-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HqQqJI1wGA9Dj9fVEpyiwnO1jDf4V2M1WiRnMZQZ03opWMboHT5UTgi4R3ZSAV/R W/MmZNmMwDRdyGREYG23Og== 0000906197-01-000014.txt : 20010223 0000906197-01-000014.hdr.sgml : 20010223 ACCESSION NUMBER: 0000906197-01-000014 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20001231 FILED AS OF DATE: 20010214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COHOES BANCORP INC CENTRAL INDEX KEY: 0001070321 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 141807865 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-25027 FILM NUMBER: 1540302 BUSINESS ADDRESS: STREET 1: 75 REMSEN STREET CITY: COHOES STATE: NY ZIP: 12047 BUSINESS PHONE: 5182336500 MAIL ADDRESS: STREET 1: 75 REMSEN STREET CITY: COHOES STATE: NY ZIP: 12047 10-Q 1 0001.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [ X ] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2000 or [ ] Transition Report Pursuant to Section 13 or 15(d)of the Securities Exchange Act of 1934 For the transition period from ___________ to _____________ Commission File Number: 000-25027 COHOES BANCORP, INC. (Exact name of registrant as specified in its charter) Delaware 14-1807865 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 75 Remsen Street, Cohoes, New York 12047 (Address of principal executive offices) (Zip Code) (518)233-6500 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [ X ] Yes [ ] No As of February 2, 2000, there were 7,839,135 shares of the registrant's common stock outstanding. 1 FORM 10-Q Cohoes Bancorp, Inc. INDEX Page PART 1 - FINANCIAL INFORMATION Number - ------------------------------ ------ Item 1. Financial Statements Consolidated Statements of Financial Condition at December 31, 2000 and June 30, 2000 3 Consolidated Statements of Income for the three and six months ended December 31, 2000 and 1999 4-5 Consolidated Statements of Changes in Stockholders' Equity for the six months ended December 31, 2000 and 1999 6-7 Consolidated Statements of Cash Flows for the six months ended December 31, 2000 and 1999 8 Notes to Consolidated Interim Financial Statements 9-13 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 14-21 Item 3. Quantitative and Qualitative Disclosures about Market Risk 22 PART II - OTHER INFORMATION Item 1. Legal Proceedings 22 Item 2. Changes in Securities and Use of Proceeds 22 Item 3. Defaults Upon Senior Securities 22 Item 4. Submission of Matters to a Vote of Security Holders 22 Item 5. Other Information 23 Item 6. Exhibits and Reports on Form 8-K 23 Signature Page 24 2 PART I - FINANCIAL INFORMATION Item 1. Financial Statements COHOES BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Unaudited) December 31, June 30, 2000 2000 ---- ---- (In thousands) ASSETS: Cash and cash equivalents: Cash and due from banks $ 15,334 $ 12,531 Interest-bearing deposits with banks -- 127 ---------- ---------- Total cash and cash equivalents 15,334 12,658 Securities available for sale 25,808 40,074 Investment securities, approximate fair value of $51,442 and $53,741, 51,605 55,129 Net loans receivable 624,193 600,413 Accrued interest receivable 4,533 4,355 Bank premises and equipment 7,332 7,597 Other real estate owned 1,149 561 Mortgage servicing rights 563 652 Other assets 5,130 5,575 ---------- ---------- Total assets $ 735,647 $ 727,014 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY: LIABILITIES: Due to depositors $ 488,541 $ 494,875 Mortgagors' escrow deposits 7,995 9,729 Borrowings 111,278 96,201 Other liabilities 4,155 4,903 ---------- ---------- Total liabilities 611,969 605,708 Commitments and contingent liabilities STOCKHOLDERS' EQUITY: Preferred stock, $.01 par value; 5,000,000 share authorized; none issued -- -- Common stock, $.01 par value; 25,000,000 shares authorized; 9,535,225 shares issued at December 31, 2000 and June 30, 2000 95 95 Additional paid-in capital 93,313 92,968 Retained earnings-substantially restricted 60,694 58,652 Treasury stock, at cost (1,696,540 shares at December 31, 2000 and 1,622,970 shares at June 30, 2000) (19,431) (17,639) Unallocated common stock held by ESOP (7,643) (7,961) Unearned RRP shares (3,312) (4,161) Accumulated other comprehensive loss, net (38) (648) ---------- ---------- Total stockholders' equity 123,678 121,306 ========== ========== Total liabilities and stockholders' equity $ 735,647 $ 727,014 ========== ==========
See accompanying notes to consolidated interim financial statements. 3 COHOES BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
For the three months ended December 31, 2000 1999 (In thousands, except per share amounts) INTEREST INCOME: Loan receivable $ 12,257 $ 10,717 Securities available for sale 405 572 Investment securities 782 849 FHLB stock 96 83 Federal funds sold -- 51 Bank deposits 2 1 ---------- ---------- Total interest income 13,542 12,273 INTEREST EXPENSE: Deposits 4,900 4,203 Escrow deposits 30 27 Borrowings 1,762 1,279 ---------- ---------- Total interest expense 6,692 5,509 ---------- ---------- Net interest income 6,850 6,764 Provision for loan losses 300 610 ---------- ---------- Net interest income after provision for loan losses 6,550 6,154 NONINTEREST INCOME: Service charges on deposits 249 230 Net gain on sale of securities 31 -- Loan servicing revenue 62 76 Recovery on other real estate owned 36 140 Write off of equity investment -- (950) Commission income 325 120 Other 318 286 ---------- ---------- Total noninterest income (loss) 1,021 (98) NONINTEREST EXPENSE: Compensation and benefits 3,004 2,542 Occupancy 840 822 Deposit insurance and assessments 30 21 Advertising 87 95 Merger expenses -- -- Other 862 919 ---------- ---------- Total noninterest expense 4,823 4,399 ---------- ---------- Income before income tax expense 2,748 1,657 Income tax expense 1,006 567 ---------- ---------- NET INCOME $ 1,742 $ 1,090 ========== ========== Earnings per share Basic $ .24 $ .13 ========== ========== Diluted $ .23 $ .13 ========== ==========
See accompanying notes to consolidated interim financial statements. 4 COHOES BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
For the six months ended December 31, 2000 1999 (In thousands, except per share amounts) INTEREST INCOME: Loan receivable $ 24,200 $ 20,929 Securities available for sale 940 1,172 Investment securities 1,600 1,714 FHLB stock 182 155 Federal funds sold -- 53 Bank deposits 3 3 ---------- ---------- Total interest income 26,925 24,026 INTEREST EXPENSE: Deposits 9,792 8,348 Escrow deposits 74 72 Borrowings 3,321 2,203 ---------- ---------- Total interest expense 13,187 10,623 ---------- ---------- Net interest income 13,738 13,403 Provision for loan losses 600 950 ---------- ---------- Net interest income after Provision for loan loss 13,138 12,453 NONINTEREST INCOME: Service charges on deposits 500 433 Net gain on sale of securities 31 -- Loan servicing revenue 127 152 Recovery on other real estate owned 60 140 Write off of equity investment -- (950) Commission income 676 212 Other 653 577 ---------- ---------- Total noninterest income 2,047 564 NONINTEREST EXPENSE: Compensation and benefits 5,917 5,143 Occupancy 1,726 1,586 Deposit insurance & assessments 62 38 Advertising 188 218 Merger expenses 649 -- Other 1,726 1,725 ---------- ---------- Total noninterest expense 10,268 8,710 ---------- ---------- Income before income tax expense 4,917 4,307 Income tax expense 1,792 1,572 ---------- ---------- NET INCOME $ 3,125 $ 2,735 ========== ========== Earnings per share Basic $ .43 $ .32 ========== ========== Diluted $ .42 $ .32 ========== ==========
See accompanying notes to consolidated interim financial statements. 5 COHOES BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) (In thousands)
Unallocated Accumulated common Additional other com- stock Unearned Com- Common paid in Retained Treasury prehensive held by RRP prehensive stock capital earnings stock loss, net ESOP shares Total income Six Months Ended December 31, 2000 Balance at June 30, 2000 $95 $92,968 $58,652 $(17,639) $(648) $(7,961) $(4,161) $121,306 Net income, July 1, 2000 - December 31, 2000 -- -- 3,125 -- -- -- -- 3,125 $3,125 ESOP shares released -- 109 -- -- -- 318 -- 427 Cash dividends paid -- -- (1,083) -- -- -- -- (1,083) Repurchase of 130,000 shares of Cohoes Bancorp, Inc. common stock -- -- -- (2,438) -- -- -- (2,438) Exercised stock options 57,870 shares -- 35 -- 663 -- -- -- 698 Vesting of 68,990 RRP shares -- -- -- -- -- -- 832 832 Forfeiture of 1,440 RRP shares -- -- -- (17) -- -- 17 -- Tax benefit related to vested RRP shares and options exercised -- 201 -- -- -- -- -- 201 Change in unrealized loss on securities available for sale, net -- -- -- -- 610 -- -- 610 610 --- ------- -------- -------- ---- ------- ------- -------- ------ Balance, December 31, 2000 $95 $93,313 $ 60,694 $(19,431) $(38) $(7,643) $(3,312) $123,678 $3,735 === ======= ======== ======== ==== ======= ======= ======== ======
6 COHOES BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) (In thousands)
Unallocated Accumulated common Additional other com- stock Unearned Com- Common paid in Retained Treasury prehensive held by RRP prehensive stock capital earnings stock loss, net ESOP shares Total income Six Months Ended December 31, 1999 Balance at June 30, 1999 $95 $93,004 $55,173 $ -- $(244) $(8,598) $ -- $139,430 Net income, July 1, 1999 - December 31, 1999 -- -- 2,735 -- -- -- -- 2,735 $2,735 ESOP shares released -- (3) -- -- -- 318 -- 315 Cash dividends paid -- -- (1,009) -- -- -- -- (1,009) Repurchase of 857,170 shares of Cohoes Bancorp, Inc. common stock -- -- -- (11,083) -- -- -- (11,083) Granting of restricted stock under RRP -- -- -- 4,505 -- -- (4,505) -- Forfeiture of 1,800 RRP shares -- -- -- (23) -- -- 23 -- Change in unrealized loss on securities available for sale, net -- -- -- -- (378) -- -- (378) (378) --- ------- ------ -------- ----- ------- ------- -------- ------ Balance, December 31, 1999 $95 $93,001 $56,899 $ (6,601) $(622) $(8,280) $(4,482) $130,010 $2,357 === ======= ======= ======== ===== ======= ======= ======== ======
See accompanying notes to consolidated interim financial statements. 7 COHOES BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
For the six months ended December 31, 2000 1999 (In thousands) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS: CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 3,125 $ 2,735 -------- -------- Adjustments to reconcile net income to net cash provided by operating activities- Depreciation 736 682 Amortization of purchased and originated mortgage servicing rights 89 95 Provision for loan losses 600 950 Provision for deferred tax expense (benefit) 613 (45) Net gain on sale of securities (31) -- Net (discount) premium amortization of securities (12) 19 Net gain on sale of mortgage loans (15) (12) Proceeds from sale of loans held for sale 906 2,363 Loans originated for sale (891) (2,012) ESOP compensation 427 315 Vesting of restricted stock awards 832 -- Increase in interest receivable (178) (196) Decrease in other assets, net of deferred tax (benefit) expense 33 1,993 Decrease (increase) in other liabilities (748) 853 Net (gain) loss on sale of other real estate owned (2) 34 -------- -------- Total adjustments 2,359 5,190 -------- -------- Net cash provided by operating activities 5,484 7,925 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from securities called/matured 2,000 500 Purchase of securities (2,926) (3,338) Proceeds from the sale of securities 15,787 634 Proceeds from principal reduction in securities 3,582 5,761 Net loans made to customers (25,225) (51,210) Proceeds from sale of other real estate owned 259 455 Capital expenditures (471) (805) -------- -------- Net cash used in investing activities (6,994) (48,003) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Net decrease in mortgagors' escrow deposits (1,734) (2,656) Net increase in borrowings 15,077 39,555 Net (decrease) increase in deposits (6,334) 30,082 Purchase of treasury shares (2,438) (11,083) Stock options exercised 698 -- Cash dividends paid (1,083) (1,009) -------- -------- Net cash provided by financing activities 4,186 54,889 -------- -------- Net increase in cash and cash equivalents 2,676 14,811 CASH AND CASH EQUIVALENTS, beginning of period 12,658 11,114 -------- -------- CASH AND CASH EQUIVALENTS, end of period $ 15,334 $ 25,925 ======== ======== ADDITIONAL DISCLOSURE RELATIVE TO CASH FLOWS: Interest paid $ 13,017 $ 10,205 Taxes paid 1,330 2,025 ======== ======== SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING ACTIVITIES: Transfer of loans to other real estate owned $ 845 $ 817 ======== ======== SUPPLEMENTAL SCHEDULE OF NONCASH FINANCING ACTIVITIES: Tax benefit related to vested RRP and stock options $ 201 $ -- Granting of restricted stock under RRP $ -- $ 4,505 ======== ========
See accompanying notes to consolidated interim financial statements. 8 COHOES BANCORP, INC. NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS 1. Basis of Presentation Cohoes Bancorp, Inc. (the "Company") was incorporated under Delaware law in September 1998 as a savings and loan holding company to purchase 100% of the common stock of Cohoes Savings Bank (the "Bank"). On December 31, 1998, Cohoes Bancorp, Inc. completed its initial public offering of 9,257,500 shares of common stock in connection with the conversion of the Bank from a mutual form institution to a stock savings bank (the "Conversion"). Concurrently with the Conversion, Cohoes Bancorp, Inc. acquired all of the Bank's common stock. The consolidated financial statements included herein reflect all normal recurring adjustments which are, in the opinion of management, necessary to present a fair statement of the results for the interim periods presented. The results of operations for the three and six months ended December 31, 2000 are not necessarily indicative of the results of operations that may be expected for the entire year ending June 30, 2001. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission. These consolidated financial statements should be read in conjunction with the Company's 2000 Annual Report on Form 10-K. 2. Earnings Per Share On December 31, 1998, Cohoes Bancorp, Inc. completed its initial stock offering of 9,257,500 shares of common stock. Concurrent with the offering, approximately 8% of the shares issued (762,818) were purchased by the Cohoes Bancorp, Inc. Employee Stock Ownership Plan ("ESOP") using the proceeds of a loan from the Company to the ESOP. As of December 31, 2000, 124,714 shares have been released from the ESOP trust for allocation to ESOP participants. Consequently, the remaining 638,104 shares have not yet been released and under AICPA Statement of Position 93-6, these shares are not considered outstanding for purposes of calculating per share amounts. The following is a reconciliation of the numerator and denominator for the basic and diluted earnings per share (EPS) calculations for the three and six months ended December 31, 2000 and 1999.
For the three months ended December 31: 2000 1999 --------------------------------------- --------------------------------------- Weighted Weighted Average Average Net income Shares Per share Net income Shares Per share (numerator) (denominator) Amount (numerator) (denominator) Amount (In thousands, except for and per (In thousands, except for and per share amounts) share amounts) Basic EPS $1,742 7,261,306 $0.24 $1,090 8,319,729 $0.13 ===== ===== Dilutive effect of potential common shares related to stock based compensation plans -- 212,086 -- -- ------ --------- ------ --------- $1,742 7,473,392 $0.23 $1,090 8,319,729 $0.13 ====== ========= ===== ====== =============== ==========
9
For the six months ended December 31: 2000 1999 --------------------------------------- --------------------------------------- Weighted Weighted Average Average Net income Shares Per share Net income Shares Per share (numerator) (denominator) Amount (numerator) (denominator) Amount (In thousands, except for and per (In thousands, except for and per share amounts) share amounts) Basic EPS $3,125 7,239,685 $0.43 $2,735 8,440,924 $0.32 ===== ===== Dilutive effect of potential common shares related to stock based compensation plans -- 201,347 -- -- ------ --------- ------ --------- $3,125 7,441,032 $0.42 $2,735 8,440,924 $0.32 ====== ========= ===== ====== ========= =====
10 3. Loan Portfolio Composition The following table sets forth the composition of the loan portfolio in dollar amounts and as a percentage of the portfolio at the dates indicated.
December 31, 2000 June 30, 2000 ---------------------- ------------------------- Amount % of Total Amount % of Total (Dollars in thousands) Real estate loans: One-to-four family real estate $372,278 59.16% $353,349 58.40% Multi-family and commercial real estate 172,213 27.37 172,596 28.53 -------- ------ -------- ------ Total real estate loans 544,491 86.53 525,945 86.93 Consumer loans: Home equity lines of credit 18,885 3.00 19,692 3.25 Conventional second mortgages 11,527 1.83 11,853 1.96 Automobile loans 7,668 1.22 8,610 1.42 Other consumer loans 1,559 0.25 1,626 0.27 -------- ------ -------- ------ Total consumer loans 39,639 6.30 41,781 6.90 Commercial business loans 45,151 7.17 37,316 6.17 Total loans 629,281 100.00% 605,042 100.00% ====== ====== Less: Net deferred loan origination fees and costs 466 384 Allowance for loan losses (5,554) (5,013) -------- -------- Net loans receivable $624,193 $600,413 ======== ========
11 4. Non-Performing Assets The following table sets forth information regarding non-accrual loans, other past due loans, troubled debt restructurings and other real estate owned at the dates indicated.
December 31, June 30, 2000 2000 (Dollars in thousands) Non-accrual loans: One-to-four family real estate $ 1,684 $ 2,250 Multi-family and commercial real estate 1,292 861 Conventional second mortgages 2 33 Consumer loans 163 184 Commercial business loans 257 -- ------- ------- Total non-accrual loans 3,398 3,328 Loans contractually past due 90 days or more and still accruing interest: Consumer loans -- -- ------- ------- Total loans 90 days or more and still accruing interest -- -- Troubled debt restructurings 653 715 ------- ------- Total non-performing loans 4,051 4,043 Other real estate owned (ORE) 1,149 561 ------- ------- Total non-performing assets $ 5,200 $ 4,604 ======= ======= Allowance for loan losses $ 5,554 $ 5,013 ======= ======= Ratio of allowance to total non-performing loans 137.10% 123.99% ======= ======= Total non-performing loans as a percentage of total loans .64% .67% ======= ======= Total non-performing loans as a percentage of total assets .55% .56% ======= =======
12 5. Allowance for Loan Losses The following table sets forth the activity in the allowance for loan losses at the dates and for the periods indicated.
At or for the six months ended December 31, 2000 1999 (In thousands) Allowance for loan losses, beginning period $5,013 $4,025 Charged-off loans: Real estate loans One-to-four family real estate 39 142 Multi-family and commercial real estate 7 36 ------ ------ Total real estate loan charge-offs 46 178 Commercial business loans charge-offs -- 367 Consumer loans Home equity lines of credit -- -- Conventional second mortgages 51 -- Automobile loans 12 1 Credit cards -- 2 Other consumer loans 25 6 ------ ------ Total consumer loan charge-offs 88 9 ------ ------ Total charged-off loans 134 554 Recoveries on loans previously charged-off: Real estate loans One-to-four family real estate -- 27 Multi-family and commercial real estate 57 -- ------ ------ Total real estate loan recoveries 57 27 Commercial business loan recoveries -- -- Consumer loans Home equity lines of credit -- -- Conventional second mortgages -- -- Automobile loans 7 1 Credit cards 7 20 Other consumer loans 4 4 ------ ------ Total consumer loan recoveries 18 25 ------ ------ Total recoveries 75 52 ------ ------ Net loans charged-off 59 502 Provision for loan losses 600 950 ------ ------ Allowance for loan losses, end of period $5,554 $4,473 ====== ======
13 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations General Cohoes Bancorp, Inc. (the "Company"), headquartered in Cohoes, New York is a savings and loan holding company incorporated in September 1998 under the laws of the State of Delaware. The Company was organized at the direction of Cohoes Savings Bank (the "Bank") for the purpose of acquiring all of the common stock of the Bank issued in connection with the conversion of the Bank from mutual to stock form (the "Conversion"). On December 31, 1998, the Bank completed its Conversion, and the Company sold 9,257,500 shares of its common stock at a price of $10.00 per share in a subscription offering (the "Offering") to certain depositors of the Bank. In connection with the Conversion and Offering, the Company established the Cohoes Savings Foundation, Inc. (the "Foundation") and made a charitable contribution of 277,725 shares of the Company's common stock to the Foundation, which resulted in a one-time charge relating to the funding of the Foundation of $2.8 million ($1.7 million net of tax). The net proceeds from the Offering amounted to $90.4 million, and the Company contributed approximately 50% of the net proceeds from the Offering to the Bank in exchange for all of the issued and outstanding shares of common stock of the Bank. The Company had no significant assets or operations prior to December 31, 1998. Presently, the only significant assets of the Company are the capital stock of the Bank, the Company's loan to the Employee Stock Ownership Plan of the Company and the investments of the net proceeds from the Offering retained by the Company. The Company is subject to the financial reporting requirements of the Securities Exchange Act of 1934, as amended. Financial Condition For the six month period ended December 31, 2000, total assets of the Company increased $8.6 million, or 1.2%, from $727.0 million at June 30, 2000 to $735.6 million at December 31, 2000. This increase in total assets was primarily attributable to a $23.8 million, or 4.0%, increase in net loans receivable which increased from $600.4 million at June 30, 2000 to $624.2 million at December 31, 2000. This increase resulted from continued growth in the loan portfolio, particularly single-family residential mortgage loans. Deposits decreased $6.3 million, from $494.9 million at June 30, 2000, to $488.5 million at December 31, 2000. This decrease was primarily attributable to a $7.0 million decrease in time deposits due primarily to highly competitive rates offered by the Company's competition. Borrowings, comprised primarily of Federal Home Loan Bank ("FHLB") advances, increased $15.1 million, or 15.7%, from $96.2 million at June 30, 2000 to $111.3 million at December 31, 2000. This increase was primarily the result of additional FHLB advances used to fund loan growth and the outflow of time deposits noted above. Total stockholders' equity increased $2.4 million, or 2.0%, from $121.3 million at June 30, 2000 to $123.7 million at December 31, 2000. This increase was primarily attributable to the earnings for the six months ended December 31, 2000 of $3.1 million, the vesting of shares pursuant to awards made under the Company's recognition and retention plan of $832,000, the exercising of stock options of $698,000 and an increase in the Company's available for sale portfolio market valuation, net of tax of $610,000. These increases were partially offset by declared dividends totaling $1.1 million and the purchase of the Company's common stock of $2.4 million pursuant to the Company's open market repurchase program. The book value per share at December 31, 2000 was $15.78. 14 Average Balance Sheets. The following tables set forth certain information relating to the Company for the three and six months ended December 31, 2000 and 1999. The yields and costs were derived by dividing interest income or expense by the average balance of assets or liabilities, respectively, for the periods shown. The yields include deferred fees and discounts which are considered yield adjustments.
Three Months Ended December 31, ------------------------------------------------------------------------------- 2000 1999 --------------------------------------- ------------------------------------ Average Interest Average Interest Outstanding Earned/ Yield/ Outstanding Earned/ Yield/ Balance Paid Rate Balance Paid Rate (Dollars in thousands) Interest-earning assets Loans receivable $624,838 $12,257 7.78% $560,824 $10,717 7.58% Securities available for sale 25,473 405 6.31 37,480 572 6.05 Investments securities 51,620 782 6.01 57,460 849 5.86 Federal funds sold -- -- -- 3,545 51 5.71 FHLB stock 5,909 96 6.45 4,868 83 6.76 Other interest-earning assets 137 2 5.79 99 1 4.01 -------- ------- -------- ------- Total interest-earning assets 707,977 13,542 7.59 664,276 12,273 7.33 ------- ------- Non-earning assets 23,729 25,455 -------- -------- Total assets $731,706 $689,731 ======== ======== Interest-bearing liabilities Savings accounts $128,626 888 2.74 $134,039 928 2.75 School savings accounts 16,603 180 4.30 16,467 177 4.26 Money market accounts 21,954 188 3.40 25,342 208 3.26 Demand deposits 77,629 131 0.67 67,379 104 0.61 Time deposits 241,640 3,513 5.77 215,506 2,786 5.13 Escrow accounts 6,206 30 1.92 6,957 27 1.54 Borrowings 110,602 1,762 6.32 88,918 1,279 5.71 -------- ------- -------- ------- Total interest-bearing liabilities 603,260 6,692 4.40 554,608 5,509 3.86 ------- ------- Other liabilities 5,179 5,314 Stockholders' equity 123,267 129,809 -------- -------- Total liabilities and stockholders' equity $731,706 $689,731 ======== ======== Net interest income $6,850 $6,764 ====== ====== Net interest rate spread 3.19% 3.39% ==== ==== Net earning assets $104,717 $109,668 ======== ======== Net yield on average interest-earning assets 3.84% 4.04% ==== ==== Average interest-earning assets to average interest-bearing 1.17 X 1.20 X liabilities
15
Six Months Ended December 31, ------------------------------------------------------------------------------- 2000 1999 --------------------------------------- ------------------------------------ Average Interest Average Interest Outstanding Earned/ Yield/ Outstanding Earned/ Yield/ Balance Paid Rate Balance Paid Rate (Dollars in thousands) Interest-earning assets Loans receivable $618,455 $24,200 7.76% $550,289 $20,929 7.54% Securities available for sale 30,120 940 6.19 38,346 1,172 6.06 Investments securities 52,973 1,600 5.99 57,564 1,714 5.91 Federal funds sold -- -- -- 1,858 53 5.66 FHLB stock 5,566 182 6.49 4,466 155 6.88 Other interest-earning assets 132 3 4.51 243 3 2.45 -------- ------- -------- ------- Total interest-earning assets 707,246 26,925 7.55 652,766 24,026 7.30 ------- ------- Non-earning assets 23,705 24,608 -------- -------- Total assets $730,951 $677,374 ======== ======== Interest-bearing liabilities Savings accounts $129,911 1,792 2.74 $135,353 1,931 2.83 School savings accounts 16,934 363 4.25 16,756 359 4.25 Money market accounts 21,826 372 3.38 25,035 442 3.50 Demand deposits 76,787 257 0.66 67,521 207 0.61 Time deposits 244,033 7,008 5.70 210,129 5,409 5.11 Escrow accounts 7,774 74 1.89 8,361 72 1.71 Borrowings 105,416 3,321 6.25 77,287 2,203 5.65 -------- ------- -------- ------- Total interest-bearing liabilities 602,681 13,187 4.34 540,442 10,623 3.90 ------- -------- Other liabilities 5,729 5,644 Stockholders' equity 122,541 131,288 -------- -------- Total liabilities and stockholders' equity $730,951 $677,374 ======== ======== Net interest income $13,738 $13,403 ======= ======= Net interest rate spread 3.21% 3.40% ==== ==== Net earning assets $104,565 $112,324 ======== ======== Net yield on average interest-earning assets 3.85% 4.07% ==== ==== Average interest-earning assets to average interest-bearing liabilities 1.17 X 1.21 X
16 Rate/Volume Analysis. The following table presents the extent to which changes in interest rates and changes in the volume of interest-earning assets and interest-bearing liabilities have affected the Company's interest income and interest expense during the periods indicated. Information is provided in each category with respect to (i) changes attributable to changes in volume (changes in volume multiplied by prior rate), (ii) changes attributable to changes in rate (changes in rate multiplied by prior volume) and (iii) the net change. The changes attributable to the combined impact of volume and rate have been allocated proportionately to the changes due to volume and the changes due to rate.
Three Months Ended Six Months Ended December 31, 2000 December 31, 2000 Compared to Compared to Three Months Ended Six Months Ended December 31,1999 December 31,1999 ---------------------------------- ---------------------------------- Increase (Decrease) Increase (Decrease) Due To Total Due to Total -------------------- Increase -------------------- Increase Volume Rate (Decrease) Volume Rate (Decrease) (Dollars in thousands) Interest and dividend income from: Loans receivable $1,250 $ 290 $1,540 $2,653 $ 618 $3,271 Securities available for sale (316) 149 (167) (301) 69 (232) Investment securities (190) 123 (67) (179) 65 (114) Federal funds sold (51) -- (51) (53) -- (53) FHLB stock 36 (23) 13 51 (24) 27 Other interest-earning assets -- 1 1 (4) 4 -- ------ ----- ------ ------ ----- ------ Total interest and dividend income 729 (540) 1,269 2,167 732 2,899 ------ ----- ------ ------ ----- ------ Interest expense for: Savings accounts (37) (3) (40) (76) (63) (139) School savings accounts 1 2 3 4 -- 4 Money market accounts (69) 49 (20) (55) (15) (70) Demand accounts 17 10 27 30 20 50 Time deposit accounts 359 368 727 932 667 1,599 Escrow accounts (15) 18 3 (11) 13 2 Other borrowings 335 148 483 867 251 1,118 ------ ----- ------ ------ ----- ------ Total interest expense 591 592 1,183 1,691 873 2,564 ------ ----- ------ ------ ----- ------ Net interest income $ 138 $ (52) $ 86 $ 476 $(141) $ 335 ====== ===== ====== ====== ===== ======
17 Comparison of Operating Results for the Three Months Ended December 31, 2000 and 1999 For the three months ended December 31, 2000 the Company recognized net income of $1.7 million, as compared to net income of $1.1 million for the three months ended December 31, 1999. Net interest income increased $86,000 for the three months ended December 31, 2000 as compared to the same period last year. Noninterest income increased by $1.1 million from a loss of $98,000 for the quarter ended December 31, 1999 to $1.0 million for the same period this year. These increases in net interest income and noninterest income were partially offset by increases in noninterest expense and income tax expense. Noninterest expense increased $424,000 to $4.8 million for the quarter ending December 31, 2000. Income tax expense was $1.0 million for the three months ended December 31, 2000, up $439,000 for the comparable period in 1999. Net Interest Income. Net interest income for the three months ended December 31, 2000 was $6.9 million, up $86,000 from the same period last year. The increase was primarily the result of a $65.0 million increase in the balance of average earning assets from $664.3 million for the three months ended December 31, 1999 to $708.0 million for the same period this year. The average balance of interest-bearing liabilities also increased between the two periods, increasing $48.7 million to $603.3 million for the three months ended December 31, 2000. The yield on average earning assets increased from 7.33% to 7.59% while the rate paid on average interest-bearing liabilities also increased from 3.86% to 4.40%. This resulted in a decrease in net interest rate spread of 20 basis points from 3.39% for the three months ended December 31, 1999 to 3.19% for the three months ended December 31, 2000. The Company's net interest margin for the three months ended December 31, 2000 was 3.84%, down 20 basis points from 4.04% for the same period last year. The decline in the net interest margin reflected in part the effects of the implementation of the Company's stock repurchase program which reduced the amount of capital as a no-cost funding source. Interest Income. Interest income for the three months ended December 31, 2000 was $13.5 million, up from $12.3 million for the comparable period in 1999. The largest component of interest income is interest on loans. Interest on loans increased from $10.7 million for the three months ended December 31, 1999 to $12.3 million for the three months ended December 31, 2000. This increase of $1.5 million was the result of an increase in the average balance of loans and an increase in the average yield earned. The average balance of loans increased $64.0 million to $624.8 million, which accounted for an increase in income due to volume of $1.3 million. The yield on loans increased 20 basis points from 7.58% to 7.78% due to an increase in general market rates of interest, which accounted for an increase in interest income due to rate of $290,000. The increase for loans was partially offset by a decrease in interest income from securities available for sale of $167,000 and investment securities of $67,000. These decreases were primarily due to maturing securities of $2.0 million, principal payments of $3.6 million and the sale of securities of $15.7 million during the quarter ending December 31, 2000. Interest Expense. Interest expense increased for the quarter ended December 31, 2000 compared to the quarter ended December 31, 1999 by $1.2 million. The majority of the Company's interest expense is from the Company's interest-bearing deposits. The largest category of interest-bearing deposits is time deposits. Interest on time deposits for the quarter ended December 31, 2000 was $3.5 million, up $727,000 from $2.8 million for the quarter ended December 31, 1999. This increase was the result of an increase in the average balance of time deposits, from $215.5 million for the quarter ended December 31, 1999 to $241.6 million for the quarter ended December 31, 2000. The rates paid on these deposits increased 64 basis points from 5.13% for the quarter ended December 31, 1999 to 5.77% for the comparable quarter in 2000. The net impact of this rate increase on time deposits increased interest expense by $368,000 for the quarter ended December 31, 2000 as compared to the same quarter last year. The average balance of time deposits increased due to the Company's advertising campaign to raise time deposit money during the year and the rate paid increased due to market interest rate conditions. Interest on savings accounts decreased $40,000 for the quarter ended December 31, 2000 as compared to the same period last year. This decrease was due largely to a decrease in the average balance in savings accounts from $134.0 million for the quarter ended December 31, 1999 to $128.6 million for the quarter ended December 31, 2000. Although the Company experienced an increase of 749 in the number of savings accounts, savings account customers transferred larger balances to time deposits to take advantage of the higher interest rate environment. Interest on borrowings for the quarter ended December 31, 2000 was $1.8 million, up $483,000 from the same period last year. This increase is attributable to an increase of $21.7 million in the average balance of borrowings along with an increase of 61 basis points in the rate paid on borrowings. The Company borrowed additional funds during 2000 to support asset growth, particularly in the loan portfolio, as part of the process of leveraging the additional capital raised in the Offering. 18 Provision for Loan Losses. The provision for loan losses decreased from $610,000 for the quarter ended December 31, 1999 to $300,000 for the comparable quarter in 2000. The decrease is primarily due to a reduction in the level of net charge-offs from $470,000 for the quarter ending December 31,1999 to net recoveries of $43,000 for the quarter ending December 31, 2000. The Company has also seen an increase in the coverage ratio of non-performing loans from 102.6% at December 31, 1999 as compared to 137.1% as of December 31, 2000. These two factors were partially offset by an increase in the balance of average outstanding loans from $560.8 million for the quarter ended December 31, 1999 to $624.8 million for the quarter ended December 31, 2000. Noninterest Income. Noninterest income for the quarter ended December 31, 2000 was $1.0 million, as compared to a loss of $98,000 for the quarter ended December 31, 1999. This increase is almost entirely due to the charge off of the Bank's investment in the Commons, LLC. The Commons, LLC was an equity investment in an economic development area of Albany that due to its uncertain financial condition was charged off in December 1999. Another portion of this increase is due to the growth in commission revenue from CSB Service Agency, Inc., a wholly owned insurance subsidiary, and CSB Financial Services, Inc., a wholly owned brokerage subsidiary. CSB Services Agency, Inc. revenues increased $181,000 for the quarter ended December 31, 2000 as compared to the same period last year. This increase was primarily due to the purchasing of two insurance agencies in late December 1999. CSB Financial Services, Inc. increased commission revenue from $90,000 for the quarter ending December 31, 1999 to $114,000 for the same period this year. This increase is attributable to the growth in branch referrals generating new business for this subsidiary. Noninterest Expense. Noninterest expense increased $424,000 to $4.8 million for the quarter ended December 31, 2000, up from $4.4 million for the comparable period in 1999. Compensation and benefits increased $462,000 of which $130,000 is due to CSB Services Agency, Inc.'s acquisition of two new insurance agencies. CSB Financial Services, Inc. also increased compensation cost by $20,000 largely due to the increased commission expense resulting from increased sales volume. Director fees also increased $63,000 for the period ending December 31, 2000 as compared to the same period last year. This increase is entirely attributed to the additional board meetings called to review the strategic alternatives of the Company, as the fees paid per meeting have not been increased. The Company also recognized an increase in ESOP expense of $79,000 for the quarter ended December 31, 2000 as compared to December 31, 1999 due to an increase in the average price of the Company's stock. Benefit restoration plan expense increased $65,000 for the quarter ending December 31, 2000 as compared to the same period in 1999 due to the increase in stock price combined with additional allocations required by the plan. Other noninterest expense decreased $43,000 as a result of a decrease in ORE related expenses. Income Tax Expense. Income tax expense increased from $567,000 for the quarter ended December 31, 1999 to $1.0 million for the quarter ended December 31, 2000. The increase is primarily the result of an increase in income before income tax expense. Comparison of Operating Results for the Six Months Ended December 31, 2000 and 1999 For the six months ended December 31, 2000 the Company realized net income of $3.1 million, as compared to $2.7 million for the six months ended December 31, 1999. Noninterest income increased $1.5 million and net interest income increased $335,000 for the six months ended December 31, 2000 as compared to the same period last year. These increases in net income were partially offset by an increase in noninterest expense of $1.6 million and an increase in income tax expense of $220,000 for the six months ended December 31, 2000 as compared to the six months ended December 31, 1999. Net Interest Income. Net interest income for the six months ended December 31, 2000 was $13.7 million, up $335,000 from the same period last year. The increase was primarily the result of the increase of $54.5 million in the balance of average earning assets from $652.8 million for the six months ended December 31, 1999 to $707.2 million for the comparable period in 2000. Interest-bearing liabilities also increased during the same period, up $62.2 million. The Company's net interest margin for the six months ended December 31, 2000 was 3.85%, down 22 basis points from 4.07% for the same period last year. The yield on average earning assets increased from 7.30% to 7.55%, along with the rate paid on average interest-bearing liabilities increasing from 3.90% to 4.34%. This resulted in a decrease in the spread of 19 basis points from 3.40% for the six months period ending December 31, 1999 compared to 3.21% for the same period in 2000. 19 Interest Income. Interest income for the six months ended December 31, 2000 was $26.9 million, up from $24.0 million for the comparable period in 1999. The largest component of interest income is interest on loans. Interest on loans increased from $20.9 million for the six months ended December 31, 1999 to $24.2 million for the six months ended December 31, 2000. This increase of $3.3 million was the result of both an increase in the average balance of loans and an increase in the average yield earned. The average balance of loans increased $68.2 million to $618.5 million while the yield on loans increased 22 basis points from 7.54% to 7.76%. The increase in interest on loans was partially offset by a decrease in interest on securities available for sale and investment securities. Interest income in these categories of earning assets decreased $346,000. The average balance of securities available for sale and investment securities decreased $8.2 million and $4.6 million, respectfully, during the six months ended December 31, 2000. These decreases resulted in a $480,000 decrease in interest income due to volume. Interest Expense. Interest expense increased during the six month period ended December 31, 2000 to $13.2 million, up from $10.6 million for the comparable period in 1999. The majority of the Company's interest expense is from interest-bearing deposits. The largest category of interest-bearing deposits is time deposits. Interest on time deposits for the six months ended December 31, 2000 was $7.0 million, up $1.6 million from $5.4 million for the six months ended December 31, 1999. This increase was the result of an increase of 59 basis points in the rates paid on these deposits from 5.11% for the six months ended December 31, 1999 to 5.70% for the same period in 2000 along with an increase in average balance from $210.1 million to $244.0 million for the six months ended December 31, 2000. These increases were partially offset by the reduction of $139,000 on interest expense incurred on savings accounts. This decrease was due to a reduction in the rate paid on savings accounts as well as a $5.4 million decrease in the average balance in savings accounts. Interest on borrowings for the six months ended December 31, 2000 was $3.3 million. This is an increase of $1.1 million over the same period last year due to a $28.1 million increase in the average balance of borrowings and a 60 basis point increase in rate for the six month period ending December 31, 2000 as compared to the same period last year. Provision for Loan Losses. The provision for loan losses decreased from $950,000 for the six months ended December 31, 1999 to $600,000 for the six months ended December 31, 2000. The decrease is primarily due to a reduction in the level of net charge-offs from $502,000 for the six months ended December 31, 1999 to $59,000 for the same period this year. This factor was partially offset by an increase in the balance of average outstanding loans from $550.3 million for the six months ended December 31, 1999 to $618.5 for the six months ended December 31, 2000. Noninterest Income. Noninterest income for the six month period ended December 31, 2000 was $2.0 million, up from $564,000 for the six month period ended December 31, 1999. This increase is almost entirely due to the $950,000 charge off of the Bank's investment in The Commons, LLC taken in December 1999. Commission revenues for CSB Services Agency, Inc., increased by $349,000 for the six months ended December 31, 2000 as compared to the six months ended December 31, 1999 primarily due to the purchase of two insurance agencies in late December 1999. Commission revenue also increased in CSB Financial Services, Inc., a wholly owned brokerage subsidiary, by $115,000 for the six months ended December 31, 2000 as compared to the same period last year. Other noninterest income increased slightly by $76,000 from $577,000 for the six months ended December 31, 1999 to $653,000 for the same period this year. This increase is largely due to an increase in ATM surcharges and fees increasing by $67,000. Noninterest Expense. Noninterest expense increased $1.6 million to $10.3 million for the six months ended December 31, 2000, up from $8.7 million for the comparable period in 1999. Merger related expenses of $649,000 accounted for a portion of this increase. The Company, on April 25, 2000, entered into a definitive agreement to merge with Hudson River Bancorp, Inc., the parent company of Hudson River Bank & Trust Company. On August 17, 2000, the shareholders of Cohoes Bancorp, Inc., did not approve the merger by a slight margin. Compensation and benefits were up $774,000, of which $243,000 is due to CSB Services Agency, Inc. acquiring two new insurance agencies in December 1999. Director fees also increased by $152,000 for the six months ending December 31, 2000 as compared to the same period last year. This increase is entirely attributable to the additional board meetings called to review the strategic alternatives of the Company, as the fees paid per meeting have not been increased. The Company also recognized an increase in ESOP expense of $111,000 and benefit restoration plan expense of $141,000 primarily due to an increase in the average price of the Company's stock. The increase in occupancy expense of $140,000 for the six months ending December 31, 2000 compared to the six months ending December 31, 1999 is largely attributable to the cost incurred to relocate our Rotterdam Office into the new Price Chopper supermarket location. 20 Income Tax Expense. Income tax expense increased slightly from $1.6 million for the six months ended December 31, 1999 to $1.8 million for the comparable period in 2000. The increase is primarily the result of increased income before income tax expense. LIQUIDITY AND CAPITAL RESOURCES Liquidity Liquidity is defined as the ability to generate sufficient cash flow to meet all present and future funding commitments, depositor withdrawals and operating expenses. Management monitors the Company's liquidity position on a daily basis and evaluates its ability to meet depositor withdrawals or make new loans or investments. The Company's liquid assets include cash and cash equivalents, investment securities that mature within one year, and its portfolio of securities available for sale. The Company's cash inflows result primarily from loan repayments, maturities, calls and pay downs of securities, new deposits, and to a lesser extent, drawing upon the Bank's credit lines with the FHLB of New York. The Company's cash outflows are substantially related to new loan originations, securities purchases, purchases of treasury shares and deposit withdrawals. The timing of cash inflows and outflows are closely monitored by management although changes in interest rates, economic conditions, and competitive forces strongly impact the predictability of these cash flows. The Company attempts to provide stable and flexible sources of funding through the management of its liabilities, including core deposit products offered through its branch network as well as with limited use of borrowings. Management believes that the level of the Company's liquid assets combined with daily monitoring of inflows and outflows provide adequate liquidity to fund outstanding loan commitments, meet daily withdrawal requirements of our depositors, and meet all other daily obligations of the Company. During the six months ended December 31, 2000, the Company's primary demand for funds was to make loans. Net loans increased by $23.8 million. This activity was funded principally with a net increase in borrowings of $15.1 million and the sale of securities available for sale of $15.4 million. Capital Consistent with its goals to operate a sound and profitable financial organization, the Bank actively seeks to remain a "well capitalized" institution in accordance with regulatory standards. The Bank's total equity was $102.4 million at December 31, 2000, 13.9% of total assets on that date. As of December 31, 2000, the Bank exceeded all of the capital requirements of the FDIC. The Bank's regulatory capital ratios at December 31, 2000 were as follows: Tier I (leverage) capital, 13.8%; Tier I risk-based capital, 20.5%; and Total risk-based capital, 21.6%. The regulatory capital minimum requirements to be considered well capitalized are 5.0%, 6.0%, and 10.0%, respectively. The Company's total equity at December 31, 2000 was $123.7 million, up $2.4 million from June 30, 2000. The increase was primarily attributable to the earnings for the six months ending December 31, 2000 of $3.1 million, the vesting of shares under the recognition and retention plan of $832,000, the exercise of stock options of $698,000 and an increase in the Company's available for sale portfolio market value valuation of $610,000. These increases were partially offset by declared dividends of approximately $1.1 million and the repurchase of Cohoes Bancorp, Inc. shares totaling $2.4 million. 21 Item 3. Quantitative and Qualitative Disclosures about Market Risk No material change. PART II - OTHER INFORMATION Item 1. Legal Proceedings The Company and the Bank are from time to time parties to routine legal actions arising in the normal course of business. Management believes that there is no proceeding threatened or pending against the Company or the Bank which, if determined adversely, would materially adversely affect the consolidated financial position or operations of the Company. Item 2. Changes in Securities and Use of Proceeds None. Item 3. Defaults Upon Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders The Company held an annual meeting of shareholders on November 30, 2000. At the meeting, proposals to (i) elect Directors Casabonne, DeLaMater, O'Hearn and Paton for three year terms (ii) adopt the amendments to the Company's 1999 Stock Option and Incentive Plan and the 1999 Recognition and Retention Plan and (iii) ratify the appointment of Arthur Andersen, LLP as independent auditors for the Company for the fiscal year ending June 30, 2001 were approved. The votes cast for and against these proposals and the number of abstentions with respect to the proposals were as follows: Election of Directors ----------------------------------- For Withheld --- -------- Management Nominees: Casabonne 3,896,043 206,646 DeLaMater 3,896,321 205,848 O'Hearn 3,900,613 202,076 Paton 3,899,524 203,165 TrustCo Bank Corp. NY Nominees: Brickman 1,436,008 37,492 Collins 1,436,839 36,671 Maggs 1,432,179 41,321 Pastore 1,428,472 45,028 Adoption of the Amendment to the Company's 1999 Stock Option and Incentive Plan and the 1999 Recognition and Retention Plan -------------------------------------------------------------- For Against Abstentions --- ------- ----------- 3,438,709 2,035,013 120,467 Ratification of Arthur Andersen, LLP as Independent Auditors ------------------------------------------------------------ For Against Abstentions --- ------- ----------- 4,477,728 144,530 971,931 There were no broker non-votes on the two proposals. 22 Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits None. (b) Reports on Form 8-K Date Description November 24,2000 Item 5 - Reporting execution of Agreement and Plan of Merger dated November 24, 2000 between Hudson River Bancorp, Inc., Hudson River Bank & Trust Company and Cohoes Bancorp, Inc. 23 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 thereunto duly authorized. Cohoes Bancorp, Inc. (Registrant) Date: February 12, 2001 By: /s/ Harry L. Robinson --------------------- Harry L. Robinson President and Chief Executive Officer Date: February 12, 2001 By: /s/ Richard A. Ahl ------------------ Richard A. Ahl Executive Vice President, Chief Financial Officer and Secretary 24 -----END PRIVACY-ENHANCED MESSAGE-----