8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): March 30, 2011

Financial Institutions, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

New York	0-26481	16-0816610
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
220 Liberty Street, Warsaw, New York		14569
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 585-786-1100

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On March 30, 2011, Financial Institutions, Inc. (the "Company") issued a press release announcing that it has redeemed the remaining $25.0 million of its Series A Fixed Rate Cumulative Perpetual Preferred Stock, issued to the U.S. Department of the Treasury pursuant to the Troubled Asset Relief Program in December 2008. The Company, which originally received a $37.5 million investment through the program, repaid $12.5 million in February 2011.

The full text of the press release is included herein as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 Press Release issued by Financial Institutions, Inc. on March 30, 2011.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Financial Institutions, Inc.
March 30, 2011	By:	/s/ Karl F. Krebs
		Name: Karl F. Krebs
		Title: Executive Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	Press Release issued by Financial Institutions, Inc. on March 30, 2011.

EX-99.1

NEWS RELEASE 220 Liberty Street Warsaw, NY 14569

For Additional Information:

Karl F. Krebs

Executive VP & CFO

Phone: 585.786.1125

Email: KFKrebs@fiiwarsaw.com

FINANCIAL INSTITUTIONS COMPLETES REDEMPTION OF TARP FUNDS

WARSAW, N.Y., March 30, 2011 — Financial Institutions, Inc. (Nasdaq: FISI) (the “Company”) announced today that it has redeemed the remaining $25.0 million of its Series A Fixed Rate Cumulative Perpetual Preferred Stock, issued to the U.S. Department of the Treasury (the Treasury”) pursuant to the Troubled Asset Relief Program (“TARP”) in December 2008. The Company, which originally received a $37.5 million investment through the program, repaid $12.5 million in February 2011.

“Our participation in the Capital Purchase Program was meant to enhance our lending capacity and reinforce our already well-capitalized position during uncertain economic times,” said Peter G. Humphrey, the Company’s President and Chief Executive Officer. “In the past two years, traditional capital markets became available once again, and there are signs that a gradual economic recovery has begun. We believe it’s the right time to redeem the remainder of the TARP funds, which will save our company $1.9 million in annual preferred dividends.”

In conjunction with the company’s participation in the Capital Purchase Program, the U.S. Treasury received warrants for the right to purchase up to 378,175 shares of the Company’s common stock at a price of $14.88 per share. The Company also intends to repurchase the warrants in the second quarter of 2011 pursuant to the procedures set forth in the Securities Purchase Agreement between the Company and the U.S. Treasury.

About Financial Institutions, Inc.

With over $2.2 billion in assets, Financial Institutions, Inc. provides diversified financial services through its subsidiaries, Five Star Bank and Five Star Investment Services, Inc. Five Star Bank provides a wide range of consumer and commercial banking services to individuals, municipalities and businesses through a network of over 50 offices and more than 70 ATMs in Western and Central New York State. Five Star Investment Services provides brokerage and insurance products and services within the same New York State markets. The consolidated entity employs over 600 individuals. The Company’s stock is listed on the Nasdaq Global Select Market under the symbol FISI. Additional information is available at the Company’s website: www.fiiwarsaw.com.

Safe Harbor Statement

This press release may contain forward-looking statements as defined by federal securities laws. These statements may address issues that involve significant risks, uncertainties, estimates and assumptions made by management. Actual results could differ materially from current beliefs or projections. There are a number of important factors that could affect the Company’s forward-looking statements which include its ability to implement its strategic plan, its ability to redeploy investment assets into loan assets, the attitudes and preferences of its customers, the competitive environment, fluctuations in the fair value of securities in the investment portfolio, and general economic and credit market conditions nationally and regionally. For more information about these factors please see the Company’s Annual Report on Form 10-K on file with the SEC. All of these factors should be carefully reviewed, and readers should not place undue reliance on these forward-looking statements. The Company undertakes no obligation to revise these statements following the date of this press release.