EX1A-3 HLDRS RTS 6 c436654_ex3-1.htm EXHIBIT 3.1

 

Exhibit 3.1

 

SBLF 0405

(Bank/Thrift)

 

SMALL BUSINESS LENDING FUND — SECURITIES PURCHASE AGREEMENT

 

First Colebrook Bancorp, Inc.   0405
Name of Company   SBLF No.

 

132 Main Street   Corporation
Street Address for Notices   Organizational For (e.g., corporation, national bank)

 

Colebrook New Hampshire 03576   Delaware  
City State Zip Code   Jurisdiction of Organization  

 

James E. Tibbetts   The Board of Governors of Federal Reserve System
Name of Contact Person to Receive Notices   Appropriate Federal Banking Agency

 

603-237-8523   603-237-7026   September 22, 2011
Fax Number for Notices   Phone Number for Notices   Effective Date

 

THIS SECURITIES PURCHASE AGREEMENT (the "Agreement") is made as of the Effective Date set forth above (the "Signing Date") between the Secretary of the Treasury ("Treasury") and the Company named above (the "Company"), an entity existing under the laws of the Jurisdiction of Organization stated above in the Organizational Form stated above. The Company has elected to participate in Treasury's Small Business Lending Fund program ("SBLF"). This Agreement contains the terms and conditions on which the Company intends to issue preferred stock to Treasury, which Treasury will purchase using funds appropriated under SBLF.

 

This Agreement consists of the following attached parts, all of which together constitute the entire agreement of Treasury and the Company (the "Parties") with respect to the subject matter hereof, superseding all prior written and oral agreements and understandings between the Parties with respect to such subject matter:

 

Annex A: Information Specific to   Annex G: Form of Officer's Certificate
  the Company and the Investment   Annex H: Form of Supplemental Reports
Annex B: Definitions   Annex I: Form of Annual Certification
Annex C: General Terms and Conditions   Annex J: Form of Opinion
Annex D: Disclosure Schedule   Annex K: Form of Repayment Document
Annex E: Registration Rights      
Annex F: Form of Certificate of Designation      

 

This Agreement may be executed in any number of counterparts, each being deemed to be an original instrument, and all of which will together constitute the same agreement. Executed signature pages to this Agreement may be delivered by facsimile or electronic mail attachment.

 

[Signatures follow]

 

 

 

 

SBLF 0405

(Bank/Thrift)

 

IN WITNESS WHEREOF, this Agreement has been duly executed and delivered by the duly authorized representatives of the parties hereto as of the Effective Date.

 

THE SECRETARY OF THE TREASURY FIRST COLEBROOK BANCORP, INC.

 

By:   /S/ Don Graves   By:   /s/ James E. Tibbetts

Name: Don Graves   Name: James E. Tibbetts
Title:   Deputy Assistant Secretary   Title: President and Chief Executive Officer