-----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, PJmm/c0ADm1UQ5mCNtMLkZ4i81RNMwgTFRew4at8ECeIGuL/iR3oDrf2vS1LRX95 InPqRG26oKI0EM5eWNfQsA== /in/edgar/work/20000803/0000357301-00-000093/0000357301-00-000093.txt : 20000921 0000357301-00-000093.hdr.sgml : 20000921 ACCESSION NUMBER: 0000357301-00-000093 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000803 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COHOES BANCORP INC CENTRAL INDEX KEY: 0001070321 STANDARD INDUSTRIAL CLASSIFICATION: [6036 ] IRS NUMBER: 141807865 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 425 SEC ACT: SEC FILE NUMBER: 000-25027 FILM NUMBER: 685670 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 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TRUSTCO BANK CORP N Y CENTRAL INDEX KEY: 0000357301 STANDARD INDUSTRIAL CLASSIFICATION: [6022 ] IRS NUMBER: 141630287 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 BUSINESS ADDRESS: STREET 1: 192 ERIE BLVD CITY: SCHENECTADY STATE: NY ZIP: 12305 BUSINESS PHONE: 5183773311 425 1 0001.txt FILING PURSUANT TO RULE 425 Filed by TrustCo Bank Corp NY Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14d-2 of the Securities Exchange Act of 1934 Subject Companie: Cohoes Bancorp, Inc.(Commission File No. 000-25027) August 2, 2000 ------------------------------------------------------------------------------- "HYSTERICAL AND FRANTIC" IS NOT WHAT OUR OFFER IS ALL ABOUT ------------------------------------------------------------------------------- Dear Cohoes Stockholder: Due to the hysterical nature of the communications recently sent to you by your management and directors, I felt it necessary to make 3 quick points for you to consider. #1. WHY THE HYSTERIA? As your directors why they will not entertain our offer or any offer. The directors have a fiduciary duty to act in your best interest, not theirs. #2. REVIEW THE OFFERS. TrustCo's offer for Cohoes is $127 million, Hudson's is $89 million. It's that simple.* #3. IT'S NOT TOO LATE. Even if you have voted for the merger, you can still change your mind - and your vote. Finally, I would not waste your time - or our money and efforts - if I weren't certain that TrustCo's offer is a clearly better choice for the Cohoes stockholders. Please vote against the Hudson River acquisition, or abstain, and keep all of your options open. Sincerely, /s/Robert A. McCormick Robert A. McCormick President and Chief Executive Officer TrustCo Bank Corp NY intends to file Tender Offer Statements with the United States Securities and Exchange Commission because its offers to acquire Cohoes Bancorp, Inc. and Hudson River Bancorp, Inc. have been rejected. We urge investors to carefully read these documents at the time they are filed because they will contain important information regarding the proposed acquisitions. These documents will be available for free to any investor at the United States Securities and Exchange Commission's web site (www.sec.gov). Shareholders of TrustCo, Cohoes and Hudson River may obtain a free copy of these documents upon written request to TrustCo Bank Corp NY, 320 State Street, Schenectady, NY 12305, Attention: Secretary. *The above information was extracted from Form S-4/A Registration Statement Hudson River Bancorp, Inc. filed 6/30/00, and TrustCo Bank Corp NY Definitive Proxy filed 7/31/00. -----END PRIVACY-ENHANCED MESSAGE-----