PURCHASE AGREEMENT (this “Agreement”) is made and entered into this 12th day of October, 2010, by and between Homeowners Choice, Inc. (“Purchaser”), a Florida corporation, and Synovus Financial Corp., a Georgia corporation (“Seller”). Seller and Purchaser are referred to herein collectively as the “Parties.”
