Form 425

Filed by IBERIABANK Corporation

Pursuant to Rule 425 under the

Securities Act of 1933, as amended

Subject Company: Florida Gulf Bancorp, Inc.

Commission File No: 000-25756

Annual Shareholders’
Meeting
May 2012
Annual Shareholders’
Meeting
May 2012

2
Safe Harbor Language
Safe Harbor Language
Statements
contained
in
this
presentation
which
are
not
historical
facts
and
which
pertain
to
future
operating
results
of
IBERIABANK
Corporation
and
its
subsidiaries
constitute
“forward-looking
statements”
within
the
meaning
of
the
Private
Securities
Litigation
Reform
Act
of
1995.
These
forward-
looking
statements
involve
significant
risks
and
uncertainties.
Actual
results
may
differ
materially
from
the
results
discussed
in
these
forward-looking
statements.
Factors
that
might
cause
such
a
difference
include,
but
are
not
limited
to,
those
discussed
in
the
Company’s
periodic
filings
with
the
SEC.
In
connection
with
the
proposed
acquisition
of
Florida
Gulf
Bancorp,
Inc.,
IBERIABANK
Corporation
will
file
a
Registration
Statement
on
Form
S-4
that
will
contain
a
proxy
statement/prospectus.
INVESTORS
ARE
URGED
TO
CAREFULLY
READ
THE
PROXY
STATEMENT/PROSPECTUS
REGARDING
THE
PROPOSED
TRANSACTION
WHEN
IT
BECOMES
AVAILABLE,
BECAUSE
IT
WILL
CONTAIN
IMPORTANT
INFORMATION.
Investors
may
obtain
a
free
copy
of
the
proxy
statement/prospectus
(when
it
is
available)
and
other
documents
containing
information
about
IBERIABANK
Corporation
and
Florida
Gulf
Bancorp,
Inc.,
without
charge,
at
the
SEC's
web
site
at
http://www.sec.gov.
Copies
of
the
proxy
statement/prospectus
and
the
SEC
filings
that
will
be
incorporated
by
reference
in
the
proxy
statement/prospectus
may
also
be
obtained
for
free
from
the
IBERIABANK
Corporation
website,
www.iberiabank.com,
under
the
heading
“Investor
Information”.
This
communication
is
not
a
solicitation
of
any
vote
or
approval,
is
not
an
offer
to
purchase
shares
of
Florida
Gulf
Bancorp,
Inc.
common
stock,
nor
is
it
an
offer
to
sell
shares
of
IBERIABANK
Corporation
common
stock
which
may
be
issued
in
the
proposed
merger.
Any
issuance
of
IBERIABANK
Corporation
common
stock
in
the
proposed
merger
would
have
to
be
registered
under
the
Securities
Act
of
1933,
as
amended,
and
such
IBERIABANK
Corporation
common
stock
would
be
offered
only
by
means
of
a
prospectus
complying
with
the
Act.

3
A History Of Progress
A History Of Progress
*******************************
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*******************************

4
Humble Beginnings
A History Of Progress
A History Of Progress
4
•
Founded On March 12, 1887
In New Iberia, Louisiana
•
“Iberia Building Association”
•
Philosophy Was To Help
Families In Financing The
Purchase Of Homes And
Encourage Thrift
•
First Home Loan Granted
Was For $600
•
Total Assets Of $4,341
•
111 Years Later, Surpassed
The $1 Billion Asset
Threshold

5
In Unique Company
A History Of Progress
A History Of Progress
5
•
Over 6,000 Financial
Institutions In The U.S.
•
1,500 Of Which Have Their
Headquarters In The
Southeastern U.S.
•
Less Than 3% Attained 125
Years Of Continuous
Operations In The
southeastern U.S.
•
Now $12 Billion In Assets
•
66
th
Largest BHC In U.S.
•
12
th
Largest BHC In The
Southeastern U.S.
•
First To Pay Back TARP
•
Since 2002, 78% Of Our
Asset Growth Is A Result Of
Acquisitions
Commercial Banks in Southeastern U.S. Ranked By Age
Age of Southeastern U.S. Commercial Banks

Indicates
Cities
In
Which
Our
11
Members
Of
Executive
Management
Have
Resided/Worked
Indicates Cities In Which Our Members Of Senior Management (Market Presidents, Executive Vice Presidents, Etc.)
Have Resided/Worked
Albuquerque, NM
Annapolis, MD
Boston, MA
Buffalo, NY
Charlotte, NC
Charlottetown,
PE, Canada
Chennai, India
Cleveland, OH
Columbus, OH
Detroit, MI
Flint, MI
Hartford, CT
Experience in Additional Cities:
Greensboro, NC
Indianapolis, IN
Las Vegas, NV
Mansfield, PA
Morris Plains, NJ
New York, NJ
Pittsburgh,  PA
Phoenix, AZ
San Diego, CA
Scottsdale, AZ
Wilmington, DE
Broad Experience Throughout
Southeastern U.S.
6
Resides in Annapolis, MD
Resides in Annapolis, MD
Robert M. Kottler, EVP
Robert M. Kottler, EVP
Director of Retail and Small
Director of Retail and Small
Business
Business
Daryl G. Byrd
President and CEO
Beth A. Ardoin, EVP
Director of Communications
George J. Becker III, EVP
Director of Corporate Operations
Barry F. Berthelot, EVP
Director of Organizational Development
Resides in Lafayette, LA
Resides in New Orleans, LA
Michael J. Brown, VC
Chief Operating Officer
Jefferson G. Parker, VC
Manager of Brokerage, Trust,
and Wealth and Management
Anthony J. Restel, SEVP
Chief Financial Officer
Robert B. Worley
General Counsel
Resides in Raleigh, NC
John R. Davis, SEVP
Director of Financial Strategy and
Mortgage
Resides in Greensboro, NC
Gregg Strader, EVP
Chief Credit Officer
Resides in Greensboro, GA
James B. Gburek, EVP
Chief
Chief
Risk Officer
Officer
Resides in Gastonia, NC
H. Spurgeon Mackie,
EVP
Executive Credit Officer
A History Of Progress
A History Of Progress
Where We Have Lived

7
•
FDIC Acquisitions Completed: 5
•
Assets:
+$4.4 Billion
•
Deposits:
+$3.5 Billion
•
Net Loans:
+$1.9 Billion
•
Loan Discount: $515 Million
•
Loans Have 80%-95% FDIC
Loss-Share Protection
•
Pre-Tax Gain: +$243 Million
•
Acquired 60 Offices
•
10 MSAs In Alabama, Arkansas
And Florida
•
Average Time To Complete
Conversions: 121 Days
•
Live
Bank
Acquisitions
Completed:
7
•
Assets:
+$3.5 Billion
•
Deposits:
+$2.7 Billion
•
Net Loans:
+$2.1 Billion
•
Issued $507 Million Common Equity
•
Acquired 84 Offices
•
9 MSAs In Louisiana, Arkansas And
Memphis
•
Average Time To Complete
Conversions: 43 Days
A History Of Progress
A History Of Progress
Completed Acquisitions Since 2002
Completed FDIC
Acquisitions
Completed Live Bank
Acquisitions

8
Source: SNL Financial Deposit Data As Of June 2011
•
Announced March 19, 2012
•
Adds 8 Branches In Fort Myers-Cape
Coral, Florida MSA
•
Attractive, Established Client Base
Complements Our Existing Client Base
•
Total Loans:  $262 Million
•
Total Assets:  $350 Million
•
Total Deposits:  $279 Million
•
Total Equity:  $24 Million Common Stock
Plus $4 Million Preferred Stock
•
Total Deal Value Of $35 Million For
Common Stock, $4 Million For Preferred
Stock Outstanding, Plus Up To Additional
$4 Million Based On Performance Of
Certain Acquired Loans Over 3-Year
Period
•
Includes $28 Million, Pre-Tax Credit Mark
(11% Of Loans)
•
Price / Tangible Book: 1.41x
•
Adjusted Core Deposit Premium:  4.9%
•
Accretive To EPS
•
Slightly Dilutive To TBVS
•
IRR In Excess Of Cost Of Capital
Proposed Acquisition of
Proposed Acquisition of
Florida Gulf Bancorp, Inc.
• IBERIABANK branches
Florida Gulf branches

9
Branch Distribution
Fort Myers -
College Pointe
Deposits: $92 million
Fort Myers -
First Street
Deposits: $65 million
Fort Myers -
Daniels Parkway
Deposits: $27 million
Cape Coral -
Del Prado Blvd
Deposits: $21 million
Fort Myers -
Winkler Road
Deposits: $30 million
Fort Myers -
Colonial
Deposits: $20 million
Florida Gulf Bancorp, Inc.
Florida Gulf Bancorp, Inc.

10
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Market Overview
Market Overview

Deposit Market Share At June 30, 2011
Florida Branch And Deposit Information Reflects Pro Forma Florida Gulf Bank Acquisition
Source: SNL Financial
Map Reflects Locations At May 15, 2012
11
Texas
4 Bank locations
3
Non-bank locations
7 Total locations
$185 million deposits
#227 Rank
Louisiana
79 Bank locations
30
Non-bank locations
109 Total Locations
$5.1 billion deposits
#5 Deposit Rank
Alabama
13 Bank Locations
6
Non-bank locations
19 Total locations
$500 million deposits
#20 Rank
Florida
50 Bank locations
12
Non-bank locations
62 Total locations
$2.5 billion deposits
#22 Rank
Arkansas
34 Bank locations
30
Non-bank locations
64 Total locations
$1.0 billion deposits
#12 Rank
Tennessee
3 Bank locations
1
Non-bank locations
4 Total locations
$155 million deposits
#113 Rank
Market Overview
Market Overview
Our Geographic Reach

12
New Branch Offices Opened In 2011
Market Overview
Market Overview
12

13
New Branch Offices Opened in 2011 (Continued)
Market Overview
Market Overview
13

14
New Branch Offices Opened in 2012
Market Overview
Market Overview
New Orleans, LA -
St. Charles Avenue
Baton Rouge, LA –
Acadian

Client Growth
Client Growth
Client Growth

16
Solid Organic Loan Growth
Loans
Loans
•
$164 Million
Organic Loan
Growth In
YTD 2012
•
Counter To
Industry
Trends

17
Growth In Organic And Covered Loans
Loans
Loans
•
Organic
Loan
Growth Of $1.3
Billion Or 31%
Since December
2009 (14%
Annualized)
•
FDIC Covered
Loan Portfolio
Declined $409
Million Or -25%
Since December
2009 (-11%
Annualized)
Sterling Bank FDIC-
Assisted Acquisition
$ In Millions

18
Loan Portfolio
Summary
Loans
Loans
•
$7.5 Billion Loan
Portfolio
•
17% Of Loans Are
Covered Under Loss-
Share Agreements
•
Geographic Diversity
•
Limited Loan
Concentrations
•
Mix Of Commercial
And Retail Clients
Note: Loans Net Of Purchase Discounts At March 31, 2012

19
Market Expansion
Loans
Loans
19
•
Exceptional Organic
Loan Growth In:
Houston
New Orleans
Baton Rouge
Birmingham
Mobile
Memphis
•
Growth Primarily In
Commercial Clients
•
Recent Growth In
Consumer And
Indirect
Three-Year Loan Growth
Excluding FDIC-Assisted Acquisitions
3-Year Loan Growth ($ In Millions)

20
Loans
Loans
Phenomenal Asset Quality
•
Many Banks
Invested In Real
Estate At The Top Of
The Cycle
•
We Avoided Many
Problems That
Plagued The
Industry
•
Our Results Have
Consistently Been In
Top 10% Of The
Industry
Average = 4.07%
Median = 2.76%
Our NPA Ratio:
0.87%
Top 10%
U.S. Bank Holding Companies

21
Deposits
Deposits
Strong Organic Deposit Growth
•
Noninterest
Bearing
Deposits Nearly
Doubled
Over
The Past 15
Months
•
Over That
Period We Grew
Core Deposits
By $1.2 Billion
•
Cost of Core
Deposits Has
Fallen 34 bps To
0.47% Since
December 2010
Excludes Acquired Deposits
$ In Millions

22
Market Expansion
Deposits
Deposits
22
•
Exceptional
Organic Deposit
Growth In:
New Orleans
Birmingham
Lafayette
Baton Rouge
•
Growth In
Commercial,
Retail, And
Small Business
Clients
Includes Acquisitions
3-Year Loan Growth ($ In Millions)
Three-Year Core Deposit Growth
(Excluding Time Deposits)

23
Balanced Deposit Mix
Deposits
Deposits
•
We Have A Core
Funded Balance
Sheet
•
Balanced And
Diverse Deposit
Portfolio:
By Geography
By Deposit Type
By Source
Note: Deposits Net Of Purchase Discounts At March 31 ,2012

24
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Retail
Retail
And Small Business
And Small Business
Banking
Banking

25
Retail And Small Business Banking
Retail And Small Business Banking
Consumers:
•
New Branch And ATM Locations
•
Enhanced ATM, Phone, Online And Mobile
Solutions
•
Full And Integrated Product Set
Small Businesses:
•
Focused Bankers
•
Increased Lending
•
New Deposit And Treasury Management Products
•
Enhanced Online And Mobile Solutions
2011 Announced Improvements/Opportunities

26
Steps Completed Include:
•
Launched New, Improved
Website
•
Improved Look-And-Feel Of
Online Banking
•
Launched Mobile Banking
•
Launched Text Banking
Next steps include:
•
Improved Online BillPay
•
Person-To-Person Payments
•
Bank-To-Bank Transfers
•
Personal Financial
Management (Quicken-Like
Capabilities)
•
Mobile Check Deposit
Capture
Retail And Small Business Banking
Retail And Small Business Banking
Digital Channel Improvements

27
•
Launched Free Business And Choice
Checking Products
•
New Lending Products, Including 15-year
Owner Occupied Real Estate Loan
•
Payment Products, Including Merchant
Processing And Business Credit And
Purchasing Cards
•
Expanded Business Lending Center To
Support Bankers And Branch Managers In
Expanding Lending Focus
Retail And Small Business Banking
Retail And Small Business Banking
Investments In Small Business

28
•
Increased Marketing
For Home Equity
Loans And Lines
•
Growth In Indirect
Auto Lending
Business Through
Expanded Dealer
Relationships
Consumer Lending Growth
Retail And Small Business Banking
Retail And Small Business Banking
Total Consumer Loans
$ In Millions

29
Implemented Programs To Drive
Improved Retail/Small Business
Sales Performance, Leading To
Revenue Growth
•
New Incentive Program For                     
Branch And Business Banking
Teams Focused On Balance 
Growth And Fee Income
•
Branch And Business Banking
Dashboard To Provide
Visibility On Sales And
Financial Performance
•
Quarterly Retail Performance
Management (RPM) Meetings
•
Small Business Sales And
Coaching Program For Branch
Managers And Retail Market
Managers
Retail And Small Business Banking
Retail And Small Business Banking
Sales And Financial Performance

30
•
Expanding Our Community
Reinvestment Staff
•
Commitment To Financial
Literacy
•
Increased Community
Development, Mortgage Lending
In LMI Areas And Small Business
Lending
•
Random Acts Of Kindness
Retail And Small Business Banking
Retail And Small Business Banking
Giving Back To Our Communities

31
Retail And Small Business Banking
Retail And Small Business Banking
•
Greater Convenience Through Continued
Investment In New Branches, ATMs And Online
Banking And Mobile Technology
•
New Products Focused On Businesses, Business
Owners And Consumers
•
Focus On Small Business -
Continued Investment
In New Bankers Who Can Spend More Time With
Customers And Increase Lending
•
Continued Emphasis On Serving Our
Communities
Looking Ahead

32
************************************************************************
************************************************************************
********************************************************************
IBERIA Capital Partners
IBERIA Capital Partners
IBERIA Wealth Advisors
IBERIA Wealth Advisors
IBERIA Financial Services
IBERIA Financial Services

33
Wealth Management, Brokerage & Capital Markets
Wealth Management, Brokerage & Capital Markets
Why Build Fee Businesses?

34
IBERIA Wealth Advisors (IWA)
IBERIA Wealth Advisors (IWA)
From Building Infrastructure To Execution
•
Absorbed Operations Of Iberia Asset Management And IBERIABANK fsb
Trust Under IWA Umbrella
•
Completed Asset Purchase From Florida Trust Company, Including $415
Million In Assets Under Management

35
IBERIA Wealth Advisors (IWA)
IBERIA Wealth Advisors (IWA)
From Building Infrastructure To Execution
IWA Growth In Assets Under Management

36
IBERIA Capital Partners (ICP)
IBERIA Capital Partners (ICP)
Gaining Traction
•
Increased Investment Banking Activity
•
Consistent Growth In Institutional Brokerage Activity
•
Growth In Coverage Universe
•
Synergistic
Opportunities
Between
Energy
Research
In
New
Orleans
And
Energy
Lending In Houston
Firms Under Coverage

37
IBERIA Capital Partners & IBERIA Wealth Advisors
IBERIA Capital Partners & IBERIA Wealth Advisors
Quarterly Trend In Revenues
•
Steady
Progress In
Revenue
Growth Since
Launch In
4Q10
•
ICP/IWA
Revenues Of
$1.9 Million
(+25% Vs.
4Q11)

38
IBERIA Financial Services (IFS)
IBERIA Financial Services (IFS)
Successfully Navigating Difficult Rate Environment
•
Revenue Continued To Be Strong
Overall In 2011
•
Headwinds Caused By Extremely
Low Interest Rates And Poor
Investor Confidence Have Slowed
Business Down In The Short Term
•
Growth In Markets Entered During
2010 And 2011 Help To Mitigate
Challenges
Five-Year Treasury Rate
$0
$2,000
$4,000
$6,000
$8,000
$10,000
2009
2010
2011
IFS Revenue ($ In Thousands)

39
39
Financials
Financials
Financials

40
Financials
Financials
2011 Compared To 2010
•
Revenues Up 15%
•
Expenses Up 23%
•
Margin Up 46 Bps.
•
Net Income Up 10%
•
EPS Unchanged
•
Stable Dividends
•
Assets Up 17%
•
Deposits Up 17%
•
Market Cap Down 9%
•
Book Value/Share Up 4%
•
Tangible Book Value Per
Share Down 5%
•
Strong Organic Growth:
Loans
Up
$533
Million
(+9%
Vs.
2010)
Core
Deposits
Up
$842
Million
(+17%
Vs.
2010)
•
Favorable Asset Quality Measures:
NPA/Assets
=
0.87%
(4Q10:
0.91%)
30+
Days
Past
Due
=
1.37%
(4Q10:
1.44%)
Net
COs/Avg.
Loans
=
0.12%
(2010:
0.47%)
Provision
=
$26
Million
(2010:
$42
Million)
•
Formidable Capital Position:
TCE
Ratio
=
9.52%
(4Q10:
10.65%)
Total
RB
Capital
=
16.21%
(4Q10:
19.74%)

41
Relatively Low Risk Balance Sheet
Financials
Financials
41
•
39% Of
Balance
Sheet In Very
Low Risk
Components

42
Between 2007 And 2011…
Financials
Financials
42
•
$1.7 Billion In Revenues
•
Earned $297 Million
•
Earned $15.13 Per Share
•
Paid $115 Million In
Shareholders Dividends
•
Dividends Equal To
$5.44 Per Share (39%
Payout)
•
Improved Asset Quality
And Capital Strength
•
Added:
+$6.8 Billion Assets
+121 New Locations
+1,288 Associates
+$17.74 Tangible BVS
+$900 Million Market
Capitalization
% Change Between Year-Ends 2007 And 2011
% Change In Last Four Years

43
Financials
Financials
43
•
Most Difficult Banking Crisis
Since The Great Depression
•
414 Financial Institutions
Failed During This Period
And Countless More Remain
At Risk
•
Our Shares Outperformed
Nearly All The Major Stock
Indexes During This Period
•
Driven By Our Very Unique
Position And Opportunities
Share Price
Performance
During The Crisis
% Change in Price Between 8/4/07 –
12/31/11
% Change In Price
Between August 4, 2007 And December 2011

44
Shareholder Return Over Last 10 Years
Financials
Financials
44
•
The Result Has Been
A Dramatic Reduction
In Bank Stock Prices
•
In Contrast, Our Share
Price Was Up 93%
Over The Last 10
Years
•
Many Banks Slashed
Or Eliminated
Dividends Over That
Period To Conserve
Capital
•
Our Dividends Per
Share Increased 136%
Over The Last 10
Years
IBKC = 149%
Source: SNL And Bloomberg

45
Financials
Financials
2011 Accomplishments
•
Added 12 New Branch Offices
•
Tremendous Organic Loan And Core Deposit Growth
•
Successfully Converted & Integrated OMNI Bank And
Cameron State Bank
•
Acquired Assets Of Florida Trust Company
•
Completed The Build-Out Of ICP And IWA
•
Launched Small Business Initiative
•
Favorable Mortgage & Title Insurance Results
•
Continued To Recruit Client-Facing And Support Associates
•
Reduced FDIC-Covered Assets By $248 Million (16%)
•
Completed
8
th
Share
Repurchase
Program
($45.98)
•
Continued Capital Strength And Superior Asset Quality
•
Launched New Website, Mobile Banking & Social Media
•
Set Strategic Goals For The Next 3-
To 5-Year Period
45

Preparing For The
Next 125 Years
Preparing For The
Preparing For The
Next 125 Years
Next 125 Years

47
Unwavering Values And Focus
Preparing For The Next 125 Years
Preparing For The Next 125 Years
47
•
Corporate Mission Statement
Provide Exceptional Value-based             
Client Service
Growth That Is Consistent With                                 
High Performance
Shareholder-Focused
Strong Sense Of Community
•
Significant Investments
Consumer And Small Business
Fee-Based Businesses
Technology
Treasury Management
Branch and ATM Expansion

48
The Next 125 Years
The Next 125 Years
Forces Accelerating
Consolidation
48
•
Environmental Issues
•
Credit
•
Interest Rate
•
Regulatory
•
Legislative
•
Real Estate Sector
•
Client Issues
•
Deleveraging
•
Core Client Base Aging
•
Technological Change
•
Competitive Issues
•
Shadow Banks
•
Government Backing
•
Government Life Support
•
Future Disintermediation
•
Fluid Capital/Returns
•
Company-Specific Issues
•
Asset Concentration
•
Broken Business Models
•
Limited Access To Capital
Number Of Banks In The U.S.

49
Preparing For The Next 125 Years
Preparing For The Next 125 Years
Our Focus
•
Maintain Our Unique Culture
•
Continue To Invest In Our People And Our Future
•
Enhance Retail And Small Business
•
Fill Out Selected Markets In Our Current Footprint
•
Selected Market Expansion in Southeastern U.S.
•
Maintain Balance And Discipline
•
Prepare For Changing Regulatory Environment
•
Maintain Top 10% In Asset Quality Measures
•
Work Through Acquired FDIC Loss Share Assets
•
Deploy Excess Capital With Favorable Returns
•
Improve Franchise Profitability
•
Carefully Manage Enterprise Risk
•
Provide Solid Risk-Adjusted Shareholder Returns
49

51
Appendix
Appendix
Unemployment Rate by Market
•
Consistently Low
Rates Of
Unemployment In
Our Legacy MSAs
•
Many Of Our
Legacy Markets Not
Dependent On
Housing For Growth
•
Significant
Improvement In
Many Markets
•
We Have FDIC
Loss-Share
Protection In Many
Of The More
Economically
Challenged Markets
* Markets Entered Via FDIC-Assisted Acquisitions
12.6%
9.4%
11.9%
11.8%
9.7%
9.1%
11.1%
11.5%
7.6%
8.5%
8.3%
7.4%
7.2%
7.0%
6.8%
6.5%
6.8%
6.7%
5.6%
5.0%
6.1%
7.2%
8.3%

52
Appendix
Appendix
Housing Price Trends
•
Impact Varies By
State And Market
•
Very Strong Housing
Markets In
Louisiana, Texas,
And Mississippi
•
Continued
Weakness In Florida,
Georgia, And
Virginia
•
Some Markets In
Florida Still Showing
Declining Trends
•
We Have FDIC
Loss-Share
Protection
Source: Local Market Monitor 4Q2011