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8-K - FORM 8-K - COMM BANCORP INC | c09366e8vk.htm |
EXHIBIT 99.1
Joint Press Release
Shareholders of Comm Bancorp, Inc. Approve Merger With F.N.B. Corporation
Hermitage, PA and Clarks Summit, PA December 3, 2010 F.N.B. Corporation (NYSE: FNB) and Comm
Bancorp, Inc. (NASDAQ: CCBP) today announced that the shareholders of Comm Bancorp, Inc. have
approved the Agreement and Plan of Merger between F.N.B. Corporation and Comm Bancorp, Inc.
As announced previously on August 9, 2010, shareholders of Comm Bancorp, Inc. will be entitled to
receive a fixed exchange ratio of 3.4545 shares of F.N.B. Corporation common stock and $10.00 in
cash for each share of Comm Bancorp, Inc.
F.N.B. Corporation and Comm Bancorp, Inc. expect the merger to have an effective closing date of
December 31, 2010, pending receipt of normal regulatory approvals and the satisfaction of other
closing conditions.
About F.N.B. Corporation
F.N.B. Corporation, headquartered in Hermitage, PA, is a diversified financial services company
with total assets of $9.0 billion as of September 30, 2010. F.N.B. Corporation is a leading
provider of commercial and retail banking, leasing, wealth management, insurance, merchant banking
and consumer finance services in Pennsylvania and Ohio, where it owns and operates First National
Bank of Pennsylvania, First National Trust Company, First National Investment Services Company,
LLC, F.N.B. Investment Advisors, Inc., First National Insurance Agency, LLC, F.N.B. Capital
Corporation, LLC, Regency Finance Company and F.N.B. Commercial Leasing. It also operates consumer
finance offices in Kentucky and Tennessee.
About Comm Bancorp, Inc.
Comm Bancorp, Inc., headquartered in Clarks Summit, PA, is a full-service financial services
company with total assets of $653 million as of September 30, 2010. Comm Bancorp, Inc. serves the
Pennsylvania counties of Lackawanna, Luzerne, Monroe, Susquehanna, Wayne and Wyoming through
Community Bank and Trust Companys 15 community-banking offices and one loan production office.
Each office, interdependent with the community, offers a comprehensive array of financial products
and services to individuals, businesses, not-for-profit organizations and government entities. In
addition, the company engages in commercial leasing through Community Leasing Corporation and sells
insurance and asset management services through Comm Financial Services.
Forward-looking Statements
This joint press release of F.N.B. Corporation and Comm Bancorp, Inc. and the reports F.N.B.
Corporation and Comm Bancorp, Inc. file with the Securities and Exchange Commission often contain
forward-looking statements relating to present or future trends or factors affecting the banking
industry and, specifically, the financial operations, markets and products of F.N.B. Corporation
and Comm Bancorp, Inc. These forward-looking statements involve certain risks and uncertainties.
There are a number of important factors that could cause F.N.B. Corporations and Comm Bancorp,
Inc.s future results to differ materially from
historical performance or projected performance. These factors include, but are not limited to:
(1) a significant increase in competitive pressures among financial institutions; (2) changes in
the interest rate environment that may reduce net interest margins; (3) changes in prepayment
speeds, loan sale volumes, charge-offs and loan loss provisions; (4) general economic conditions;
(5) various monetary and fiscal policies and regulations of the U.S. Government that may adversely
affect the businesses in which F.N.B. Corporation and Comm Bancorp, Inc. are engaged; (6)
technological issues which may adversely affect F.N.B. Corporations and Comm Bancorp, Inc.s
financial operations or customers; (7) changes in the securities markets; (8) risk factors
mentioned in the reports and registration statements F.N.B. Corporation and Comm Bancorp, Inc. file
with the Securities and Exchange Commission; (9) housing prices; (10) job markets; (11) consumer
confidence and spending habits or (12) estimates of fair value of certain F.N.B. Corporation and
Comm Bancorp, Inc. assets and liabilities. F.N.B. Corporation and Comm Bancorp, Inc. undertake no
obligation to revise these forward-looking statements or to reflect events or circumstances after
the date of this press release.
Analyst/Institutional Investor Contact:
F.N.B. Corporation
Cynthia Christopher 724-983-3429
724-815-3926 (cell)
christoc@fnb-corp.com
F.N.B. Corporation
Cynthia Christopher 724-983-3429
724-815-3926 (cell)
christoc@fnb-corp.com
Media Contact:
F.N.B. Corporation
Jennifer Reel 724-983-4856
724-699-6389 (cell)
reel@fnb-corp.com
F.N.B. Corporation
Jennifer Reel 724-983-4856
724-699-6389 (cell)
reel@fnb-corp.com
Comm Bancorp, Inc.
Scott A. Seasock, EVP
570-586-0377
sseasock@combk.com
Scott A. Seasock, EVP
570-586-0377
sseasock@combk.com