ORIGINAL FILING ON SCHEDULE 13D

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, A3wewozFvPuuamgvSomzquR2d580vfiz+2OHj2jrRQFE8d+Brc4S0cSNF/H0rP6b Ng1YO4VxdNSvoRjUOrOIAQ== 0000950123-08-003063.txt : 20080318 0000950123-08-003063.hdr.sgml : 20080318 20080317215709 ACCESSION NUMBER: 0000950123-08-003063 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 20080318 DATE AS OF CHANGE: 20080317 GROUP MEMBERS: PREMIER INSURANCE, LLC GROUP MEMBERS: SIMONE LUTGERT FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Lutgert Scott F CENTRAL INDEX KEY: 0001429913 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: BUSINESS PHONE: 239-261-6100 MAIL ADDRESS: STREET 1: 4200 GULF SHORE BLVD. NORTH CITY: NAPLES STATE: FL ZIP: 34103 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TIB FINANCIAL CORP. CENTRAL INDEX KEY: 0001013796 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 650655973 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-81313 FILM NUMBER: 08694787 BUSINESS ADDRESS: STREET 1: 599 9TH STREET NORTH STREET 2: SUITE 101 CITY: NAPLES STATE: FL ZIP: 34102-5624 BUSINESS PHONE: 239-263-3344 MAIL ADDRESS: STREET 1: 599 9TH STREET NORTH STREET 2: SUITE 101 CITY: NAPLES STATE: FL ZIP: 34102-5624 FORMER COMPANY: FORMER CONFORMED NAME: TIB FINANCIAL CORP DATE OF NAME CHANGE: 19960508 SC 13D 1 y51643bsc13d.htm ORIGINAL FILING ON SCHEDULE 13D ORIGINAL FILING ON SCHEDULE 13D

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. )*

TIB Financial Corp.

(Name of Issuer)

Common Stock, $.10 par value

(Title of Class of Securities)

872449103

(CUSIP Number)

Scott F. Lutgert
4200 Gulf Shore Boulevard North
Naples, Florida 34103
(239) 261-6100

Copies to:
Mikio Miyawaki, Esq.
Bond, Schoeneck & King, PLLC
One Lincoln Center
Syracuse, NY 13202
(315) 218-8000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

March 7, 2008

(Date of Event which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ?

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7(b) for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

(Page 1 of 18 Pages)


CUSIP No.		872449103		(Page		2		of		18 Pages)

NAMES OF REPORTING PERSONS

SCOTT F. LUTGERT

IRS Identification Nos. of above persons (entities only) Not Applicable

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) þ

(b) o

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

USA

SOLE VOTING POWER

NUMBER OF

541,192 shares

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

898,336 shares

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

541,192 shares

WITH

SHARED DISPOSITIVE POWER

898,336 shares

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

898,336 shares of Common Stock⁽²⁾

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not applicable

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.22%

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

(1) For purposes of this Schedule 13D, the Reporting Persons consist of Scott F. Lutgert, Simone Lutgert (husband and wife), and Premier Insurance, LLC a Florida limited liability company (“Premier Insurance”). Scott Lutgert owns SFL, LLC, a single member limited liability company, which owns 58.4% of the membership interest of Premier Insurance. Scott and Simone Lutgert hereby disclaim beneficial ownership of the shares held by Premier Insurance.

(2) Comprised of 270,596 shares of Common Stock owned by Scott Lutgert, 119,048 shares of Common Stock owned by Simone Lutgert, 59,524 shares of Common Stock owned by Premier Insurance, and, pursuant to the Warrant described below, a right to acquire up to an aggregate of 449,168 shares.


CUSIP No.		872449103		(Page		3		of		18 Pages)

(3) Based on 14,587,649 shares of Common Stock outstanding as of March 7, 2008. Such amount is comprised of (i) an aggregate of 12,787,659 shares of Common Stock issued and outstanding as of March 7, 2008, as represented by TIB Financial Corp., a Florida corporation (“TIB”), in the Stock Purchase Agreement, dated March 7, 2008 (the “Stock Purchase Agreement”), by and among TIB and the purchasers who are parties to the Stock Purchase Agreement (the “Purchasers”), (ii) an aggregate of 1,200,000 shares of Common Stock acquired by the Purchasers pursuant to the Stock Purchase Agreement, and (iii) an aggregate of 449,168 shares of Common Stock underlying the Warrants held by the Reporting Persons, which are exercisable within 60 days of March 7, 2008.


CUSIP No.		872449103		Page		4		of		18 Pages)

NAMES OF REPORTING PERSONS

SIMONE LUTGERT

IRS Identification Nos. of above persons (entities only) Not Applicable

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) þ

(b) o

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

USA

SOLE VOTING POWER

NUMBER OF

238,096 shares

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

898,336 shares

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

238,096 shares

WITH

SHARED DISPOSITIVE POWER

898,336 shares

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

898,336 shares of Common Stock⁽²⁾

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not Applicable

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.22%

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)


CUSIP No.		872449103		(Page		5		of		18 Pages)


CUSIP No.		872449103		Page		6		of		of 18 Pages)

NAMES OF REPORTING PERSONS

PREMIER INSURANCE, LLC(1)
IRS Identification Nos. of above persons (entities only 65-1041752

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) þ

(b) o

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Florida

SOLE VOTING POWER

NUMBER OF

119,048 shares

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

898,336 shares

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

119,048 shares

WITH

SHARED DISPOSITIVE POWER

898,336 shares

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

898,336 shares of Common Stock⁽²⁾

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not Applicable

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.22%

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)


CUSIP No.		872449103		Page		7		of		18 Pages)

(Page 8 of 18 Pages)

Item 1. Security and Issuer

This Schedule 13D (the “Schedule 13D”) relates to the shares of common stock, $.10 par value per share (“Common Stock”), of TIB Financial Corp. (“TIB”). TIB’s principal executive offices are located at 599 9^th Street North, Suite 101, Naples, Florida 34102-5624.

Item 2. Identity and Background

This Schedule 13D is filed jointly by the following persons (the “Reporting Persons”):


	Principal Business
Report Persons	or Occupation	Address	Citizenship
Scott F. Lutgert	Chief Executive	4200 Gulf Shore Blvd.; North	USA
	Officer of The	Naples, Florida 34103
	Scottsdale Co.

Simone Lutgert	Not employed	4200 Gulf Shore Blvd.; North	USA
		Naples, Florida 34103

Premier Insurance, LLC	Insurance Agency	4200 Gulf Shore Blvd.; North	Florida
		Naples, Florida 34103

Scott and Simone Lutgert are husband and wife. Scott Lutgert, through his ownership of SFL, LLC, a single member limited liability company (“SFL”), is the indirect owner of 58.4% of the membership interest of Premier Insurance, LLC’s (“Premier Insurance”). Because SFL is the majority owner of Premier Insurance, Scott Lutgert has the indirect power to vote, and control Premier Insurance’s investment in, the Common Stock. The name, business address and present principal occupation or employment of each executive officer and the other members of Premier Insurance are set forth on Schedule A hereto and incorporated herein by reference.

The Reporting Persons are parties to the Stock Purchase Agreement, dated as of March 7, 2008 (the “Stock Purchase Agreement”), by and among TIB and the purchasers named therein (collectively, the “Purchasers”) and the other related transaction documents, as described in Item 6 below. The Reporting Persons neither have the power to vote nor the power to direct the disposition of shares of Common Stock beneficially owned by any other Purchaser. Except for the relationship disclosed by the Reporting Persons in this Schedule 13D, the Reporting Persons do not, directly or indirectly, possess or share the power to direct investment and/or voting decisions with the other Purchasers and the Reporting Persons hereby disclaim beneficial ownership to the shares beneficial owned by any other Purchaser.

During the last five years, none of the Reporting Persons have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

During the last five years, none of the Reporting Persons have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws.

(Page 9 of 18 Pages)

Item 3. Source and Amount of Funds or Other Consideration

The Reporting Persons acquired an aggregate of 449,168 shares of Common Stock (the “Shares”) for the purchase price of $8.40 per share for an aggregate purchase price of $3,773,011.20. In addition to the Shares, each Reporting Person acquired a warrant to purchase an equal number of shares of Common Stock for $8.40 per share upon the terms and subject conditions set forth in the Common Stock Warrant, dated March 7, 2008 (the “Warrant” and, collectively, with the Shares, the “Securities”). Scott and Simone Lutgert purchased an aggregate 389,644 shares of Common Stock for a purchase price of $3,273,009.60 and used their personal funds to purchase such shares. Premier Insurance purchased 59,524 shares of Common Stock for a purchase price of $500,001.60 and used funds from its working capital to purchase such shares.

Item 4. Purpose of Transaction

The Reporting Persons acquired the Securities for investment purposes, and not with any plans or proposals that related to or would result in any transactions specified in clauses (a) through (i) of Item 4 of Schedule 13D. As set forth above, the Reporting Persons participated in the Stock Purchase Agreement with the other Purchasers but do not control their voting or investment decisions.

The Reporting Persons will continue to evaluate on an ongoing basis TIB’s financial condition, business, operations and prospects, competitive and strategic matters, management, market price of the Common Stock, and other factors, including, but not limited to, the general condition of the economy and the securities market. Accordingly, the Reporting Persons reserve the right to change their intentions and plans at any time as they deem appropriate and may purchase, subject to the limitations set forth in the Relationship Agreement described below, additional shares of Common Stock from time to time.

Item 5. Interest in Securities of the Issuer

As of March 7, 2008, the Reporting Persons beneficially owned an aggregate of 898,336 shares of Common Stock (including Warrants to acquire 449,168 shares), representing approximately 6.22% of the outstanding Common Stock (based on 13,987,469 shares outstanding as of March 7, 2008, which includes 12,787,649 shares of outstanding stock as represented by TIB in the Stock Purchase Agreement, 1,200,000 shares purchased pursuant to the Stock Purchase Agreement, and an aggregate of 449,168 shares of Common Stock underlying the Warrants held by the Reporting Persons, which are exercisable within 60 days of March 7, 2008). Scott Lutgert purchased 270,596 shares of Common Stock and received a Warrant for 270,596 shares, Simone Lutgert purchased 119,048 shares of Common Stock and received a Warrant for 119,048 shares, and Premier Insurance purchased 59,524 shares of Common Stock and received a Warrant for 59,524 shares.

As set forth above in Item 2, Scott and Simone Lutgert are married and may potentially share investment and/or voting decisions with regards to their shares; however, each Lutgert owns such shares in his or her individual capacity and has the sole power to vote and dispose of such shares. Scott Lutgert owns SFL, which owns 58.4% of the membership interest of Premier Insurance, and by virtue of his indirect ownership of a majority of Premier Insurance’s membership interest has the power to direct the voting of, and the disposition of, the shares owned by Premier Insurance. Scott and Simone Lutgert, due to their marital relationship, and Scott Lutgert’s ownership of SFL have the shared power to vote and dispose of all of the Shares.

The Securities were acquired in a privately negotiated transaction and have not been registered under the Securities Act of 1933, as amended (the “Securities Act”). Pursuant to the terms of the

(Page 10 of 18 Pages)

Registration Rights Agreement described below, the Reporting Persons have certain registration rights with respect to the Securities under the Securities Act.

The Reporting Persons have not effected any other transactions in the Common Stock during the past 60 days.

No other party has the right to receive or the power to direct the receipt of dividends from, or the proceeds from, the sale of the Securities.

Subparagraph (e) of Item 5 is not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

The description below does not purport to be complete and is qualified in its entity by the terms of the agreements incorporated by reference herein as exhibits to this Schedule 13D.

On March 7, 2008, TIB entered into the Stock Purchase Agreement with the Purchasers pursuant to which TIB sold an aggregate of 1,200,000 shares of Common Stock to the Purchasers for a per share purchase price of $8.40 for a total purchase price of $10,080,000 in a privately negotiated transaction. As set forth above, Scott Lutgert purchased 270,596 shares of Common Stock and received a Warrant for an equal amount of shares, Simone Lutgert purchased 119,048 shares of Common Stock and received a Warrant for an equal amount of shares, and Premier Insurance purchased 59,524 shares of Common Stock and received a Warrant for an equal amount of shares. The Stock Purchase Agreement contains the customary representations, warranties and indemnification provisions. Additionally, as part of the transaction, TIB has agreed to appoint Howard B. Gutman, a fellow Purchaser and the President of The Lutgert Companies, and Paul J. Marinelli, a fellow Purchaser, to its Board of Directors. Scott Lutgert is the Chairman and Chief Executive Officer of The Lutgert Companies.

In connection with the Stock Purchase Agreement, TIB delivered to each of the Purchasers a Warrant granting the holders thereof the right to purchase shares of Common Stock for $8.40 per share. The Warrants are exercisable at any time from the date of original issuance until the earlier of either (1) March 7, 2011 or (2) the closing of an “Acquisition” (defined as (a) merger in which TIB is not the surviving entity or a sale by TIB or TIB Bank of all or substantially all of its assets; (b) the acquisition by any individual or group (other than TIB) of TIB Bank by means of merger, consolidation or purchase of 80% or more of TIB’s outstanding stock; or (c) the acquisition by any individual or group of beneficial ownership of more than 50% of TIB’s outstanding stock).

TIB and each of the Purchasers also entered into a Registration Rights Agreement, dated March 7, 2008 (the “Registration Rights Agreement”). Under the Registration Rights Agreement, TIB granted the Purchasers holding a majority of the Securities the right to demand that all or part of the Shares purchased pursuant to the Stock Purchase Agreement and/or shares of Common Stock underlying the Warrants be registered at any time from the date of the Registration Rights Agreement to the earlier of the following events: (1) the first anniversary of the exercise date of the last outstanding Warrant; (2) March 7, 2012; or (3) the closing date of an Acquisition, provided, that TIB shall have no obligation to effect the registration within 90 days of the date of the Registration Rights Agreement (collectively, the “Expiration Date”). The Purchasers may exercise such demand registration right only once, subject to certain exceptions. In addition, TIB has agreed to grant incidental, or “piggyback”, registration rights to the

(Page 11 of 18 Pages)

Purchasers. The piggyback rights also expire on the Expiration Date. The Registration Rights Agreement contains the customary indemnification and contribution provisions.

Additionally, in connection with the Stock Purchase Agreement, TIB has entered into a Relationship Agreement, dated March 7, 2008 (the “Relationship Agreement”), with each of the Purchasers. Under the terms of the Relationship Agreement, the Purchasers agreed, among other things, to limit the number of shares the Purchaser Group (as defined in the Relationship Agreement) will acquire, either directly or indirectly. Each Purchaser shall not acquire the beneficial ownership any additional Common Stock if the effect of such acquisition, calculated at the time of such acquisition, would cause the Purchaser Group and any of its affiliates to beneficially own more than 9.9% of the outstanding Common Stock of TIB. Furthermore, the Purchasers have agreed to, among other things, not directly or indirectly initiate the solicitations of proxies with respect to any TIB Common Stock, initiate a tender offer to acquire any Common Stock, or to make any public statements materially inconsistent with the positions taken by the Board of Directors while there is a pending solicitation, subject to certain limitations. However, the provisions of the Relationship Agreement do not preclude any Purchaser from enforcing the Purchaser’s rights as a shareholder or a warrantholder.

Other than as described in this Schedule 13D, there are no contracts, arrangements, understandings or relationships between the Reporting Persons and any other person with respect to the securities.

Item 7. Material to be Filed as Exhibits

(1) Stock Purchase Agreement, dated March 7, 2008, by and among TIB Financial Corp. and the purchasers set forth on the executed signature page attached hereto as Exhibit 99.1 (the form of the Stock Purchase Agreement is incorporated herein by reference to Exhibit 99.2 to the Current Report on Form 8-K filed by TIB on March 11, 2008).

(2) Form of Common Stock Warrant, dated March 7, 2008 issued by TIB Financial Corp. (incorporated herein by reference to Exhibit 99.5 to the Current Report on Form 8-K filed by TIB on March 11, 2008).

(3) Form of Registration Rights Agreement, dated March 7, 2008, by and among TIB Financial Corp. and the parties set forth on the executed signature page attached hereto as Exhibit 99.3(incorporated herein by reference to Exhibit 99.3 to the Current Report on Form 8-K filed by TIB on March 11, 2008).

(4) Form of Relationship Agreement, dated March 7, 2008, by and among TIB Financial Corp. and the parties set forth on the executed signature page attached hereto as Exhibit 99.4 (incorporated herein by reference to Exhibit 99.4 to the Current Report on Form 8-K filed by TIB on March 11, 2008).

(Page 12 of 18 Pages)

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Date: March 17, 2008


	/s/ Scott F. Lutgert
	Scott F. Lutgert



	/s/ Simone Lutgert
	Simone Lutgert


	Premier Insurance, LLC
	By:	SFL, LLC, its Member



By:	/s/ Scott F. Lutgert
	Name:	Scott F. Lutgert
	Title:	Member

(Page 13 of 18 Pages)

SCHEDULE A

Set forth below is a list of the directors and executive officers of Premier Insurance, LLC, setting forth the business address and present principal occupation or employment. To the Reporting Persons’ knowledge, all of the directors and executive officers listed below are citizens of the United States. Unless otherwise indicated below, the business address of each person is c/o Premier Insurance, LLC, 4200 Gulf Shore Blvd. North, Naples, Florida 34103.


		Present Principal Occupation and Business
Name		Address of such Organization
Huntley A. Hornbeck, II		President

Howard B. Gutman		Member-Manager President of The Lutgert Companies

SFL, LLC (single member LLC owned by Scott F. Lutgert)		Member

HBG Insurance, Inc. CP Howard B. Gutman, President		Member 189 Caribbean Road, Naples, FL 34108

RJB, LLC (single member LLC owned by Richard J. Baker)		Member 7580 San Miguel Way, Naples, FL 34109

HAHII, LLC (single member LLC owned by Huntley A. Hornbeck, II)		Member 5039 Seashell Ave., Naples, FL 34103

SJB, LLC (single member LLC owned by Stephen J. Benza)		Member 4423 Wilder Road, Naples, FL 34105

MMPT, LLC (single member LLC owned by Mark Evan Williams)		Member 1960 Tarpon Road, Naples, FL 34102

EX-99.1 2 y51643bexv99w1.htm EX-99.1: SIGNATURE PAGE TO STOCK PURCHASE AGREEMENT EX-99.1

(Page 14 of 18 Pages)

Exhibit 1

Signature Page to Stock Purchase Agreement

IN WITNESS WHEREOF, each of the parties has executed this Agreement as of the day and year first above written.


	TIB FINANCIAL CORP.
	By:	/s/ Edward V. Lett
		Edward V. Lett
		President and Chief Executive Officer


	PURCHASERS:
	/s/ Scott F. Lutgert



	/s/ Simone Lutgert



	/s/ Premier Insurance



	/s/ Kimberly Lutgert



	/s/ Kurt Lutgert



	/s/ Kristin Lutgert



	/s/ Howard B. Gutman and Rachel A. Gutman, JTWROS



	/s/ Huntley H. Hornbeck II and Patricia A. Hornbeck, JTWROS



	/s/ Stephen J. Benza and Carla L. Benza, JTWROS



	/s/ Marc Williams



	/s/ Richard J. Baker



	/s/ David M. Crowley



	/s/ Thomas A. Bringardner



	/s/ Michael T. Hoyt

(Page 15 of 18 Pages)

/s/ Dougall McCorkle

/s/ Elliot Levine

/s/ Paul J. Marinelli and Joan C. Marinelli, JTWROS

BCF Investments, Ltd.

By: Barron Collier Corporation, General Partner

By: /s/ Paul J. Marinelli
Paul J. Marinelli, President & CEO

EX-99.3 3 y51643bexv99w3.htm EX-99.3: SIGNATURE PAGE TO REGISTRATION RIGHTS AGREEMENT EX-99.3

(Page 16 of 18 Pages)

Exhibit 3

Signature Page to Registration Rights Agreement

IN WITNESS WHEREOF, each of the parties has executed this Agreement as of the day and year first above written.


	TIB FINANCIAL CORP.
	By:	/s/ Edward V. Lett
		Edward V. Lett
		President and Chief Executive Officer


	PURCHASERS:
	/s/ Scott F. Lutgert



	/s/ Simone Lutgert



	/s/ Premier Insurance



	/s/ Kimberly Lutgert



	/s/ Kurt Lutgert



	/s/ Kristin Lutgert



	/s/ Howard B. Gutman and Rachel A. Gutman, JTWROS



	/s/ Huntley H. Hornbeck II and Patricia A. Hornbeck, JTWROS



	/s/ Stephen J. Benza and Carla L. Benza, JTWROS



	/s/ Marc Williams



	/s/ Richard J. Baker



	/s/ David M. Crowley



	/s/ Thomas A. Bringardner



	/s/ Michael T. Hoyt



	/s/ Dougall McCorkle

(Page 17 of 18 Pages)

/s/ Elliot Levine

/s/ Paul J. Marinelli and Joan C. Marinelli, JTWROS
BCF Investments, Ltd.

By Barron Collier Corporation, General Partner

By: /s/ Paul J. Marinelli
Paul J. Marinelli, President & CEO

EX-99.4 4 y51643bexv99w4.htm EX-99.4: SIGNATURE PAGE TO RELATIONSHIP AGREEMENT EX-99.4

(Page 18 of 18 Pages)

Exhibit 4

Signature Page to Relationship Agreement

IN WITNESS WHEREOF, each of the Parties has caused this Agreement to be duly executed and delivered as of the date above written.


	TIB FINANCIAL CORP.
	By:	/s/ Stephen J. Gilhooly
		Stephen J. Gilhooly
		Chief Financial Officer


	PURCHASERS:
	/s/ Scott F. Lutgert



	/s/ Simone Lutgert



	/s/ Premier Insurance



	/s/ Kimberly Lutgert



	/s/ Kurt Lutgert



	/s/ Kristin Lutgert



	/s/ Howard B. Gutman and Rachel A. Gutman, JTWROS



	/s/ Huntley H. Hornbeck II and Patricia A. Hornbeck, JTWROS



	/s/ Stephen J. Benza and Carla L. Benza, JTWROS



	/s/ Marc Williams



	/s/ Richard J. Baker



	/s/ David M. Crowley



	/s/ Thomas A. Bringardner



	/s/ Michael T. Hoyt



	/s/ Dougall McCorkle



	/s/ Elliot Levine

-----END PRIVACY-ENHANCED MESSAGE-----


	BCF Investments, Ltd.
	By:	Barron Collier Corporation, General Partner



	/s/ Paul J. Marinelli and Joan C. Marinelli, JTWROS
	BCF Investments, Ltd.