Ambanc Commences Tender Offer for Cohoes Bancorp for $16.50 Per Share, All Cash.Business Editors AMSTERDAM, N.Y.--(BUSINESS WIRE)--Aug. 9, 2000 Ambanc Holding Co., Inc. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :AHCI AHCI Advanced Host Controller Interface AHCI Art and Humanities Index ) ("Ambanc") announced today the commencement of its tender offer for Cohoes Cohoes (kəhōz`), city (1990 pop. 16,825), Albany co., E N.Y., near Albany, at the confluence of the Mohawk and Hudson rivers; settled by the Dutch 1665, inc. 1869. Bancorp, Inc. ("Cohoes") in which it will seek to acquire all outstanding shares of Cohoes directly from the stockholders at a price of $16.50 per share in cash. In addition, Ambanc continued to urge the Cohoes stockholders to vote against the proposed sale to Hudson River Hudson River River, New York, U.S. Originating in the Adirondack Mountains and flowing for about 315 mi (507 km) to New York City, it was named for Henry Hudson, who explored it in 1609. Dutch settlement of the Hudson valley began in 1629. which is scheduled to be voted on at a special meeting of shareholders on August 17, 2000. Ambanc previously announced its intention to solicit proxies against the proposed sale of Cohoes to Hudson River. Ambanc filed preliminary proxy material with the Securities and Exchange Commission (the "SEC") on July 31, 2000 and intends to mail its proxy materials Proxy Materials Documents regulated by the Securities & Exchange Commission in which a public company outlines its methods and procedures. These documents are used to inform shareholders and solicit votes for corporate decisions, such as the election of directors and other as soon as possible following completion of SEC review of the materials. Ambanc's tender offer is subject to certain contingencies, including the satisfaction of a minimum tender condition, the Cohoes stockholders not approving the proposed Hudson River merger, valid termination of the lock-up option Lock-Up Option A stock option offered by a target company to a white knight for additional equity or for the purchase of a valuable portion of their company. Notes: granted to Hudson River, customary bank regulatory approvals, and the execution of a definitive merger agreement to provide for the merger of Cohoes with and into Ambanc. The complete details of Ambanc's tender offer are set forth in the tender offer materials filed today with the SEC. WE URGE INVESTORS TO CAREFULLY READ THE PROXY MATERIALS AND THE TENDER OFFER MATERIALS BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors may obtain a free copy of the preliminary proxy materials and the tender offer materials at the SEC's web site at www.sec.gov. The tender offer materials, and the definitive proxy materials as soon as those are available, may also be obtained for free from Ambanc by directing a written request to Ambanc Holding Co., Inc., 11 Division Street, Amsterdam, New York Amsterdam, New York is the name of two locations in Montgomery County, New York:
Ambanc and its directors and executive officers may be deemed to be "participants" in Ambanc's solicitation of proxies to be voted against the proposed sale to Hudson River. INFORMATION ABOUT THE PARTICIPANTS, INCLUDING THEIR HOLDINGS OF COHOES STOCK, MAY BE OBTAINED THROUGH THE SEC'S WEBSITE IN AMBANC'S OFFER TO PURCHASE FILED WITH THE SEC TODAY UNDER SCHEDULE "TO." The foregoing material may contain forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. . We caution that such statements may be 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. |
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