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 Companies: Cohoes Bancorp, Inc.(Commission File No. 000-25027)
and Hudson River Bancorp, Inc.(Commission File No. 000-24187)
TO THE SHAREHOLDERS OF COHOES BANCORP, INC.
AND HUDSON RIVER BANCORP, INC.
TRUSTCO'S OFFERS ARE GENUINE. Our offers are clearly better for the shareholders
than the proposed Cohoes-Hudson merger. So much better that it calls into
question your directors' actions in rejecting them unconditionally.
You, the shareholders, own the banks - not the directors. Your directors have a
fiduciary duty to act in your best interests, not theirs. Clearly, their actions
are not in your best interest.
Review the facts below. Support the offer that's best for you, the shareholders.
Remember, IT'S YOUR BANK. IT'S YOUR MONEY. IT'S YOUR DECISION.
COMPARE THE OFFERS FOR COHOES BANCORP, INC.
HUDSON'S OFFER TRUSTCO'S OFFER
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$ 89,000,000* $ 134,000,000*
COMPARE THE DIVIDENDS COMPARE THE PERFORMANCE
COHOES HUDSON TRUSTCO COHOES HUDSON TRUSTCO
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12 Month Return on
Yields** 1.88% 0.96% 4.90% Equity (3/31/00) 5% 5% 24%
Based on current cash dividend TrustCo's Return on Equity outperforms
yields TrustCo outperforms Cohoes Cohoes and Hudson by 380%.
by 160% and Hudson by 410%.
THE TRUSTCO OFFERS.
BETTER FOR THE SHAREHOLDRS. BETTER FOR THE COMMUNITY.
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, New York
12305, Attention: Secretary.
* The above information was extracted from Form S-4/A Registration
Statement Hudson River Bancorp, Inc. filed 6/30/00, and Form S-4
Registration Statement TrustCo Bank Corp NY filed 7/11/00.
** The above information was extracted from the Bloomberg Report dated 7/11/00.
