CenterState Banks, Inc. to Acquire Gulfstream Bancshares, Inc. In Cash And Stock Deal Valuing Gulfstream At $42.90 Per Share

CenterState Banks, Inc.

announced today the signing of a definitive merger agreement under which CenterState will acquire Gulfstream Bancshares, Inc. the parent company of Gulfstream Business Bank. Upon completion of the holding company merger, Gulfstream Business Bank will be merged with and into CenterState Bank of Florida, NA. Gulfstream, which is headquartered in Stuart, Florida, currently operates 4 banking locations along Florida's Treasure Coast which include Stuart, Port St. Lucie, Jupiter, and Delray Beach. As of June 30, 2013, Gulfstream reported assets of $572 million, loans of $368 million and deposits of $486 million. "Gulfstream's management, Board of Directors, and entire team share our culture and customer-focused approach, and we are pleased to welcome them, their customers and their shareholders to CenterState," said Ernie Pinner, Chairman, President, & CEO of CenterState Banks, Inc. Upon completion of the acquisition, the combined company will have approximately $2.9 billion in assets, $1.8 billion in loans and $2.5 billion in deposits, with a branch network of 59 banking locations. This represents a strategic and financially attractive combination of both companies' shareholders with significant earnings accretion and accelerated profitability. After the completion of this transaction, CenterState will be one of the largest Florida- based community banks. "Gulfstream Business Bank is a natural extension of our Florida and Treasure Coast franchise into attractive areas with growth potential. We have admired Gulfstream's niche focus on small businesses and medical practices," said John Corbett, President & CEO of CenterState Bank of Florida. "Gulfstream is consistently one of Florida's highest performing banks and we are excited to partner with such a high caliber team." The merger agreement has been unanimously approved by the boards of directors of each company. The transaction is expected to close in the first quarter of 2014 and is subject to customary conditions, including both regulatory approvals and shareholder approval by Gulfstream shareholders. Subject to the terms of the merger agreement, Gulfstream shareholders will receive 3.012 shares of CenterState's common stock and $14.65 in cash for each share of Gulfstream's common stock, which equates to a deal value of $42.90 per share based on CSFL's 20 day volume weighted average closing price ended July 26, 2013 of $9.38. In addition, if the volume weighted average closing sales price of CenterState common stock during a specified time period prior to completion of the merger is greater than $10.38, then the number of CenterState shares of common stock issued for each share of Gulfstream common stock will be reduced by dividing $31.28 by such average closing sales price. Based on CSFL's 20 day volume weighted average closing price ended July 26, 2013 of $9.38, the aggregate deal value is approximately $76.9 million. "My team and I are very excited about the combination of CenterState and Gulfstream. Both organizations share a deep commitment to their clients, employees and communities", said John Tranter, GulfStream's President & CEO, who will serve as EVP and Chief Banking Officer of CenterState after the merger. "We look forward to our teams working together to further build the preeminent community bank in the Southeast". Raymond James served as financial advisor and Smith Mackinnon, PA provided legal counsel to CenterState Banks, Inc. Hovde Group LLC served as financial advisor and rendered a fairness opinion to GulfStream Bancshares, Inc. and Shutts & Bowen LLP served as legal counsel.