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:
TLNB Financial Corp.
Deal Type:
Bank & Thrift Company
Agreement Date:
1/9/2007
Announcement Date:
1/9/2007
Announced Deal Value ($ M):
17.60
Status:
Completed
Completion Date:
6/1/2007
Announced Deal Value Per Share ($ )
34.75

Consideration Breakout
Cash ($M) 17.6

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 218.6 213.7
Price / Tangible Book (%) 242.2 235.5
Price / Earnings (x) 33.1 42.7
Price / Deposits (%) 19.49 20.71
Price / Assets (%) 16.99 17.81
Tangible Book Premium/ Deposits (%) 14.92 15.04
Deal Terms
Description of Consideration

Community Bank paid $34.75 in cash for each share of TLNB Financial common stock. Ratios at completion are based on December 31, 2006 small parent equity LTM net income of $8,237,000 & $412,000, respectively.

Accounting Method Purchase
In-State Transaction? Yes
Merger of Equals? No
Geographic Expansion? In Market
Goodwill Generated ($ 000) 14,289
Estimated Cost Savings (%) NA
Estimated Cost Savings ($ 000) NA
Est. Restructuring Charges ($ 000) NA
Maximum Termination Fee ($ 000) NA
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 NA
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 2,190
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Janney Montgomery Scott LLC
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer NA NA
Seller NA NA
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