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Community Bank System, Inc. (CBU) Expands New York Footprint, Moves to Acquire The Wilber Corporation

Community Bank System, the parent of two of the most well-known and localized banking operations in the US, Community Bank (Upstate NY) and First Liberty Bank & Trust (Pennsylvania), reported signage yesterday of a definitive agreement which results in the acquisition of Oneonta, NY-based Wilber National Bank’s parent company The Wilber Corporation (33 locations).

The masterful CBU (some 150 locations), which already has multiple subsidiaries ranging from employee benefits administration and consulting to insurance and investment services among others, will pay a reported $101.8M in stock and cash ($9.50/share) to close the deal.

Fusion of these two strong entities, each with their own well-deserved reputations for localized customer service, will expand CBU’s footprint in Upstate NY and help to further magnify the Community Bank brand among customers in the region.

With a solid revenue base and $5.5B in assets, CBU has the tools and the talent to make a smashing success of this maneuver to acquire Wilber, which looks clean standing on $929M in total assets, $778M in deposits and net loans of $553M.

President and CEO of CBU, Mark E. Tryniski, noted the eminent market presence of Wilber National Bank and the extremely positive deposit share across contiguous regions, sharing striking demographic similarity to extant CBU locations.

Tryniski underscored the commitment to customer satisfaction for which Wilber has become widely known, historically strong earnings and ideal geographic location for future growth within the Marcellus Shale gas region.

President and CEO of Wilber Corp, Alfred Whittet, affirmed the similarities in both business philosophy and bank operating model between the two companies, projecting that expanded product and service offerings, a broader network of branches/ATMs and the parallel interests of both companies would produce impressive results for CBU shareholders.

Chairman of the Board at Wilber, Brian Wright, echoed assertions of his colleague wholeheartedly, pointing out CBU’s “impressive history of creating shareholder value through both earnings and dividend growth” and the excellent market premium the deal represents.

Additional details regarding the deal are as follows:

• Transaction expected to be accretive to CBU 2011 EPS, exclusive of one-time acquisition related charges

• Two Wilber Directors will be added to CBU’s Board

• Projected early 2011 closing date subject to Wilber shareholder approval, regulatory review/approval

• CBU financial advisor was Janney Montgomery Scott LLC, with Wilber retaining Sandler O’Neill + Partners, LP and fairness opinion generated by Austin Associates, LLC

• Legal counsel for CBU was Bond, Schoeneck & King, PLLC and Hinman, Howard & Kattell, LLP handled legal for Wilber

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