FirstMerit Acquires Citizens Republic Bancorp for $912M

FirstMerit Corporation

and Citizens Republic Bancorp,

announced today that they have entered into a definitive agreement under which FirstMerit will acquire Citizens in a stock-for-stock transaction with a total value of approximately $912 million based on FirstMerit's average ten-day closing stock price ended September 12, 2012. The transaction creates a unique, contiguous Midwest banking franchise, expanding FirstMerit's footprint into Michigan and Wisconsin, as well as strengthening its presence in Northeast Ohio. Under the terms of the agreement, which was unanimously approved by the Boards of Directors of both companies, Citizens' shareholders will receive a fixed 1.37 shares of FirstMerit common stock in exchange for each share of Citizens' common stock. Based on FirstMerit's average ten-day closing stock price ended September 12, 2012, the implied value of a Citizens' share would be $22.50. Upon completion of the transaction, the combined company will have approximately: $24 billion in total assets $15 billion in loans $19 billion in deposits 415 branches, 452 ATMs and more than 5,000 employees across the five contiguous states of Pennsylvania, Ohio, Michigan, Illinois, and Wisconsin "We are excited to bring FirstMerit to new customers and communities throughout Michigan and Wisconsin. These two states offer a strong cultural fit for our proven super community bank model of providing world-class products and services through local delivery by bankers our customers know and trust," said Paul G. Greig, chairman, president and CEO of FirstMerit. "With a five-state reach that will extend from Western Pennsylvania to Wisconsin, FirstMerit looks to become the bank of choice among businesses and individuals across the upper Midwest. As we have successfully demonstrated with our new customers in Chicago, we will provide a seamless transition of existing Citizens Republic relationships. "FirstMerit enters our new markets as one of the country's strongest and most stable banks with a long history of profitability and capital levels among the highest in the industry. We look forward to serving our new customers and working with our new colleagues as members of the FirstMerit family," said Greig.