Community Bank System, Inc. (NYSE: CBU) today announced that it has
entered into an underwriting agreement for the sale of 2,200,000 shares
of common stock at a price of $20.75 per share for gross proceeds of
approximately $45.6 million, exclusive of any underwriter over-allotment
option. The net proceeds of the offering after deducting underwriting
discounts and commissions and estimated offering expenses are expected
to be approximately $42.9 million.
The underwriters have been granted an option to purchase up to an
additional 330,00 shares to cover over-allotments, if any.
The settlement and closing of the public offering are expected to take
place on or about October 7, 2008. Following the offering, assuming no
exercise of the over-allotment option, the Company is expected to have
32,297,809 shares of common stock issued and outstanding.
The Company intends to use the net proceeds from this offering to
support the pending acquisition of certain assets and liabilities
associated with 18 branches from RBS Citizens in northern New York State.
This announcement is neither an offer to sell nor a solicitation of any
offer to buy any securities and shall not constitute an offer,
solicitation or sale in any jurisdiction in which such offer,
solicitation or sale would be unlawful. Any offers of the shares will be
made exclusively by means of a prospectus and prospectus supplement.
Copies of the prospectus relating to the offering may be obtained by
contacting Janney Montgomery Scott LLC, Equity Capital Markets at 60
State Street, Boston, MA by calling (617) 557-2971 or emailing
prospectus@jmsonline.com.
Community Bank System, Inc., is based in DeWitt, N.Y., with $4.7 billion
in assets and 140 customer facilities across Upstate New York, where it
operates as Community Bank, N.A., and Northeastern Pennsylvania, where
it is known as First Liberty Bank & Trust. Its other subsidiaries
include: BPAS, an employee benefits administration and consulting firm
with offices in Upstate New York, Pittsburgh, and Houston; the CBNA
Insurance Agency, with offices in three northern New York communities;
Community Investment Services, Inc., a broker-dealer delivering
financial products throughout the company’s
branch network; and Nottingham Advisors, a wealth management and
advisory firm with offices in Buffalo, N.Y., and North Palm Beach, Fla.
For more information, please visit our websites at: www.communitybankna.com
or www.firstlibertybank.com.
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. The
following factors, among others, could cause the actual results of CBU’s
operations to differ materially from CBU’s
expectations: the successful integration of operations of its
acquisitions; competition; changes in economic conditions, interest
rates and financial markets; and changes in legislation or regulatory
requirements. CBU does not assume any duty to update forward-looking
statements.
Community Bank System, Inc.
Scott A. Kingsley, 315-445-3121
EVP
& Chief Financial Officer
