Stock Offering and Conversion

6 Months Ended

Jun. 30, 2011

Stock Offering and Conversion [Abstract]

Stock Offering and Conversion

Note H  Stock Offering and Conversion

On July 7, 2010, the second step conversion of Oneida Financial MHC into a stock holding company structure and related stock offering of this new stock holding company was completed.  As a result of the second step conversion, Oneida Financial Corp. a Maryland corporation (“Oneida Financial-New”) became the holding company for the Bank.  As part of the second step conversion, Oneida Financial Corp., a Federal corporation, was merged into Oneida Financial-New, with Oneida Financial-New as the surviving entity.  Oneida Financial -New issued 3,937,500 shares of common stock at a price of $8.00 per share in the related stock offering and exchanged 3,532,959 shares of common stock of the now predecessor Oneida Financial Corp, into 3,227,294 shares of common stock of the newly formed Oneida Financial-New pursuant to an exchange ratio of 0.9136, cashing out fractional shares.  The reorganization was accounted for as a change in corporate form with no resulting change in the historical basis of the Company’s assets, liabilities and equity.  Direct offering costs totaling $3.7 million were deducted from the proceeds of the shares sold in the offering.  As a result of the exchange and stock offering, as of July 7, 2010, the Company had 7,164,794 shares of common stock issued and outstanding.  Net proceeds of $27.7 million were raised in the stock offering, excluding $1.26 million which was loaned by the Company to a trust for the Employee Stock Ownership Plan (ESOP) enabling it to purchase 157,500 shares of common stock in the stock offering for allocation  under such plan.  In addition, as part of the conversion and dissolution of Oneida Financial MHC, the Bank received $36,000 of cash previously held by Oneida Financial MHC.  As a result of the second-step conversion, all share and per share amounts have been restated giving retrospective recognition to the second-step conversion ratio of 0.9136.  Restricted stock granted under the Recognition and Retention Plan prior to the conversion was also exchanged using the conversion ratio of 0.9136.