F.N.B. Corporation Reports Third Quarter 2010 Results

PRESS RELEASE

October 25, 2010 - HERMITAGE, PA

F.N.B. Corporation (NYSE: FNB) today reported financial results for the third quarter of 2010. Net income for the third quarter of 2010 was $17.2 million, or $0.15 per diluted share, compared to second quarter of 2010 net income of $17.9 million, or $0.16 per diluted share, and net income available to common shareholders in the third quarter of 2009 of $4.8 million, or $0.04 per diluted common share.

“We are very pleased with our third quarter results,” said Stephen J. Gurgovits, President and Chief Executive Officer of F.N.B. Corporation. “The third quarter includes continued loan and deposit growth, a stable net interest margin and solid credit quality results in our Pennsylvania and Regency portfolios. Additionally, we were extremely pleased to announce the pending acquisition of Comm Bancorp, Inc. during the quarter and look forward to expanding our existing presence in northeastern Pennsylvania.”

F.N.B. Corporation’s performance ratios this quarter were as follows: return on average tangible equity (non-GAAP measure) was 14.56%; return on average equity was 6.43%; return on average tangible assets (non-GAAP measure) was 0.87% and return on average assets was 0.76%. A reconciliation of GAAP measures to non-GAAP measures is included in the tables that accompany this press release.

Net Interest Income
Net interest income on a fully taxable equivalent basis for the third quarter of 2010 totaled $73.9 million, increasing 4.2% annualized from the second quarter of 2010. This linked-quarter growth reflects a 4.0% annualized increase in average earning assets. The increase in average earning assets is a result of loan growth of 4.1% annualized in the third quarter compared to the second quarter. The third quarter net interest margin equaled 3.78%, compared to 3.81% in the second quarter which included a 4 basis point net benefit related to certain non-accrual loans that were paid off or returned to accrual status. After adjusting for these benefits, the margin for the third quarter was stable compared to the second quarter.

“Our commercial and retail bankers continue to win new customer relationships and deepen existing relationships as this quarter marks the fifth consecutive quarter of loan growth,” said Mr. Gurgovits.

Total average loans for the third quarter of 2010 increased on a linked-quarter basis by $60.8 million, or 4.1% annualized to $6.0 billion. Growth of the consumer loan portfolio was the primary driver of the increase, with average consumer loans increasing $64.2 million, or 10.1% annualized, in the third quarter. Within the consumer portfolio, average home equity lending balances (comprised of lines of credit and direct installment loans) increased $50.9 million, or 14.5% annualized, during the third quarter due to the success of promotional initiatives and customer preferences for these products in a low interest rate environment.

Average commercial loans for the third quarter totaled $3.3 billion and were essentially unchanged compared to the prior quarter, reflecting growth in the Pennsylvania portfolio offset by reductions in the Florida portfolio. The average Pennsylvania commercial loan portfolio (excluding Florida) grew 0.6% annualized with growth in this portfolio tempered by accelerated pay-offs during the quarter.

Average deposits and treasury management balances grew $83.4 million, or 4.6% annualized, on a linked-quarter basis reflecting new customer accounts combined with higher average balances. During the third quarter of 2010, we continued to improve our funding mix with average transaction deposits increasing $58.9 million, or 5.4% annualized, and average treasury management balances growing $42.2 million or 27.1% annualized. Higher cost average time deposits declined $17.7 million, or 3.2% annualized, compared to the second quarter.

Non-Interest Income
Non-interest income totaled $27.8 million for the third quarter of 2010, decreasing from $28.4 million in the second quarter of 2010 due primarily to the $1.6 million gain in the second quarter related to the successful harvesting of a mezzanine financing relationship by F.N.B. Capital Corporation. In addition, as a result of improvement in the underlying collateral of pooled trust preferred securities, the third quarter does not include other-than-temporary impairment charges compared to $0.6 million in the second quarter.

Fee income for the third quarter of 2010 reflected increased swap fee revenue, as well as higher mortgage-related gains and title insurance commissions reflecting increased residential mortgage volume compared to the second quarter of 2010. Alternatively, service charges declined on a linked-quarter basis reflecting a decrease in overdraft fee revenue resulting from the implementation of Regulation E. Non-interest income, excluding other-than-temporary impairment charges and securities gains, represented 27% of revenue for the third quarter of 2010 compared to 28% for the second quarter of 2010.

Non-Interest Expense
Non-interest expense totaled $64.2 million in the third quarter of 2010, compared to $63.1 million in the second quarter of 2010. The linked-quarter increase reflects higher costs related to increased consumer loan volume and a $0.6 million increase in Florida-related other real estate owned (OREO) costs. The higher personnel costs in the third quarter are primarily due to higher commissions tied to increased insurance and mortgage-related revenue.

Credit Quality
“We remain very pleased with the performance of our Pennsylvania and Regency loan portfolios with both portfolios continuing to perform well. Our focus in the Florida portfolio remains the land-related segment, which represents only 1.3% of total loans at quarter-end. While this segment of the Florida portfolio remains subject to a challenging environment, it has been performing within our expectations. The Florida non-land related segment continues to be stable and perform as expected,” remarked Mr. Gurgovits.

The Pennsylvania loan portfolio‘s credit quality metrics for the third quarter of 2010 reflect continued solid performance with results improving upon good second quarter results. The Pennsylvania loan portfolio totaled $5.6 billion at September 30, 2010 (93.7% of the total loan portfolio) and delivered credit quality metrics characterized by the reduction of total past due loans and non-performing assets, and stable net loan charge-offs on a linked-quarter basis. Net loan charge-offs totaled $4.5 million or 0.32% annualized of average loans for the third quarter of 2010 consistent with the prior quarter and representative of historically good results. Total past dues and non-accrual loans improved 9 basis points to 1.82% of total loans at September 30, 2010 and non-performing loans and OREO improved to $84.8 million or 1.50% of total loans and OREO. These improvements reflect the continued stability of the Pennsylvania portfolio.

The Florida loan portfolio totaled $213.4 million at September 30, 2010 (3.6% of the total loan portfolio) with the land-related portion of the portfolio decreasing $13.8 million to $79.4 million or only 1.3% of total loans at September 30, 2010. Activity for the third quarter in the Florida portfolio involved actions taken to reduce exposure and included the sale of three performing credits to a Florida-based community bank, payments on performing credits, charge-offs and continued movement of problem loans into OREO. Florida non-performing loans and OREO increased $16.5 million to $92.8 million or 39.5% of total Florida loans and OREO at September 30, 2010. The increase is the result of an adequately collateralized $20.0 million land-related credit moving to non-accrual status due to the uncertainty of the borrower’s ability to remain contractually current. Net loan charge-offs for the Florida portfolio for the third quarter of 2010 totaled $3.7 million and included a $3.5 million charge-off on a $13.5 million credit with $10.0 million moved to OREO. At September 30, 2010, the ratio of the allowance for loan losses to total loans for the Florida portfolio equaled 13.64%, a 199 basis point increase compared to June 30, 2010. The increased reserve position reflects continued additions to the reserve to provide for reappraisal risk associated with the Florida land-related segment due to limited activity and uncertainty regarding land values in Florida. The majority of reappraisals for the Florida land-related segment are scheduled to occur in the fourth quarter of 2010.

In total, during the third quarter of 2010, the ratio of the allowance for loan losses to total loans increased 3 basis points to 1.94%. The provision for loan losses totaled $12.3 million for the third quarter of 2010, consistent with $12.2 million in the second quarter of 2010, and exceeded net charge-offs as we supported loan growth and provided additional reserves for the Florida land-related portfolio.

Capital Position
The Corporation’s capital ratios continue to exceed federal bank regulatory agency “well capitalized” thresholds. As of September 30, 2010, the Corporation’s regulatory capital ratios remained consistent with the second quarter as the increase in stockholders equity supported asset growth this quarter. The tangible common equity to tangible assets ratio (non-GAAP measure) of 5.96% at September 30, 2010 was consistent with 5.97% at June 30, 2010. The tangible book value per share (non-GAAP measure) increased 7 cents during the quarter to $4.38 and the dividend payout ratio for the quarter was 80%.

Year-to-Date Results
For the nine months ended September 30, 2010, F.N.B. Corporation’s net income totaled $51.1 million, or $0.45 per diluted share, compared to net income available to common shareholders of $28.2 million, or $0.29 per diluted common share for the nine months ended September 30, 2009. For the 2010 year-to-date period, return on average tangible common equity (non-GAAP measure) totaled 14.88%, return on average equity was 6.48%, return on average tangible assets (non-GAAP measure) was 0.88% and return on average assets was 0.77%.

Net interest income on a fully taxable equivalent basis totaled $217.1 million for the first nine months of 2010, an increase of $15.1 million or 7.5% over the same period of 2009, reflecting growth in average earning assets of 3.5% and a 15 basis point expansion of the net interest margin. On a year-over-year basis, average earning assets increased through growth in average loans of $126.8 million or 2.2%, and growth in average investments of $132.8 million, or 8.3%, reflecting the investment of increased balanced sheet liquidity. Year-over-year loan growth was driven by average commercial loan growth of $109.5 million or 3.4%. During the first nine months of 2010, average deposits and treasury management balances increased $478.1 million or 7.2%, with low-cost average transaction balances growing $366.7 million or 9.3% and average treasury management balances growing $174.4 million or 38.6%, compared to same period in 2009. The strong loan and deposit growth reflects our success in expanding market share through new client acquisition. The net interest margin for the first nine months of 2010 was 3.78%, a 15 basis point expansion from 2009. The margin expansion reflects lower deposit and borrowing costs driven by an improved funding mix in a low interest rate environment partially offset by lower yields on earning assets.

Non-interest income totaled $86.5 million for the first nine months of 2010, an increase of $6.3 million or 7.8%, compared to $80.2 million for the same period of 2009. Fee income on a year-over-year basis includes a 7.3% increase in trust-related revenue reflecting improved market conditions. Additionally, the first nine months of 2010 included higher gains on the sale of securities, higher recoveries on impaired loans acquired through acquisitions, the gain related to the successful harvesting of a mezzanine financing relationship by F.N.B. Capital Corporation and lower other-than-temporary impairment charges. Partially offsetting these increases, insurance commissions and fees declined 6.1% and securities commissions and fees declined 2.4% reflecting lower sales of annuities in the lower interest rate environment. For the first nine months of 2010, service charges declined 0.7% due to decreased overdraft fee revenue resulting from changes in customer behavior and Regulation E implementation on August 15, 2010.

Non-interest expense totaled $192.8 million for the first nine months 2010, a 1.7% increase compared to $189.6 million for the same period of 2009. The increase was primarily a result of increased personnel costs and pre-payment charges associated with the repayment of FHLB debt in 2010, partially offset by lower FDIC insurance premiums due to the special assessment in 2009. The 5.5% increase in personnel costs primarily reflects higher employee benefits expense and salary costs associated with various revenue-generating initiatives such as the addition of an asset-based lending group and an expanded private banking group. On a year-to-date basis, F.N.B. Corporation’s efficiency ratio improved to 61.8% for 2010, compared to 65.3% in the same nine-month period in 2009 reflecting our continued focus on growing revenue and controlling expenses.

Net loan charge-offs were 0.55% annualized of total loans for the first nine months of 2010, representing an improvement from 0.91% annualized of total loans for the first nine months of 2009. The improvement reflects lower charge-offs in the Florida portfolio incurred during the first nine months of 2010. The provision for loan losses for the first nine months of 2010 totaled $36.5 million, a decrease of $4.4 million compared to $40.9 million for the same period of 2009. At September 30, 2010, the ratio of the allowance for loan losses to total loans equaled 1.94%, a 13 basis point increase compared to 1.81% at September 30, 2009. This primarily reflects the increase in the Florida portfolio ratio of the allowance for loan losses to total loans to 13.64% at September 30, 2010 compared to 9.80% at September 30, 2009. The increased Florida portfolio reserve position reflects additions to the reserve during the first nine months of 2010 to provide for reappraisal risk associated with the Florida land-related segment due to limited activity and uncertainty regarding land values in Florida. The majority of reappraisals for the Florida land-related segment are scheduled to occur during the fourth quarter of 2010.

The first nine months of 2009 included $8.3 million in costs associated with the preferred stock sold to the U.S. Treasury pursuant to the Capital Purchase Plan (CPP) in January 2009 and subsequently redeemed in September 2009.


Other Highlights
On August 9, 2010, F.N.B. Corporation and Comm Bancorp, Inc. (NASDAQ: CCBP) jointly announced the signing of a definitive merger agreement pursuant to which F.N.B. Corporation will acquire Comm Bancorp, Inc., a Clarks Summit, Pennsylvania based provider of diversified financial services, in a merger transaction valued at approximately $70 million. As previously announced, the transaction is expected to be completed during the fourth quarter of 2010, pending regulatory approval, the approval of Comm Bancorp, Inc. shareholders and the satisfaction of various closing conditions.

Conference Call
F.N.B. Corporation will host its quarterly conference call to discuss its financial results for the third quarter of 2010 on Tuesday, October 26, 2010, at 8:00 AM EDT. Participating callers may access the call by dialing (800) 289-0517 or (913) 312-0658 for international callers; the confirmation number is 7793246. The listen-only audio Webcast may be accessed through the “Shareholder and Investor Relations” section of the Corporation’s Web site at www.fnbcorporation.com.

A replay of the call will be available from 11:00 AM EDT the day of the call until midnight EDT on Tuesday, November 2, 2010. The replay is accessible by dialing (877) 870-5176 or (858) 384-5517 for international callers; the confirmation number is 7793246. The call transcript and Webcast will be available on the “Shareholder and Investor Relations” section of F.N.B. Corporation’s Web site at www.fnbcorporation.com.

About F.N.B. Corporation
F.N.B. Corporation, headquartered in Hermitage, PA, is a diversified financial services company with total assets of $9.0 billion as of September 30, 2010. F.N.B. Corporation is a leading provider of commercial and retail banking, leasing, wealth management, insurance, merchant banking and consumer finance services in Pennsylvania and Ohio, where it owns and operates First National Bank of Pennsylvania, First National Trust Company, First National Investment Services Company, LLC, F.N.B. Investment Advisors, Inc., First National Insurance Agency, LLC, F.N.B. Capital Corporation, LLC, Regency Finance Company and F.N.B. Commercial Leasing. It also operates consumer finance offices in Tennessee and loan production offices in Florida.

Forward-looking Statements
This press release of F.N.B. Corporation and the reports F.N.B. Corporation files with the Securities and Exchange Commission often contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act, relating to present or future trends or factors affecting the banking industry and, specifically, the financial operations, markets and products of F.N.B. Corporation. Forward-looking statements are typically identified by words such as “believe”, “plan”, “expect”, “anticipate”, “intend”, “outlook”, “estimate”, “forecast”, “will”, “should”, “project”, “goal”, and other similar words and expressions. These forward-looking statements involve certain risks and uncertainties. There are a number of important factors that could cause F.N.B. Corporation’s future results to differ materially from historical performance or projected performance. These factors include, but are not limited to: (1) a significant increase in competitive pressures among financial institutions; (2) changes in the interest rate environment that may reduce net interest margins; (3) changes in prepayment speeds, loan sale volumes, charge-offs and loan loss provisions; (4) general economic conditions; (5) various monetary and fiscal policies and regulations of the U.S. Government that may adversely affect the businesses in which F.N.B. Corporation is engaged; (6) technological issues which may adversely affect F.N.B. Corporation’s financial operations or customers; (7) changes in the securities markets; (8) risk factors mentioned in the reports and registration statements F.N.B. Corporation files with the Securities and Exchange Commission; (9) housing prices; (10) job market; (11) consumer confidence and spending habits or (12) estimates of fair value of certain F.N.B. Corporation assets and liabilities. F.N.B. Corporation undertakes no obligation to revise these forward-looking statements or to reflect events or circumstances after the date of this press release.

Additional Information about the Merger with Comm Bancorp, Inc.
SHAREHOLDERS OF F.N.B. AND COMM BANCORP ARE ADVISED TO READ THE PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.

The proxy statement/prospectus and other relevant materials and any other documents filed by F.N.B. with the SEC may be obtained free of charge at the SEC’s Web site at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed with the SEC by F.N.B. Corporation by contacting James Orie, F.N.B. Corporation, One F.N.B. Boulevard, Hermitage, PA 16148, telephone: (724) 983-3317 and by Comm Bancorp, Inc. by contacting Scott A. Seasock, EVP, Comm Bancorp, Inc., Clarks Summit, PA, 18411, telephone: (570) 587-3421, extension 323.

Comm Bancorp, Inc. and its directors, executive officers and other members of its management and employees may be deemed to be participants in the solicitation of proxies from its shareholders in connection with the proposed merger. Information concerning such participants’ ownership of Comm Bancorp, Inc. common stock is set forth in Comm Bancorp’s proxy statements and Annual Reports on Form 10-K, previously filed with the SEC. Additional information about the interests of those participants may be obtained from reading the proxy statement/prospectus relating to the merger when it becomes available.

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