Pathfinder Bancorp Announces Agreement to Acquire East Syracuse Branch
March 04 2024 - 5:00PM
Pathfinder Bancorp, Inc. (“Pathfinder”) (NASDAQ: PBHC) has
announced the signing of a branch purchase and assumption agreement
pursuant to which Pathfinder Bank will acquire the East Syracuse,
New York branch of Berkshire Bank, located on 6611 Manlius Center
Road.
The purchase and assumption agreement provides
for the transfer by Berkshire to Pathfinder of the facility and
other associated assets of the branch, approximately $198 million
in deposits, and certain consumer and residential loans with
outstanding balances of roughly $32 million.
The purchase of the branch by Pathfinder is
subject to regulatory approval, associated system conversions, and
satisfaction of certain customary closing conditions. The parties
expect to close on the purchase and sale of the Berkshire branch by
the end of the third quarter of 2024, at which point the branch
will be fully converted to operate as a Pathfinder branch office.
Pathfinder expects the acquisition to generate a favorable internal
rate of return and attractive earnings per share accretion, all
within a reasonable tangible book value earn back period. On a pro
forma basis, following the branch acquisition, Pathfinder’s total
assets will approximate $1.7 billion, and its capital ratios are
projected to remain strong and supportive of continued balance
sheet growth. Furthermore, the addition of nearly $200 million in
low-cost deposits will improve Pathfinder’s liquidity profile and
balance sheet flexibility.
James A. Dowd, President and Chief Executive
Officer of Pathfinder Bancorp, Inc and Pathfinder Bank, stated, “We
are pleased to enter into this agreement with Berkshire Bank. This
has given us a unique yet strategically aligned opportunity to help
us achieve a higher level of financial performance for our
shareholders by gaining meaningful access into a market with
attractive growth opportunities. The East Syracuse branch's ideal
physical location and significant physical space relative to our
other branches will help strengthen our local presence by enhancing
convenience for our existing customers, while simultaneously
providing the flexibility for team expansion. Moreover, it
positions us for business growth by offering a comprehensive range
of consumer and business services to an expanded market area.”
Dowd continues, “Pathfinder and Berkshire have
been active community-based financial institutions dedicated to
serving their local markets for a combined 340-plus years. By
acquiring a branch location from an organization that aligns with
our relationship-driven values, we believe we have found the ideal
strategic move to advance our customer- and community-centric
approach. We warmly welcome the existing customers of the East
Syracuse branch, offering an extensive product set and a network of
11 additional regional branch locations for their banking needs.
We're also excited to welcome the current Berkshire branch
employees. We place a high value on personal connections and trust,
and understand the importance of both when it comes to fostering
successful, long-lasting relationships. We’re committed to
retaining all current branch employees, and we remain focused on
ensuring a seamless transition while building on the valued
franchise Berkshire has established at this location. We'll be in
touch with both existing customers and staff every step of the
way.”
Pathfinder Bank traces its local roots back to
1859 and currently employs over 175 with 11 locations in Oswego and
Onondaga Counties, including two along Route 31 in Cicero and Clay,
two in the city of Syracuse, and an additional loan production
office in Utica. Pathfinder Bank is committed to its vision of
being the trusted local bank, led by local decision-makers
dedicated to serving the communities in which they live, work, and
play.
Janney Montgomery Scott LLC and Troutman Pepper
Hamilton Sanders LLP are acting as financial advisor and legal
advisor, respectively, to Pathfinder.
ABOUT PATHFINDER BANCORP
Pathfinder Bancorp, Inc. (NASDAQ: PBHC), a
Maryland corporation headquartered in Oswego, New York, is the
parent company for Pathfinder Bank. Pathfinder Bank is a $1.5
billion commercial bank chartered by the New York State Department
of Financial Services. Pathfinder was founded in 1859 and currently
operates 11 full-service offices located in its market areas
consisting of Oswego and Onondaga Counties and one limited purpose
office in Oneida County. Through Pathfinder is focused on serving
the needs of businesses and community members with high quality
products and unsurpassed service. More information about Pathfinder
Bancorp, Inc. can be accessed online at www.Pathfinderbank.com.
Member FDIC.
FORWARD-LOOKING STATEMENT
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. These forward-looking statements are generally
identified by use of the words "believe," "expect," "intend,"
"anticipate," "estimate," "project," "pro forma,” or similar
expressions, or future or conditional verbs, such as “will,”
“would,” “should,” “could,” or “may.” These forward-looking
statements are based on current beliefs and expectations of the
Company’s and the Bank’s management and are inherently subject to
significant business, economic and competitive uncertainties and
contingencies, many of which are beyond the Company’s and the
Bank’s control. In addition, these forward-looking statements are
subject to assumptions with respect to future business strategies
and decisions that are subject to change. Actual results may differ
materially from those set forth in or implied by the
forward-looking statements as a result of numerous factors, and
depend on the Company’s and the Bank’s ability to close the
proposed branch acquisition in a timely manner and to realize the
anticipated benefits of the transaction. For a discussion of such
factors, please see Pathfinder's most recent reports on Forms 10-K
and 10-Q filed with the Securities and Exchange Commission and
available on the SEC's website at www.sec.gov.
The branch sale is subject to regulatory
approval and other conditions. The foregoing description of the
branch sale reflects loan and deposit balances as of January 31,
2024, and the actual amounts of loans and deposits that are
acquired under the purchase and assumption agreement are subject to
change prior to closing. Targeted financial benefits are subject to
uncertainty, including but not limited to the pro forma results and
underlying assumptions related to the branch sale, and may be
affected or offset by other conditions related to the Company's
operation. You should not place undue reliance on forward-looking
statements, which reflect our expectations only as of the date of
this document. Pathfinder does not undertake any obligation to
update forward-looking statements.
Pathfinder Bancorp, Inc. Contact: James A.
DowdPresident & CEO315-207-8002jadowd@pathfinderbank.com
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