-----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, U2x8R90UnmIBgmXLDjq5ZzqBYuLqYd1km3Q+BJ1B/eIG5AnVH/MulEogPwcpo7I7 qeKVlKke1gYHeC8YnmY08g== 0000950123-05-000974.txt : 20050201 0000950123-05-000974.hdr.sgml : 20050201 20050201140428 ACCESSION NUMBER: 0000950123-05-000974 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050131 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050201 DATE AS OF CHANGE: 20050201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HUDSON VALLEY HOLDING CORP CENTRAL INDEX KEY: 0000722256 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 133148745 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30525 FILM NUMBER: 05565153 BUSINESS ADDRESS: STREET 1: 21 SCARSDALE ROAD CITY: YONKERS STATE: NY ZIP: 10707 BUSINESS PHONE: 9149616100 MAIL ADDRESS: STREET 1: 21 SCARSDALE ROAD CITY: YONKERS STATE: NY ZIP: 10707 8-K 1 y05294ae8vk.txt FORM 8-K 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) January 31, 2005 ---------------- Hudson Valley Holding Corp. -------------------------------------------------- (Exact Name of Registrant as specified in charter) New York 030525 13-3148745 - ------------------------- ------------ ------------------- (State or other jurisdic- (Commission (IRS Employer tion of incorporation) File Number) Identification No.) 21 Scarsdale Road, Yonkers New York 10707 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (914) 961-6100 ---------------- 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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On January 31, 2005, the registrant issued a press release reporting its financial results for the year ended December 31, 2004. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K. ITEM 8.01 OTHER EVENTS On January 31, 2005, the registrant issued a press release announcing a cash dividend. A copy of the press release is attached hereto as Exhibit 99.2 to the Current Report on Form 8-K. This Current Report on Form 8-K contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future financial performance. We have attempted to identify forward-looking statements by terminology including "anticipates," "believes," "can," "continue," "could," "estimates," "expects," "intends," "may," "plans," "potential," "predicts," "should" or "will" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, that may cause our or the banking industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS Exhibit No. Description - ----------- ----------- 99.1 Press release dated January 31, 2005 issued by Hudson Valley Holding Corp. 99.2 Press release dated January 31, 2005 issued by Hudson Valley Holding Corp. 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. HUDSON VALLEY HOLDING CORP. By: /s/ Stephen R. Brown ------------------------------------- Senior Executive Vice President, Chief Financial Officer and Treasurer February 1, 2005 EX-99.1 2 y05294aexv99w1.txt PRESS RELEASE EXHIBIT 99.1 FOR IMMEDIATE RELEASE Hudson Valley Holding Corp. CONTACT 21 Scarsdale Road Stephen R. Brown Yonkers, NY 10707 Sr. EVP, CFO & Treasurer (914) 771-3212 HUDSON VALLEY HOLDING CORP. REPORTS 28TH CONSECUTIVE YEAR OF RECORD EARNINGS FOR 2004 YONKERS, NY, January 31, 2005 ...James J. Landy, President and Chief Executive Officer, Hudson Valley Holding Corp., announces record earnings for the year 2004. Earnings for the year were $27.5 million, compared to $24.2 million for the year 2003, a 14% increase. Diluted earnings per share were $3.69 compared to $3.29 for the prior year. Return on average equity was 18.5%. As of December 31, 2004, assets totaled $1.8 billion, deposits totaled $1.2 billion, and net loans totaled $862 million. The Bank's core deposits (which exclude CDs) increased 10% and net loans increased 22% during 2004. Hudson Valley Holding Corp., headquartered in Yonkers, NY, is the parent company of Hudson Valley Bank, an independently owned local Bank, serving the metropolitan area with 19 branches located in the Bronx, Manhattan and Westchester and a loan production office in Queens. The Bank specializes in providing a full range of financial services to small businesses, professional services firms, not-for-profit organizations and individuals; and provides investment management services through a subsidiary, A. R. Schmeidler & Co., Inc. The Company's stock is traded under the ticker symbol "HUVL" on the OTC Bulletin Board. Additional information on the Bank can be obtained on our web-site at www.hudsonvalleybank.com. This press release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements refer to future events or our future financial performance. We have attempted to identify forward-looking statements by terminology including "anticipates," "believes," "can," "continue," "expects," "intends," "may," "plans," "potential," "predicts," "should" or "will" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or the banking industry's actual results, level of activity, performance or achievements to be materially different from any future results, level of activity, performance or achievements expressed or implied by these forward-looking statements. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to, material adverse changes in Hudson Valley Bank's operations or earnings, or a decline in the economy in the New York Metropolitan area. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. ## EX-99.2 3 y05294aexv99w2.txt PRESS RELEASE Exhibit 99.2 FOR IMMEDIATE RELEASE - --------------------- Hudson Valley Holding Corp. CONTACT 21 Scarsdale Road ------- Yonkers, NY 10707 Wendy Croker VP, Shareholder Relations (914) 771 - 3214 HUDSON VALLEY HOLDING CORP. ANNOUNCES CASH DIVIDEND Yonkers, NY, January 31, 2005...William E. Griffin, Chairman of the Board, announced that the Company has declared a cash dividend of $ 0.44 share payable to all shareholders of record as of the close of business February 10, 2005. The dividend will be mailed to shareholders on or about February 18, 2005. Mr. Griffin noted that while the $0.44 dividend per share is the same as the cash dividend paid in November 2004, shareholders will actually receive an increase of 10% compared to November 2004 as a result of the 10% stock dividend issued to shareholders in December 2004. Hudson Valley Holding Corp., headquartered in Yonkers, NY, is the parent company of Hudson Valley Bank, an independently owned local Bank, with $1.9 billion in assets, serving the metropolitan area with 19 branches located in the Bronx, Manhattan and Westchester and a loan production office in Queens. The Bank specializes in providing a full range of financial services to small businesses, professional services firms, not-for-profit organizations and individuals; and provides investment management services through a subsidiary, A. R. Schmeidler & Co., Inc. The Company's stock is traded under the ticker symbol "HUVL" on the OTC Bulletin Board. Additional information on the Bank can be obtained on our web-site at www.hudsonvalleybank.com. This press release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements refer to future events or our future financial performance. We have attempted to identify forward-looking statements by terminology including "anticipates," "believes," "can," "continue," "expects," "intends," "may," "plans," "potential," "predicts," "should" or "will" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or the banking industry's actual results, level of activity, performance or achievements to be materially different from any future results, level of activity, performance or achievements expressed or implied by these forward-looking statements. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to, material adverse changes in Hudson Valley Bank's operations or earnings, or a decline in the economy in the New York Metropolitan area. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. # -----END PRIVACY-ENHANCED MESSAGE-----