Filed by Community Bank System, Inc
Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934
Subject company: The Wilber Corporation
Commissions File No.: 001-31896
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News Release | |
COMMUNITY BANK SYSTEM, INC.
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5790 Widewaters Parkway, DeWitt, N.Y. 13214 | For further information, please contact: |
Scott A. Kingsley, | |
EVP & Chief Financial Officer | |
Office: (315) 445-3121 |
Summary of Financial Data
|
||||
(Dollars in thousands, expect per share data)
|
||||
Quarter Ended
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Year-to-date
|
|||
September 30,
|
September 30,
|
|||
2010
|
2009
|
2010
|
2009
|
|
Earnings
|
||||
Loan income
|
$45,093
|
$46,067
|
$134,617
|
$138,992
|
Investment income
|
17,504
|
15,821
|
51,655
|
47,950
|
Total interest income
|
62,597
|
61,888
|
186,272
|
186,942
|
Interest expense
|
16,273
|
20,036
|
50,721
|
64,390
|
Net interest income
|
46,324
|
41,852
|
135,551
|
122,552
|
Provision for loan losses
|
1,400
|
2,375
|
5,270
|
7,200
|
Net interest income after provision for loan losses
|
44,924
|
39,477
|
130,281
|
115,352
|
Deposit service fees
|
11,181
|
10,991
|
33,036
|
30,247
|
Mortgage banking revenues
|
1,215
|
226
|
2,290
|
3,202
|
Other banking services
|
862
|
669
|
1,826
|
1,536
|
Trust, investment and asset management fees
|
2,400
|
1,951
|
7,442
|
6,251
|
Benefit plan administration, consulting and actuarial fees
|
7,256
|
6,969
|
22,415
|
20,575
|
Investment securities gains/(losses), net
|
0
|
7
|
0
|
7
|
Total noninterest income
|
22,914
|
20,813
|
67,009
|
61,818
|
Salaries and employee benefits
|
23,056
|
23,166
|
68,501
|
69,281
|
Professional fees
|
1,013
|
1,366
|
3,818
|
3,969
|
Occupancy and equipment and furniture
|
5,574
|
5,533
|
17,413
|
17,448
|
Amortization of intangible assets
|
1,277
|
2,026
|
4,985
|
6,234
|
FDIC insurance
|
1,599
|
1,670
|
4,656
|
7,066
|
Other
|
11,833
|
10,350
|
33,392
|
31,997
|
Total operating expenses
|
44,352
|
44,111
|
132,765
|
135,995
|
Income before income taxes
|
23,486
|
16,179
|
64,525
|
41,175
|
Income taxes
|
6,224
|
3,724
|
17,099
|
9,100
|
Net income
|
$17,262
|
$12,455
|
$47,426
|
$32,075
|
Basic earnings per share
|
$0.52
|
$0.38
|
$1.43
|
$0.98
|
Diluted earnings per share
|
$0.51
|
$0.38
|
$1.42
|
$0.97
|
Summary of Financial Data
|
|||||
(Dollars in thousands, except per share data)
|
|||||
2010
|
2009
|
||||
3rd Qtr
|
2nd Qtr
|
1st Qtr
|
4th Qtr
|
3rd Qtr
|
|
Earnings
|
|||||
Loan income
|
$45,093
|
$44,851
|
$44,673
|
$46,127
|
$46,067
|
Investment income
|
17,504
|
17,772
|
16,379
|
15,713
|
15,821
|
Total interest income
|
62,597
|
62,623
|
61,052
|
61,840
|
61,888
|
Interest expense
|
16,273
|
16,678
|
17,770
|
18,892
|
20,036
|
Net interest income
|
46,324
|
45,945
|
43,282
|
42,948
|
41,852
|
Provision for loan losses
|
1,400
|
2,050
|
1,820
|
2,590
|
2,375
|
Net interest income after provision for loan losses
|
44,924
|
43,895
|
41,462
|
40,358
|
39,477
|
Deposit service fees
|
11,181
|
11,337
|
10,519
|
11,038
|
10,991
|
Mortgage banking revenues
|
1,215
|
592
|
483
|
744
|
226
|
Other banking services
|
862
|
523
|
440
|
359
|
669
|
Trust, investment and asset management fees
|
2,400
|
2,666
|
2,376
|
2,380
|
1,951
|
Benefit plan administration, consulting and actuarial fees
|
7,256
|
7,260
|
7,899
|
7,196
|
6,969
|
Investment securities gains, net
|
0
|
0
|
0
|
0
|
7
|
Total noninterest income
|
22,914
|
22,378
|
21,717
|
21,717
|
20,813
|
Salaries and employee benefits
|
23,056
|
22,509
|
22,936
|
23,505
|
23,166
|
Professional fees
|
1,013
|
1,505
|
1,300
|
1,336
|
1,367
|
Occupancy and equipment and furniture
|
5,574
|
5,614
|
6,225
|
5,727
|
5,533
|
Amortization of intangible assets
|
1,277
|
1,849
|
1,859
|
1,936
|
2,026
|
FDIC insurance
|
1,599
|
1,485
|
1,572
|
1,544
|
1,670
|
Goodwill impairment and special charges
|
0
|
0
|
0
|
4,481
|
0
|
Other
|
11,833
|
11,258
|
10,301
|
11,654
|
10,349
|
Total operating expenses
|
44,352
|
44,220
|
44,193
|
50,183
|
44,111
|
Income before income taxes
|
23,486
|
22,053
|
18,986
|
11,892
|
16,179
|
Income taxes
|
6,224
|
5,891
|
4,984
|
2,522
|
3,724
|
Net income
|
$17,262
|
$16,162
|
$14,002
|
$9,370
|
$12,455
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Basic earnings per share
|
$0.52
|
$0.49
|
$0.42
|
$0.29
|
$0.38
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Diluted earnings per share
|
$0.51
|
$0.48
|
$0.42
|
$0.28
|
$0.38
|
Profitability
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|||||
Return on assets
|
1.25%
|
1.19%
|
1.05%
|
0.69%
|
0.92%
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Return on equity
|
11.28%
|
11.12%
|
9.91%
|
6.57%
|
8.83%
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Noninterest income/operating income (FTE) (1)
|
31.4%
|
31.0%
|
31.6%
|
31.7%
|
31.2%
|
Efficiency ratio (2)
|
57.9%
|
58.0%
|
61.6%
|
63.9%
|
63.2%
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Components of Net Interest Margin (FTE)
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Loan yield
|
5.81%
|
5.87%
|
5.91%
|
5.93%
|
5.94%
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Cash equivalents yield
|
0.27%
|
0.25%
|
0.25%
|
0.26%
|
0.27%
|
Investment yield
|
4.84%
|
4.97%
|
5.06%
|
5.31%
|
5.41%
|
Earning asset yield
|
5.41%
|
5.48%
|
5.41%
|
5.41%
|
5.44%
|
Interest-bearing deposit rate
|
0.90%
|
0.96%
|
1.08%
|
1.19%
|
1.33%
|
Borrowing rate
|
4.28%
|
4.28%
|
4.34%
|
4.34%
|
4.36%
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Cost of all interest-bearing funds
|
1.59%
|
1.64%
|
1.77%
|
1.86%
|
1.98%
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Cost of funds (includes DDA)
|
1.35%
|
1.39%
|
1.50%
|
1.58%
|
1.68%
|
Net interest margin (FTE)
|
4.08%
|
4.10%
|
3.93%
|
3.86%
|
3.78%
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Fully tax-equivalent adjustment
|
$3,788
|
$3,835
|
$3,712
|
$3,840
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$3,941
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Summary of Financial Data
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|||||
(Dollars in thousands, except per share data)
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|||||
2010
|
2009
|
||||
3rd Qtr
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2nd Qtr
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1st Qtr
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4th Qtr
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3rd Qtr
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|
Average Balances
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|||||
Loans
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$3,088,590
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$3,074,259
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$3,076,230
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$3,091,748
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$3,082,495
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Cash equivalents
|
50,484
|
64,731
|
187,030
|
284,866
|
292,545
|
Taxable investment securities
|
1,182,243
|
1,204,552
|
1,071,958
|
894,238
|
864,478
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Nontaxable investment securities
|
550,660
|
524,696
|
518,959
|
543,284
|
560,615
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Total interest-earning assets
|
4,871,977
|
4,868,238
|
4,854,177
|
4,814,136
|
4,800,133
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Total assets
|
5,474,952
|
5,454,073
|
5,425,045
|
5,372,646
|
5,349,762
|
Interest-bearing deposits
|
3,217,831
|
3,252,025
|
3,222,093
|
3,171,853
|
3,164,396
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Borrowings
|
832,568
|
837,356
|
856,662
|
857,434
|
858,505
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Total interest-bearing liabilities
|
4,050,399
|
4,089,381
|
4,078,755
|
4,029,287
|
4,022,901
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Noninterest-bearing deposits
|
736,203
|
717,171
|
716,172
|
714,491
|
708,430
|
Shareholders' equity
|
$606,912
|
$582,715
|
$573,047
|
$565,616
|
$559,762
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Balance Sheet Data
|
|||||
Cash and cash equivalents
|
$179,556
|
$133,967
|
$208,267
|
$361,876
|
$361,734
|
Investment securities
|
1,769,149
|
1,757,967
|
1,746,565
|
1,487,127
|
1,497,826
|
Loans:
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|||||
Consumer mortgage
|
1,065,297
|
1,065,661
|
1,050,323
|
1,044,588
|
1,032,807
|
Business lending
|
1,043,211
|
1,060,973
|
1,047,917
|
1,066,730
|
1,052,615
|
Consumer installment
|
971,889
|
964,517
|
964,283
|
988,167
|
1,001,671
|
Total loans
|
3,080,397
|
3,091,151
|
3,062,523
|
3,099,485
|
3,087,093
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Allowance for loan losses
|
42,610
|
42,603
|
42,095
|
41,910
|
41,072
|
Intangible assets
|
312,687
|
313,964
|
315,812
|
317,671
|
322,661
|
Other assets
|
197,038
|
193,356
|
194,728
|
178,564
|
149,853
|
Total assets
|
5,496,217
|
5,447,802
|
5,485,800
|
5,402,813
|
5,378,095
|
Deposits
|
|||||
Noninterest-bearing
|
738,994
|
713,544
|
724,097
|
736,816
|
708,051
|
Non-maturity interest-bearing
|
2,253,447
|
2,203,686
|
2,166,727
|
2,029,911
|
1,925,666
|
Time
|
973,894
|
1,022,745
|
1,097,453
|
1,157,759
|
1,254,528
|
Total deposits
|
3,966,335
|
3,939,975
|
3,988,277
|
3,924,486
|
3,888,245
|
Borrowings
|
729,508
|
729,557
|
754,606
|
754,779
|
756,442
|
Subordinated debt held by unconsolidated subsidiary trusts
|
102,018
|
102,012
|
102,005
|
101,999
|
101,993
|
Other liabilities
|
82,556
|
76,438
|
62,515
|
55,852
|
65,515
|
Total liabilities
|
4,880,417
|
4,847,982
|
4,907,403
|
4,837,116
|
4,812,195
|
Shareholders' equity
|
615,800
|
599,820
|
578,397
|
565,697
|
565,900
|
Total liabilities and shareholders' equity
|
5,496,217
|
5,447,802
|
5,485,800
|
5,402,813
|
5,378,095
|
Capital
|
|||||
Tier 1 leverage ratio
|
7.99%
|
7.75%
|
7.56%
|
7.39%
|
7.27%
|
Tangible equity / net tangible assets(3)
|
6.21%
|
5.92%
|
5.43%
|
5.20%
|
5.15%
|
Diluted weighted average common shares O/S
|
33,606
|
33,570
|
33,327
|
33,054
|
32,998
|
Period end common shares outstanding
|
33,162
|
33,146
|
33,081
|
32,800
|
32,740
|
Cash dividends declared per common share
|
$0.24
|
$0.24
|
$0.22
|
$0.22
|
$0.22
|
Book value
|
$18.57
|
$18.10
|
$17.48
|
$17.25
|
$17.28
|
Tangible book value
|
$9.74
|
$9.20
|
$8.51
|
$8.09
|
$7.99
|
Common stock price (end of period)
|
$23.01
|
$22.03
|
$22.78
|
$19.31
|
$18.27
|
Summary of Financial Data
|
|||||
(Dollars in thousands, except per share data)
|
|||||
2010
|
2009
|
||||
3rd Qtr
|
2nd Qtr
|
1st Qtr
|
4th Qtr
|
3rd Qtr
|
|
Asset Quality
|
|||||
Nonaccrual loans
|
$16,025
|
$18,798
|
$18,251
|
$17,161
|
$13,080
|
Accruing loans 90+ days delinquent
|
1,862
|
2,076
|
930
|
1,750
|
4,660
|
Total nonperforming loans
|
17,887
|
20,874
|
19,181
|
18,911
|
17,740
|
Other real estate owned (OREO)
|
2,689
|
1,555
|
1,479
|
1,429
|
1,309
|
Total nonperforming assets
|
20,576
|
22,429
|
20,660
|
20,340
|
19,049
|
Net charge-offs
|
1,393
|
1,542
|
1,635
|
1,752
|
1,633
|
Loan loss allowance/loans outstanding
|
1.38%
|
1.38%
|
1.37%
|
1.35%
|
1.33%
|
Nonperforming loans/loans outstanding
|
0.58%
|
0.68%
|
0.63%
|
0.61%
|
0.57%
|
Loan loss allowance/nonperforming loans
|
238%
|
204%
|
219%
|
222%
|
232%
|
Net charge-offs/average loans
|
0.18%
|
0.20%
|
0.22%
|
0.22%
|
0.21%
|
Delinquent loans/ending loans
|
1.64%
|
1.45%
|
1.43%
|
1.48%
|
1.51%
|
Loan loss provision/net charge-offs
|
100%
|
133%
|
111%
|
148%
|
145%
|
Nonperforming assets/total assets
|
0.37%
|
0.41%
|
0.38%
|
0.38%
|
0.35%
|
(1) Excludes gain (loss) on investment securities.
|
|||||
(2) Excludes intangible amortization, goodwill impairment, acquisition expenses, special charges and gain (loss) on investment securities.
|
|||||
(3) Includes deferred tax liabilities (of approximately $19.9 million at 9/30/10) related to tax deductible goodwill.
|
|||||