HERMITAGE, Pa., Jan. 23, 2013 /PRNewswire/ -- F.N.B. Corporation (NYSE: FNB) today reported fourth quarter and full year 2012 financial results. Net income for the fourth quarter of 2012 was $29.0 million, or $0.21 per diluted share, compared with fourth quarter of 2011 net income of $23.7 million, or $0.19 per diluted share, and third quarter of 2012 net income of $30.7 million, or $0.22 per diluted share. Fourth quarter 2012 net income included litigation settlement costs of $2.0 million (after-tax) and branch consolidation costs of $1.2 million (after-tax), which on a combined basis reduced earnings by $0.02 per diluted share. Third quarter 2012 net income included a gain on the sale of a building of $0.9 million (after-tax) or $0.01 per diluted share.

Net income for the full year of 2012 totaled $110.4 million, or $0.79 per diluted share, compared to $87.0 million, or $0.70 per diluted share, for 2011. Full year 2012 net income included merger and severance costs of $5.2 million (after-tax), litigation settlement costs of $2.0 million (after-tax), branch consolidation costs of $1.2 million (after-tax), and a gain on the sale of a building of $0.9 million (after-tax), which on a combined basis reduced earnings by $0.05 per diluted share. Full year 2011 net income included merger costs of $3.2 million (after-tax), or $0.02 per diluted share. Adjusting for these items, adjusted net income for the full year of 2012 totaled $117.8 million, or $0.84 per diluted share, compared to adjusted net income of $90.3 million, or $0.72 per diluted share, for 2011.

Vincent J. Delie, President and Chief Executive Officer, commented, "The fourth quarter was a great finish to a very successful year. The highlight of our solid operating performance is the consistent growth of our loan portfolios. Through the efforts of our experienced team of bankers, we have accomplished fourteen consecutive quarters of organic total loan growth. Both the commercial and consumer portfolios achieved record fourth quarter loan production levels. We remained focused on gaining market share and attracting customers, while maintaining our high-quality underwriting standards as demonstrated by our solid asset quality results."

Mr. Delie continued, "We are also very pleased to report record net income for the full year of 2012. Revenue growth, profitability and asset quality trends were favorable. This positive momentum and the completion of a number of important strategic accomplishments has FNB well positioned for 2013."

Fourth Quarter 2012 Highlights


    --  Adjusted fourth quarter net income was $0.23 per diluted share(([1]))
    --  The net interest margin was 3.66%
    --  Average total loans grew $119.6 million, or 6.0% annualized,
        representing the fourteenth consecutive quarter of organic total loan
        growth
    --  Average core commercial loans (excluding Florida loans) grew $88.7
        million or 8.4% annualized, representing the fifteenth consecutive
        linked quarter of organic growth for this portfolio
    --  Average consumer loans grew $72.6 million or 11.7% annualized
    --  Average transaction deposits and customer repurchase agreements grew
        $215.0 million or 11.9% annualized
    --  The efficiency ratio was 55.5%
    --  Net charge-offs totaled $7.6 million or 0.45% annualized of average
        originated loans
    --  Non-performing loans and other real estate owned (OREO) as a percentage
        of total originated loans and OREO improved 9 basis points to 1.60%

F.N.B. Corporation's performance ratios for the fourth quarter of 2012 were as follows: return on average tangible equity (non-GAAP measure) was 17.68%; return on average equity was 8.23%; return on average tangible assets (non-GAAP measure) was 1.07% and return on average assets was 0.96%. Reconciliations of non-GAAP measures used in this press release to their most directly comparable GAAP measures are included in the tables that accompany this press release.

Fourth Quarter 2012 Results
(All comparisons refer to the third quarter of 2012, except as noted)

Net Interest Income
Net interest income on a fully taxable equivalent basis totaled $95.7 million in the fourth quarter of 2012 compared to $95.4 million in the prior quarter. Both quarters included a benefit from accretable yield resulting from better than expected cash flows on acquired loans totaling $2.6 million in the fourth quarter of 2012 and $1.4 million in the third quarter of 2012. The fourth quarter net interest margin of 3.66% narrowed 4 basis points from 3.70%, reflecting the current interest rate environment and the resulting lower earning asset yields, partially offset by the lower cost of funds and higher accretable yield.

Average loans totaled $8.0 billion and grew $119.6 million or 6.0% annualized. Growth in the core commercial portfolio(([2])) continued, with average balances increasing $88.7 million, or 8.4% annualized, reflecting FNB's consistent ability to build market share as commercial line utilization rates remained consistent with the prior quarter at historically low levels. This represents the fifteenth consecutive quarter of organic growth for this portfolio with an average quarterly organic growth rate of 6.7% over the 15-quarter period. Average consumer loan growth (consisting of direct, consumer lines of credit and indirect loans) was also strong with balances increasing $72.6 million, or 11.7% annualized, driven by growth in home equity-related loans (direct loans and consumer lines of credit) through a continued focus across our branch network to capitalize on consumer preferences for these products.

Total average deposits and customer repurchase agreements totaled $10.0 billion and grew $140.5 million, or 5.7% annualized. Growth in lower cost transaction deposit accounts and customer repurchase agreements remained strong, increasing $215.0 million, or 11.9% annualized, as a result of successful new account acquisition and higher average balances. Growth in transaction accounts and customer repurchase agreements was partially offset by a continued planned decline in time deposits due to the lower offered rate environment. As of December 31, 2012, FNB's total customer-based funding was 97% of total deposits and borrowings, consistent with 98% as of September 30, 2012. Loans as a percentage of total deposits and customer repurchase agreements were 82%, compared to 80% at September 30, 2012. Transaction-based deposits and customer repurchase agreements represent 74% of total deposits and customer repurchase agreements at December 31, 2012.

Non-Interest Income
Non-interest income totaled $32.1 million in the fourth quarter of 2012, decreasing $2.7 million or 7.7%. The decline compared to the prior quarter primarily reflects $1.7 million accrued for expected losses on asset disposals related to the consolidation of twenty branch locations during the fourth quarter and a benefit in the third quarter resulting from a $1.4 million gain on the sale of a building. The previously announced branch consolidation was undertaken as part of an overall branch optimization strategy and going forward is expected to result in annual pre-tax cost savings of approximately $4.0 million. Securities commissions and fees and trust income increased 7.2% and 2.6%, respectively, primarily as a result of increased sales activity. Gains on the sale of loans increased modestly by 1.3% due to increased volume. The decline in insurance commissions and fees reflects normal seasonal trends.

Non-Interest Expense
Non-interest expense totaled $76.6 million in the fourth quarter of 2012, declining $0.5 million, or 0.6%. The fourth quarter included the previously disclosed $3.0 million in litigation costs to establish a settlement fund. Offsetting this item were lower OREO costs due to a $1.5 million recovery on a Florida property sale and lower personnel costs due to favorable medical insurance claims. The efficiency ratio improved to 55.5% from 57.4%.

Credit Quality
Credit quality results for the fourth quarter of 2012 reflect continued solid performance. The provision for loan losses equaled $9.3 million for the fourth quarter of 2012, compared to $8.4 million in the prior quarter, with the increase primarily reflecting reserves to support the strong, high-quality loan growth during the quarter.

The ratio of the allowance for loan losses to total originated loans was 1.39%, compared to 1.43% at September 30, 2012. The ratio of the allowance for loan losses to total non-performing loans increased to 124% compared to 120% at September 30, 2012.

Charge-off performance continued to be good with net charge-offs for the fourth quarter totaling $7.6 million or 0.38% annualized. The ratio of non-performing loans and OREO to total loans and OREO improved 6 basis points over the prior quarter to 1.42% at December 31, 2012. For the originated portfolio, the ratio of non-performing loans and OREO to total originated loans and OREO improved 9 basis points to 1.60% at December 31, 2012. Total delinquency (total past due and non-accrual loans) to total originated loans improved 2 basis points to 1.64% at December 31, 2012.

Capital Position
The Corporation's capital levels at December 31, 2012 continue to exceed federal bank regulatory agency "well capitalized" thresholds. Regulatory capital ratios at December 31, 2012 (estimated) are consistent with September 30, 2012 ratios. At December 31, 2012, the estimated total risk-based capital ratio was unchanged at 12.2%, the estimated tier 1 risk-based capital ratio was 10.7% compared to 10.6%, and the leverage ratio was 8.29% compared to 8.24%.

At December 31, 2012, the tangible equity to tangible assets ratio (non-GAAP measure) increased to 6.09% from 6.01% and the tangible book value per share (non-GAAP measure) increased to $4.92 from $4.85.

The dividend payout ratio for the fourth quarter of 2012 was 59% and 61% for the full year of 2012.

Full Year 2012 Results
(All comparisons refer to the prior full year, except as noted)

Full year 2012 results include the impact from the Parkvale acquisition completed on January 1, 2012.

F.N.B. Corporation's full year net income totaled $110.4 million, or $0.79 per diluted share, improved from $87.0 million, or $0.70 per diluted share. Return on average tangible equity (non-GAAP measure) equaled 17.64% compared to 15.76%, return on average equity was 8.02% compared to 7.36%, return on average tangible assets (non-GAAP measure) was 1.05% compared to 0.99%, and return on average assets was 0.94% compared to 0.88%.

Net interest income on a fully taxable equivalent basis totaled $380.2 million, an increase of $55.8 million or 17.2%, reflecting 19.2% growth in average earning assets and the benefit of $5.9 million in accretable yield, partially offset by a 6 basis point narrowing of the net interest margin. The growth in earning assets reflects a combination of organic growth and the Parkvale acquisition. Average total loans grew 18.1%, with organic total loan growth of 4.3%, reflecting strong organic growth of 8.0% in the core commercial portfolio, as well as organic consumer loan growth of 7.4%. Average deposits and customer repurchase agreements grew 22.1%, with organic growth of 3.1%. Transaction deposits and customer repurchase agreements grew 23.7%, with organic growth of 9.6% representing successful new customer acquisition and higher average balances.

Non-interest income totaled $131.5 million, increasing $11.5 million, or 9.6%. Included in the full year of 2012 was $1.7 million accrued for expected losses on asset disposals related to the consolidation of twenty branch locations during the fourth quarter of 2012 and a $1.4 million gain on the sale of a building. The increase in non-interest income excluding these items primarily reflects the benefit of the Parkvale acquisition and organic revenue growth. Service charges increased $8.2 million, or 13.2%, reflecting higher volume, organic growth and the expanded customer base due to the Parkvale acquisition. Insurance commissions and fees increased $1.2 million, or 8.2%. Wealth management revenue (comprised of securities commissions and fees and trust income) grew $1.3 million or 5.8% as a result of an increased number of sales professionals and higher sales activity, more favorable market conditions and the benefit of the Parkvale acquisition. Gain on the sale of loans increased $1.1 million or 40.4% as a result of increased volume.

Non-interest expense totaled $318.8 million, an increase of $35.1 million, or 12.4%, primarily due to adding Parkvale-related operating costs, a net increase of $3.0 million in merger and severance costs and $3.0 million in litigation costs to establish a settlement fund in accordance with the previously disclosed lawsuit.

Total revenue growth of $67.4 million, or 15.2%, exceeded non-interest expense growth of $35.1 million or 12.4%. F.N.B. Corporation's 2012 efficiency ratio improved to 57.7% compared to 59.7%.

Credit quality results continued to trend positively throughout 2012 and compare favorably to full year 2011, reflecting continued solid performance for all portfolios. Provision for loan losses was $31.3 million, improving $2.3 million primarily due to lower provision in the Florida portfolio partially offset by $4.2 million in provision for the acquired portfolio. Net charge-off results improved 23 basis points to 0.35% of total average loans. The ratio of the allowance for loan losses to total originated loans equaled 1.39% at December 31, 2012, compared to 1.54% at December 31, 2011, with the decline directionally consistent with the overall favorable credit quality performance as well as reserves to support the solid loan growth experienced in 2012.

Conference Call
F.N.B. Corporation will host its quarterly conference call to discuss fourth quarter and full year 2012 financial results on Thursday, January 24, 2013 at 10:00 a.m. Eastern Time. Participating callers may access the call by dialing (888) 427-9376 or (719) 325-2435 for international callers; the confirmation number is 4816875. The Webcast and presentation materials 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 1:00 p.m. Eastern Time the day of the call until midnight Eastern Time on Thursday, January 31, 2013. The replay is accessible by dialing (877) 870-5176 or (858) 384-5517 for international callers; the confirmation number is 4816875. 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 $12.0 billion. 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, Ohio and West Virginia, 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 Kentucky and Tennessee.

Cautionary Statement Regarding Forward-looking Information
We make statements in this press release and related conference call, and may from time to time make other statements, regarding our outlook for earnings, revenues, expenses, capital levels, liquidity levels, asset levels, asset quality and other matters regarding or affecting F.N.B. Corporation and its future business and operations that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statements are typically identified by words such as "believe," "plan," "expect," "anticipate," "see," "look," "intend," "outlook," "project," "forecast," "estimate," "goal," "will," "should" and other similar words and expressions. Forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time.

Forward-looking statements speak only as of the date made. We do not assume any duty and do not undertake to update forward-looking statements. Actual results or future events could differ, possibly materially, from those anticipated in forward-looking statements, as well as from historical performance.

Our forward-looking statements are subject to the following principal risks and uncertainties:


    --  Our businesses, financial results and balance sheet values are affected
        by business and economic conditions, including the following:
        --  Changes in interest rates and valuations in debt, equity and other
            financial markets.
        --  Disruptions in the liquidity and other functioning of U.S. and
            global financial markets.
        --  Actions by the Federal Reserve, U.S. Treasury and other government
            agencies, including those that impact money supply and market
            interest rates.
        --  Changes in customers', suppliers' and other counterparties'
            performance and creditworthiness which adversely affect loan
            utilization rates, delinquencies, defaults and counterparty ability
            to meet credit and other obligations.
        --  Slowing or failure of the current moderate economic recovery and
            persistence or worsening levels of unemployment.
        --  Changes in customer preferences and behavior, whether due to
            changing business and economic conditions, legislative and
            regulatory initiatives, or other factors.
    --  Legal and regulatory developments could affect our ability to operate
        our businesses, financial condition, results of operations, competitive
        position, reputation, or pursuit of attractive acquisition
        opportunities.  Reputational impacts could affect matters such as
        business generation and retention, liquidity, funding, and ability to
        attract and retain management.  These developments could include:
        --  Changes resulting from legislative and regulatory reforms, including
            broad-based restructuring of financial industry regulation; changes
            to laws and regulations involving tax, pension, bankruptcy, consumer
            protection, and other industry aspects; and changes in accounting
            policies and principles.  We will continue to be impacted by
            extensive reforms provided for in the Dodd-Frank Wall Street Reform
            and Consumer Protection Act and otherwise growing out of the recent
            financial crisis, the precise nature, extent and timing of which,
            and their impact on us, remains uncertain.
        --  Changes to regulations governing bank capital and liquidity
            standards, including due to the Dodd-Frank Act and to Basel III
            initiatives.
        --  Impact on business and operating results of any costs associated
            with obtaining rights in intellectual property, the adequacy of our
            intellectual property protection in general and rapid technological
            developments and changes. Our ability to anticipate and respond to
            technological changes can also impact our ability to respond to
            customer needs and meet competitive demands.
    --  Business and operating results are affected by our ability to identify
        and effectively manage risks inherent in our businesses, including,
        where appropriate, through effective use of third-party insurance,
        derivatives, swaps, and capital management techniques, and to meet
        evolving regulatory capital standards.
    --  Increased competition, whether due to consolidation among financial
        institutions; realignments or consolidation of branch offices, legal and
        regulatory developments, industry restructuring or other causes, can
        have an impact on customer acquisition, growth and retention and on
        credit spreads and product pricing, which can affect market share,
        deposits and revenues.
    --  As demonstrated by our Parkvale and Annapolis Bancorp, Inc.
        acquisitions, we grow our business in part by acquiring from time to
        time other financial services companies, financial services assets and
        related deposits.  These acquisitions often present risks and
        uncertainties, including, the possibility that the transaction cannot be
        consummated; regulatory issues; cost, or difficulties, involved in
        integration and conversion of the acquired businesses after closing;
        inability to realize expected cost savings, efficiencies and strategic
        advantages; the extent of credit losses in acquired loan portfolios and
        extent of deposit attrition; and the potential dilutive effect to our
        current shareholders.  In addition, with respect to the pending
        acquisition of Annapolis Bancorp, Inc., F.N.B. Corporation may
        experience difficulties in expanding into a new market area, including
        retention of customers and key personnel of Annapolis Bancorp, Inc. and
        its subsidiary BankAnnapolis.
    --  Competition can have an impact on customer acquisition, growth and
        retention and on credit spreads and product pricing, which can affect
        market share, deposits and revenues.  Industry restructuring in the
        current environment could also impact our business and financial
        performance through changes in counterparty creditworthiness and
        performance and the competitive and regulatory landscape.  Our ability
        to anticipate and respond to technological changes can also impact our
        ability to respond to customer needs and meet competitive demands.
    --  Business and operating results can also be affected by widespread
        disasters, dislocations, terrorist activities or international
        hostilities through their impacts on the economy and financial markets.

We provide greater detail regarding some of these factors in our 2011 Form 10-K and 2012 Form 10-Qs, including the Risk Factors section of those reports, and our subsequent SEC filings. Our forward-looking statements may also be subject to other risks and uncertainties, including those we may discuss elsewhere in this news release or in SEC filings, accessible on the SEC's website at www.sec.gov and on our corporate website at www.fnbcorporation.com. We have included these web addresses as inactive textual references only. Information on these websites is not part of this document.

(([1])) Adjusted for litigation settlement costs of $2.0 million (after-tax) and branch consolidation costs of $1.2 million (after-tax).

(([2])) Total commercial loans excluding the Florida portfolio

DATA SHEETS FOLLOW


    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands, except per share data)
                                                                                                                  4Q12 -          4Q12 -
                                                                 2012                 2011   3Q12                  4Q11
                                                   Fourth               Third               Fourth                Percent         Percent
    Statement of earnings                         Quarter              Quarter              Quarter              Variance        Variance
    ---------------------                         -------              -------
    Interest income                                          $107,578             $107,756              $96,897             -0.2            11.0
    Interest expense                                           13,660               14,225               16,768             -4.0           -18.5
       Net interest income                                     93,918               93,531               80,129              0.4            17.2
    Taxable equivalent adjustment                               1,798                1,852                1,922             -2.9            -6.5
       Net interest income (FTE) (1)                           95,716               95,383               82,051              0.3            16.7
    Provision for loan losses                                   9,274                8,429                8,289             10.0            11.9
       Net interest income after provision (FTE)               86,442               86,954               73,762             -0.6            17.2

    Impairment losses on securities                              (506)                (440)                (422)             n/m             n/m
    Non-credit related losses on securities
     not
       expected to be sold (recognized in other
       comprehensive income)                                      413                  321                  393              n/m             n/m
                                                                  ---                  ---                  ---
    Net impairment losses on securities                           (93)                (119)                 (29)             n/m             n/m

    Service charges                                            17,636               17,666               15,833             -0.2            11.4
    Insurance commissions and fees                              3,794                4,578                3,373            -17.1            12.5
    Securities commissions and fees                             2,252                2,102                1,602              7.2            40.6
    Trust income                                                3,880                3,783                3,560              2.6             9.0
    Gain on sale of securities                                      3                  (66)               3,511           -104.1           -99.9
    Gain on sale of loans                                       1,191                1,176                  968              1.3            23.1
    Other                                                       3,464                5,693                3,780            -39.2            -8.4
       Total non-interest income                               32,127               34,813               32,598             -7.7            -1.4

    Salaries and employee benefits                             40,964               41,579               37,758             -1.5             8.5
    Occupancy and equipment                                    11,676               11,568               10,205              0.9            14.4
    Amortization of intangibles                                 2,243                2,242                1,819              0.0            23.3
    Other real estate owned                                      (631)                 796                  231           -179.4          -372.9
    FHLB prepayment penalty                                         0                    0                3,328              n/m             n/m
    Other                                                      22,340               20,897               18,250              6.9            22.4
       Total non-interest expense                              76,592               77,082               71,591             -0.6             7.0

    Income before income taxes                                 41,977               44,685               34,769             -6.1            20.7
    Taxable equivalent adjustment                               1,798                1,852                1,922             -2.9            -6.5
    Income taxes                                               11,224               12,090                9,110             -7.2            23.2
       Net income                                             $28,955              $30,743              $23,737             -5.8            22.0

    Earnings per share:
       Basic                                                    $0.21                $0.22                $0.19             -4.5            10.5
       Diluted                                                  $0.21                $0.22                $0.19             -4.5            10.5

    Performance ratios
    ------------------
    Return on average equity                                     8.23%                8.83%                7.72%
    Return on average tangible equity (2) (4)                   17.68%               19.10%               15.94%
    Return on average assets                                     0.96%                1.03%                0.95%
    Return on average tangible assets (3) (4)                    1.07%                1.15%                1.06%
    Net interest margin (FTE) (1)                                3.66%                3.70%                3.79%
    Yield on earning assets (FTE) (1)                            4.18%                4.25%                4.56%
    Cost of funds                                                0.63%                0.66%                0.92%
    Efficiency ratio (FTE) (1) (5)                              55.45%               57.40%               59.27%
    Effective tax rate                                          27.94%               28.23%               27.73%

    Common stock data
    -----------------
    Average basic shares outstanding                      139,317,031          139,228,812          126,566,483              0.1            10.1
    Average diluted shares outstanding                    140,923,088          140,764,052          127,615,744              0.1            10.4
    Ending shares outstanding                             139,929,242          139,792,727          127,220,759              0.1            10.0
    Book value per share                                       $10.02                $9.98                $9.51              0.4             5.3
    Tangible book value per share (4)                           $4.92                $4.85                $4.80              1.5             2.5
    Dividend payout ratio                                       58.51%               55.07%               65.60%


    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands, except per share data)

                                                       For the Year
                                                  Ended December 31,           Percent
                                                  ------------------
    Statement of earnings                                                 2012                  2011 Variance
    ---------------------
    Interest income                                                   $431,906              $391,125             10.4
    Interest expense                                                  59,055                74,617            -20.9
       Net interest income                                           372,851               316,508             17.8
    Taxable equivalent adjustment                                      7,382                 7,895             -6.5
       Net interest income (FTE) (1)                                 380,233               324,403             17.2
    Provision for loan losses                                         31,302                33,641             -7.0
       Net interest income after provision (FTE)                     348,931               290,762             20.0

    Impairment losses on securities                                     (946)                 (895)             n/m
    Non-credit related losses on securities
     not
       expected to be sold (recognized in other
       comprehensive income)                                             734                   829              n/m
                                                                         ---                   ---
    Net impairment losses on securities                                 (212)                  (66)             n/m

    Service charges                                                   70,055                61,891             13.2
    Insurance commissions and fees                                    16,426                15,185              8.2
    Securities commissions and fees                                    8,395                 7,562             11.0
    Trust income                                                      15,239                14,782              3.1
    Gain on sale of securities                                           305                 3,652            -91.7
    Gain on sale of loans                                              3,887                 2,768             40.4
    Other                                                             17,368                14,144             22.8
                                                                                            ------
       Total non-interest income                                     131,463               119,918              9.6

    Salaries and employee benefits                                   168,219               149,817             12.3
    Occupancy and equipment                                           46,898                40,838             14.8
    Amortization of intangibles                                        9,135                 7,228             26.4
    Other real estate owned                                            3,268                 5,217            -37.4
    FHLB prepayment penalty                                                0                 3,328              0.0
    Other                                                             91,309                77,306             18.1
                                                                                            ------
       Total non-interest expense                                    318,829               283,734             12.4

    Income before income taxes                                       161,565               126,946             27.3
    Taxable equivalent adjustment                                      7,382                 7,895             -6.5
    Income taxes                                                      43,773                32,004             36.8
                                                                                            ------
       Net income                                                   $110,410               $87,047             26.8

    Earnings per share:
       Basic                                                           $0.79                 $0.70             12.9
       Diluted                                                         $0.79                 $0.70             12.9

    Performance ratios
    ------------------
    Return on average equity                                            8.02%                 7.36%
    Return on average tangible equity (2) (4)                          17.64%                15.76%
    Return on average assets                                            0.94%                 0.88%
    Return on average tangible assets (3) (4)                           1.05%                 0.99%
    Net interest margin (FTE) (1)                                       3.73%                 3.79%
    Yield on earning assets (FTE) (1)                                   4.30%                 4.66%
    Cost of funds                                                       0.68%                 1.02%
    Efficiency ratio (FTE) (1) (5)                                     57.73%                59.71%
    Effective tax rate                                                 28.39%                26.88%

    Common stock data
    -----------------
    Average basic shares outstanding                             139,135,272           124,145,924             12.1
    Average diluted shares outstanding                           140,640,165           125,012,078             12.5
    Ending shares outstanding                                    139,929,242           127,220,759             10.0
    Book value per share                                              $10.02                 $9.51              5.3
    Tangible book value per share (4)                                  $4.92                 $4.80              2.5
    Dividend payout ratio                                              61.27%                69.72%


    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands)
                                                                                                                         4Q12 -           4Q12 -
                                                                      2012                  2011    3Q12                  4Q11
                                                       Fourth                Third                 Fourth               Percent           Percent
    Balance Sheet (at period end)                       Quarter               Quarter               Quarter               Variance         Variance
    ----------------------------                        -------               -------
    Assets
    Cash and due from banks                                         $216,233              $203,503             $197,349               6.3               9.6
    Interest bearing deposits with banks                            22,811               164,091               11,604             -86.1              96.6
                                                                    ------               -------               ------
       Cash and cash equivalents                                   239,044               367,594              208,953             -35.0              14.4
    Securities available for sale                                1,172,683             1,112,839              640,571               5.4              83.1
    Securities held to maturity                                  1,106,563             1,151,743              917,212              -3.9              20.6
    Residential mortgage loans held for sale                        27,751                21,575               14,275              28.6              94.4
    Loans, net of unearned income                                8,137,719             7,979,450            6,856,667               2.0              18.7
    Allowance for loan losses                                     (104,374)             (102,714)            (100,662)              1.6               3.7
                                                                  --------              --------             --------
       Net loans                                                 8,033,345             7,876,736            6,756,005               2.0              18.9
    Premises and equipment, net                                    140,367               145,043              130,043              -3.2               7.9
    Goodwill                                                       675,555               677,168              568,462              -0.2              18.8
    Core deposit and other intangible assets, net                   37,851                40,095               30,953              -5.6              22.3
    Bank owned life insurance                                      246,088               239,615              208,927               2.7              17.8
    Other assets                                                   344,729               352,483              311,082              -2.2              10.8
                                                                   -------               -------              -------
    Total Assets                                               $12,023,976           $11,984,891           $9,786,483               0.3              22.9
                                                               ===========           ===========           ==========

    Liabilities
    Deposits:
       Non-interest bearing demand                              $1,738,195            $1,735,857           $1,340,465               0.1              29.7
       Savings and NOW                                           4,808,121             4,764,148            3,790,863               0.9              26.8
       Certificates and other time deposits                      2,535,858             2,625,818            2,158,440              -3.4              17.5
                                                                 ---------             ---------            ---------
          Total Deposits                                         9,082,174             9,125,823            7,289,768              -0.5              24.6
    Other liabilities                                              163,151               150,152              143,239               8.7              13.9
    Short-term borrowings                                        1,083,138             1,019,411              851,294               6.3              27.2
    Long-term debt                                                  89,425                90,501               88,016              -1.2               1.6
    Junior subordinated debt                                       204,019               204,006              203,967               0.0               0.0
                                                                   -------               -------              -------
       Total Liabilities                                        10,621,907            10,589,893            8,576,284               0.3              23.9

    Stockholders' Equity
    Common stock                                                     1,398                 1,397                1,268               0.1              10.2
    Additional paid-in capital                                   1,376,601             1,374,241            1,224,572               0.2              12.4
    Retained earnings                                               75,312                63,298               32,925              19.0             128.7
    Accumulated other comprehensive income                         (46,224)              (38,972)             (45,148)             18.6               2.4
    Treasury stock                                                  (5,018)               (4,966)              (3,418)              1.0              46.8
                                                                    ------                ------               ------
       Total Stockholders' Equity                                1,402,069             1,394,998            1,210,199               0.5              15.9
                                                                 ---------             ---------            ---------
    Total Liabilities and Stockholders' Equity                 $12,023,976           $11,984,891           $9,786,483               0.3              22.9
                                                               ===========           ===========           ==========

    Selected average balances
    -------------------------
    Total assets                                               $11,988,283           $11,842,204           $9,947,884               1.2              20.5
    Earning assets                                              10,420,397            10,267,435            8,619,185               1.5              20.9
    Securities                                                   2,255,702             2,252,760            1,713,209               0.1              31.7
    Interest bearing deposits with banks                           116,885                86,501               69,713              35.1              67.7
    Loans, net of unearned income                                8,047,810             7,928,174            6,836,263               1.5              17.7
    Allowance for loan losses                                      104,453               103,757              109,588               0.7              -4.7
    Goodwill and intangibles                                       715,962               714,501              599,352               0.2              19.5
    Deposits and customer repurchase agreements (6)              9,974,646             9,834,111            8,048,276               1.4              23.9
    Short-term borrowings                                          156,197               159,843              171,555              -2.3              -9.0
    Long-term debt                                                  88,956                90,869              174,220              -2.1             -48.9
    Trust preferred securities                                     204,012               203,999              203,960               0.0               0.0
    Shareholders' equity                                         1,400,430             1,385,282            1,219,575               1.1              14.8

    Capital ratios
    --------------
    Equity / assets (period end)                                     11.66%                11.64%               12.37%
    Leverage ratio                                                    8.29%                 8.24%                9.15%
    Tangible equity / tangible assets (period end) (4)                6.09%                 6.01%                6.65%
    Tangible equity, excluding AOCI / tangible
       assets (period end) (4) (7)                                    6.50%                 6.36%                7.14%


    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands)

                                               For the Year
                                            Ended December 31,           Percent
                                            ------------------
    Balance Sheet (at period end)                                   2012                 2011 Variance
    ----------------------------
    Assets
    Cash and due from banks                                   $216,233             $197,349              9.6
    Interest bearing deposits with banks                        22,811               11,604             96.6
                                                                ------               ------
       Cash and cash equivalents                               239,044              208,953             14.4
    Securities available for sale                            1,172,683              640,571             83.1
    Securities held to maturity                              1,106,563              917,212             20.6
    Residential mortgage loans held for
     sale                                                       27,751               14,275             94.4
    Loans, net of unearned income                            8,137,719            6,856,667             18.7
    Allowance for loan losses                                 (104,374)            (100,662)             3.7
                                                              --------             --------
       Net loans                                             8,033,345            6,756,005             18.9
    Premises and equipment, net                                140,367              130,043              7.9
    Goodwill                                                   675,555              568,462             18.8
    Core deposit and other intangible
     assets, net                                                37,851               30,953             22.3
    Bank owned life insurance                                  246,088              208,927             17.8
    Other assets                                               344,729              311,082             10.8
    Total Assets                                           $12,023,976           $9,786,483             22.9
                                                           ===========           ==========

    Liabilities
    Deposits:
       Non-interest bearing demand                          $1,738,195           $1,340,465             29.7
       Savings and NOW                                       4,808,121            3,790,863             26.8
       Certificates and other time deposits                  2,535,858            2,158,440             17.5
                                                             ---------            ---------
          Total Deposits                                     9,082,174            7,289,768             24.6
    Other liabilities                                          163,151              143,239             13.9
    Short-term borrowings                                    1,083,138              851,294             27.2
    Long-term debt                                              89,425               88,016              1.6
    Junior subordinated debt                                   204,019              203,967              0.0
                                                               -------              -------
       Total Liabilities                                    10,621,907            8,576,284             23.9

    Stockholders' Equity
    Common stock                                                 1,398                1,268             10.2
    Additional paid-in capital                               1,376,601            1,224,572             12.4
    Retained earnings                                           75,312               32,925            128.7
    Accumulated other comprehensive income                     (46,224)             (45,148)             2.4
    Treasury stock                                              (5,018)              (3,418)            46.8
       Total Stockholders' Equity                            1,402,069            1,210,199             15.9
                                                             ---------            ---------
    Total Liabilities and Stockholders'
     Equity                                                $12,023,976           $9,786,483             22.9
                                                           ===========           ==========

    Selected average balances
    -------------------------
    Total assets                                           $11,782,821           $9,871,164             19.4
    Earning assets                                          10,206,465            8,561,235             19.2
    Securities                                               2,214,847            1,754,136             26.3
    Interest bearing deposits with banks                        94,719              118,731            -20.2
    Loans, net of unearned income                            7,896,899            6,688,368             18.1
    Allowance for loan losses                                  103,590              109,754             -5.6
    Goodwill and intangibles                                   717,031              599,851             19.5
    Deposits and customer repurchase
     agreements (6)                                          9,790,570            8,017,269             22.1
    Short-term borrowings                                      158,875              154,228              3.0
    Long-term debt                                              90,652              200,158            -54.7
    Trust preferred securities                                 203,471              203,950             -0.2
    Shareholders' equity                                     1,376,494            1,181,941             16.5

    Capital ratios
    --------------
    Equity / assets (period end)                                 11.66%               12.37%
    Leverage ratio                                                8.29%                9.15%
    Tangible equity /tangible assets
     (period end) (4)                                             6.09%                6.65%
    Tangible equity, excluding AOCI /
     tangible
       assets (period end) (4) (7)                                6.50%                7.14%


    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands)
                                                                                          4Q12 -         4Q12 -
                                                2012              2011  3Q12               4Q11
                                   Fourth            Third             Fourth            Percent         Percent
    Balances at period end           Quarter          Quarter            Quarter           Variance       Variance
    ----------------------           -------          -------
    Loans:
    ------
    Commercial real estate                $2,707,046        $2,668,916        $2,495,727             1.4            8.5
    Commercial and industrial              1,602,314         1,532,366         1,363,692             4.6           17.5
    Commercial leases                        130,133           127,065           110,795             2.4           17.5
                                             -------           -------           -------
       Commercial loans and leases         4,439,493         4,328,347         3,970,214             2.6           11.8
    Direct installment                     1,178,530         1,128,310         1,029,187             4.5           14.5
    Residential mortgages                  1,092,228         1,121,237           670,936            -2.6           62.8
    Indirect installment                     582,037           583,939           540,789            -0.3            7.6
    Consumer LOC                             805,494           780,155           607,280             3.2           32.6
    Other                                     39,937            37,462            38,261             6.6            4.4
       Total loans                        $8,137,719        $7,979,450        $6,856,667             2.0           18.7

    Deposits:
    ---------
    Non-interest bearing deposits         $1,738,195        $1,735,857        $1,340,465             0.1           29.7
    Savings and NOW                        4,808,121         4,764,148         3,790,863             0.9           26.8
    Certificates of deposit and
     other time deposits                   2,535,858         2,625,818         2,158,440            -3.4           17.5
       Total deposits                      9,082,174         9,125,823         7,289,768            -0.5           24.6
    Customer repurchase agreements
     (6)                                     807,820           885,749           646,660            -8.8           24.9
       Total deposits and customer
        repurchase agreements (6)         $9,889,994       $10,011,572        $7,936,428            -1.2           24.6

    Average balances
    ----------------
    Loans:
    ------
    Commercial real estate                $2,657,325        $2,632,843        $2,520,992             0.9            5.4
    Commercial and industrial              1,567,340         1,512,872         1,311,648             3.6           19.5
    Commercial leases                        128,535           125,508           106,160             2.4           21.1
                                             -------           -------           -------
       Commercial loans and leases         4,353,200         4,271,223         3,938,800             1.9           10.5
    Direct installment                     1,157,480         1,118,981         1,032,022             3.4           12.2
    Residential mortgages                  1,122,658         1,156,906           691,839            -3.0           62.3
    Indirect installment                     581,748           581,315           538,283             0.1            8.1
    Consumer LOC                             793,496           759,832           594,070             4.4           33.6
    Other                                     39,228            39,917            41,249            -1.7           -4.9
       Total loans                        $8,047,810        $7,928,174        $6,836,263             1.5           17.7

    Deposits:
    ---------
    Non-interest bearing deposits         $1,742,328        $1,677,578        $1,339,484             3.9           30.1
    Savings and NOW                        4,786,688         4,700,328         3,809,265             1.8           25.7
    Certificates of deposit and
     other time deposits                   2,578,226         2,652,713         2,202,129            -2.8           17.1
       Total deposits                      9,107,242         9,030,619         7,350,878             0.8           23.9
    Customer repurchase agreements
     (6)                                     867,404           803,492           697,398             8.0           24.4
       Total deposits and customer
        repurchase agreements (6)         $9,974,646        $9,834,111        $8,048,276             1.4           23.9


    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands)

                                          For the Year
                                       Ended December 31,        Percent
                                       ------------------
    Balances at period end                                  2012                2011 Variance
    ----------------------
    Loans:
    ------
    Commercial real estate                          $2,707,046          $2,495,727             8.5
    Commercial and industrial                        1,602,314           1,363,692            17.5
    Commercial leases                                  130,133             110,795            17.5
                                                       -------             -------
       Commercial loans and leases                   4,439,493           3,970,214            11.8
    Direct installment                               1,178,530           1,029,187            14.5
    Residential mortgages                            1,092,228             670,936            62.8
    Indirect installment                               582,037             540,789             7.6
    Consumer LOC                                       805,494             607,280            32.6
    Other                                               39,937              38,261             4.4
       Total loans                                  $8,137,719          $6,856,667            18.7

    Deposits:
    ---------
    Non-interest bearing deposits                   $1,738,195          $1,340,465            29.7
    Savings and NOW                                  4,808,121           3,790,863            26.8
    Certificates of deposit and other
     time deposits                                   2,535,858           2,158,440            17.5
       Total deposits                                9,082,174           7,289,768            24.6
    Customer repurchase agreements (6)                 807,820             646,660            24.9
       Total deposits and customer
        repurchase agreements (6)                   $9,889,994          $7,936,428            24.6

    Average balances
    ----------------
    Loans:
    ------
    Commercial real estate                          $2,643,867          $2,571,395             2.8
    Commercial and industrial                        1,488,579           1,178,653            26.3
    Commercial leases                                  122,129              95,187            28.3
                                                       -------              ------
       Commercial loans and leases                   4,254,575           3,845,235            10.6
    Direct installment                               1,115,355           1,028,388             8.5
    Residential mortgages                            1,171,482             695,573            68.4
    Indirect installment                               571,844             530,692             7.8
    Consumer LOC                                       743,214             547,624            35.7
    Other                                               40,429              40,856            -1.0
       Total loans                                  $7,896,899          $6,688,368            18.1

    Deposits:
    ---------
    Non-interest bearing deposits                   $1,615,419          $1,266,392            27.6
    Savings and NOW                                  4,691,423           3,835,393            22.3
    Certificates of deposit and other
     time deposits                                   2,691,597           2,278,133            18.1
       Total deposits                                8,998,439           7,379,918            21.9
    Customer repurchase agreements (6)                 792,131             637,351            24.3
       Total deposits and customer
        repurchase agreements (6)                   $9,790,570          $8,017,269            22.1


    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands)
                                                                                                  4Q12 -         4Q12 -
                                                       2012              2011   3Q12               4Q11
                                           Fourth            Third             Fourth             Percent        Percent
    Asset Quality Data                      Quarter           Quarter            Quarter           Variance       Variance
    ------------------                      -------           -------
    Non-Performing Assets
    ---------------------
    Non-performing loans (8)
       Non-accrual loans                            $66,004           $69,986            $94,335            -5.7           -30.0
       Restructured loans                            14,876            12,957             11,893            14.8            25.1
                                                     ------            ------             ------
          Non-performing loans                       80,880            82,943            106,228            -2.5           -23.9
    Other real estate owned (9)                      35,257            35,613             34,719            -1.0             1.5
                                                     ------            ------             ------
       Non-performing loans and OREO                116,137           118,556            140,947            -2.0           -17.6
    Non-performing investments                        2,809             2,754              8,972             2.0           -68.7
                                                      -----             -----              -----
       Total non-performing assets                 $118,946          $121,310           $149,919            -1.9           -20.7
                                                   ========          ========           ========

    Non-performing loans / total loans                 0.99%             1.04%              1.55%
    Non-performing loans /total
     originated loans (10)                             1.12%             1.19%              1.63%
    Non-performing loans + OREO /
     total loans + OREO                                1.42%             1.48%              2.05%
    Non-performing loans + OREO /
     total originated
       loans + OREO (10)                               1.60%             1.69%              2.15%
    Non-performing assets /total
     assets                                            0.99%             1.01%              1.53%

    Allowance Rollforward
    ---------------------
    Allowance for loan losses
     (originated portfolio) (10)
       Balance at beginning of period               $99,725          $100,863           $108,813            -1.1            -8.4
       Provision for loan losses                      8,083             6,224              8,289            29.9            -2.5
       Net loan charge-offs                          (7,614)           (7,362)           (16,440)            3.4           -53.7
       Allowance for loan losses
        (originated portfolio)                      100,194            99,725            100,662             0.5            -0.5

    Allowance for loan losses (acquired
     portfolio) (11)
       Balance at beginning of period                 2,989               784                  0             0.0             0.0
       Provision for loan losses (acquired
        portfolio) (11)                               1,191             2,205                  0             0.0             0.0
                                                      -----             -----                ---
       Allowance for loan losses (acquired
        portfolio) (11)                               4,180             2,989                  0             0.0             0.0

          Total allowance for loan losses          $104,374          $102,714           $100,662             1.6             3.7
                                                   ========          ========           ========

    Allowance for loan losses /total
     loans                                             1.28%             1.29%              1.47%
    Allowance for loan losses
     (originated loans) /total
       originated loans (10)                           1.39%             1.43%              1.54%
    Allowance for loan losses /total
     non-performing loans  (8)                       123.88%           120.23%             94.76%

    Net loan charge-offs (annualized)
     /total average loans                              0.38%             0.37%              0.95%
    Net loan charge-offs on originated
     loans (annualized) /
       total average originated loans (10)             0.45%             0.42%              1.01%

    Delinquency -Originated Portfolio
     (10)
    ---------------------------------
    Loans 30-89 days past due                       $46,205           $39,380            $33,978            17.3            36.0
    Loans 90+ days past due                           6,706             6,167              7,016             8.7            -4.4
    Non-accrual loans                                66,004            69,986             94,335            -5.7           -30.0
                                                     ------            ------             ------
       Total past due and non-accrual
        loans                                      $118,915          $115,533           $135,329             2.9           -12.1
                                                   ========          ========           ========

    Total past due and non-accrual
     loans /total originated loans                     1.64%             1.66%              2.08%

    Memo item:
    Delinquency -Acquired Portfolio
     (11) (12)
    -------------------------------
    Loans 30-89 days past due                       $22,799           $18,961            $12,195            20.2            87.0
    Loans 90+ days past due                          36,585            35,605             11,115             2.8           229.1
    Non-accrual loans                                     0                 0                  0             0.0             0.0
                                                        ---               ---                ---
       Total past due and non-accrual
        loans                                       $59,384           $54,566            $23,310             8.8           154.8
                                                    =======           =======            =======


    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands)

                                                           For the Year
                                                        Ended December 31,        Percent
                                                        ------------------
    Asset Quality Data                                                       2012               2011 Variance
    ------------------
    Non-Performing Assets
    ---------------------
    Non-performing loans (8)
       Non-accrual loans                                                $66,004            $94,335            -30.0
       Restructured loans                                                14,876             11,893             25.1
          Non-performing loans                                           80,880            106,228            -23.9
    Other real estate owned (9)                                          35,257             34,719              1.5
       Non-performing loans and OREO                                    116,137            140,947            -17.6
    Non-performing investments                                            2,809              8,972            -68.7
       Total non-performing assets                                     $118,946           $149,919            -20.7

    Non-performing loans / total loans                                     0.99%              1.55%
    Non-performing loans /total originated loans
     (10)                                                                  1.12%              1.63%
    Non-performing loans + OREO / total loans + OREO                       1.42%              2.05%
    Non-performing loans + OREO / total originated
       loans + OREO (10)                                                   1.60%              2.15%
    Non-performing assets / total assets                                   0.99%              1.53%

    Allowance Rollforward
    ---------------------
    Allowance for loan losses (originated portfolio)
     (10)
       Balance at beginning of period                                  $100,662           $106,120             -5.1
       Provision for loan losses                                         27,122             33,641            -19.4
       Net loan charge-offs                                             (27,590)           (39,099)           -29.4
       Allowance for loan losses (originated portfolio)                 100,194            100,662             -0.5

    Allowance for loan losses (acquired portfolio)
     (11)
       Balance at beginning of period                                         0                  0              0.0
       Provision for loan losses (acquired portfolio)
        (11)                                                              4,180                  0              0.0
                                                                          -----                ---
       Allowance for loan losses (acquired portfolio)
        (11)                                                              4,180                  0              0.0

          Total allowance for loan losses                              $104,374           $100,662              3.7
                                                                       ========           ========

    Allowance for loan losses / total loans                                1.28%              1.47%
    Allowance for loan losses (originated loans) /
     total
       originated loans (10)                                               1.39%              1.54%
    Allowance for loan losses /total non-performing
     loans  (8)                                                          123.88%             94.76%

    Net loan charge-offs (annualized) /total
     average loans                                                         0.35%              0.58%
    Net loan charge-offs on originated loans
     (annualized) /
       total average originated loans (10)                                 0.41%              0.62%

    Delinquency - Originated Portfolio (10)
    --------------------------------------
    Loans 30-89 days past due                                           $46,205            $33,978             36.0
    Loans 90+ days past due                                               6,706              7,016             -4.4
    Non-accrual loans                                                    66,004             94,335            -30.0
       Total past due and non-accrual loans                            $118,915           $135,329            -12.1
                                                                       ========           ========

    Total past due and non-accrual loans /total
     originated loans                                                      1.64%              2.08%

    Memo item:
    Delinquency - Acquired Portfolio (11) (12)
    -----------------------------------------
    Loans 30-89 days past due                                           $22,799            $12,195             87.0
    Loans 90+ days past due                                              36,585             11,115            229.1
    Non-accrual loans                                                         0                  0              0.0
       Total past due and non-accrual loans                             $59,384            $23,310            154.8
                                                                        =======            =======


    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands, except per share data)

                                                                                               2012
                                                                                               ----
                                                   Fourth Quarter                Third Quarter
                                                                             Interest               Average                               Interest          Average
                                                       Average                Earned                 Yield          Average                Earned            Yield
                                                     Outstanding             or Paid                or Rate       Outstanding             or Paid           or Rate
    Assets
    Interest bearing deposits with banks                           $116,885               $68               0.23%                $86,501               $47          0.21%
    Taxable investment securities  (13)                           2,076,440            10,817               2.03%              2,067,146            11,471          2.17%
    Non-taxable investment securities  (14)                         179,262             2,455               5.48%                185,614             2,581          5.56%
    Loans  (14) (15)                                              8,047,810            96,036               4.75%              7,928,174            95,509          4.80%
       Total Interest Earning Assets  (14)                       10,420,397           109,376               4.18%             10,267,435           109,608          4.25%
    Cash and due from banks                                         199,451                                                      182,356
    Allowance for loan losses                                      (104,453)                                                    (103,757)
    Premises and equipment                                          144,702                                                      146,313
    Other assets                                                  1,328,186                                                    1,349,857
    Total Assets                                                $11,988,283                                                  $11,842,204

    Liabilities
    Deposits:
       Interest-bearing demand                                   $3,578,072             1,834               0.20%             $3,489,658             1,764          0.20%
       Savings                                                    1,208,616               253               0.08%              1,210,670               252          0.08%
       Certificates and other time                                2,578,226             7,650               1.18%              2,652,713             8,189          1.23%
    Customer repurchase agreements                                  867,404               603               0.27%                803,492               575          0.28%
    Other short-term borrowings                                     156,197               597               1.50%                159,843               607          1.49%
    Long-term debt                                                   88,956               791               3.54%                 90,869               860          3.76%
    Junior subordinated debt                                        204,012             1,932               3.77%                203,999             1,978          3.86%
          Total Interest Bearing Liabilities  (14)                8,681,483            13,660               0.63%              8,611,244            14,225          0.66%
    Non-interest bearing demand deposits                          1,742,328                                                    1,677,578
    Other liabilities                                               164,042                                                      168,100
    Total Liabilities                                            10,587,853                                                   10,456,922
    Stockholders' equity                                          1,400,430                                                    1,385,282
    Total Liabilities and Stockholders' Equity                  $11,988,283                                                  $11,842,204

    Net Interest Earning Assets                                  $1,729,914                                                   $1,656,191
                                                                 ==========                                                   ==========

    Net Interest Income (FTE)                                                          95,716                                                       95,383
    Tax Equivalent Adjustment                                                          (1,798)                                                      (1,852)
                                                                                       ------                                                       ------
    Net Interest Income                                                               $93,918                                                      $93,531
                                                                                      =======                                                      =======

    Net Interest Spread                                                                                     3.56%                                                   3.60%
                                                                                                            ====                                                    ====
    Net Interest Margin  (14)                                                                               3.66%                                                   3.70%
                                                                                                            ====                                                    ====

    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in
     thousands, except
     per share data)

                                                 2011
                                                 ----
                               Fourth Quarter
                                                       Interest          Average
                                  Average               Earned            Yield
                                Outstanding            or Paid           or Rate
    Assets
    Interest bearing
     deposits with banks                      $69,713               $37          0.21%
    Taxable investment
     securities  (13)                       1,522,572             9,724          2.50%
    Non-taxable
     investment
     securities  (14)                         190,637             2,742          5.75%
    Loans  (14)
     (15)                                   6,836,263            86,316          5.01%
       Total Interest
        Earning Assets  (14)                8,619,185            98,819          4.56%
    Cash and due from
     banks                                    177,480
    Allowance for loan
     losses                                  (109,588)
    Premises and
     equipment                                127,872
    Other
     assets                                 1,132,935
    Total
     Assets                                $9,947,884

    Liabilities
    Deposits:
       Interest-bearing
        demand                             $2,961,513             2,165          0.32%
       Savings                                847,752               315          0.15%
       Certificates and
        other time                          2,202,129             9,328          1.68%
    Customer repurchase
     agreements                               697,398               744          0.42%
    Other short-term
     borrowings                               171,555               856          1.95%
    Long-term
     debt                                     174,220             1,422          3.24%
    Junior subordinated
     debt                                     203,960             1,938          3.77%
          Total Interest
           Bearing Liabilities
           (14)                             7,258,527            16,768          0.92%
    Non-interest bearing
     demand deposits                        1,339,484
    Other
     liabilities                              130,298
    Total
     Liabilities                            8,728,309
    Stockholders' equity                    1,219,575
    Total Liabilities and
     Stockholders' Equity                  $9,947,884

    Net Interest Earning
     Assets                                $1,360,658
                                           ==========

    Net Interest Income
     (FTE)                                                       82,051
    Tax Equivalent
     Adjustment                                                  (1,922)
                                                                 ------
    Net Interest Income                                         $80,129
                                                                =======

    Net Interest Spread                                                          3.64%
                                                                                 ====
    Net Interest Margin
     (14)                                                                        3.79%
                                                                                 ====

    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands, except per share data)

                                                                    For the Year Ended December 31,
                                                                    -------------------------------
                                                                     2012                                           2011
                                                                                                 Interest                Average                              Interest           Average
                                                     Average                                      Earned                  Yield          Average               Earned             Yield
                                                   Outstanding                                   or Paid                 or Rate       Outstanding             or Paid           or Rate
    Assets
    Interest bearing deposits with banks                          $94,719                                     $210               0.22%              $118,731               $275          0.23%
    Taxable investment securities  (13)                         2,031,289                                   47,161               2.27%             1,555,939             42,061          2.65%
    Non-taxable investment securities  (14)                       183,558                                   10,253               5.59%               198,197             11,402          5.75%
    Loans  (14) (15)                                            7,896,899                                  381,664               4.83%             6,688,368            345,282          5.16%
       Total Interest Earning Assets  (14)                     10,206,465                                  439,288               4.30%             8,561,235            399,020          4.66%
    Cash and due from banks                                       187,095                                                                            166,809
    Allowance for loan losses                                    (103,590)                                                                          (109,754)
    Premises and equipment                                        146,757                                                                            127,017
    Other assets                                                1,346,094                                                                          1,125,857
    Total Assets                                              $11,782,821                                                                         $9,871,164

    Liabilities
    Deposits:
       Interest-bearing demand                                 $3,497,352                                    7,636               0.22%            $2,889,720              9,912          0.34%
       Savings                                                  1,194,071                                    1,124               0.09%               945,673              1,683          0.18%
       Certificates and other time                              2,691,597                                   33,753               1.25%             2,278,133             41,940          1.84%
    Customer repurchase agreements                                792,131                                    2,506               0.31%               637,351              3,185          0.49%
    Other short-term borrowings                                   158,875                                    2,656               1.64%               154,228              3,526          2.26%
    Long-term debt                                                 90,652                                    3,492               3.85%               200,158              6,403          3.20%
    Junior subordinated debt                                      203,471                                    7,888               3.88%               203,950              7,968          3.91%
          Total Interest Bearing Liabilities  (14)              8,628,149                                   59,055               0.68%             7,309,213             74,617          1.02%
    Non-interest bearing demand deposits                        1,615,419                                                                          1,266,392
    Other liabilities                                             162,759                                                                            113,618
    Total Liabilities                                          10,406,327                                                                          8,689,223
    Stockholders' equity                                        1,376,494                                                                          1,181,941
    Total Liabilities and Stockholders' Equity                $11,782,821                                                                         $9,871,164

    Net Interest Earning Assets                                $1,578,316                                                                         $1,252,022
                                                               ==========                                                                         ==========

    Net Interest Income (FTE)                                                                              380,233                                                      324,403
    Tax Equivalent Adjustment                                                                               (7,382)                                                      (7,895)
                                                                                                            ------                                                       ------
    Net Interest Income                                                                                   $372,851                                                     $316,508
                                                                                                          ========                                                     ========

    Net Interest Spread                                                                                                          3.62%                                                   3.64%
                                                                                                                                 ====                                                    ====
    Net Interest Margin  (14)                                                                                                    3.73%                                                   3.79%
                                                                                                                                 ====                                                    ====

F.N.B. CORPORATION
(Unaudited)
(Dollars in thousands, except per share data)


NON-GAAP FINANCIAL MEASURES
We believe the following non-GAAP financial measures used by F.N.B. Corporation provide information useful to investors in understanding F.N.B. Corporation's operating performance and trends, and facilitate comparisons with the performance of F.N.B. Corporation's peers. The non-GAAP financial measures used by F.N.B. Corporation may differ from the non-GAAP financial measures other financial institutions use to measure their results of operations. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, F.N.B. Corporation's reported results prepared in accordance with U.S. GAAP. The following tables summarize the non-GAAP financial measures included in this press release and derived from amounts reported in F.N.B. Corporation's financial statements.



                                                                           2012                  2011
                                                            Fourth                 Third                 Fourth
                                                            Quarter               Quarter                Quarter
                                                            -------               -------
    Adjusted net income:
    --------------------
    Net income                                                            $28,955               $30,743                $23,737
    Gain on sale of acquired building, net of tax                               0                  (942)                     0
    Branch consolidation costs, net of tax                                  1,214                     0                      0
    Litigation settlement accrual, net of tax                               1,950                     0                      0
    Merger and severance costs, net of tax                                   (3)                   57                    255
                                                                            ---                   ---                    ---
    Adjusted net income                                                 $32,116               $29,858                $23,992
                                                                        =======               =======                =======


    Adjusted diluted earnings per share:
    ------------------------------------
    Diluted earnings per share                                            $0.21                 $0.22                  $0.19
    Effect of gain on sale of acquired building, net of tax                0.00                 (0.01)                  0.00
    Effect of branch consolidation costs, net of tax                       0.01                  0.00                   0.00
    Effect of litigation settlement accrual, net of tax                    0.01                  0.00                   0.00
    Effect of merger and severance costs, net of tax                      (0.00)                 0.00                   0.00
                                                                          -----                  ----                   ----
    Adjusted diluted earnings per share                                   $0.23                 $0.21                  $0.19
                                                                          =====                 =====                  =====


    Return on average tangible equity (2):
    --------------------------------------
    Net income (annualized)                                            $115,189              $122,304                $94,175
    Amortization of intangibles, net of tax (annualized)                  5,800                 5,798                  4,692
                                                                          -----                 -----                  -----
                                                                        120,989               128,102                 98,867

    Average total shareholders' equity                                1,400,430             1,385,282              1,219,575
    Less:  Average intangibles                                         (715,962)             (714,501)              (599,352)
                                                                       --------              --------               --------
                                                                        684,468               670,781                620,223

    Return on average tangible equity (2)                                 17.68%                19.10%                 15.94%
                                                                          =====                 =====                  =====


    Return on average tangible assets (3):
    --------------------------------------
    Net income (annualized)                                            $115,189              $122,304                $94,175
    Amortization of intangibles, net of tax (annualized)                  5,800                 5,798                  4,692
                                                                          -----                 -----                  -----
                                                                        120,989               128,102                 98,867

    Average total assets                                             11,988,283            11,842,204              9,947,884
    Less:  Average intangibles                                         (715,962)             (714,501)              (599,352)
                                                                       --------              --------               --------
                                                                     11,272,321            11,127,703              9,348,532

    Return on average tangible assets (3)                                  1.07%                 1.15%                  1.06%
                                                                           ====                  ====                   ====


    Tangible book value per share:
    ------------------------------
    Total shareholders' equity                                       $1,402,069            $1,394,998             $1,210,199
    Less:  intangibles                                                 (713,405)             (717,263)              (599,414)
                                                                       --------              --------               --------
                                                                        688,664               677,735                610,785

    Ending shares outstanding                                       139,929,242           139,792,727            127,220,759

    Tangible book value per share                                         $4.92                 $4.85                  $4.80
                                                                          =====                 =====                  =====

    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands, except
     per share data)

                                      For the Year
                                   Ended December 31,
                                   ------------------
                                                         2012         2011
    Adjusted net income:
    --------------------
    Net income                                       $110,410      $87,047
    Gain on sale of acquired
     building, net of tax                                (942)           0
    Branch consolidation costs,
     net of tax                                         1,214            0
    Litigation settlement accrual,
     net of tax                                         1,950            0
    Merger and severance costs,
     net of tax                                         5,203        3,238
                                                        -----        -----
    Adjusted net income                              $117,835      $90,285
                                                     ========      =======


    Adjusted diluted earnings per
     share:
    -----------------------------
    Diluted earnings per share                          $0.79        $0.70
    Effect of gain on sale of
     acquired building, net of tax                      (0.01)        0.00
    Effect of branch consolidation
     costs, net of tax                                   0.01         0.00
    Effect of litigation
     settlement accrual, net of
     tax                                                 0.01         0.00
    Effect of merger and severance
     costs, net of tax                                   0.04         0.02
                                                         ----         ----
    Adjusted diluted earnings per
     share                                              $0.84        $0.72
                                                        =====        =====


    Return on average tangible
     equity (2):
    --------------------------
    Net income (annualized)                          $110,410      $87,047
    Amortization of intangibles,
     net of tax (annualized)                            5,938        4,698
                                                        -----        -----
                                                      116,348       91,745

    Average total shareholders'
     equity                                         1,376,494    1,181,941
    Less:  Average intangibles                       (717,031)    (599,851)
                                                     --------     --------
                                                      659,463      582,090

    Return on average tangible
     equity (2)                                         17.64%       15.76%
                                                        =====        =====


    Return on average tangible
     assets (3):
    --------------------------
    Net income (annualized)                          $110,410      $87,047
    Amortization of intangibles,
     net of tax (annualized)                            5,938        4,698
                                                        -----        -----
                                                      116,348       91,745

    Average total assets                           11,782,821    9,871,164
    Less:  Average intangibles                       (717,031)    (599,851)
                                                     --------     --------
                                                   11,065,790    9,271,313

    Return on average tangible
     assets (3)                                          1.05%        0.99%
                                                         ====         ====


    Tangible book value per share:
    ------------------------------
    Total shareholders' equity                     $1,402,069   $1,210,199
    Less:  intangibles                               (713,405)    (599,414)
                                                     --------     --------
                                                      688,664      610,785

    Ending shares outstanding                     139,929,242  127,220,759

    Tangible book value per share                       $4.92        $4.80
                                                        =====        =====

    F.N.B. CORPORATION
    ------------------
    (Unaudited)
    (Dollars in thousands)
                                                                                                                                                                                               
                                                                                               2012                                         2011
                                                                                 Fourth                                       Third                                        Fourth
                                                                                Quarter                                      Quarter                                      Quarter
                                                                                -------                                      -------
    Tangible equity / tangible assets (period end):
    -----------------------------------------------
    Total shareholders' equity                                                           $1,402,069                                   $1,394,998                                   $1,210,199
    Less:  intangibles                                                                     (713,405)                                    (717,263)                                    (599,414)
                                                                                           --------                                     --------                                     --------
                                                                                            688,664                                      677,735                                      610,785
                                                                                                                                                                                               
    Total assets                                                                         12,023,976                                   11,984,891                                    9,786,483
    Less:  intangibles                                                                     (713,405)                                    (717,263)                                    (599,414)
                                                                                           --------                                     --------                                     --------
                                                                                         11,310,570                                   11,267,628                                    9,187,069
                                                                                                                                                                                               
    Tangible equity / tangible assets (period end)                                             6.09%                                        6.01%                                        6.65%
                                                                                               ====                                         ====                                         ====
                                                                                                                                                                                               
                                                                                                                                                                                               
    Tangible equity, excluding AOCI / tangible
    ------------------------------------------
       assets (period end) (7):
       ------------------------
    Total shareholders' equity                                                           $1,402,069                                   $1,394,998                                   $1,210,199
    Less:  intangibles                                                                     (713,405)                                    (717,263)                                    (599,414)
    Less:  AOCI                                                                              46,224                                       38,972                                       45,148
                                                                                             ------                                       ------                                       ------
                                                                                            734,888                                      716,707                                      655,933
                                                                                                                                                                                               
    Total assets                                                                         12,023,976                                   11,984,891                                    9,786,483
    Less:  intangibles                                                                     (713,405)                                    (717,263)                                    (599,414)
                                                                                           --------                                     --------                                     --------
                                                                                         11,310,570                                   11,267,628                                    9,187,069
    Tangible equity, excluding AOCI / tangible
       assets (period end) (7)                                                                 6.50%                                        6.36%                                        7.14%
                                                                                               ====                                         ====                                         ====
                                                                                                                                                                                               
                                                                                                                                                                                               
                           (1)   Net interest income is also presented on a fully taxable
                                 equivalent (FTE) basis, as the Corporation believes this non-
                                 GAAP measure is the preferred industry measurement for this
                                 item.
                                
                           (2)   Return on average tangible equity is calculated by dividing
                                 net income less amortization of intangibles by average equity
                                 less average intangibles.
                                                                                                  
                           (3)   Return on average tangible assets is calculated by dividing
                                 net income less amortization of intangibles by average assets
                                 less average intangibles.
                                                                                                  
                           (4)   See non-GAAP financial measures for additional information
                                 relating to the calculation of this item.
                                 The efficiency ratio is calculated by dividing non-interest
                                 expense less amortization of intangibles, other real estate
                                 owned expense, FHLB prepayment penalties, litigation
                                 settlement accrual, branch consolidation costs and merger
                                 costs by the sum of net interest income on a fully taxable
                                 equivalent basis plus non-interest income less gain on sale
                                 of an acquired building, securities gains and net impairment
                                 losses on securities plus losses on asset disposals related
                           (5)   to the branch consolidation project.
                                                                                                  
                                
                                
                                
                           (6)   Customer repos are included in short-term borrowings on the
                                 balance sheet.
                           (7)   Accumulated other comprehensive income (AOCI) is comprised of
                                 unrealized losses on securities, non-credit impairment
                                 losses on other-than-temporarily impaired securities and
                                 unrecognized pension and postretirement obligations.
                                
                           (8)   Does not include loans acquired at fair value ("acquired
                                 portfolio").
                           (9)   Includes all other real estate owned, including those balances
                                 acquired through business combinations that have been in
                                 acquired loans prior to foreclosure.
                                                                                                  
                          (10)   "Originated Portfolio" or "Originated Loans" equals loans and
                                 leases not included by definition in the Acquired Portfolio.
                                                                                                  
                          (11)   "Acquired Portfolio" or "Acquired Loans" equals loans acquired
                                 at fair value, accounted for in accordance with ASC 805 which
                                 was effective January 1, 2009.
                                                                                                  
                                 The risk of credit loss on these loans has been considered by
                                 virtue of the Corporation's estimate of acquisition-date
                                 fair value and these loans are considered accruing as the
                                 Corporation primarily recognizes interest income through
                                 accretion of the difference between the carrying value of
                                 these loans and their expected cash flows.  Because acquired
                                 loans are initially recorded at an amount estimated to be
                                 collectible, losses on such loans, when incurred, are first
                                 applied against the non-accretable difference established in
                                 purchase accounting and then to any allowance for loan losses
                                 recognized subsequent  to acquisition.
                                
                                
                                
                          (12)  Represents contractual balances.
                          (13)   The average balances and yields earned on taxable investment
                                 securities are based on historical cost.
                                 The interest income amounts are reflected on a FTE basis,
                                 which adjusts for the tax benefit of income on certain tax-
                                 exempt loans and investments using the federal statutory tax
                                 rate of 35% for each period presented.  The yields on earning
                                 assets and the net interest margin are presented on an FTE
                                 and annualized basis.  The rates paid on interest-bearing
                          (14)   liabilities are also presented on an annualized basis.
                                                                                                  
                                
                                
                          (15)   Average balances for loans include non-accrual loans.  Loans
                                 consist of average total loans less average unearned income.
                                 The amount of loan fees included in interest income is
                                 immaterial.

SOURCE F.N.B. Corporation