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Pathfinder Bancorp Announces Closing of Reorganization, Stock Offering

Oswego, NY – Pathfinder Bancorp, Inc. (Nasdaq Capital: PBHC), announced today (Oct. 16) that it has completed the conversion and reorganization pursuant to which Pathfinder Bancorp, MHC has converted to the stock holding company form of organization. Pathfinder Bancorp, Inc., a Maryland corporation (“New Pathfinder”) and the new stock holding company for Pathfinder Bank, has sold 2,636,053 shares of common stock at $10 per share, for gross offering proceeds of $26.4 million in its stock offering.

Concurrent with the completion of the offering, shares of common stock of Pathfinder Bancorp, Inc., a Federal corporation (“Pathfinder-Federal”) owned by the public have been exchanged for shares of New Pathfinder’s common stock so that Pathfinder-Federal’s existing shareholders now own approximately the same percentage of New Pathfinder’s common stock as they owned of Pathfinder-Federal’s common stock immediately prior to the conversion, subject to adjustment as disclosed in the prospectus.

Shareholders of Pathfinder-Federal will receive 1.6472 shares of New Pathfinder’s common stock for each share of Pathfinder-Federal’s common stock they owned immediately prior to completion of the transaction.

Cash in lieu of fractional shares will be paid based on the offering price of $10 per share. As a result of the offering and the exchange of shares, New Pathfinder has 4,352,306 shares outstanding, subject to adjustment for fractional shares.

The shares of common stock sold in the offering and issued in the exchange are expected to begin trading on the Nasdaq Capital Market on October 17, 2014, under the trading symbol “PBHC.”

Direct Registration Statements reflecting the shares purchased in the subscription offering are expected to be mailed to subscribers on or about October 17, 2014.

Shareholders of Pathfinder-Federal holding shares in street name will automatically receive shares of New Pathfinder common stock and cash in lieu of fractional shares within their accounts. Shareholders of Pathfinder-Federal holding shares in certificated form will be mailed a letter of transmittal on or about October 17, 2014.

After submitting their stock certificates and a properly completed letter of transmittal to New Pathfinder’s transfer agent, shareholders will receive Direct Registration Statements reflecting their shares of New Pathfinder common stock and will receive cash in lieu of fractional shares.

Subscribers can confirm their stock allocations by contacting the Stock Information Center at (877) 643-8198. The Stock Information Center is open Monday through Friday from 10 a.m. until 4 p.m. Eastern Time.   Alternatively, subscribers may confirm allocations online, at https://allocations.kbw.com

Keefe, Bruyette & Woods, Inc. served as financial advisor to Pathfinder-Federal and New Pathfinder in connection with the transaction. Luse Gorman Pomerenk & Schick, P.C. served as legal counsel to Pathfinder-Federal and New Pathfinder. Goodwin Procter LLP served as legal counsel to KBW.

About Pathfinder Bancorp, Inc.

Pathfinder Bancorp, Inc. is the holding company of Pathfinder Bank, a New York chartered savings bank headquartered in Oswego, New York.  The bank has eight full service offices located in its market area consisting of Oswego County and northern Onondaga County and a business banking office located in downtown Syracuse, which opened for business on September 9, 2014.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the federal securities laws. Statements in this release that are not strictly historical are forward-looking and are based upon current expectations that may differ materially from actual results. These forward-looking statements, identified by words such as “will,” “expected,” “believe,” and “prospects,” involve risks and uncertainties that could cause actual results to differ materially from those anticipated by the statements made herein.

These risks and uncertainties involve general economic trends and changes in interest rates, increased competition, changes in consumer demand for financial services, the possibility of unforeseen events affecting the industry generally, the uncertainties associated with newly developed or acquired operations, and market disruptions.

Pathfinder Bancorp, Inc. undertakes no obligation to release revisions to these forward-looking statements publicly to reflect events or circumstances after the date hereof or to reflect the occurrence of unforeseen events, except as required to be reported under the rules and regulations of the Securities and Exchange Commission.

Pathfinder Bancorp, Inc. Announces Third Quarter and Year to Date Earnings

Oswego, New York, October 15, 2014 – Pathfinder Bancorp, Inc. (“Company”), the mid-tier holding company of Pathfinder Bank (“Bank”), (NASDAQ: PBHC) announced its results for the three and nine month periods ended September 30, 2014.

Highlights for the three and nine month periods ended September 30, 2014

  • Net income for the third quarter of 2014 was $746,000 as compared to $528,000 for the comparable prior year period. The increase in net income of $218,000 was primarily the result of the increase in net interest income due to the increase of average interest-earning asset balances and the decrease in the average cost of interest-bearing liabilities between the third quarter of 2014 and the third quarter of 2013, offset by a $194,000 increase in the provision for loan losses. Net income for the nine month period ended September 30, 2014 was unchanged at $1.9 million as compared to the same period in 2013.
  • Basic and diluted earnings per share were $0.28 for the third quarter of 2014, as compared to basic and diluted earnings per share of $0.21 and $0.20, respectively, for the third quarter of 2013. The increase in basic and diluted earnings per share between these two periods was due principally to the increase in net income available to common shareholders. Basic and diluted earnings per share for the nine month period ended September 30, 2014 were $0.73 and $0.72, respectively, as compared to basic and diluted earnings per share of $0.74 and $0.73, respectively, for the nine month period ended September 30, 2013.
  • Return on average assets was 0.52% for the three month period ended September 30, 2014 compared to 0.43% for the corresponding period in 2013. The increase was due principally to the increase in net income for the three months ended September 30, 2014 as compared to the prior year period. Return on average assets was 0.47% for the nine month period in 2014 as compared to 0.50% for the comparable prior year period. This decrease was principally due to the increase in average assets for the nine month period ended September 30, 2014 as compared to the prior year period.
  • Return on average equity was 6.29% for the three month period ended September 30, 2014, compared to 5.25% for the same period in 2013. This increase was due principally to an increase in net income for the three months ended September 30, 2014 as compared to the three months ended September 30, 2013. For the nine month period ended September 30, 2014, return on average equity was 5.55%, compared to 6.04% for the same period in 2013. This decrease was due principally to an increase in average equity for the nine months ended September 30, 2014 as compared to the nine months ended September 30, 2013.
  • Total loans were $374.3 million at September 30, 2014, compared to total loans of $341.6 million at December 31, 2013, representing an increase of 9.6%. This growth of $32.7 million in loans resulted largely from an increase in the commercial real estate loan portfolio and, to a lesser extent, the commercial and industrial loan portfolio.
  • Total deposits were $483.0 million at September 30, 2014, compared to total deposits of $410.1 million at December 31, 2013. The increase of $72.9 million, or 17.8% in deposits, was primarily due to a $37.6 million increase in retail demand deposits as a result of subscription orders received for our second-step conversion targeted to close on October 16, 2014. The remaining increase was due to an additional $24.2 million in municipal deposits and $13.1 million in business deposits.

“Earnings have demonstrated positive trends primarily driven by organic loan growth and a stable to slightly increasing net interest margin,” according to Tom Schneider, President and CEO. “Loan growth of 9.6% over the first nine months of 2014 is primarily the result of strong market acceptance of our community bank model in our expanding footprint within Central New York. Loans continue to be principally funded by local deposits. The recently released FDIC market share data shows our leading position in Oswego County increased to 33.5%, while our share of market in Onondaga County has increased by 24.0%,” Schneider continued.

“Higher provision for loan losses, enhanced charge-off policies, and an increase in non-performing loans both mitigated some of the earnings growth and reflect stronger risk management practices required of a growing commercial loan portfolio,” Schneider added.

“On September 9th, we opened our Business Banking Office in downtown Syracuse located at 109 W. Fayette Street in the historic Pike Block building. This office will allow us to better serve our growing customer base in the greater Syracuse market,” Schneider said.

“On October 16th, we will close our stock offering and Plan of Conversion,” stated Schneider. “We are extremely pleased with the positive market and depositor response to our offering as we were oversubscribed by eligible account holders of the bank at record date of March 31, 2013, our first tier of subscription. We plan to use this increased capital to support our continued organic growth in Central New York.”

Income Statement

For the three months ended September 30, 2014, net interest income, on a tax-equivalent basis, increased $491,000, or 12.2% to $4.5 million from $4.0 million for the three months ended September 30, 2013. The increase in net interest income was due principally to the $368,000 increase in interest income caused by the increase in average balances of commercial real estate loans and increases in both average balances and yields on commercial loans and taxable investment securities, offset in part by a decrease in the average yield of commercial real estate loans. Additionally, interest expense decreased $123,000 between the year over year third quarter periods as the average cost of time deposits decreased due principally to the decrease in rates paid of 43 basis points on this interest-bearing liability product. The decrease in average rates paid on time deposits was the result of maturing certificates of deposits reinvested in shorter duration certificate of deposit as consumers opted to improve their liquidity given the current uncertain low rate environment. As a result, our interest spread for the three months ended September 30, 2014 increased to 3.46% from 3.34% during the three months ended September 30, 2013.

For the nine months ended September 30, 2014, net interest income, on a tax-equivalent basis, increased $888,000, or 7.4% to $12.9 million from $12.0 million for the comparable prior year period due primarily to the decrease in average rates paid on time deposits and Federal Home Loan Bank of New York borrowings between the year over year nine month periods. Significant reductions were recorded in average rates paid on time deposits and borrowings of 32 basis points and 52 basis points, respectively, between these same two periods. As a result, our interest rate spread for the nine months ended September 30, 2014 increased to 3.40% from 3.30% for the nine months ended September 30, 2013.

Noninterest income for the three months ended September 30, 2014 increased to $900,000 from $704,000 for the three months ended September 30, 2013. This increase of $196,000 between these two periods was due primarily to an increase of $170,000 in other charges, commissions and fees, the majority of which were from the commissions earned from Pathfinder Risk Management Company, Inc., which owns a 51% membership interest in FitzGibbons Agency, LLC (“Insurance Agency”) which we acquired in the fourth quarter of 2013. Accounting guidance requires the Company to consolidate 100% of the Insurance Agency within the consolidated financial statements. The 49% of which the Company does not own is accounted for separately as a noncontrolling interest within the consolidated financial statements. Additionally, loan servicing fees increased $51,000 due to the recognition of income from guarantee fees of the Federal National Mortgage Association (“FNMA”).

Noninterest income for the nine months ended September 30, 2014 increased $119,000, or 4.8%, to $2.6 million as compared to $2.5 million for the same prior year period. This increase was driven by the increase in commissions of $480,000 during the nine months ended September 30, 2014 as compared to the nine months ended September 30, 2013. The commissions of the Insurance Agency were responsible for $430,000 of this increase. Additionally, loan servicing fees increased $90,000 and service charges on deposit accounts increased $38,000, during the nine months ended September 30, 2014 as compared to the nine months ended September 30, 2013. Loan servicing fees increased due to the previously mentioned FNMA guarantee fees. Service charges on deposit accounts increased primarily due to the increase in deposit accounts. These increases in noninterest income were offset by a $448,000 decrease in net gains on sales of loans and foreclosed real estate. During the nine months ended September 30, 2013, we recorded $395,000 in net gains from the sale of residential loans as a means of mitigating interest rate risk. Additionally, we recorded a decrease of $87,000 in net gains on sales and redemptions of investment securities between the nine months ended September 30, 2014 and the nine months ended September 30, 2013. A limited investment portfolio restructuring resulted in modest gains being recognized during the nine months ended September 30, 2013 that was not repeated during the first three quarters of 2014.

Total noninterest expense for the three months ended September 30, 2014 increased $145,000, or 4.0%, to $3.8 million from $3.7 million for the three months ended September 30, 2013. The increase in noninterest expense was due principally to increases in personnel expenses of $108,000 and building occupancy expenses of $39,000. Personnel expenses increased due in part to wage increases, increased deferred compensation expenses of $67,000, and the inclusion of $81,000 in personnel expenses of the Insurance Agency. Offsetting the other components within personnel expenses was a $97,000 improvement in the pension benefit which offset other increases in employee benefits such as payroll taxes and 401(k) contributions.

Total noninterest expense for the nine months ended September 30, 2014 increased $710,000, or 6.6%, to $11.5 million from $10.8 million for the same prior year period due largely to the $642,000 increase in personnel expenses and $84,000 in building occupancy expenses. The increase in personnel expenses reflected wage increases, $197,000 related to increased deferred compensation costs, and $111,000 related to commissions and accrued expenses for corporate incentive. Additionally, $234,000 of the increase in personnel expenses related to those of the Insurance Agency, which was not acquired until the fourth quarter of 2013. Offsetting the other components within personnel expenses was a $293,000 improvement in the pension benefit which was able to offset other increases in employee benefits such as payroll taxes and 401(k) contributions. Partially offsetting the increase in the above expenses was a reduction in other operating expenses of $70,000 due principally to the $65,000 write-off of a repossessed asset which occurred in the second quarter of 2013.

We recorded $410,000 in provision for loan losses for the three month period ended September 30, 2014, as compared to $216,000 for the three month period ended September 30, 2013. One large commercial relationship with two loan facilities was charged off in the amount of $336,000 in the third quarter of 2014, with a specific reserve allocated through the provision for loan losses in prior periods of $243,000. The $177,000 decrease in specific reserves between June 30, 2014 and September 30, 2014 was largely due to the charge-offs associated with this commercial relationship. The increase in the provision for loan losses was a direct result of the $406,000 in net charge-offs in the third quarter of 2014 and the $15.5 million growth in gross loans between the second quarter and the third quarter of 2014. Management deems the amount of the provision recorded during the third quarter of 2014 to be adequate in support of the current level of allowance for loan losses.

We recorded a $930,000 provision for loan losses through the first nine months of 2014 as compared to $816,000 for the same prior year period. Net charge-offs for the nine months ended September 30, 2014 were $801,000 as compared to $232,000 for the prior year period, an increase of $569,000. The year over year increase in net charge-offs was due to certain first quarter 2014 non-recurring portfolio charge-offs recorded in order to conform more closely to FDIC guidance and the previously mentioned $336,000 charge-off recorded in the third quarter of 2014. Management deems the amount of the provision recorded during the first nine months of 2014 to be adequate in support of the current level of allowance for loan losses.

Balance Sheet as of September 30, 2014

Total assets increased to $66.2 million, or 13.1%, to $570.0 million at September 30, 2014 as compared to $503.8 million at December 31, 2013. This increase was due primarily to an increase in investment securities, loans, bank owned life insurance, and total cash and cash equivalents.

Investment securities increased to $136.6 million at September 30, 2014 from $115.4 million at December 31, 2013 due principally to the need to collateralize the increase in municipal deposits between these same two time periods. Of the total increase of $21.2 million in investment securities, 62.0% was classified within the available-for-sale portfolio, centered largely in residential mortgage backed securities. The remaining increase was recorded in the held-to-maturity investment securities portfolio. When new investment securities are acquired, management reviews certain security characteristics  and determines the company’s intent and ability to hold the security to maturity.  Based on the security characteristics and management’s intentions, the security is classified as either available-for-sale or held-to-maturity.

Total loans receivable increased $32.7 million, or 9.6%, to $374.3 million at September 30, 2014 from $341.6 million at December 31, 2013 primarily due to a $23.9 million, or 25.0%, increase in commercial real estate loans. This increase was a direct result of our growth in the greater Syracuse marketplace. Additionally, commercial and industrial loans and lines of credit increased $6.4 million or 13.7%. Residential mortgage loans increased $4.0 million, or 2.4%, between December 31, 2013 and September 30, 2014. During the third quarter of 2014, the Company has achieved modest residential loan portfolio growth as we gained market share in the greater Syracuse marketplace. As a result of our effort to diversify our loan portfolio with an increased emphasis on our commercial loan and commercial real estate products, the percent of our portfolio from these loan products grew from 43.3% to 47.0% between December 31, 2013 and September 30, 2014.

Bank owned life insurance increased $2.0 million during the first nine months of 2014 to $10.2 million at September 30, 2014 due principally to additional purchases of single premium life insurance policies on selected participants. These purchases will provide income that will assist in the funding of optional deferred compensation and supplemental executive retirement plans.

The increase in total assets was largely funded by increases in deposits within our market area, totaling $72.9 million, or 17.8%, to $483.0 million at September 30, 2014 from $410.1 million at December 31, 2013. The increase was due largely to a $37.6 million increase in retail demand deposits as a result of subscription orders received from our second-step conversion expected to close on October 16, 2014. Additionally, municipal deposit accounts increased $24.2 million and business deposit accounts increased $13.1 million between these two time periods as a direct result of the Company’s strategy to gather deposits across all markets.

The Company’s shareholders’ equity increased $2.3 million, or 5.4%, to $45.0 million at September 30, 2014 from $42.7 million at December 31, 2013. This increase was principally due to a $1.6 million increase in retained earnings, resulting from $1.9 million in net income through the nine months ended September 30, 2014 offset by dividends declared on our common stock totaling $229,000, preferred stock dividends declared of $63,000, and a reduction of $415,000 in accumulated other comprehensive loss due principally to an increase in the market value of our available-for-sale investment portfolio.

Asset Quality

Non-performing assets at September 30, 2014 were $7.9 million, or 1.38% of total assets, as compared to $6.0 million, or 1.18% of total assets, at December 31, 2013. The $1.9 million increase in non-performing assets between December 31, 2013 and September 30, 2014 was principally due to the addition of two commercial relationships. One large commercial relationship became non-performing during the second quarter of 2014 with a total present balance of $970,000, including related commercial business and personal residential loans extended to this relationship at September 30, 2014. The borrower brought all loans current within this relationship through the third quarter of 2014, but we will maintain this relationship on non-performing status while monitoring the borrower’s payment performance. Once management has concluded that payment of contractual principal and interest is no longer in doubt, the relationship may be reclassified as performing. A second commercial relationship totaling six loans, whose total aggregate balance is $1.5 million, was placed on non-performing status as of September 30, 2014. Partially offsetting these increases was a charge-off in the amount of $336,000 due to a commercial relationship totaling two loans that were previously in non-performing status. As a result, the ratio of nonperforming loans to period end loans increased from 1.57% to 1.99% between these two time periods.

The ratio of annualized net loan charge-offs to average loans increased from 0.15% for the full year 2013 to 0.30% for the first nine months of 2014. Net loan charge-offs for the first nine months of 2014 were $801,000 as compared to $232,000 for the same prior year period. A portion of the increase in net loan charge offs was a result of certain non-recurring portfolio charge-offs recorded in order to conform more closely to FDIC guidance. Additionally, $336,000 of the net charge-offs for the first nine months of 2014 was due to the previously mentioned charge-off of two loans within a commercial relationship in the third quarter. We had a $243,000 specific reserve against these two loans from a provision for loan losses recorded in prior periods. Net charge-offs during the third quarter of 2014 were $406,000 as compared to $5,000 in net recoveries in the third quarter of 2013, and due principally to the previously mentioned charge-off.

The ratio of the allowance for loan losses to period end loans decreased from 1.48% at December 31, 2013 to 1.38% at September 30, 2014 due largely to the previously mentioned charge-offs and management’s quarterly re-evaluation of the environmental factors impacting our borrowers in our markets. Management reviews trends in historical loss rates and environmental factors on a quarterly basis, in addition to assessing the specific allowance needs on impaired loans, and judges the current level of allowance for loan losses to be adequate to absorb the estimable and probable losses inherent in the loan portfolio.

About Pathfinder Bancorp, Inc.

Pathfinder Bancorp, Inc. is the mid-tier holding company of Pathfinder Bank, a New York chartered savings bank headquartered in Oswego, New York. The Bank has eight full service offices located in its market area consisting of Oswego County and northern Onondaga County and a business banking office located in downtown Syracuse that opened in the third quarter of 2014. Through its subsidiary, Pathfinder Risk Management Company, Inc., the Bank owns a 51% interest in the Fitzgibbons Agency, LLC. Financial highlights for Pathfinder Bancorp, Inc. are attached. Presently, the only business conducted by Pathfinder Bancorp, Inc. is the 100% ownership of Pathfinder Bank and Pathfinder Statutory Trust II.

Forward Looking Statements

Certain statements contained herein are “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. Such forward looking statements may be identified by reference to a future period or periods, or by the use of forward looking terminology, such as “may,” “will,” “believe,” “expect,” “estimate,” “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. Forward looking statements are subject to numerous risks and uncertainties, as described in our SEC filings, including, but not limited to, those related to the real estate and economic environment, particularly in the market areas in which the Company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, acquisitions and the integration of acquired businesses, credit risk management, asset-liability management, the financial and securities markets and the availability of and costs associated with sources of liquidity. 

The Company wishes to caution readers not to place undue reliance on any such forward looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company’s financial performance and could cause the Company’s actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake and specifically declines any obligation to publicly release the results of any revisions, which may be made to any forward looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

Pathfinder Bancorp, Inc. Announces Results Of Stock Offering, Closing Date Of Conversion

OSWEGO, NY – Pathfinder Bancorp, Inc., a federal corporation (“Pathfinder-Federal”) (Nasdaq Capital: PBHC), announced that Pathfinder Bancorp, Inc., a Maryland corporation (“New Pathfinder”) expects to sell 2,636,053 shares of common stock (including 105,442 shares to be issued to the employee stock ownership plan) at $10 per share, for gross offering proceeds of $26.4 million in the offering.

The subscription offering was oversubscribed by eligible account holders which were the depositors of Pathfinder Bank (the “Bank”) as of March 31, 2013.

Valid stock orders from these eligible depositors will be filled in accordance with the allocation procedures described in the prospectus and set forth in Pathfinder Bancorp, MHC’s (the “MHC”) plan of conversion and reorganization.

No other priority groups will have their orders filled. Keefe, Bruyette & Woods, Inc., a Stifel Company (“KBW”) acted as selling agent in the subscription offering.

If you are a first category subscriber and would like to confirm your allocation, allocation information is available online at https://allocations.kbw.com

You may also contact the stock information center, toll-free, at (877) 643-8198 from 10 a.m. until 4 p.m., Eastern Time, Monday through Friday.

Concurrent with the completion of the offering, shares of Pathfinder-Federal’s common stock owned by the public will be exchanged for shares of New Pathfinder’s common stock so that Pathfinder-Federal’s existing shareholders will own approximately the same percentage of New Pathfinder’s common stock as they owned of Pathfinder-Federal’s common stock immediately prior to the conversion, subject to adjustment as disclosed in the prospectus.

As a result, shareholders of Pathfinder-Federal will receive 1.6472 shares of New Pathfinder’s common stock for each share of Pathfinder-Federal common stock they own immediately prior to completion of the transaction. Cash in lieu of fractional shares will be paid at a rate of $10 per share.

As a result of the offering and the exchange of shares, New Pathfinder will have 4,352,306 shares outstanding after giving effect to the transaction, subject to adjustment for fractional shares.

The transaction is scheduled to close on or about October 16, 2014, at which time the MHC and Pathfinder-Federal will cease to exist and New Pathfinder will become the fully public stock holding company of the Bank.

The shares of common stock of Pathfinder-Federal will cease being traded under the trading symbol “PBHC” on the Nasdaq Capital Market at the close of trading on or about October 16, 2014.

The shares of common stock sold in the offering and issued in the exchange of New Pathfinder are expected to begin being trading on the Nasdaq Capital Market on or about October 17, 2014. It is expected that New Pathfinder’s trading symbol will continue to be “PBHC.”

Direct Registration Statements reflecting the shares purchased in the offering are expected to be mailed to subscribers on or about October 16, 2014. Shareholders of Pathfinder-Federal holding shares in street name will receive shares of New Pathfinder common stock and cash in lieu of fractional shares within their accounts.

Shareholders of Pathfinder-Federal holding shares in certificated form will be mailed a letter of transmittal on or about October 17, 2014. After submitting their stock certificates and a properly completed letter of transmittal to Pathfinder-Federal’s transfer agent, shareholders will receive Direct Registration Statements reflecting their shares of New Pathfinder common stock and cash in lieu of fractional shares.

KBW is serving as financial advisor to Pathfinder-Federal and New Pathfinder in connection with the transaction. Luse Gorman Pomerenk & Schick, P.C. is serving as legal counsel to Pathfinder-Federal and New Pathfinder. Goodwin Procter LLP is serving as legal counsel to KBW.

About Pathfinder Bancorp, Inc.

Pathfinder-Federal is the mid-tier holding company of Pathfinder Bank, a New York chartered savings bank headquartered in Oswego, New York.  The bank has eight full service offices located in its market area consisting of Oswego County and northern Onondaga County and a business banking office located in downtown Syracuse, which opened for business on September 9, 2014.

Forward-Looking Statements

This press release contains forward-looking statements about the offering. Forward-looking statements include statements regarding anticipated future events and can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as “believe,” “expect,” “anticipate,” “estimate,” and “intend” or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.”

Forward-looking statements, by their nature, are subject to risks and uncertainties. Certain factors that could cause actual results to differ materially from expected results include delays in consummation of the offering, delays in receiving final regulatory approvals, increased competitive pressures, changes in the interest rate environment, general economic conditions or conditions within the securities markets, and legislative and regulatory changes that could adversely affect the business in which Pathfinder Bancorp, Inc. and the bank are engaged.

A registration statement relating to these securities has been filed with the United States Securities and Exchange Commission.

This press release is neither an offer to sell nor a solicitation of an offer to buy common stock. The offer will be made only by means of the written prospectus forming part of the registration statement.

The shares of common stock are not savings accounts or savings deposits, may lose value and are not insured by the Federal Deposit Insurance Corporation or any other government agency.

Money Smart for Small Business Program Planned for October 18th in Syracuse

Oswego, NY – “Money Smart for Small Businesses”, an instructor-led training curriculum developed jointly by the FDIC and SBA, and sponsored by Pathfinder Bank, National Industries for the Blind (NIB) and US Business Leaders Network (USBLN), will present “Financial Fundamentals for a Successful Business” on Saturday, October 18th from 9:00 am – 4:00 pm at the Genesee Grande Hotel, 1060 East Genesee Street, in Syracuse, New York.

The cost for the training is $10. Seating is limited and on a first come basis. Please register online at https://www.eventbrite.com/e/money-smart-for-small-business-by-pathfinder-bank-tickets-12545478865.

According to Ron Tascarella, Senior Vice President and Chief CrMoney Smart for Small Biz logoedit Officer at Pathfinder Bank, the multi-level modules offered in the “Money Smart for Small Businesses” curriculum provide introductory training, and is focused on new and aspiring entrepreneurs, who also may have a disability.

“We are excited about our partnership with NIB and USBLN, organizations whose mission is to assist in the growth and development of disability-owned businesses. They have many people actively helping us provide a strong program in October,” said Tascarella.

“The response we had from our previous Money Smart programs has always been outstanding, and we’re looking forward to strong attendance once again for this new session aimed towards entrepreneurs.”

In addition to providing participants with the fundamentals of owning and running a business, the curriculum serves as a foundation for more advanced training and technical assistance. Topics covered during the program will include Financial Management, Time Management, Risk Management, Record Keeping, and Succession Planning.

The program will include guest speakers and a panel presentation of regional entrepreneurs.

Pathfinder Bank is a New York State chartered savings bank headquartered in Oswego, whose deposits are insured by the Federal Deposit Insurance Corporation. The Bank has nine branch offices located in Oswego, Fulton, Mexico, Lacona, Central Square, Cicero, and Syracuse.

Pathfinder Bancorp, Inc. Declares Dividend

Oswego, NY – Thomas W. Schneider, President/CEO of Pathfinder Bancorp, Inc., the mid-tier holding company of Pathfinder Bank, (NASDAQ SmallCap Market; symbol: PBHC, listing: PathBcp) has announced that the Company has declared a cash dividend of $.03 per share on the Company’s common stock relating to the fiscal quarter ending September 30, 2014. The dividend will be payable to all shareholders of record on October 15, 2014 and will be paid on November 4, 2014.

 About Pathfinder Bancorp, Inc.

Pathfinder Bancorp, Inc. is the mid-tier holding company of Pathfinder Bank, a New York chartered savings bank headquartered in Oswego, New York. The Bank has nine branch offices located in its market areas consisting of Oswego and Onondaga County. Presently, the only business conducted by Pathfinder Bancorp, Inc. is the 100% ownership of Pathfinder Bank and Pathfinder Statutory Trust I.

This release may contain certain forward-looking statements, which are based on management’s current expectations regarding economic, legislative, and regulatory issues that may impact the Company’s earnings in future periods. Factors that could cause future results to vary materially from current management expectations include, but are not limited to, general economic conditions, changes in interest rates, deposit flows, loan demand, real estate values, and competition; changes in accounting principles, policies, or guidelines; changes in legislation or regulation; and economic, competitive, governmental, regulatory, and technological factors affecting the Company’s operations, pricing, products, and services.

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Oswego Minor Hockey Day to Kick Off 50th Season Celebration on September 28 at Cullinan Ice Rink

Oswego, NY – The Oswego Minor Hockey Association will kick off its 50th season on September 28 from noon – 3 p.m. at Cullinan Ice Rink (Kingsford), with “Oswego Minor Hockey Day,” according to OMHA President Dan Bartlett.

“We are excited to start our 50th hockey season with a fun-filled celebration for the entire family,” said Bartlett. “We welcome the community to come out and enjoy a variety of activities, games, information booths, food and fun.”

The event is open to the public.

According to organizer Kevin Ahern, the event’s activities will include a free showing of the hockey movie classic “Miracle”, a meet and greet with the Oswego State Lakers hockey team, a book signing with “Puck Hog” Book Author Christie Casciano, an opportunity to dunk OMHA President Dan Bartlett in the water booth, plus the following:

  • OMHAOMHA registration for the 2014-15 season
  • 50th Anniversary T-Shirt Sales
  • OMHA jersey sizing and ordering
  • OMHA coat sizing and ordering
  • Mouth guard fitting
  • Equipment donation/swap
  • Referee information/recruiting
  • Tyke information/sign-up
  • OMHA fundraising information
  • OMHA sponsor exhibits

“It should be a great day for Oswego hockey,” said Ahern. “It’s been 50 years since OMHA was established, and it has always been an organization built around volunteerism and community support.

“That foundation and commitment remains today with this weekend’s event and the start of the new hockey season. We greatly appreciate the support of our hockey families and the greater Oswego business community for helping us with Oswego Minor Hockey Day and our upcoming 50th year,” he added.

For more information regarding the Oswego Minor Hockey Association please visit www.oswegohockey.com

Barnard Named Branch Manager at Pathfinder Bank Cicero Branch

OSWEGO, NY – Randall Barnard II has been named branch manager at Pathfinder Bank’s Cicero branch located at 6194 State Route 31, according to Robert Butkowski, vice president/branch administration manager.

Randall Barnard II

Randall Barnard II

“We are pleased to recognize Randy’s contributions to Pathfinder Bank with this promotion to branch manager,” said Butkowski. “He has been an integral part of the growth of our Cicero office, and will serve this new position well.”

Barnard will be responsible for overseeing the daily operations at the Cicero branch, including the management of all functions, banking activity and services provided through that location.

Prior to his new role, Barnard worked as a financial service representative and assistant branch manager for Pathfinder Bank’s Cicero office. Barnard was also formerly a teller supervisor and customer service representative for M&T Bank.

Barnard attended the University of Pittsburgh with a major in Elementary Education. A Central Square native, Barnard currently resides in Phoenix, NY, with his girlfriend and two dogs. He enjoys playing golf, darts, and is a professional and college sports enthusiast.

Pathfinder Bank is a New York State chartered savings bank headquartered in Oswego, whose deposits are insured by the Federal Deposit Insurance Corporation. The Bank has eight full-service offices located in Oswego, Fulton, Mexico, Lacona, Central Square, and Cicero.

Bush Promoted to VP of Human Resources at Pathfinder Bank

Oswego, NY – Heather Bush has been promoted to the position of Vice President of Human Resources at Pathfinder Bank, according to Edward Mervine, senior vice president/general counsel.

Heather Bush

Heather Bush

“We are extremely pleased to announce this promotion for Heather,” said Mervine. “We consider our employees to be our competitive advantage.  We are confident that Heather is the right choice to serve and continue to develop this important resource.”

Bush’s primary duties will be to administer corporate policies relating to compensation, benefits, employee relations, training, and health and safety programs.

Bush, an Oswego native, has worked previously for Pathfinder Bank as an education and development manager, and has more than 15 years of human relations experience. She earned a degree in Business with a concentration in Management Science from SUNY Oswego and is working towards a master’s degree in Human Resources Administration and Development.

Additionally, Bush earned certification as a Professional in Human Resources last year. This certification signifies that she possesses the theoretical knowledge and practical experience in human resource management necessary to pass a rigorous examination demonstrating mastery in the field.

Pathfinder Bank is a New York State chartered savings bank headquartered in Oswego, whose deposits are insured by the Federal Deposit Insurance Corporation. The bBank has eight full-service offices located in Oswego, Fulton, Mexico, Lacona, Central Square, and Cicero.

Andrews Named Manager at Pathfinder Bank Central Square Branch

OSWEGO, NY – John M. Andrews has been named branch manager at Pathfinder Bank’s Central Square office, 3025 East Avenue, according to Robert Butkowski, vice president/branch administration manager.

John M. Andrews

John M. Andrews

“We are very happy to have John on board in Central Square,” said Butkowski. “Someone with his level of experience will be of considerable benefit to our bank and customer base.”

Andrews will be responsible for overseeing the daily operations at the Central Square branch, including the management of all functions, banking activity and services provided through that location.

Prior to his new role, Andrews worked as an assistant branch manager at M&T Bank as well as premier relationship manager for HSBC Bank.He attended SUNY Environmental Science and Forestry and graduated with a degree in Landscape Architecture.

Andrews currently resides in the town of Geddes with his wife, Ann Marie, and three children. He also enjoys all outdoor sports, landscaping, cooking, and camping in the Adirondacks. In his spare time, he volunteers for charities including the American Heart Association, Relay for Life, and American Cancer Society.

Pathfinder Bank is a New York State chartered savings bank headquartered in Oswego, whose deposits are insured by the Federal Deposit Insurance Corporation. The Bank has eight full-service offices located in Oswego, Fulton, Mexico, Lacona, Central Square, and Cicero.

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