SFBS · ServisFirst Bancshares, Inc. · Debt

Verified covenant terms

• Section 10.1 · Restricted Payments If an Event of Default has occurred and is continuing, the Company will not (a) declare or pay any dividend on, make any distributions with respect to, or redeem, purchase, acquire or make a liquidation payment with respect to, any of its capital stock, or (b) make any payments of interest, principal or premium on, or repay, repurchase or redeem, any indebtedness of the Company that ranks equally with or junior to the Notes Springing Trigger: If an Event of Default has occurred and is continuing Section 10.1. Restricted Payments
  Full wording and supporting evidence

  Source evidence: Section 10.1. Restricted Payments. If an Event of Default has occurred and is continuing, the Company will not (a) declare or pay any dividend on, make any distributions with respect to, or redeem, purchase, acquire or make a liquidation payment with respect to, any of its capital stock, or (b) make any payments of interest, principal or premium on, or repay, repurchase or redeem, any indebtedness of the Company that ranks equally with or junior to the Notes.

  Target identity evidence: ServisFirst Bancshares, Inc., a Delaware corporation (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:

  Target identity evidence: NOTE PURCHASE AGREEMENT Dated October 21, 2020

  Target identity evidence: 4.00% Subordinated Notes due October 21, 2030

  Target identity evidence: The Company will authorize the issuance and sale of up to $34,750,000.00 in aggregate principal amount of its unsecured 4.00% Subordinated Notes due October 21, 2030 (the “Notes”, with such term to include any such notes issued in substitution therefor pursuant to Section 13), that are intended to qualify as Tier 2 Capital under applicable rules and regulations of the Board of Governors of the Federal Reserve System (“FRB”).

• Section 10.2 · Merger; Consolidation The Company shall not consolidate with or merge with, or sell, lease or otherwise transfer all or substantially all of its assets to, any entity, unless (a) the resulting entity is a bank holding company and assumes the due and punctual performance of all conditions of the Notes and this Agreement and (b) after giving effect to any such consolidation, merger, sale, lease or other transfer, no Event of Default shall have occurred and be continuing Exceptions: (a) the resulting entity is a bank holding company and assumes the due and punctual performance of all conditions of the Notes and this Agreement and (b) after giving effect to any such consolidation, merger, sale, lease or other transfer, no Event of Default shall have occurred and be continuing Section 10.2. Merger; Consolidation
  Full wording and supporting evidence

  Source evidence: Section 10.2. Merger; Consolidation. The Company shall not consolidate with or merge with, or sell, lease or otherwise transfer all or substantially all of its assets to, any entity, unless (a) the resulting entity is a bank holding company and assumes the due and punctual performance of all conditions of the Notes and this Agreement and (b) after giving effect to any such consolidation, merger, sale, lease or other transfer, no Event of Default shall have occurred and be continuing.

  Target identity evidence: ServisFirst Bancshares, Inc., a Delaware corporation (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:

  Target identity evidence: NOTE PURCHASE AGREEMENT Dated October 21, 2020

  Target identity evidence: 4.00% Subordinated Notes due October 21, 2030

  Target identity evidence: The Company will authorize the issuance and sale of up to $34,750,000.00 in aggregate principal amount of its unsecured 4.00% Subordinated Notes due October 21, 2030 (the “Notes”, with such term to include any such notes issued in substitution therefor pursuant to Section 13), that are intended to qualify as Tier 2 Capital under applicable rules and regulations of the Board of Governors of the Federal Reserve System (“FRB”).

• Section 7.2 · Officer's Certificate Each set of consolidated financial statements delivered to a holder of Notes pursuant to Section 7.1(a) or Section 7.1(b) hereof, other than any such delivery made through Electronic Delivery, shall be accompanied by a certificate of a Senior Financial Officer Section 7.2. Officer's Certificate
  Full wording and supporting evidence

  Source evidence: Section 7.2. Officer’s Certificate. Each set of consolidated financial statements delivered to a holder of Notes pursuant to Section 7.1(a) or Section 7.1(b) hereof, other than any such delivery made through Electronic Delivery, shall be accompanied by a certificate of a Senior Financial Officer setting forth a statement that such Senior Financial Officer has reviewed the relevant terms hereof and has made, or caused to be made, under his or her supervision, a review of the transactions and conditions of the Company and its Subsidiaries from the beginning of the quarterly or annual period covered by the statements then being furnished to the date of the certificate and that such review shall not have disclosed the existence during such period of any condition or event that constitutes a Default or an Event of Default or, if any such condition or event existed or exists, specifying the nature and period of existence thereof and what action the Company shall have taken or proposes to take with respect thereto.

  Target identity evidence: ServisFirst Bancshares, Inc., a Delaware corporation (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:

  Target identity evidence: NOTE PURCHASE AGREEMENT Dated October 21, 2020

  Target identity evidence: 4.00% Subordinated Notes due October 21, 2030

  Target identity evidence: The Company will authorize the issuance and sale of up to $34,750,000.00 in aggregate principal amount of its unsecured 4.00% Subordinated Notes due October 21, 2030 (the “Notes”, with such term to include any such notes issued in substitution therefor pursuant to Section 13), that are intended to qualify as Tier 2 Capital under applicable rules and regulations of the Board of Governors of the Federal Reserve System (“FRB”).

• Section 7.1(e) · Requested Information with reasonable promptness, such other publicly available data and information relating to the business, operations, affairs, financial condition, assets or properties of the Company or any of its Subsidiaries or relating to the ability of the Company to perform its obligations hereunder and under the Notes as from time to time may be reasonably requested by any such holder of Notes Section 7.1. Financial and Business Information
  Full wording and supporting evidence

  Source evidence: (e) Requested Information — with reasonable promptness, such other publicly available data and information relating to the business, operations, affairs, financial condition, assets or properties of the Company or any of its Subsidiaries or relating to the ability of the Company to perform its obligations hereunder and under the Notes as from time to time may be reasonably requested by any such holder of Notes.

  Target identity evidence: ServisFirst Bancshares, Inc., a Delaware corporation (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:

  Target identity evidence: NOTE PURCHASE AGREEMENT Dated October 21, 2020

  Target identity evidence: 4.00% Subordinated Notes due October 21, 2030

  Target identity evidence: The Company will authorize the issuance and sale of up to $34,750,000.00 in aggregate principal amount of its unsecured 4.00% Subordinated Notes due October 21, 2030 (the “Notes”, with such term to include any such notes issued in substitution therefor pursuant to Section 13), that are intended to qualify as Tier 2 Capital under applicable rules and regulations of the Board of Governors of the Federal Reserve System (“FRB”).

• Section 8.4 · Purchase of Notes The Company will not and will not permit any Affiliate to purchase, redeem, prepay or otherwise acquire, directly or indirectly, any of the outstanding Notes except upon the payment or prepayment of the Notes in accordance with the terms of this Agreement and the Notes Exceptions: except upon the payment or prepayment of the Notes in accordance with the terms of this Agreement and the Notes Section 8.4. Purchase of Notes
  Full wording and supporting evidence

  Source evidence: Section 8.4. Purchase of Notes. The Company will not and will not permit any Affiliate to purchase, redeem, prepay or otherwise acquire, directly or indirectly, any of the outstanding Notes except upon the payment or prepayment of the Notes in accordance with the terms of this Agreement and the Notes. The Company will promptly cancel all Notes acquired by it or any Affiliate pursuant to any payment, prepayment or purchase of Notes pursuant to any provision of this Agreement, and no Notes may be issued in substitution or exchange for any such Notes.

  Target identity evidence: ServisFirst Bancshares, Inc., a Delaware corporation (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:

  Target identity evidence: NOTE PURCHASE AGREEMENT Dated October 21, 2020

  Target identity evidence: 4.00% Subordinated Notes due October 21, 2030

  Target identity evidence: The Company will authorize the issuance and sale of up to $34,750,000.00 in aggregate principal amount of its unsecured 4.00% Subordinated Notes due October 21, 2030 (the “Notes”, with such term to include any such notes issued in substitution therefor pursuant to Section 13), that are intended to qualify as Tier 2 Capital under applicable rules and regulations of the Board of Governors of the Federal Reserve System (“FRB”).