B oard of G overnors of the F ederal Reserve S ystem

Washington , D C 20551

October 17, 2018

Mr. Neal Wilson 

EJF Capital LLC

2107 Wilson Boulevard. Suite 410 

Arlington, Virginia 22201

Dear Mr. Wilson:

This letter responds to your request dated July 24, 2018, on behalf of EJF 

Capital LLC (together with its subsidiaries and affiliates, “EJF”), Arlington. Virginia, for 

complete relief from commitments EJF made to the Board in connection with its 

acquisition, in 2013, of 10,000 shares of the Series B Non-Cumulative Perpetual 

Preferred Stock of HomeBancorp, Inc. (“Home”), Tampa, Florida, and warrants 

representing approximately 9 percent of Home’s common equity. The commitments 

were intended to ensure that EJF would not exercise a controlling influence over Home 

for purposes of the Bank Holding Company Act of 1956, as amended.

In 2016, Home redeemed the preferred shares held by EJF, and EJF 

purchased $8 million of Home’s subordinated debt. In April 2018, First Citizens 

BancShares, Inc. (“First Citizens”), Raleigh, North Carolina, acquired and merged with 

Home. In connection with the transaction, EJF received cash for its Home warrants, and 

First Citizens assumed the $8 million of subordinated debt of Home held by EJF. 

Currently, EJF owns approximately 1 percent of the common shares of First Citizens, 

which it acquired on the open market in July 2018, and holds and serves as collateral 

manager for the subordinated debt.

Home no longer exists, and EJF owns less than 1 percent of the common 

stock of and is presumed not to control First Citizens. In addition, EJF has represented 

that it does not have: representation or the contractual right to representation on the 

board of directors of First Citizens or any of its affiliates; existing or contemplated 

employee interlocks with First Citizens or any of its affiliates; formal or informal 

agreements with First Citizens relating to its management or policies or those of any of 

its affiliates; or any relationships with other shareholders of First Citizens through which
EJF might exert influence over First Citizens or any of its affiliates. EJF does not 

contemplate having any business relationships with First Citizens or any of its affiliates, 

other than continuing to hold the de minimis amount of subordinated debt and to serve as 

collateral agent for the debt. EJF has represented that it would not exercise or attempt to 

exercise a controlling influence over First Citizens without the prior approval of the 

Board if granted relief from the commitments.

Based on all the facts of record, the Director of the Division of Supervision 

and Regulation, acting pursuant to authority delegated by the Board under 

section 265.7(a)(2) of the Board’s Rules Regarding Delegation of Authority 

(12 CFR 265.7(a)(2)), and after consulting with the General Counsel, has approved EJF’s 

request for relief from the commitments provided in connection with EJF’s investment in 

Home. This action is based on the representations and commitments set forth in all of 

your communications and correspondence related to your request, including the 

representations discussed above. Any change in the facts presented could result in a 

different conclusion and should be reported to Board staff immediately. This 

determination should not be construed as granting relief from any other conditions or 

commitments to which EJF may be subject.

Very truly yours,

Ann E. Misback 

Secretary of the Board