Election Deadline for Republic Bancorp Inc. Shareholders Is November 29, 2006

FLINT, Mich. and ANN ARBOR, Mich., Nov. 20  /PRNewswire-FirstCall/ -- Citizens Banking Corporation (NASDAQ:CBCF) and Republic Bancorp Inc. (NASDAQ:RBNC) today reiterated that the election deadline for Republic shareholders to make merger consideration elections in connection with the proposed merger is 5 p.m., New York City time, on November 29, 2006.  Republic shareholders of record wishing to make an election regarding the form of consideration they would prefer to receive must deliver to American Stock Transfer & Trust Company, the exchange agent in the merger, the following: properly completed election forms, together with their stock certificates, a book-entry transfer of shares or a properly completed notice of guaranteed delivery.  These must be received by American Stock Transfer & Trust Company by the election deadline of 5 p.m., New York City time, on November 29, 2006.

Republic shareholders who hold their shares in "street name" may have an election deadline earlier than November 29, 2006. They should carefully review any materials they received from their broker to determine the election deadline applicable to them.  As previously announced, Republic shareholders who hold their shares through Republic's Tax Deferred Savings Plan will have an election deadline of November 25, 2006, at 4 p.m. Eastern time.

Republic shareholders may elect to receive cash, shares of Citizens common stock, or a combination of both, in exchange for each of their shares of Republic common stock, in each case with a value approximately equal to the sum of (a) 0.4378 multiplied by the average of the closing prices on The Nasdaq Stock Market for Citizens common stock during the ten trading days ending the day before the completion of the merger and (b) $2.08. All elections are subject to the proration procedures described in the joint proxy statement/prospectus delivered to all shareholders.  As a result, shareholders who elect to receive entirely cash or entirely Citizens common stock may receive a combination of cash and common stock, and shareholders who elect to receive a combination of cash and Citizens common stock may receive cash and common stock in a different proportion from what they elected.

Shareholders who do not submit a properly completed election form to the exchange agent by the election deadline will be deemed to have no preference as to the form of consideration they will receive and will receive cash, Citizens shares of common stock or a combination of both, depending on the elections of other Republic shareholders. After Republic shareholders have made their elections and tendered their Republic shares of common stock to the exchange agent, they will be unable to sell or transfer their shares of Republic common stock unless they revoke their election prior to the election deadline.

All of the documents necessary to make an election were previously mailed on or about October 27, 2006 to Republic shareholders of record as of October 13, 2006.  Republic shareholders of record may obtain additional copies of the election documents by contacting the Information Agent, The Altman Group, at [phone].  Republic shareholders who hold their shares in "street name" may obtain additional copies of the election documents by contacting their broker.

A more complete description of the merger consideration and the proration procedures applicable to elections is contained in the joint proxy statement/prospectus dated October 26, 2006, mailed to Republic shareholders of record on or about October 27, 2006.  Republic shareholders are urged to read the joint proxy statement/prospectus carefully and in its entirety. Copies of the joint proxy statement/prospectus may be obtained for free by following the instructions below under "Additional Information About this Transaction."

After the final results of the election process are determined, Citizens expects to publicly announce how much cash and how many shares of Citizens common stock were issued to Republic shareholders in the merger.  The proposed merger remains subject to regulatory and shareholder approvals and the satisfaction of the other conditions contained in the merger agreement.

About Citizens

Citizens is a diversified financial services company providing a full range of commercial, consumer, mortgage banking, trust and financial planning services to a broad client base. Citizens operates 181 branch, private banking, and financial center locations throughout Michigan, Wisconsin and Iowa.

About Republic

Republic, with $6.2 billion in assets, is the third largest bank holding company headquartered in Michigan and the 82nd largest bank holding company in the country. Its subsidiary, Republic Bank, serves customers in Michigan, Ohio and Indiana with 88 retail, commercial and mortgage banking offices and 90 ATMs. Republic has consistently been the #1 Small Business Administration bank lender based in Michigan and one of the Midwest's top retail mortgage lenders. Republic was named the 17th Best Company to Work For by FORTUNE magazine (marking the 6th year on FORTUNE's "100 Best Companies to Work For" list) and named to Working Mother magazine's list of "100 Best Companies for Working Mothers" for the sixth year in a row.

Additional Information About this Transaction

Republic shareholders are urged to read the joint proxy statement/prospectus regarding the proposed merger of Citizens and Republic, which was first mailed to Republic shareholders on or about October 27, 2006, because it contains important information.  They may obtain a free copy of the joint proxy statement/prospectus and other related documents filed by Citizens and Republic with the Securities and Exchange Commission (SEC) at the SEC's web site at http://www.sec.gov/.  The joint proxy statement/prospectus and the other documents also may be obtained for free by accessing Citizens' website at http://www.citizensonline.com/ under the Investor Relations section or by accessing Republic's website at http://www.republicbancorp.com/ under the Investor Relations section.

Forward-looking Statements

Statements in this news release that are not historical facts should be considered forward-looking statements with respect to Citizens or Republic. Forward-looking statements of this type speak only as of the date of this release. By nature, forward-looking statements involve inherent risk and uncertainties. Various factors, including, but not limited to, unforeseen local, regional, national or global events, economic conditions, asset quality, interest rates, loan demand, changes in business or consumer spending, borrowing or savings habits, deposit growth, adequacy of the reserve for loan losses, competition, stock price volatility, government monetary policy, anticipated expense levels, changes in laws and regulations, the level of success of the company's asset/liability management strategies as well as its marketing, product development, sales and other strategies, the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies as well as the Financial Accounting Standards Board and other accounting standard setters, the costs and effects of litigation and of unexpected or adverse outcomes in such litigation, matters related to the proposed transaction between Citizens and Republic (including, among others, receipt of regulatory approvals, risks related to integration issues, and cost and revenue synergies) and changes in the assumptions used in making the forward-looking statements, could cause actual results to differ materially from those contemplated by the forward-looking statements. Citizens and Republic undertake no obligation to update or revise forward-looking statements to reflect subsequent circumstances, events or information or for any other reason.

Visit our websites at http://www.citizensonline.com/ and http://www.republicbancorp.com/ for more information. 

DATASOURCE: Republic Bancorp Inc.



CONTACT:  Charles D. Christy, EVP & Chief Financial Officer,

[phone], or , or Kathleen Miller, Investor

Relations, [phone], or , both of Citizens

Banking Corporation; or Thomas F. Menacher, EVP, Treasurer, & Chief Financial

Officer, [phone], or , or Kristine D.

Brenner, Director of Investor Relations, [phone], or

, both of Republic Bancorp Inc. 



Web site:  http://www.republicbancorp.com/

http://www.citizensonline.com/ 

Copyright