Investment Banking Update. Attorney Panel Discussion. Bill Sammon, Managing Director Raymond James & Associates, Inc.

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1 Investment Banking Update Bill Sammon, Managing Director Raymond James & Associates, Inc. Mr. Sammon has over 17 years of experience in the investment business focusing on Financial Institutions. His background includes institutional sales, capital formations of public and private instruments and private equity. He currently manages the Financial Institutions Sales and Trading Group which makes principal markets in over 600 banks. He is a member of the advisory board for the HBI Private Equity Fund I, HBI Private Equity Fund II and ICBA Private Equity Fund I and is a director of HBI Funds LLC. Mr. Sammon is a graduate of the University of Iowa with a Bachelor's degree in Economics. Bill Wagner, Managing Director Raymond James & Associates, Inc. Mr. Wagner joined Raymond James in 2011 as part of the merger with Howe Barnes Hoefer & Arnett. Prior to joining Howe Barnes in 2005, Wagner co-founded the Financial Institutions Group at Triangle Capital Partners. Prior to joining Triangle Capital Partners in 2002, Wagner was a Senior Vice President at Trident Securities. He served as a Vice President and corporate tax manager of First Citizens Bank, Raleigh, NC prior to joining Trident. He began his career as a tax consultant at Deloitte & Touche in Columbus, OH. Wagner holds a BS degree from Miami University and an MBA degree from the Fuqua School of Business at Duke University. Wagner is also a. Attorney Panel Discussion BT Atkinson, Partner Bryan Cave LLP B.T. is a partner in the Charlotte office of Bryan Cave, an international law firm. He has a general corporate, securities and regulatory practice focused on serving regional and community banks in the Carolinas. His recent transactions include private equity led recapitalizations, TARP securities auctions, acquisitions, and branch dispositions. BT has been admitted to practice in North Carolina for over 20 years, and was recently admitted in South Carolina after passing the state's bar exam in July. Prior to attending law school, Mr. Atkinson was an accountant with Price Waterhouse in its Charlotte office. He is a frequent speaker for both the North and South Carolina Bankers Associations.

2 Neil Grayson, Partner Nelson Mullins Riley & Scarborough LLP Neil Grayson, a partner with Nelson Mullins Riley & Scarborough LLP, is the head of the Firm's Financial Institutions Practice Group and the Mobile Payments Practice Group. Mr. Grayson advises clients on matters related to corporate governance, bank regulatory matters, securities offerings and reporting requirements, mergers and acquisitions, executive compensation, and related corporate matters. Mr. Grayson is also on the board of directors of Public Education Partners and the South Carolina Student Loan Corporation. Chip King, Haynsworth Sinkler Boyd, P.A. Chip King is the senior member of the Firm s corporate securities and financial institution regulatory practices. In the securities area, he has acted as SEC counsel in dozens of IPOs and registered offerings. He regularly advises both reporting and non-reporting companies and their directors on their fiduciary duties in the context of shareholder proposals, tender offers, proxy contests, going private transactions and general corporate law. Economic Update Bruce Yandle, Dean Emeritus Clemson University Bruce Yandle is a consultant, writer and speaker on economics and political economy. He is Mercatus Center Distinguished Adjunct Professor of Economics at George Mason University and participates regulatory in the Center s Capitol Hill lecture series. Yandle is Dean Emeritus of Clemson University s College of Business & Behavioral Science and Senior Fellow Emeritus, Property & Environment Research Center (PERC) in Bozeman, MT. While serving as Alumni Distinguished Professor of Economics at Clemson University, he taught in graduate programs in France, Italy, Germany, and the Czech Republic. He is author/editor of 17 books, including his forthcoming co-authored Cato Institute book, Bootleggers and Baptists: Understanding America s Regulatory Journey. Dr. Yandle served in Washington on two occasions, first as a senior economist on the White House staff during the Ford Administration and later as Executive Director of the Federal Trade Commission in the Reagan Administration.

3 Investing in the 3 rd Era of Banking Ryan Tillery Performance Trust Capital Partners, LLC Since joining Performance Trust Capital Partners, LLC in 2006, Ryan has been focused primarily on the education and application of the Total Return Shape Management methodology. He is a Director and shareholder at Performance Trust and a recurrent speaker at Principles of Performance, formerly Bond Math University. In addition, Ryan routinely presents to senior management teams, ALCOs, and Boards of Directors at financial institutions across the country. Ryan graduated from Westmont College in Santa Barbara, California in 2003 with a Bachelor of Science degree in business and economics. Issues Facing Community Banks Michael Crapps, CEO First Community Bank Michael C. Mike Crapps is a lifelong resident of Lexington County and a 1976 graduate of Lexington High School. He received a B.S. degree in Economics in 1980 from Clemson University, an MBA degree from the University of South Carolina in 1984, and is a graduate of the LSU Graduate School of Banking of the South. He began his banking career in 1980 and, from 1985 through 1994; he was with Republic National Bank in Columbia, becoming president, chief executive officer and a director of that bank. He is a founder of First Community Bank and has served as its president and chief executive officer, as well as on its board of directors since opening the bank in First Community Bank serves local businesses, entrepreneurs, and professionals with financial solutions in three primary lines of business: commercial banking; residential mortgage banking; and financial planning/investment advisory services. The Bank has $630 million in total assets with eleven offices in the midlands of South Carolina. Sam Erwin, CEO The Palmetto Bank Mr. Erwin has served as Chief Executive Officer and President of The Palmetto Bank since July 2009 and is also the Chief Executive Officer of Palmetto Bancshares, Inc. (holding company for The Palmetto Bank, NASDAQ: PLMT). Mr. Erwin began his banking career in 1990 with First Union National Bank (now Wells Fargo) in various capacities, and just prior to The Palmetto Bank he served as Chief Executive Officer of Community Bancshares, Inc. in Orangeburg, SC. Mr. Erwin has extensive knowledge and experience in banking and the financial services industry.

4 Mr. Erwin is a Greenwood County native and a cum laude graduate of Clemson University where he received the prestigious Algernon Sydney Sullivan Award. He was named Outstanding Young Banker in 2005 by SC Bankers Association and was also recognized as one of the Top 20 Under 40 by The State in Mr. Erwin is involved in a wide variety of civic and professional organizations including serving on the Board of Directors for Ten at the Top, the Greenville Chamber of Commerce, Greenville Free Medical Clinic, The Palmetto Society of United Way, Greenville Tech Foundation, and Business Development Corporation of South Carolina. Jerry Rexroad, CEO Carolina Financial Corporation Jerold L. Rexroad is President and Chief Executive Officer of Carolina Financial Corporation. Mr. Rexroad is also Senior Executive Vice President and Chief Administrative Officer of CresCom Bank, a $900 million community bank headquartered in Charleston, SC and Chief Executive Officer and Chairman of the Board of Crescent Mortgage Company. Crescent Mortgage Company is a wholesale mortgage company which operates in 43 states and has originated $2 billion in mortgage loan volumes annually. He is a with over 20 years of experience in financial institution management. Mr. Rexroad graduated cum laude from Bob Jones University and began his career in 1982 with Peat, Marwick, Mitchell and Co., a predecessor to the national accounting firm KPMG LLP. He became a KPMG partner in 1994 with responsibilities for all financial institutions in South Carolina. A&A Update Lee Haynes, Elliott Davis Lee has more than 20 years of combined experience in public accounting and accounting/management positions in publicly held companies. He has participated in the audits of larger entities, including multinational and multistate operations. Lee concentrates his time in the financial services industry serving both publicly traded as well as privately held community banks located in North Carolina, South Carolina and Virginia. In addition to financial services expertise, Lee has extensive experience with preparation of consolidated financial statements, Securities and Exchange Commission (SEC) filings and Sarbanes-Oxley compliance. Garry Rank, Elliott Davis Garry focuses on corporate auditing and accounting as well as consultation regarding governance, financial systems and internal controls. With more than 33 years of experience, his industry concentrations include financial services, manufacturing and Securities and Exchange Commission (SEC) reporting. Additional professional experience includes the management of complex engagements, mergers and acquisitions, projects involving subsidiary companies and the application of accounting and reporting standards.

5 Regulatory Panel Discussion Michael Egan, Supervisor Examiner Federal Deposit Insurance Corporation Mike began his FDIC career in 1985 as a Bank Liquidation Specialist and came to the Bank Supervision Division in 1997 as a Bank Examiner in the Charlotte, NC. He left the FDIC for three years while he served as a consultant to the banking and financial services industry. However, he returned in 2004, and currently serves as a Supervisory Examiner in the Charlotte FO where he provides input on complex issues at examinations and reviews the ALLL methodologies at exams throughout the Charlotte Territory. Prior to his appointment as a Supervisory Examiner, Mike was a Senior Bank Examiner in the Complex Financial Institutions Branch in the Washington Office. As the Acting Assistant to the Deputy Director for Complex Financial Institutions, Mike worked on many high profile and complex matters. He is a, and regularly speaks to audiences inside and outside the Corporation regarding accounting matters. Mike has participated in the Corporation s Executive Leadership Program and is a graduate of Widener University, Chester, PA. In 2012, he received a Certificate in Forensic Accounting from UNC-Charlotte. Paul Frey, Supervisory Examiner Federal Reserve Bank of Richmond Paul is a Managing Examiner for the Federal Reserve Bank of Richmond. He works in the Supervision, Regulation & Credit Department and is based out of the Charlotte, North Carolina office. Paul s primary responsibilities include managing the regulatory relationships of a portfolio of large and complex holding companies across the Fifth District. Paul has over twenty years of regulatory experience serving in a variety of capacities and started his career with the Federal Reserve Bank of Philadelphia. Paul is a native of the Philadelphia, Pennsylvania area, and received his Bachelors of Science degree in Accounting from the Pennsylvania State University, and his Masters of Business Administration degree from Saint Joseph s University. Kelly Maher, Senior Analyst Officer of the Comptroller of the Currency Kelly Maher is the Analyst to the Assistant Deputy Comptroller (ADC) in the Charlotte field office and has served in this capacity since In this role, Ms. Maher is primarily responsible for assisting the ADC with field office operations, providing technical expertise to field examiners, and analyzing supervision findings for the office s portfolio of banks and thrifts. She also acts as a conduit between field examiners and other regulatory agencies on matters that affect the office s banks and thrifts. Presently, the Charlotte field office supervises all nationally chartered community banks and federal savings associations ( thrifts ) operating in North and South Carolina. Ms. Maher began her career with the OCC in 2005 and was commissioned as a National Bank Examiner in She graduated from the University of Tampa in 2005 magna cum laude and with a bachelor s degree in finance

6 Robert Beckwith, CPA Services: Tax Industries: Financial Services 200 East Broad Street Suite 500 Greenville, SC Direct: Office: Fax: Bob focuses on providing tax consulting services to clients in the financial services industry. Bob has more than 30 years of bank tax consulting and compliance experience, including 20 years at a Big Four accounting firm. He assists clients with financial reporting in accordance with FASB ASC 740 and planning and analysis of C corporation tax issues including mergers and acquisitions, tax benefit limitations upon Sec. 382 change-of-control, compensation and golden parachutes, and accounting methods and periods. Bob has served multi-billion dollar organizations, filing complex consolidated and multi-state returns. He also possesses expertise in planning for the election to be an S corporation bank and the resulting compliance issues. M.S., Accounting, Colorado State University B.S., Business Administration with emphasis in accounting, University of Nebraska American Institute of s South Carolina Association of s Thought Leadership Panelist, Bank Tax Institute Community Banking Panel Co-instructor, Co-Community Bank Tax Workshop

7 William (Bill) J. Bossong, CPA, CBA Financial Institutions Group Consulting Services: Consulting Industries: Financial Services 1901 Main Street Suite 900 Columbia, SC Direct: Office: Fax: Bill has more than eight years of public accounting experience with an emphasis in financial institutions and SEC registrants. He leads the firm s Financial Institution Consulting Practice for merger and acquisition matters. These services include due diligence projects, Day 1 valuations, Day 2 accounting and internal audits over other Day 2 providers. This team has developed ValuCast TM, a proprietary solution designed to assist banks with Day 2 accounting. In addition, Bill has a significant amount of experience related to the Allowance for Loan and Lease Losses (ALLL) under ASC and ASC to include building an ALLL model for a large regional bank. Bill has served on numerous FDIC-assisted and whole bank valuation projects managing the credit review of the loan portfolios being acquired; gathering data for the loan valuation; and working closely with other members of the valuation team to develop an expected cash flow model for Day 2 accounting under ASC Bill has also worked closely with the valuation team for various financial service line of business acquisitions to include leasing companies, mortgage companies, and broker dealer/investment companies. Bill provides consulting services to numerous clients ranging in size from $400 million in assets to over $20 billion in assets. Certified Bank Auditor Master of Accountancy, University of South Carolina B.S., Accounting, University of South Carolina SEC Reporting, AICPA American Institute of s South Carolina Association of s Civic and Community Activities Walk Team Captain, Juvenile Diabetes Research Foundation Board of Directors, Midlands March of Dimes Deacon and Former Member of the Finance Committee, First Baptist Church of Columbia

8 R. Jason Caskey, CPA and Financial Services Practice Leader Services: Assurance Industries: Financial Services 1901 Main Street Suite 900 Columbia, SC Direct: Office: Fax: As leader of the firm s Financial Services practice, Jason focuses on serving financial institutions and SEC registrants. With more than 20 years of experience, he serves community banking clients in both the private and public sector. Jason has assisted clients with the formation of holding companies, public stock offerings, mergers and acquisitions, and has been shareholder on numerous de novo banks. In addition, he also serves clients with a number of consulting engagements including outsourced internal audit, external loan reviews, Bank Secrecy Act reviews and Day 1 and Day 2 accounting. Jason recently completed six years as an elected member of the firm s Executive Committee. He also serves as the managing shareholder of the firm s Columbia office. B.S., Accounting, University of South Carolina University of Virginia National Banking School American Institute of s South Carolina and North Carolina Association of s State Bankers Associations in South Carolina, North Carolina, Georgia and Virginia Independent Bankers Association of South Carolina Civic and Community Activities Board of Directors and Audit Committee, United Way of the Midlands Board of Directors and Audit Committee, Navigating from Good to Great Board of Directors and Audit Committee, South Carolina Student Loan Corporation Board of Directors and Audit Committee, Central Carolina Community Foundation Board of Directors and Audit Committee, SC Economics Board of Advisors and Audit Committee, USC Business Partnership Foundation Member, Greater Columbia Chamber of Commerce Finance Committee Deacon, First Baptist Church of Columbia Columbia Chamber of Commerce Committee of 100 Former Member Board of Directors, Children s Trust of South Carolina Former Member Board of Trustees, Charleston Southern University Former Member Board of Directors, Juvenile Diabetes Research Foundation 2011 Heart Ball Chair, American Heart Association, Columbia 2008 Distinguished Young Alumnus, USC Moore School of Business Class of 2006 "20 Under 40, The State

9 Lee E. Haynes, CPA Services: Assurance Industries: Financial Services Lee has nearly 20 years of combined experience in public accounting and accounting/management positions in publicly held companies. He has participated in the audits of larger entities, including multinational and multistate operations. Lee concentrates his time in the financial services industry serving both publicly traded as well as privately held community banks located in North and South Carolina. 700 East Morehead Street Suite 400 Charlotte, NC Direct: Office: Fax: In addition to financial services expertise, Lee has extensive experience with preparation of consolidated financial statements, Securities and Exchange Commission (SEC) filings as well as Sarbanes-Oxley compliance. Since enactment of Sarbanes-Oxley, Lee has overseen audits of internal control over financial reporting as required by Sarbanes-Oxley for audit clients as well as assisted in the design, documentation and implementation of internal control programs for nonaudit SEC registrant clients. B.A, Accounting, Furman University National Banking School, McIntire School of Commerce at the University of Virginia American Institute of s North Carolina Association of s South Carolina Association of s Georgia Society of s

10 F. Andrew Mitchell, CPA Services: Assurance, Consulting Industries: Financial Services, Manufacturing & Distribution, Professional Services 200 East Broad Street Suite 500 Greenville, SC Direct: Office: Fax: Andy focuses on providing clients with corporate strategy, transaction, finance and auditing services. With more than 35 years of accounting experience, including 20 years with a Big Four accounting firm, his extensive background includes significant work with public companies and merger and acquisition transactions in the financial services, professional services, manufacturing and distribution industry sectors. As an audit partner, Andy served numerous public company clients and was the partner for more than a dozen initial public offerings. He also presently serves as an elected member of the firm s Executive Committee. Andy also served as chief financial officer for a publicly held company and two large private companies. In this capacity, he was responsible for all financial areas including accounting, acquisitions, budgeting, forecasting, credit, cash management, borrowings, information systems and stock offerings for these companies. Andy participated in the completion of an initial public offering and a secondary offering for the public company which owned numerous retail stores, then negotiated the sale of the company. He also participated in the acquisition of a large operating subsidiary in the aviation service industry where he was actively involved in the completion of an $80 million underwritten bond offering and subsequent registration of those securities. For the third company, he was responsible for the reorganization and ultimate sale of the company which was involved in the sale of hardware and software development and integration services for national retail chains. Since joining Elliott Davis, Andy has been responsible for the formation and development of the firm s transaction services practice. As an assurance shareholder, he primarily serves financial institution clients, including several public reporting companies. B.B.A., Accounting, University of Cincinnati American Institute of s South Carolina Association of s

11 George Noonan, CPA Services: Tax Industries: Financial Services 700 East Morehead Street Suite 400 Charlotte, NC Direct: Office: Fax: With more than 18 years of experience in public accounting, George has worked extensively in the banking and related industries. He provides his clients with a variety of services including tax planning and research, ASC 740 consultation, FIN 48 analysis, tax return preparation, quarterly estimate preparation, forecasts and projections. His experience includes tax preparation and consulting of numerous financial institutions. George has served multi-billion dollar financial institutions filing complex consolidated and multi-state income tax returns. B.S., Accounting and Finance, Wright State University Bank Tax Institute, Annually American Institute of s North Carolina Association of s North Carolina Bankers Association South Carolina Bankers Association

12 Paul M. Pickett, CPA Services: Assurance Industries: Financial Services 3900 Westerre Pkwy Suite 102 Richmond VA Direct: Office: Fax: Paul focuses on providing professional accounting services to the financial services industry, specifically community banks. With more than 20 years of public accounting experience, he has served on audit engagements for more than 40 community banks and bank holding companies in Virginia, West Virginia, North Carolina and South Carolina. Paul has extensive knowledge of GAAP and SEC policies and assists clients with the preparation of consolidated financial statements, quarterly reviews and assistance with SEC filings and reporting, and merger and acquisition reporting. In addition, he serves as an instructor for a number of continuing education courses relating to financial institution accounting and auditing. University of Virginia National Banking School and National Banking Conference, American Institute of s B.B.A., Accounting, Radford University American Institute of s Virginia Society of s North Carolina Bankers Association Virginia Association of Community Banks Virginia Bankers Association West Virginia Bankers Association

13 Garry A. Rank, CPA Services: Assurance Industries: Financial Services, Manufacturing & Distribution 200 East Broad Street Suite 500 Greenville, SC Direct: Office: Fax: Garry focuses on corporate auditing and accounting as well as consultation regarding governance, financial systems and internal controls. With more than 33 years of experience, his industry concentrations include financial services, manufacturing and Securities and Exchange Commission (SEC) reporting. Additional professional experience includes the management of complex engagements, mergers and acquisitions, projects involving subsidiary companies and the application of accounting and reporting standards. Graduate, American Bankers Association, Business of Banking School B.S., Accounting, University of Akron American Institute of s, Center for Audit Quality Small Firm Task Force South Carolina Bankers Association North Carolina Bankers Association Georgia Bankers Association Civic and Community Activities Past President and Past Treasurer, Habitat for Humanity of Greenville County Alumnus, Leadership Greenville, Greenville Chamber of Commerce Past President and Past Treasurer, Greenville Breakfast Rotary Club Thought Leadership Speaker on audit committee responsibilities SCBA/FDIC Directors College, NCBA Bank Directors Assembly, 2004, Presentations on SEC, corporate governance and new accounting pronouncements Elliott Davis CFO consortium, Authored various articles for publication regarding corporate governance, Sarbanes-Oxley Act of 2002 and ethics

14 Barbara S. Rushing, CPA Services: Assurance Industries: Financial Services 200 East Broad Street Suite 500 Greenville, SC Direct: Office: Fax: Barbara focuses on providing services to SEC clients in the financial services industry. With more than 20 years of experience, including several years at a Big Four accounting firm, Barbara has extensive knowledge of GAAP and SEC policies. She works with SEC registrant clients with complex accounting issues, comment letters, stock offerings and merger and acquisition reporting. Barbara has serviced more than 40 public offerings. Barbara is Vice Chairperson of the Firm s Assurance & Advisory Committee, a technical committee that oversees quality control policies and risk management of the Firm s attest practice. B.S., Accounting, University of South Carolina American Institute of s South Carolina Association of s

15 Beverly A. Seier, CPA, CPCU Services: Tax Industries: Financial Services and Insurance 1901 Main Street Suite 900 Columbia, SC Direct: Office: Fax: With more than 20 years of experience, Bev focuses on serving financial institutions, insurance companies and SEC registrants. She provides both public and private clients with a wide range of services, including tax planning and compliance, ASC 740 and SSAP 101 tax provision consulting, federal and state audit examinations assistance, mergers and acquisitions tax planning and Sec. 382 change-in-control and 280G golden parachute studies. Prior to joining Elliott Davis, Bev was a Tax Partner at a Northeast-based accounting firm. Chartered Property Casualty Underwriter B.S., Business Administration/Accounting and Mathematics, magna cum laude, University of Mary Washington American Institute of s Pennsylvania Institute of s

16 Stacy S. Stokes, CPA Services: Tax Industries: Closely-Held Businesses, Personal Financial Services With more than 18 years experience, Stacy focuses on providing comprehensive tax services to a diverse client base which includes closely-held businesses, passthrough entities and high-net worth individuals. He has extensive experience in the area of wealth management solutions for family owned businesses and high-net worth individuals Main Street Suite 900 Columbia, SC Direct: Office: Fax: [email protected] Masters of Taxation, University of South Carolina B.S., Accounting, University of South Carolina American Institute of s South Carolina Association of s Civic and Community Activities President, Habitat for Humanity - Central South Carolina Chapter Treasurer, Congaree Land Trust Past Board Member, Family Connection of SC Past President, University of South Carolina Friends of Accounting Past Board Member, Juvenile Diabetes Research Foundation Past Treasurer, Satchel Ford Elementary PTO Past President, Kiwanis Young Professionals of Columbia