Norwood Financial Corp and UpState New York Bancorp, Inc. Announce Receipt of Shareholder Approvals of Proposed Merger

HONESDALE, Pa. and GENEVA, N.Y., May 27, 2020 (GLOBE NEWSWIRE) -- Norwood Financial Corp (NASDAQ: NWFL) ("Norwood"), the holding company for Wayne Bank, Honesdale, Pennsylvania and UpState New York Bancorp, Inc. ("UpState"), the holding company for USNY Bank, Geneva, New York, jointly announced that the shareholders of both companies overwhelmingly approved the previously announced proposed merger of UpState with and into Norwood at their respective shareholder meetings held on May 26, 2020.  Norwood shareholders also elected Joseph W. Adams, Kevin M. Lamont and Dr. Kenneth A. Phillips as directors of Norwood each for a three-year term, ratified the appointment of S.R. Snodgrass, P.C. as independent auditors for the fiscal year ending December 31, 2020 and approved a non-binding advisory resolution on executive compensation.

"We are very pleased with the strong show of support from Norwood shareholders for the merger.  We believe that the combination of our organizations will create opportunities for our customers, employees and the communities we serve," commented Lewis J. Critelli, President and Chief Executive Officer of Norwood.

"Our shareholders have overwhelmingly approved the merger with Norwood," R. Michael Briggs, President and Chief Executive Officer of UpState stated.  "We are very excited about the potential benefits of the merger for all stakeholders: our employees, customers and communities; as well as the value being created for our shareholders."

About Norwood Financial Corp.

Norwood Financial Corp is the parent company of Wayne Bank, which operates from fifteen offices throughout Northeastern Pennsylvania and twelve offices in the Southern Tier of New York.  The Company’s stock trades on the Nasdaq Global Market under the symbol “NWFL”.

About UpState New York Bancorp, Inc.

UpState New York Bancorp, Inc. is the holding company for USNY Bank, a New York chartered bank that conducts its business from its two Bank of the Finger Lakes offices in Geneva and Penn Yan, New York, and two Bank of Cooperstown offices in Cooperstown and Oneonta, New York. 

Forward-Looking Statements

This press release contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to Norwood’s and UpState’s beliefs, plans, goals, expectations, and estimates. Forward-looking statements are not a representation of historical information, but instead pertain to future operations, strategies, financial results or other developments. The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “should,” “is likely,” “will,” “going forward” and other expressions that indicate future events and trends identify forward-looking statements.