-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U+c4CzpJFxJws1yced/zwJ6947K6qTp+PNjOmm2U9QaVtoZAG03r5+hsXaiGsb/v uE2zOaDLeNuQCqCN5ah9Gw== 0000723188-08-000007.txt : 20080711 0000723188-08-000007.hdr.sgml : 20080711 20080711135006 ACCESSION NUMBER: 0000723188-08-000007 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080709 ITEM INFORMATION: Other Events FILED AS OF DATE: 20080711 DATE AS OF CHANGE: 20080711 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMMUNITY BANK SYSTEM INC CENTRAL INDEX KEY: 0000723188 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 161213679 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13695 FILM NUMBER: 08948690 BUSINESS ADDRESS: STREET 1: 5790 WIDEWATERS PKWY CITY: DEWITT STATE: NY ZIP: 13214 BUSINESS PHONE: 8007242262 MAIL ADDRESS: STREET 1: 5790 WIDEWATERS PARKWAY CITY: DEWITT STATE: NY ZIP: 13214 8-K 1 abgacquisition8k.htm 8K ABG ACQUISITION abgacquisition8k.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
__________________

FORM 8-K

CURRENT REPORT
Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  July 9, 2008
 
Community Bank Systems, Inc.
(Exact name of registrant as specified in its charter)
 
 
 Delaware
 001-13695
 16-1213679
 (State or other jurisdiction                                                            (Commission    (IRS Employer
  of incorporation)     File Number)     Identification No.)
 
                                                         
 
 5790 Widewaters Parkway, DeWitt, New York   13214
 (Address of principal executive offices)             (Zip Code)
 
                                                                                            
                                                                                 
Registrant’s telephone number, including area code: (315) 445-2282
 

 

 (Former name or former address, if changed since last report)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


   
 1449638.1

 
 

 


Section 8 – Other Events

Item 8.01  Other Events

On July 9, 2008, Community Bank System, Inc., a Delaware corporation, announced that it has acquired through a subsidiary, Benefit Plans Administrative Services, Inc., the assets of the Philadelphia division of Alliance Benefit Group – MidAtlantic, LLC and Manchester Advisors, Ltd., both subsidiaries of BenefitStreet, Inc.   The acquired business provides retirement plan consulting, daily valuation administration, actuarial and ancillary support services consistent with its existing business.  A copy of the press release issued for this acquisition is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.


Section 9 – Financial Statements and Exhibits

Item 9.01  Financial Statements and Exhibits

The following Exhibits are filed as exhibits to this Form 8-K.


Exhibit No.                                                                       Description
 
99.1
Press Release, dated July 9, 2008, issued by Community Bank System, Inc.




   
 1449638.1

 
 

 


SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
Community Bank System, Inc.

 
       By:  /s/ Mark E. Tryniski
           Name:  Mark E. Tryniski
           Title: President and Chief Executive
 
 
Dated: July 9, 2008

   
 1449638.1

 
 

 

EXHIBIT INDEX

Exhibit No.                                                                                               Description

 
99.1
Press Release, dated July 9, 2008, issued by Community Bank System, Inc.




   
 1449638.1

 
 

 

EX-99.1 CHARTER 2 exhibit991.htm ABG ACQUISITION EXHIBIT 99.1 exhibit991.htm

Community Bank System, Inc. Expands Benefits Administration Business

Syracuse, N.Y. — July 9, 2008 — Community Bank System, Inc. (NYSE: CBU), through its Benefit Plans Administrative Services, Inc. subsidiary (BPAS), has acquired the Philadelphia division of Alliance Benefit Group MidAtlantic from BenefitStreet, Inc.  Alliance Benefit Group MidAtlantic provides retirement plan consulting, daily valuation administration, actuarial and ancillary support services.
BPAS, through its three principal subsidiaries (BPA, Harbridge Consulting Group and Hand Benefits & Trust Company), provides daily valuation, actuarial and employee benefit consulting, cafeteria plan and institutional trust services on a national scale, from offices in Utica and Syracuse, NY, Pittsburgh, PA and Houston, TX.  BPAS provides state-of-the-art retirement services in partnership with over 150 financial intermediaries nationwide, including banks and trust companies, registered advisors, financial consultants and others. This core strategy remains unchanged.
“This transaction represents a very attractive opportunity for us,” said Community Bank System President and Chief Executive Officer, Mark E. Tryniski.  “Our employee benefits administration business continues to be the fastest-growing of all our financial services businesses, and plays a significant role in our overall growth and diversification strategy.”
The acquisition will give BPAS revenues approaching $30 million, administration of over 200,000 defined contribution and flexible spending participant accounts, more than 300 actuarial engagements, and custody of nearly $4.0 billion in retirement plan assets.
Barry S. Kublin, President of BPAS added, “This acquisition of a highly respected retirement plan consulting and administration firm, with its 35 professionals and exceptional leadership, adds valuable capacity to support our growing customer base.  We become a 200 employee firm, supporting client organizations in 41 states and Puerto Rico.  Our combined enterprise will have the capacity to offer more advanced technology, broader consulting services, and greater regional coverage.”
“We are looking forward to combining our resources and expertise to offer our mutual clients the best practices in administration and technology,” said Richard K. Shultz, FSA, Senior Vice President of ABG - MA.
“The acquisition strengthens ABG’s product offerings, accelerates innovation and meets client demands more rapidly,” according to John Van Buren, MSPA, President of ABG - MA.

Community Bank System, Inc. (NYSE: CBU) is a registered bank holding company based in DeWitt, N.Y., with approximately $4.7 billion in assets and more than 130 customer facilities. Its wholly-owned banking subsidiary operates as Community Bank, N.A. across Upstate New York, and as First Liberty Bank & Trust throughout Northeastern Pennsylvania.  For more information, please visit our websites at: www.communitybankna.com or www.firstlibertybank.com.

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The following factors, among others, could cause the actual results of CBU’s operations to differ materially from CBU’s expectations: the successful integration of operations of its acquisitions; competition; changes in economic conditions, interest rates and financial markets; and changes in legislation or regulatory requirements. CBU does not assume any duty to update forward-looking statements.
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