Chittenden Corporation Reports 11% Higher Earnings and Announces Quarterly Dividend

Chittenden Corporation (NYSE:CHZ) Chairman, President and Chief Executive Officer, Paul A. Perrault, today announced earnings for the quarter ended September 30, 2007 of $24.0 million, or $0.51 per diluted share, compared to $21.7 million or $0.47 per diluted share for the same period a year ago. For the first nine months of 2007, GAAP earnings were $53.1 million or $1.15 per diluted share. Core earnings (non-GAAP) for the first nine months of 2007 were $65.6 million or $1.42 per diluted share , compared to $62.9 million or $1.34 per diluted share for the same period of a year ago. Chittenden also announced its quarterly dividend of $0.22 per share, which will be paid on November 9, 2007 to shareholders of record on October 26, 2007. In making the announcement, Perrault said, "I am pleased to report to shareholders that our fundamentals continue to be strong and growing, as our style of banking attracts deeper relationships with our customers and prospects in our market.” THIRD QUARTER 2007 FINANCIAL HIGHLIGHTS Earnings per share were up 8% from the third quarter of 2006. Commercial loans increased 6% (1) from September 30, 2006 with continued solid growth in C&I and commercial real estate loans. Net interest margin increased 19 basis points to 4.33% from the second quarter of 2007 and 10 basis points from the third quarter of 2006. Investment management and trust income increased 17% (1) from the same period a year ago. Net charge-offs remained low at 4 basis points and Chittenden’s allowance for credit losses was conservatively maintained at 1.35% of total loans. (2) The tangible capital ratio of 6.72% remained strong at September 30, 2007. (1) Excluding Merrill Merchants Bank (2) Excluding municipal loans ASSETS Total assets increased $449 million from a year ago to $6.9 billion at September 30, 2007. Total loans increased 12% or $559 million from September 30, 2006 to $5.2 billion at the end of the third quarter of 2007. Merrill Merchants Bank contributed total assets of $525 million and total loans of $360 million at June 30, 2007. Excluding Merrill Merchants, the loan increases were attributable to growth in the commercial loan portfolio, which was partially offset by lower consumer lending activities. Chittenden’s securities portfolio declined by 25% from the third quarter of 2006 to $919 million at September 30, 2007. The decrease in the securities portfolio from September 30, 2006 was primarily utilized for the common stock repurchases, and to fund loan growth. LIABILITIES Total deposits were up $310 million from September 30, 2006 and $134 million from June 30, 2007. The increase on a linked quarter basis was primarily driven by normal seasonal inflows from Chittenden’s municipal and captive insurance customers. Excluding Merrill Merchants, which contributed $360 million in deposits at June 30, 2007, the year-over-year decrease was attributable to declines in savings, NOW and CMA/money market deposits which were partially offset by higher levels of CDs. Borrowings at September 30, 2007, were $285 million, an increase of $62 million from September 30, 2006, and a decline of $120 million from June 30, 2007. The increase from a year ago related to the acquisition of Merrill Merchants. The decline on a linked quarter basis was due to the July 1, 2007 redemption of Chittenden’s $125 million of 8.0% trust preferred securities ("TPS”). The redemption of the TPS reduced interest costs and increased the net interest margin approximately 7 basis points in the third quarter of 2007. NET INTEREST MARGIN Net interest income on a tax equivalent basis for the three months ended September 30, 2007 was $68.1 million, which was up $4.6 million from the same period a year ago. The increase in net interest income was primarily attributable to the acquisition of Merrill Merchants. Chittenden’s net interest margin for the third quarter of 2007 was 4.33%, an increase of 19 basis points on a linked quarter basis and 10 basis points from the third quarter of 2006. The increases in the net interest margin for both periods were primarily driven by the redemption of the TPS and the securities portfolio repositioning in the second quarter of 2007. NONINTEREST INCOME Noninterest income was $21.4 million for the third quarter of 2007 as compared to $16.1 million for the same period a year ago. The increase was driven by higher investment management and trust revenue, other noninterest income and $1.7 million from Merrill Merchants. The higher investment management and trust revenue was a result of increased assets under management and higher sales at Chittenden Securities, LLC. Other noninterest income increased $3.9 million due to a gain on the sale of MasterCard shares of $2.4 million and the recognition in 2006 of a $372,000 loss related to the early termination of the interest rate swaps on Chittenden’s TPS and the reduction of $275,000 in accrued interest on income tax refunds. NONINTEREST EXPENSE Noninterest expense was $52.0 million for the third quarter of 2007, an increase of $6.0 million from the same period a year ago and a decrease of $542,000 from the second quarter of 2007. The increase in noninterest expense from the third quarter of 2006 was primarily due to the operating costs of Merrill Merchants ($3.3 million) and higher levels of incentive compensation ($2.0 million). On a linked quarter basis the decline in noninterest expense was driven by lower legal expenses and non-recurring merger costs of $4.1 million, which was partially offset by operating costs at Merrill Merchants of $2.1 million and higher incentive accruals of $2.0 million. INCOME TAXES The effective income tax rate was 29.8% in the third quarter of 2007 and 29.2% for the first nine months of 2007 compared with 30.3% and 32.3% for the respective periods in 2006. The lower effective income tax rates were primarily attributable to higher low income housing credits as well as a first quarter 2007 change in the tax accounting method for a customer list intangible related to a prior acquisition. CREDIT QUALITY The provision for credit losses was $2.0 million, which was up from both the same period of a year ago and on a linked quarter basis. The increase was primarily due to higher net charge-offs and commercial loan growth. NPAs were $29.1 million at September 30, 2007, flat with June 30, 2007 and an increase of $3.0 million from the same period a year ago. NPAs as a percentage of total loans at the end of the third quarter of 2007 were 56 basis points, which was consistent with the third quarter of 2006 and down on a linked quarter basis. Net charge-offs as a percentage of average loans were 4 basis points compared to 3 basis points for the same quarter of 2006. The increase from the third quarter of last year was primarily due to higher consumer loan charge-offs. As a percentage of total loans, the allowance for credit losses excluding municipal loans was 1.35%, down 5 basis points from the similar period in 2006 and 2 basis points from the second quarter of 2007. PENDING MERGERS AND ACQUISITIONS On June 27, 2007, the Company announced that it had signed a definitive merger agreement to be acquired by People’s United Financial, Inc. ("People’s United Financial”), in a stock and cash transaction valued at approximately $1.9 billion of which approximately 55% is in cash and 45% in People’s United Financial stock. The transaction, which is expected to close in the first quarter of 2008, remains subject to approvals by regulators and the Company’s shareholders. At closing, Chittenden shareholders will have the right, subject to proration, to elect to receive cash or People’s United Financial common stock, in either case having a value equal to $20.35 plus the product of .8775 times the average closing price of People’s United Financial shares for the five day period prior to the closing. People’s United Financial currently operates 160 branches, 75 of which offer seven-day banking in Super Stop & Shop locations across Connecticut. Chittenden currently has 133 branches in New England through six bank subsidiaries. On June 4, 2007, the Company announced that it had signed a definitive merger agreement to acquire Community Bank & Trust Company ("Community Bank”), for approximately $124.1 million in cash and stock as of announcement date. The acquisition is expected to close in the fourth quarter of 2007; however completion of the acquisition remains subject to the approval of the shareholders of Community Bank, as well as various regulatory agencies. Under the terms of the merger agreement, October 24, 2007 has been set as the deadline for shareholders of Community Bank to elect to receive $33.37 per share in cash, with total cash consideration of approximately $33.4 million (assuming all stock options are cashed out at closing), or 1.1293 shares of Chittenden common stock for each share of Community Bank stock they own, with total stock consideration of approximately 3.1 million shares of Chittenden common stock. In addition, October 24, 2007 has been set as the shareholder meeting to approve the Chittenden and Community Bank merger. As a result of the transaction, Community Bank will merge into Ocean Bank. Chittenden is a bank holding company headquartered in Burlington, Vermont. Through its subsidiary banks1, Chittenden offers a broad range of financial products and services to customers throughout Northern New England, Massachusetts and Connecticut, including deposit accounts and services; commercial and consumer loans; insurance; and investment and trust services to businesses, individuals, and the public sector. Chittenden’s news releases, including earnings announcements, are available on its website. This press release contains statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Chittenden intends for these forward-looking statements to be covered by the safe harbor provisions for forward- looking statements contained in the Private Securities Litigation Reform Act of 1995 and is including this statement for purposes of complying with these safe harbor provisions. These forward-looking statements are based on current plans and expectations, which are subject to a number of risk factors and uncertainties that could cause future results to differ materially from historical performance or future expectations. These differences may be the result of various factors, including, among others: (1) changes in general, national or regional economic conditions; (2) changes in loan default and charge-off rates; (3) reductions in deposit levels necessitating increased borrowings to fund loans and investments; (4) changes in interest rates; (5) changes in levels of income and expense in noninterest income and expense-related activities; (6) competition and its effect on pricing, spending, third-party relationships and revenues; (7) failure of the parties to satisfy the closing conditions for the Chittenden/Community Bank merger or the People’s United Financial/Chittenden merger in a timely manner or at all; (8) failure to obtain governmental approvals of either merger, or imposition of adverse regulatory conditions in connection with such approvals; (9) failure of the Community Bank shareholders to approve the Chittenden/Community Bank merger or the Chittenden shareholders to approve the People’s United Financial Chittenden merger; (10) costs or difficulties related to the integration of the businesses following the completion of each merger; and (11) disruptions to Chittenden’s business as a result of the announcement and pendency of the People’s United Financial/Chittenden merger. For further information on these risk factors and uncertainties, please see Chittenden’s filings with the Securities and Exchange Commission, including Chittenden’s Annual Report on Form 10-K for the year ended December 31, 2006. Chittenden undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or other changes. Additional Information about the Mergers and Where to Find It Chittenden and People’s United Financial have filed and will be filing relevant documents concerning their transaction with the Securities and Exchange Commission, including a registration statement on Form S-4. Furthermore, Chittenden and Community Bank have filed relevant documents concerning their transaction with the SEC and the Federal Deposit Insurance Corporation, including a registration statement on Form S-4. INVESTORS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 CONTAINING A PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION AND ANY OTHER DOCUMENTS FILED WITH THE SEC AND/OR THE FDIC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY CONTAIN (OR WILL CONTAIN) IMPORTANT INFORMATION. Investors are able to obtain those documents filed with the SEC free of charge at the SEC’s website (http://www.sec.gov). In addition, documents can be obtained, without charge, by directing a request to Chittenden Corporation, 2 Burlington Square, Burlington, Vermont 05402-0820, Attention: General Counsel. Chittenden and its executive officers and directors may be deemed to be participants in the solicitation of proxies from the shareholders of Chittenden in connection with the People’s United Financial/Chittenden merger. Chittenden and its executive officers and directors may be deemed to be participants in the solicitation of proxies from the shareholders of Community Bank in connection with the Chittenden/Community Bank merger. Information about the directors and executive officers of Chittenden and information about any other persons who may be deemed participants in each transaction will be included in the applicable proxy statement/prospectus. You can find information about Chittenden’s directors and executive officers in the proxy statement for Chittenden’s annual meeting of shareholders filed with the SEC on March 9, 2007. 1 Chittenden’s subsidiaries are Chittenden Trust Company, The Bank of Western Massachusetts, Flagship Bank and Trust Company, Maine Bank & Trust Company, Ocean Bank and Merrill Merchants Bank. Chittenden Trust Company also operates under the names Chittenden Bank, Chittenden Services Group, Chittenden Mortgage Services and Chittenden Commercial Finance, and it owns Chittenden Insurance Group, LLC and Chittenden Securities, LLC. CHITTENDEN CORPORATION CONSOLIDATED BALANCE SHEETS (Unaudited) (In Thousands)                   Assets:   9/30/07   6/30/07   3/31/07   12/31/06   9/30/06   Cash and Cash Equivalents $276,115 $361,240 $232,259 $199,358 $145,393   Securities Available For Sale 919,066 918,214 1,205,593 1,137,352 1,231,369 FRB / FHLB Stock 9,138 9,136 15,027 13,403 16,124 Loans Held For Sale 17,891 23,495 21,991 17,354 21,646   Loans: Commercial & Industrial (C&I) 937,034 944,752 865,347 853,839 854,475 Municipal 159,076 115,972 159,459 141,522 144,152 Multi-Family 245,510 254,068 247,029 216,049 213,153 Commercial Real Estate 2,155,342 2,103,461 1,977,258 1,942,685 1,933,279 Construction 269,349 239,493 217,068 232,000 211,187 Residential Real Estate 859,048 849,557 749,018 751,450 749,106 Home Equity Credit Lines 352,747 344,210 319,235 322,124 325,814 Consumer 258,279 258,168 231,221 237,541 246,394 Total Loans 5,236,385 5,109,681 4,765,635 4,697,210 4,677,560 Less: Allowance for Loan Losses (67,494) (67,400) (62,768) (62,160) (62,153) Net Loans 5,168,891 5,042,281 4,702,867 4,635,050 4,615,407   Accrued Interest Receivable 34,080 32,377 32,802 33,123 32,393 Other Assets 94,839 97,831 86,512 83,938 89,759 Premises and Equipment, net 76,066 74,151 68,541 67,036 67,952 Mortgage Servicing Rights 16,121 16,128 14,209 14,155 14,347 Identified Intangibles 20,137 20,986 14,332 14,996 15,661 Goodwill 282,448 282,448 216,038 216,038 216,038   Total Assets $6,914,792 $6,878,287 $6,610,171 $6,431,803 $6,466,089   LIABILITIES AND STOCKHOLDERS' EQUITY   Liabilities: Deposits: Demand $996,924 $997,538 $909,309 $966,758 $971,378 Savings 488,833 501,248 462,935 468,294 481,380 NOW 869,028 913,155 864,364 861,435 866,134 CMAs / Money Market 1,697,271 1,547,971 1,663,107 1,655,349 1,658,319 Certificates of Deposit less than $100,000 997,583 971,505 880,993 848,814 858,834 Certificates of Deposit $100,000 and Over 759,986 743,720 749,061 678,243 663,086 Total Deposits 5,809,625 5,675,137 5,529,769 5,478,893 5,499,131   Securities Sold Under Agreements to Repurchase 118,015 114,798 87,017 73,611 87,112 Other Borrowings 167,070 290,067 261,656 136,409 135,975 Accrued Expenses and Other Liabilities 73,098 75,007 67,569 71,804 63,162 Total Liabilities 6,167,808 6,155,009 5,946,011 5,760,717 5,785,380   Stockholders’ Equity: Common Stock 52,435 52,425 50,261 50,235 50,235 Surplus 343,774 342,392 276,843 276,034 274,834 Retained Earnings 491,777 478,499 479,271 468,331 454,985 Treasury Stock, at cost (135,931) (139,535) (126,987) (105,666) (85,613) Accumulated Other Comprehensive Income (9,387) (14,369) (21,263) (24,008) (19,470) Directors Deferred Compensation to be Settled in Stock 6,405 6,164 6,035 6,160 5,738 Unearned Portion of Employee Restricted Stock (2,089) (2,298) - - - Total Stockholders' Equity 746,984 723,278 664,160 671,086 680,709   Total Liabilities and Stockholders' Equity $6,914,792 $6,878,287 $6,610,171 $6,431,803 $6,466,089 CHITTENDEN CORPORATION CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (In Thousands, except for per share amounts)   For the Three Months Ended   For the Nine Months Ended 9/30/07   9/30/06 9/30/07   9/30/06 Interest Income: Loans $93,816 $82,743 $264,405 $234,555 Investments 12,786 13,539 38,938 42,353 Total Interest Income 106,602 96,282 303,343 276,908   Interest Expense: Deposits 36,339 28,868 101,226 77,648 Borrowings 3,387 4,689 14,506 13,487 Total Interest Expense 39,726 33,557 115,732 91,135   Net Interest Income 66,876 62,725 187,611 185,773 Provision for Credit Losses 2,000 1,670 5,000 4,953   Net Interest Income after Provision for Credit Losses 64,876 61,055 182,611 180,820   Noninterest Income: Investment Management and Trust 6,614 5,233 18,464 15,708 Service Charges on Deposits 4,458 4,277 13,022 12,564 Mortgage Servicing 449 382 2,151 1,702 Gains on Sales of Loans, Net 1,410 1,624 4,117 4,897 Losses on Sales of Securities - - (14,137) - Credit Card Income, Net 1,377 1,376 3,794 3,837 Insurance Commissions, Net 1,141 1,275 4,690 4,750 Other 5,910 1,970 12,113 8,794 Total Noninterest Income 21,359 16,137 44,214 52,252   Noninterest Expense: Salaries 27,188 23,200 74,431 69,906 Employee Benefits 5,685 5,637 17,070 16,987 Net Occupancy 6,119 5,705 18,453 17,635 Data Processing 1,191 1,034 3,397 2,987 Amortization of Intangibles 849 665 2,240 1,994 Merger Costs - - 4,130 - Other 10,977 9,777 32,126 30,545 Total Noninterest Expense 52,009 46,018 151,847 140,054   Income Before Income Taxes 34,226 31,174 74,978 93,018 Income Tax Expense 10,205 9,449 21,893 30,086   Net Income $24,021 $21,725 $53,085 $62,932     Basic Earnings Per Share $0.52 $0.47 $1.16 $1.36 Diluted Earnings Per Share 0.51 0.47 1.15 1.34 Dividends Per Share 0.22 0.20 0.64 0.58 CHITTENDEN CORPORATION   SELECTED QUARTERLY FINANCIAL DATA (Unaudited) (In thousands, except ratios and per share amounts)   9/30/07   6/30/07   3/31/07   12/31/06 9/30/06 Selected Financial Ratios Return on Average Tangible Equity 1 22.48% 8.92% 18.93% 20.25% 20.20% Core Return on Average Tangible Equity 1 22.48% 20.61% 18.93% 20.25% 20.20% Return on Average Equity 13.04% 5.35% 12.21% 13.20% 13.00% Core Return on Average Equity 1 13.04% 12.75% 12.21% 13.20% 13.00% Return on Average Tangible Assets 1 1.49% 0.60% 1.34% 1.47% 1.41% Core Return on Average Tangible Assets 1 1.49% 1.38% 1.34% 1.47% 1.41% Return on Average Assets 1.39% 0.55% 1.26% 1.39% 1.33% Core Return on Average Assets 1 1.39% 1.30% 1.26% 1.39% 1.33% Net Yield on Earning Assets 4.33% 4.14% 4.06% 4.29% 4.23% Efficiency Ratio1 57.90% 57.16% 58.72% 54.56% 55.91%   Tangible Capital Ratio 6.72% 6.39% 6.80% 7.10% 7.20% Leverage Ratio 6.84% 8.73% 9.11% 9.24% 9.24% Tier 1 Capital Ratio 8.20% 10.26% 10.93% 11.56% 11.59% Total Capital Ratio 11.74% 13.83% 14.52% 12.78% 12.80%   Common Share Data Common Shares Outstanding 46,628 46,464 44,722 45,360 45,994 Weighted Average Shares Outstanding 46,559 45,187 45,105 45,745 45,982 Weighted Average and Common Equivalent Shares Outstanding 47,422 45,746 45,750 46,388 46,504   Book Value per Share $16.02 $15.57 $14.85 $14.79 $14.80 Tangible Book Value per Share1 $9.53 $9.04 $9.70 $9.70 $9.76   Credit Quality Data Nonperforming Assets (NPAs) $29,086 $29,539 $23,312 $20,358 $26,089 90 days past due and still accruing 3,810 4,141 3,930 3,352 3,196 NPAs to Loans Plus OREO 0.56% 0.58% 0.49% 0.43% 0.56%   Allowance for Loan Losses $67,494 $67,400 $62,768 $62,160 $62,153 Reserve for Unfunded Commitments2 1,172 1,226 1,200 1,200 1,200 Allowance for Credit Losses (ACL) $68,666 $68,626 $63,968 $63,360 $63,353   ACL to Loans 1.31% 1.34% 1.34% 1.35% 1.35% ACL to Loans (excluding Municipals) 1.35% 1.37% 1.39% 1.39% 1.40% ACL to Nonperforming Loans 238.41% 235.72% 274.75% 315.32% 248.90%   Charge-offs $2,635 $1,663 $1,617 $3,070 $2,093 Recoveries 729 741 725 1,110 506 Net Charge-offs $1,906 $922 $892 $1,960 $1,587 Net Charge-offs to Average Loans 0.04% 0.02% 0.02% 0.04% 0.03%   QTD Average Balance Sheet Data Securities $928,061 $1,056,954 $1,191,388 $1,201,734 $1,269,907 Loans, Net 5,149,631 4,855,054 4,663,406 4,632,538 4,626,194 Earning Assets 6,250,927 6,107,388 5,927,704 5,926,319 5,959,599 Total Assets 6,847,578 6,637,111 6,427,488 6,426,533 6,482,127 Deposits 5,764,915 5,509,524 5,365,049 5,434,889 5,442,894 Borrowings 280,709 383,029 328,039 249,344 312,430 Stockholders’ Equity 730,560 677,370 664,993 677,244 662,964   1. Reconciliation of non-GAAP measurements to GAAP             For the nine months ended 9/30/07     Net income (GAAP) $53,085 Losses on sales of securities (after tax) 9,676 Non recurring charge for Merrill Merchants (after tax) 2,859 Core net income (non-GAAP) (D) $65,620   Fully diluted earnings per share decrease (GAAP) $1.15 Fully diluted core earnings per share increase (non-GAAP) $1.42   9/30/07 6/30/07 3/31/07 12/31/06 9/30/06 Net Income (GAAP) $24,021 $9,039 $20,025 $22,536 $21,009 Amortization of core deposit intangible, net of tax 552 472 432 432 431 Tangible Net Income (A) $24,573 $9,511 $20,457 $22,968 $21,440   Average Equity (GAAP) $730,560 $677,370 $664,993 $677,244 $661,020 Average Core Deposit Intangible 20,586 16,430 14,662 15,328 16,659 Average Deferred Tax on CDI (6,181) (4,669) (3,993) (4,168) (4,435) Average Goodwill 282,448 237,932 216,038 216,038 216,038 Average Tangible Equity (B) $433707 $427,677 $438,286 $450,046 $432,758   Return on Average Tangible Equity (A) / (B) 22.48% 8.92% 18.93% 20.25% 19.87% Core Return on Average Tangible Equity (D) / (B 22.48% 20.61% 18.93% 20.25% 19.87%   Average Assets (GAAP) $6,847,578 $6,637,111 $6,427,488 $6,426,533 $6,462,457 Average Core Deposit Intangible 20,586 16,430 14,662 15,328 16,659 Average Deferred Tax on CDI (6,181) (4,669) (3,993) (4,168) (4,435) Average Goodwill 282,448 237,932 216,038 216,038 216,038 Average Tangible Assets (C) $6,550,725 $6,387,418 $6,200,781 $6,199,335 $6,234,195   Return on Average Tangible Assets (A) / (C) 1.49% 0.60% 1.34% 1.47% 1.38% Core Return on Average Tangible Assets (D) / (C) 1.49% 1.38% 1.34% 1.47% 1.38%         Efficiency Ratio: is computed by dividing total noninterest expense (less oreo expense, amortization expense, franchise tax and any nonrecurring items) by the sum of net interest income on a tax equivalent basis and total noninterest income (exclusive of gains and losses from bank investment securities, and nonrecurring items). Chittenden uses this non-GAAP measure, which is used widely in the banking industry, to provide important information regarding its operational efficiency, e.g. ($52,009-$26-$849-$755) / ($68,058+$21,359-$2,412) = 57.90%.   Tangible book value per share: is computed by subtracting goodwill and identified intangibles from equity, and dividing the resultant number by common shares outstanding, e.g. ($746,984-$20,137-$282,448) / 46,628= $9.53.   While Chittenden’s management uses non-GAAP measures for operational and investment decisions and believes that these measures are among several useful measures for understanding its operating results and financial condition, these measures should not be construed as a substitute for GAAP measures. Non-GAAP measures should be read and used in conjunction with Chittenden’s reported GAAP operating results and financial information.   2. The reserve for unfunded commitments is included in other liabilities on the accompanying consolidated balance sheet.