Exhibit 10.12(a)


 





 


January 13,
2009


 


Mr. Michael
D. Owens


President
and CEO


Coastal
Carolina Bancshares


Post
Office Box 2969


Myrtle
Beach, SC 29578


 


Dear
Mike:


 


Thank
you for your interest in obtaining an additional financing commitment from
South Carolina Bank and Trust to be used to fund a potential increase in
organizational expenses for your proposed Bank/Holding Company. As you continue
to move forward with the start-up phase of your bank, we look forward to
working with you and your Directors and founders.


 


The
following information is not a commitment to lend, but an indication of the
Bank’s anticipated financing structure.


 


	
   

  	
   

  	
  PROPOSED TERMS AND CONDITIONS

  
	
   

  	
   

  	
   

  
	
  Borrower:

  	
   

  	
  Coastal
  Carolina Bancshares, Inc.

  
	
   

  	
   

  	
   

  
	
  Purpose:

  	
   

  	
  Proceeds
  will be used for the purpose of providing additional working capital to cover
  increasing pre-opening expenses for the company as it moves toward the
  start-up of your proposed new bank.

  
	
   

  	
   

  	
   

  
	
  Loan Amount:

  	
   

  	
  Up
  to $1,000,000

  
	
   

  	
   

  	
   

  
	
  Terms:

  	
   

  	
  The
  loan will be a revolving line of credit with a maturity of six months to be
  repaid from stock sale proceeds of the new bank holding company.

  
	
   

  	
   

  	
   

  
	
  Interest Rate:

  	
   

  	
  A
  variable rate of three month LIBOR plus a margin of 165 basis points with a
  floor rate of 5.5%

  
	
   

  	
   

  	
   

  
	
  Collateral:

  	
   

  	
  The
  loan would be unsecured.

  



 


www.SCBTonline.com

800-277-2175 · P.O. Box 1030 · Columbia, SC 29202-1030


 

















 


	
  Guarantors:

  	
   

  	
  The
  loan would carry the 200% pro-rata guaranty (9.53% of the total outstanding
  balance) of each of your twenty-one founding Directors of the proposed bank
  and holding company who are also guarantors on your existing debt.

  
	
   

  	
   

  	
   

  
	
  Banking Relationship:

  	
   

  	
  The
  Borrower agrees to maintain a primary correspondent account with South
  Carolina Bank and Trust during the life of the loan.

  
	
   

  	
   

  	
   

  
	
  Other:

  	
   

  	
  The
  approval, commitment, and closing of this loan will be subject to the
  underwriting and/or documentation requirements of SCBT. Those requirements
  would include but may not be limited to the review and acceptance of a
  current personal financial statement, current tax returns, and a satisfactory
  credit report on each guarantor.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  As
  a condition of this loan, the guaranty structure of the existing loan of
  $2,000,000 would change so that each of the twenty-one guarantors would be
  responsible for a pro-rata guarantee of 7.14% (150% of 1/21st) of the outstanding balance.
  The rate and repayment terms of the original loan would remained unchanged
  until maturity in April, 2009.

  



 


Mike,
it is a pleasure to outline these terms which we hope you and your Directors
will find acceptable. We look forward to working with you on this credit.
Should there be questions or concerns, I would be happy to meet with you or
your organizational group.


 


	
  Best
  wishes for the success of your new venture.

  
	
   

  
	
  Sincerely,

  
	
  

  
	
  James
  A. Shuford, III

  
	
  Executive
  Vice-President

  
	
   

  
	
  jw

  



 


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