AMBANC HOLDING CO INC
8-K, EX-99.1, 2000-06-30
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                                  EXHIBIT 99.1


<PAGE>
         Ambanc Holding Co., Inc. Seeks to Acquire Cohoes Bancorp, Inc.

AMSTERDAM,  N.Y.-June 26,  2000--Ambanc  Holding Co., Inc.  (Nasdaq:  AHCI), the
parent company of Mohawk  Community Bank,  Amsterdam,  New York, today announced
that on June 23, 2000 it  delivered a  non-binding  proposal to Cohoes  Bancorp,
Inc. to initiate  merger  discussions.  Under Ambanc's  proposal,  each share of
Cohoes common stock would be exchanged for $15.25 in cash. Ambanc has stated its
willingness,  however, to discuss a combination of cash and stock with Cohoes on
a negotiated  basis. The Ambanc proposal expires on June 30, 2000 and is subject
to, among other  conditions,  due  diligence  procedures  and the execution of a
definitive agreement between the parties.

Cohoes entered into a merger agreement on April 25, 2000 under which it would be
acquired by Hudson River Bancorp,  Inc.,  with each share of Cohoes common stock
being  exchanged  for 1.185 shares of Hudson River  common  stock.  Based on the
closing  price of Hudson River common  stock on June 23, 2000,  stockholders  of
Cohoes would receive $12.30 per share in Hudson River common stock .

John M. Lisicki,  President and Chief Executive Officer of Ambanc,  stated:  "We
feel we can  provide  the Cohoes  stockholders  a better  option.  Our  proposal
constitutes a significant  premium over the  consideration  Cohoes  stockholders
would receive from Hudson River. Specifically,  our proposal would enable Cohoes
stockholders to realize  approximately a 24% premium over the consideration they
would  receive  from Hudson  River,  based on the closing  price of Hudson River
common stock on June 23, 2000. Based on Cohoes public rejection of our proposal,
we do not  believe  the  Cohoes  Board of  Directors  seriously  considered  our
proposal,  even though we offered Cohoes stockholders a significant premium over
what Hudson River agreed to pay."

Mr.  Lisicki  further  stated  that  Ambanc  expects  that if it were to acquire
Cohoes, the transaction would be accretive to Ambanc's earnings during the first
year. He emphasized  the unanimous  belief of Ambanc's board of directors that a
merger of Ambanc and Cohoes would be a strategic  combination  that would have a
positive  effect on the value of Ambanc's  franchise and enhance long term value
for its stockholders.

Ambanc  Holding Co.,  Inc. is a unitary  savings and loan holding  company.  The
Company's  primary  subsidiary,  Mohawk Community Bank, serves customers through
seventeen upstate New York offices, located in Fulton, Montgomery,  Schenectady,
Saratoga,  Albany, Otsego,  Chenango and Schoharie counties. The Bank's deposits
are insured up to the maximum  legal  amount by the  Federal  Deposit  Insurance
Corporation  (FDIC).  Ambanc's  common  stock is traded on the  NASDAQ  National
Market, under the symbol "AHCI".

The  foregoing  material  contains  forward-looking  statements  concerning  the
financial condition,  results of operations and business of Ambanc following the
consummation  of its  proposed  acquisition  of  Cohoes.  We  caution  that such
statements  are subject to a number of  uncertainties  and actual  results could
differ materially and, therefore, readers should not place undue reliance on any
forward-looking   statements.   Ambanc  does  not  undertake,  and  specifically
disclaims,  any obligation to publicly release the results of any revisions that
may be made to any  forward-looking  statements  to reflect  the  occurrence  of
anticipated  or  unanticipated  events or  circumstances  after the date of such
statements.

CONTACT:  Ambanc Holding Co., Inc.
John M. Lisicki, President & CEO
(518) 842-7200
[email protected]


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