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Press release from Business Wire

Robbins Umeda LLP Announces an Investigation of Citizens Republic Bancorp, Inc.

Friday, September 14, 2012

Robbins Umeda LLP Announces an Investigation of Citizens Republic Bancorp, Inc.15:15 EDT Friday, September 14, 2012 SAN DIEGO (Business Wire) -- Shareholder rights firm Robbins Umeda LLP has commenced an investigation into possible breaches of fiduciary duty and other violations of the law by members of the board of directors of Citizens Republic Bancorp, Inc. (NASDAQ: CRBC) in connection with their efforts to sell the company to FirstMerit Corporation (NASDAQ: FMER). Concerned shareholders who would like more information about their rights and potential remedies can contact attorney Gregory E. Del Gaizo at (800) 350-6003, info@robbinsumeda.com, or via the shareholder information form on the firm's website. On September 13, 2012, Citizens Republic and FirstMerit announced that they had entered into a definitive merger agreement under which Citizens Republic will be acquired by FirstMerit. According to the terms of the deal, FirstMerit will acquire Citizens Republic through a stock-for-stock transaction with a total value of approximately $912 million based on FirstMerit's average ten-day closing stock price ended September 12, 2012. Citizens Republic shareholders will receive a fixed 1.37 shares of FirstMerit common stock in exchange for each share of Citizens Republic common stock. Based on FirstMerit's average ten-day closing stock price ended September 12, 2012, the implied value of a Citizens' share is $22.50. The acquisition has already been approved by the boards of directors of both companies. Robbins Umeda LLP's investigation focuses on whether the board of directors at Citizens Republic is undertaking a fair process to obtain maximum value and adequately compensate its shareholders, or seeking to benefit themselves. Notably, FirstMerit will appoint two board members of Citizens Republic to its board of directors. Further, on July 26, 2012, Citizens Republic reported financial results of a fifth consecutive quarterly profit and a second quarter of 2012 results with adjusted earnings per share of $0.500, which beat the consensus adjusted analyst estimates of $0.397 by 25.94%. Citizens Republic's net income attributable to common shareholders for the second quarter of 2012, of $297.1 million represented an increase of 1505.9% over net income attributable to common shareholders of $18.5 million during the second quarter of 2011. Given these financial results, Robbins Umeda LLP is examining the board of directors' decision to sell Citizens Republic now rather than allow shareholders to continue to participate in the company's continued success and future growth prospects. Robbins Umeda LLP attorneys highlight that Citizens Republic shareholders have the option to file a class action lawsuit against the company to secure the best possible price for the company's shareholders and the disclosure of material information to shareholders so they can vote on the transaction in an informed manner. Robbins Umeda LLP is a nationally recognized leader in securities litigation and shareholder rights law. The firm represents individual and institutional investors in shareholder derivative and securities class action lawsuits, and has helped its clients realize more than $1 billion of value for themselves and the companies in which they have invested. For more information, please go to http://www.robbinsumeda.com. Press release link: http://www.robbinsumeda.com/shareholders-rights-blog/citizens-republic-bancorp-inc/ Attorney Advertising. Past results do not guarantee a similar outcome. Robbins Umeda LLPGregory E. Del Gaizo(619) 525-3990 or Toll Free (800) 350-6003info@robbinsumeda.comwww.robbinsumeda.com