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Tompkins Financial Corporation (“Tompkins”) (NYSE-AMEX: TMP) announced today that it is commencing an underwritten public offering of $30 million of its common stock. Macquarie Capital and Keefe, Bruyette & Woods will act as joint book-running managers. The shares will be issued pursuant to a preliminary prospectus supplement filed today as part of an effective shelf registration statement filed with the Securities and Exchange Commission. Tompkins intends to grant the underwriters an option to purchase up to an additional 15% of the shares sold to cover over-allotments, if any. The offering is subject to market conditions, and there can be no assurance as to whether or when the offering may be completed. Tompkins expects the net proceeds from the offering will be used for general working capital, which may include repayment of the TARP securities issued by VIST Financial Corporation (“VIST”) to the US Treasury in connection with the closing of its recently announced acquisition of VIST. Tompkins may temporarily invest funds that it does not immediately need for these purposes in short-term marketable securities. The precise amounts and timing of Tompkins’ use of the net proceeds will depend upon market conditions and the availability of other funds, among other factors.
This announcement shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any offer or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The offering will be made only by means of prospectus and related prospectus supplement, copies of which may be obtained from the investor relations section of Tompkins’ Web site at:
www.tompkinsfinancial.comor from the SEC's Web site at:
www.sec.gov. Alternatively, you may obtain a copy of the prospectus by contacting the underwriters at: Macquarie Capital (USA) Inc., Attention: Prospectus Department, 125 West 55th Street, Level 22, New York, New York 10019, telephone (212) 231-0528, email
firstname.lastname@example.org or Keefe, Bruyette & Woods, Inc., Attention: Equity Capital Markets, 787 Seventh Avenue, 4th Floor, New York, NY 10019, telephone (800) 966-1559. Information on Tompkins’ Web site does not constitute part of nor is any such information incorporated by reference in the prospectus or preliminary prospectus supplement.
About Tompkins Financial Corporation
Tompkins Financial Corporation is a financial services company with $3.4 billion in assets as of December 31, 2011 serving the Central, Western, and Hudson Valley regions of New York State. Headquartered in Ithaca, NY, Tompkins Financial Corporation is parent to Tompkins Trust Company, The Bank of Castile, Mahopac National Bank, Tompkins Insurance Agencies, Inc., and Tompkins Financial Advisors.