Deal values, assets, and deposits are as of the Announcement Date. Deals announced from 1996 to present.

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Deal Overview

Buyer:
Community Bank System, Inc.
Actual Acquirer:
Community Bank System, Inc.
Target:
Grange National Banc Corp.
Deal Type:
Bank & Thrift Company
Agreement Date:
6/7/2003
Announcement Date:
6/7/2003
Announced Deal Value ($ M):
80.13
Status:
Completed
Completion Date:
11/24/2003
Announced Deal Value Per Share ($ )
44.84

Consideration Breakout
Cash ($M) 22.8
Common Stock ($M) 61.3
Common Stock Issued 2,294,182

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 281.9 280.1
Price / Tangible Book (%) 282.5 280.5
Price / Earnings (x) 20.3 20.5
Price / Deposits (%) 37.16 39.20
Price / Assets (%) 28.85 30.11
Tangible Book Premium/ Deposits (%) 29.17 30.35
Deal Terms
Description of Consideration

Community paid $42.50 in cash or $48.88 in stock for each share of Grange, subject to 55% to 70% of shares being exchanged for stock. If Community averaged between $40.43 and $29.88 the stock ratio was fixed at 1.209 shares.

Accounting Method Purchase
In-State Transaction? No
Merger of Equals? No
Geographic Expansion? Partial Overlap
Goodwill Generated ($ 000) NA
Estimated Cost Savings (%) 17.00
Estimated Cost Savings ($ 000) 1,280
Est. Restructuring Charges ($ 000) 1,500
Maximum Termination Fee ($ 000) 3,165
Minimum Termination Fee ($ 000) NA
Exchange Ratio (Common For Common) NA
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) NA
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Janney Montgomery Scott LLC
Seller Yes Sandler O'Neill & Partners LP
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Bond Schoeneck & King PLLC
Seller Yes Dilworth Paxson LLP
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