big picture thinkingTake advantage of opportunities

to grow through uncertainty.

PAGE 7

maximum security: FNB’s top 5 tips to guard against cybercrime Cybercrime continues to be a

top concern for businesses of

all sizes. What you need to know.

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BUSINESS STRATEGIES

Total Money Management from the professionals at First National Bank

TODAY can your business succeed without you?

Putting a long-term succession

plan in place today could make a

big difference for your business

in the future.

PAGE 3

Vincent J. Delie, Jr. President and CEOF.N.B. CorporationFirst National Bank

THE FIRST NATIONAL BANK DIFFERENCEFirst National Bank, the largest subsidiary of F.N.B. Corporation (NYSE: FNB), is a growing financial services organization with a long-standing tradition of helping our customers and communities thrive. Across more than 150 years of service, we have remained dedicated to providing total money management solutions for our consumer and commercial clients. We have a core business concentration on middle and upper-middle market companies and serve their needs as a value-added partner.

VALUES THAT MATTERAt First National Bank, we build lasting relationships with customers, shareholders and communities by embracing the five fundamental core values on which we were founded:

s INTEGRITY We earn trust by maintaining the

highest ethical standards in all of

our actions.

s SERVICE We provide the highest level of

personal service and support to

all of our customers.

s TEAMWORK We support and equip each

employee for job success and

we recognize those who help

the company grow.

s INNOVATION We embrace ideas that move us

forward and serve our customers.

s WINNING We foster pride, exhibit a

positive focus and celebrate

our accomplishments.

So far in 2016, we have seen a great deal of uncertainty in the global economy and in the current events that shape it. That is especially true as we gear up for a presidential

election already marked by polarizing views and round-the-clock media attention.

However, uncertainty can also lead to enormous opportunity. In this edition of Business Strategies Today, we offer insight to help you navigate challenging conditions for a more successful future for your business.

Building a solid business succession plan is key to long-term stability, both professionally and, as a result, personally. Experts from our Wealth Management and Insurance teams provide a set of questions to get you started, which might be the hardest part of the process with so many other pressing demands on your time and attention.

We also outline our top five tips for guarding against one of the biggest challenges facing businesses today. Cybersecurity is a top priority for First National Bank (FNB), and with our specialized expertise and leading technology, we know what it takes to keep your information and reputation safe.

Finally, while achieving sustainable success is dependent on looking ahead, it also often comes down to managing risk today. Our International Banking, Interest Rate Sales and Loan Syndication teams discuss ways to spot opportunities and how to take advantage of them through a big picture approach to risk management.

We look forward to the opportunity to utilize our resources as a full-service financial institution, along with our innovative technology and relationship-based approach, to help you navigate today’s challenging environment. Together, we will help you stay the course to your long-term business goals.

01

All data as of July 2016. *Excluding Custodial Banks.

300+ BRANCHES 430+ ATMS3800+ EMPLOYEES

TOP 50 BANK HOLDING COMPANY$21 billion+ in assets NEARLY $16 billion in DEPOSITS

Top Retail Deposit Sharein three major metropolitan statistical areas Pittsburgh, Baltimore & Cleveland

fnb-online.com

For our customers, employees and communities

FNB has received national recognition for client satisfaction in middle market and small business banking and is consistently a top workplace in two of our thriving metropolitan markets.

IN SUCCESSPARTNERS

NEARLY 1.9 million customers

TO SERVE YOU BETTERGROWING

First National Bank has been delivering hometown service and world-class solutions for consumer, commercial and high-net worth customers since 1864.

We continue growing stronger to serve you better. In July of

2016, we announced plans to acquire North Carolina-based

Yadkin Financial Corporation, creating a premier regional

bank in the Mid-Atlantic and Southeast.

As we combine our resources, you and your business will have

access to more locations, markets and convenience than ever

before. Along with an expansive physical network, FNB will

continue to deliver our industry-leading technology, giving you

the flexibility to manage your personal and business accounts

on your schedule. So no matter when or where you need us,

FNB is available to support your comprehensive banking needs.

You can also look to FNB for expertise on the topics that

have the greatest impact on you and your business. In past issues

of Business Strategies Today, experts from across our Company

have covered subjects ranging from international banking to

employee benefits to M&A and so much more. Explore previous

editions at fnb-online.com/business-strategies-today to explore

the wide range of consultation, products and services FNB is

able to offer you and your business, or call us at 866.362.4603

to learn more.

CONSUMER BANKING

• Deposit Products

• Mortgage Banking

• Consumer Lending

• Indirect Lending

• Mobile & Online Banking

WEALTH MANAGEMENT

• Trust & Fiduciary

• Retirement Services

• Investment Advisory

• Brokerage

• Private Banking

FULL-SERVICE SOLUTIONS

MD

OH

WV

PA

COUNTIES WITH FNB BRANCHES AND ATMS

COMMERCIAL BANKING

• Corporate & Business Banking

• Investment Real Estate

• Asset-Based Lending

• Capital Markets

• Lease Financing

• Treasury Management

• International Banking

INSURANCE

• Property & Casualty

• Employee Benefits

• Personal

• Title

FEATURED IN THIS ISSUE

03CAN YOUR BUSINESS SUCCEED WITHOUT YOU?Succession planning is critical for long-term

success. FNB experts provide a few key

questions to get the conversation started.

05MAXIMUM SECURITY: FNB’S TOP 5 TIPS TO GUARD AGAINST CYBERCRIMECybercrime, and especially email fraud,

continues to be a top concern for our clients.

We offer our top five cybersecurity tips to

keep your information and reputation safe.

07BIG PICTURE THINKINGThere is a great deal of uncertainty in the

global economy. However, there might also

be great opportunity to grow your business.

You just have to look at the big picture.

BUSINESS STRATEGIES TODAY | FALL 2016 02

Source: 2015 survey conducted by the Financial Planning Association and CNBC

of small business owners plan to sell their businesses to fund their retirement.

Inventory. Payroll. Sales. Fixing the copier…Again.

When you’re running a business, your time is quickly

consumed by the everyday factors that add up to

success. But to maximize that success in the long

term, for your business and for yourself, it is critical

that you plan for the day when you will be ready to

pass those responsibilities on to someone else.

CAN YOUR BUSINESS

WITHOUTYOUSUCCEED

FNB-ONLINE.COM03

While the hardest part is often just getting

started, the path to the future you’ve been

working toward begins with an honest

conversation. Here are some key questions to

help you navigate the financial considerations

of building a succession plan.

When do you see yourself exiting your business?While concrete steps to exit your business

should begin a minimum of five years out, it

is never too early to start planning for the

future. If you plan to be involved for another

five years or more, take steps to build liquidity

away from the business so that you have more

flexibility down the line when it really counts.

What lifestyle do you envision following the transition?Talk to your financial advisor for a realistic

assessment of how much money you will

need to comfortably accomplish your goals

for yourself and your family. Think in terms

of lump sum and annual needs.

Is your business worth enough today to make that a reality?Get a valuation of your business. If there’s a

gap between the current value and where

you want to be, consider the investments,

improvements or refinancing options that

might get you there.

If you are well ahead of your target, work

with your financial advisor now to identify

what money will serve you in retirement

versus what you want to set aside for the

next generation, charitable giving or other

longer-term purposes.

You will also need to consider how much your

business is worth without you. Make sure you

are developing a strong leadership team able

to maintain the viability of the business, and

therefore its optimal value, even when you are

not part of the equation.

Who do you want to be in control of the future of your business?The rationale on which you base your

business succession plan is likely to be as

emotional as it is financial. Have you identified

a successor inside the business, such as a

key employee or family member? Or would

you be comfortable selling your company

outright to your leadership team or a third

party? Answers to these questions will drive

many subsequent decisions around how you

structure your exit plan or sale strategy.

How can you make the most of what you get?Business owners are sometimes surprised

by the tax bill upon a sale, especially as costs

can vary wildly depending on factors such as

location and type of deal – and there are an

equally varied range of strategies available

to mitigate tax-related expenses. Consult an

expert specializing in tax-planning to develop a

customized strategy to minimize the impact to

you and your business.

Your succession plan will be as unique as your

business. It’s important that you assemble a

team of experts to provide legal, accounting

and financial guidance tailored to your specific

situation. As a full-service financial institution,

FNB has a unique perspective, with insight

into your complete financial picture – from

personal and business banking to wealth

management and insurance.

Contact F.N.B. Wealth Management,1

an affiliate of FNB, at 888.824.5833 to

begin conversations about the future of

your business.

actually have a written plan for succession.

Preparing for the UnexpectedYou, your family and your employees

depend on your business. It is

imperative that you establish a plan for

it to continue even if you are suddenly

no longer able to be involved.

Life and disability insurance should play

a major role. Work with your insurance

expert and financial planners to

understand the long-term implications

of being unable to work. The right

policy can potentially stave off a fire

sale and give you the time you need for

a more thoughtful disposition.

Likewise, buy-sell agreements are vital

for any business with multiple owners,

outlining the orderly distribution of

assets in a worst-case scenario. In

select cases, funding the purchase of

those assets through life or disability

insurance could save the remaining

partner from serious – and sudden –

financial burden.

At FNB, insurance experts believe

in the importance of making difficult

decisions now so that at least some

pain may be avoided should the

worst take place.

Contact our experts in the

First National Insurance Agency

at 800.252.4850 to learn more

about how you can protect yourself,

your business and everyone who

depends on both.

1. Products and services offered by F.N.B. Wealth Management are not FDIC insured, are not deposits or obligations of or guaranteed by F.N.B. Corporation or its affiliates, and are subject to investment risk including possible loss of principal.

BUSINESS STRATEGIES TODAY | FALL 2016 04

#2 TRAIN YOUR TEAMAn uninformed team may be your greatest

business risk. Well-meaning employees

may open your firm to significant loss simply

by trying to do the right thing, as you can

see in our infographic on Business Email

Compromise. Implement cybersecurity

training so your employees know how to

recognize and respond correctly to

potential threats.

#3 HAVE A PLANEstablish an Incident Response Plan

for managing a breach before it happens.

Include how and when you will communicate

to employees, clients and law enforcement,

as well as how you will respond to questions

from the media. Additionally, note steps to

protect evidence that may support forensic

investigation. Acting quickly, decisively and

transparently will go a long way toward

demonstrating confidence and minimizing

financial and reputational damage.

In the business world, our relationship with technology is complicated. It has revolutionized how we communicate and process information. But it also requires significant investment and can open a business up to enormous risk.

Chief executives in the U.S. are more

concerned about cyber threats than financial

risks including fiscal crises, asset bubbles

and energy prices, according to the World

Economic Forum’s The Global Risk Report 2016. The concern is well-founded, as research

suggests that the global cost of data breaches

could reach $2.1 trillion by 2019, quadrupling

from the staggering highs already seen in 2015

(Juniper Research).

The risks associated with cybercrime go

beyond the obvious financial implications as

F N B ’ S TO P 5 T I P S TO G UA R D AG A I N S T C Y B E RC R I M E

the reputational damage tied to a breach may

be insurmountable, especially for smaller

businesses. Considering that more than 80

percent of companies in the U.S. have been

successfully hacked, a figure that jumps to 85

percent for small businesses, the threat is very

real (Duke University/CFO Magazine Global Business Outlook Survey 2015).

At FNB, we are committed to the security

of your information. Our experts offer their

top five tips to protect your business against

cyber threats.

#1 KNOW YOUR RISKSTo protect your business and your clients, you

need a thorough knowledge of your systems

and where they could be compromised.

A third party vendor can help you conduct a

vulnerability assessment and identify security

weaknesses so you can take proactive steps

to minimize the potential for a catastrophic

breach. It’s best to evaluate your systems

annually at a minimum, and even more

frequently for those that are critical.

05 FNB-ONLINE.COM

DID YOU KNOW?Account security gets

more high-tech every day.

FNB recently introduced

CardGuardSM mobile debit card

controls to protect against

debit card fraud. Soon, we will

also offer Touch ID fingerprint

authentication for the FNB Direct

mobile app for consumers.

BUSINESS STRATEGIES TODAY | FALL 2016

#4 INVEST IN PROTECTIONCybercriminals are extremely sophisticated,

so you will need equally sophisticated

technology to keep them out. It is prudent to

have “Layers of Defense,” with multiple forms

of protection such as firewalls, anti-virus

software, internet and email filtering controls

and employee awareness training.

You may also wish to consider cyber liability

insurance to cover any potential losses or

damages if criminals do get in. FNB’s insurance

experts are available at 800.252.4850 for a

conversation around cyber liability insurance

for your business.

#5 WORK WITH EXPERTSConsult third party vendors to safeguard

your business technology, and make sure

each of your service providers prioritizes

information security – especially if they

have access to your systems or data. Ask

what steps they take to protect your

information and what they would do if a

breach occurred.

BUSINESS EMAIL COMPROMISE

FIGHT BACK

According to the FBI, email fraud, or Business Email Compromise (BEC), is one of the greatest

cybersecurity threats for businesses large and small. BEC might not seem as high-tech as other

methods, but its danger is in its simplicity. It relies on people doing their jobs, making it very difficult

for security systems to track. Here’s how it works...

Criminals first scour public materials for details like:

executive names

travel schedules

company vendors

Then they create a phony email account that looks like one of yours:

Next, the bad guys send a fake email from an executive to one of your employees,possibly requesting an urgent wire transfer to a vendor.

Your employee then acts quickly to fulfill the request. After all, an urgent request from a traveling CEO is not unheard of….and no one wants to disappoint the boss.

visually similar to the real deal

visual tricks, like using two V’s (vv) in place of a W (w)

use .co instead of .com

Train employees to spot potential scams.

Use 2+ methods to confirm wire requests that

come through by email. Pick up the phone and

call or stop by for face-to-face verification.

Buy domain names that are similar to yours so

they aren’t available for malicious use.

Contact your financial institution and law

enforcement immediately upon discovering

a compromise.At FNB, we employ

a team of experts

dedicated solely to

information security, and we

deliver leading-edge banking

technology to protect you and give

you peace of mind. For example, the new

FNB Business mobile banking app offers

commercial clients the ability to monitor

account activity, approve time-sensitive

transactions and receive alerts while they’re

on the go. FNB Business also provides secure

mobile access to Positive Pay, FNB’s account

reconcilement service, so users may receive

and act on their daily exception report on

their mobile phone or tablet.

From the financing you need to upgrade your

systems to the insurance you need to protect

them, FNB has the expertise and resources

to make you feel confident in your financial

security. Contact us at 866.362.4603 to

discuss how we can work with you in the

fight against cybercrime. K

06

Invest in Your FutureThe current lending environment is ripe to pursue new financing. With a

number of factors contributing to lingering economic uncertainty, many

businesses remain reluctant to borrow or initiate new deals. This has led

to a supply and demand imbalance for debt.

Companies nearing maturities on existing debt, or that have been

putting off projects in an effort to build reserves, should take advantage

of current conditions to execute new, longer-term deals. In addition to

driving growth, securing financing in today’s issuer-friendly environment

could help to protect a company from additional risk down the line should

economic conditions deteriorate and terms become less favorable. Now

just might be the right time to pursue M&A, invest in new technology or

expand your facilities with new real estate.

Explore New MarketsInternational expansion is an ideal way to put that capital to use for

future growth. Outside of the competitive advantages that international

scope affords, new markets offer the potential for increased sales

through access to more markets and a fresh base. Additionally, by adding

geographic diversity you may be able to minimize the impact of region-

specific recessions or downturns in the future. Depending on the

location of your expansion, you may also benefit from decreased

costs by leveraging local manufacturing operations.

Between economic shocks like Brexit, tragic world events and the current presidential election, 2016 has ushered in a great deal of international and domestic uncertainty with which to contend – especially when you are running a business.

The experts at FNB believe that, with the right approach and financial partner, there are always opportunities to keep growing and developing. You just have to look at the big picture.

Global markets shift constantly in the best of conditions, and there are

infinite variations on trade policy and the ways in which transactions

can be processed. International growth will require a financial services

partner with the expertise needed to read the market conditions and

identify the best opportunities for expansion. When you are ready to

act, an international banking services provider will establish the right

strategies to ensure you are paid in full and on time and that you are well-

protected from foreign exchange (FX) risks.

If it fits with your strategic plan, the market dislocation

caused by Brexit may have created an ideal scenario to

explore an acquisition in the U.K. The British Pound (GBP) has

depreciated against major currencies, making British assets

less expensive. On the flip side, if you do business in GBP,

you may want to consider an FX hedging strategy to protect

against profit margin compression. Email fx@fnb-corp.com

to discuss how a tailored approach to FX risk can keep you

moving forward in a changing global marketplace.

THINKING

FNB-ONLINE.COM07

A business leases new equipment to companies in the U.S., and it is growing quickly.

To take its success to the next level, the company will sell equipment returned at the

end of a lease to distributors in emerging economies around the world for resale in

their local markets.

This presents enormous potential for expansion – but not without risk. Here’s just

one example of how FNB might help the company move forward following an in-

depth evaluation of its complete financial picture and goals.

Invest in Your FutureThe company will need capital to support increased domestic business, as well as

to fund their new division and international expansion. Down the line, it’s likely

that they will require additional warehouse space to store the inventory they need

to meet growing demand. FNB will work with the company to provide a long-term

approach to their evolving credit needs, as well as investment real estate expertise.

Additionally, FNB will implement treasury management solutions designed to

automate processes, drive efficiency and maximize cash flow, ensuring that the

company gets the most out of their banking relationship .

Explore New MarketsJumping into global business without the right guide could result in margin

compression. FNB will conduct a thorough evaluation of the company’s global risk:

• Payments Risk: Can the company afford extended terms to accommodate foreign

buyers having difficulty making payments in a strengthening U.S. dollar? Will there

be an impact to working capital, and therefore liquidity?

• FX Risk: Could the company increase sales and reduce losses by conducting

business in the currency of the buyer?

• Credit Risk: How will the business assess and manage the credit risk of the

foreign buyer and their bank?

Based on the evaluation, FNB will tailor a trade finance solution to meet the

company’s unique needs. In this case, we may develop FX hedging solutions to

enable the company to sell in local currencies, increasing potential export sales

without incurring unnecessary FX risk.

Protect YourselfWith the evolving financing needs discussed above, executives are interested in

ways to protect against potential rising interest rates – which could have a major

impact on their debt obligations and, in turn, profitability. To mitigate interest rate

risk, FNB’s experts would work with the business to implement a hedging strategy.

In the current environment, the most popular solution is an interest rate swap,

wherein the company would synthetically convert their variable rate exposure into

one with a fixed rate.

By approaching the company’s total financial picture and not just a piece of it, FNB

will help them take advantage of the opportunity to grow, even in an uncertain

economic environment.

Protect YourselfIt won’t be the first or last time you hear it: the

best offense is a good defense. A full-service

banking partner should be able to look at your

complete financial picture to tailor solutions to

manage your unique risks in any scenario.

This starts with essentials, such as personal

and commercial insurance coverage. But as

your business becomes larger, risks will grow

in scale and complexity, and may require more

sophisticated solutions. This could include

interest rate hedging strategies designed

to lock in rates, insulating your debt from

fluctuations in the market or increased interest

rates. And they will, eventually, increase.

For businesses with significant credit needs,

in the tens of millions of dollars, a syndicated

loan may be an option as well. A syndicated

loan brings together multiple lenders on one

credit facility, typically when the need for

debt financing exceeds the capacity of a single

commercial bank, to effectively manage risk

via diversification.

A syndicated loan also drives efficiency for

the borrower, offering the flexibility and

competitive terms that come with multiple

bank relationships, but managed through a

primary point of contact with the lead arranger.

The Big PictureYou need a financial services partner that’s

able to look at the “big picture” – both in terms

of the global economy and your individual

financial situation – to recognize and capitalize

on opportunities for growth. As a diversified,

full-service financial institution, FNB provides

a comprehensive range of solutions, including

personal and commercial banking, treasury

management, wealth management, insurance

and other specialty products and services.

Contact us at 866.362.4603 to discuss how

we can improve your company’s financial

picture – both for the business and for the

people who make it work.

At the Big PictureTAKE A CLOSER

LOOK

The information provided in this article is for general information purposes only. It does not provide investment advice and is not specific to the circumstances of any business or individual. The information in this article may change at any time and without notice.

BUSINESS STRATEGIES TODAY | FALL 2016 08

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It’s our commitment to you.At FNB, we always strive to achieve the highest level of

customer service. That means giving you fast responses to

questions, offering the most advanced business solutions,

tools and technology, and providing unmatched industry

expertise that gives you an edge. Visit fnb-online.com to learn

more about how we can help you reach your business goals.

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