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UNITED STATES
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): April 11, 2007
TrustCo Bank Corp NY
(Exact name of registrant as specified in its charter)
NEW YORK 0-10592 14-1630287
State or Other Jurisdiction of Commission File No. I.R.S. Employer
Incorporation or Organization Identification Number
5 SARNOWSKI DRIVE, GLENVILLE, NEW YORK 12302
(Address of principal executive offices)
(518) 377-3311
(Registrant's Telephone Number,
Including Area Code)
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))
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TrustCo Bank Corp NY
Item 8.01. Other Events
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A press release was issued on April 11, 2007 stating that
effective January 1, 2007, TrustCo Bank Corp NY ("TrustCo") has
elected early adoption of Statements of Financial Accounting
Standards ("SFAS") No. 159 The Fair Value Option for Financial
Assets and Financial Liabilities, including an Amendment of SFAS
No. 115 and No. 157 Fair Value Measurements. Attached is a
copy of the press release labeled as Exhibit 99(a).
Item 9.01. Financial Statements and Exhibits
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(c) Exhibits
Reg S-K Exhibit No. Description
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99(a) Press release dated April 11, 2007
stating that effective January 1, 2007,
TrustCo Bank Corp NY ("TrustCo") has
elected early adoption of SFAS No. 159
The Fair Value Option for Financial
Assets and Financial Liabilities,
including an Amendment of SFAS No.115
and No. 157 Fair Value Measurements.
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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.
Dated: April 11, 2007
TrustCo Bank Corp NY
(Registrant)
By:/s/ Robert T. Cushing
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Robert T. Cushing
Executive Vice President and
Chief Financial Officer
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Exhibits Index
The following exhibits are filed herewith:
Reg S-K Exhibit No. Description Page
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99(a) Press release dated April 11, 2007 stating 5-6
that effective January 1, 2007, TrustCo Bank
Corp NY ("TrustCo") has elected early
adoption of SFAS No. 159 The Fair Value
Option for Financial Assets and Financial
Liabilities, including an Amendment of
SFAS No. 115 and No. 157 Fair Value
Measurements.
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TRUSTCO Exhibit 99 (a)
Bank Corp NY News Release
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5 Sarnowski Drive, Glenville, New York, 12302
(518) 377-3311 Fax: (518) 381-3668
Subsidiary: Trustco Bank NASDAQ -- TRST
Contact: Robert M. Leonard
Administrative Vice President
(518) 381-3693
FOR IMMEDIATE RELEASE
TrustCo Announces Securities Portfolio Restructuring
Glenville, New York - April 11, 2007 TrustCo Bank Corp NY (TrustCo, Nasdaq:
TRST) today announced that effective January 1, 2007 they elected early
adoption of Statements of Financial Accounting Standards ("SFAS") No. 159 The
Fair Value Option for Financial Assets and Financial Liabilities, including an
amendment of FASB Statement No. 115 and No. 157 Fair Value Measurements. SFAS
No. 159, which was issued in February 2007, generally permits the measurement
of selected eligible financial instruments at fair value at specified election
dates. Upon adoption of SFAS No. 159, TrustCo selected the fair value option
for certain US Agency securities with longer relative duration and lower yields
from the available for sale portfolio totaling approximately $517 million.
Prior to the adoption fo SFAS No. 159, the Company intended to hold these
securities until a market price recovery or possibly to maturity. The initial
fair value measurement of these items resulted in, approximately, a $8.6
million cumulative-effect adjustment, net of tax, recorded as a reduction in
undivided profits as of January 1, 2007. Under SFAS No. 159, this onetime
charge will not be recognized in current earnings. This charge to undivided
profits has no overall impact on total shareholders' equity because the fair
value adjustment had previously been included as an element of shareholders'
equity in the accumulated other comprehensive loss account.
As a result of TrustCo's fair value measurement election for the above
financial instruments, TrustCo will record $3.4 million of pretax unrealized
trading gains in its first quarter earnings for the change in fair value of
such instruments from the election date of January 1, 2007 to March 31, 2007.
Additionally, TrustCo has sold in the second quarter the portfolio of trading
assets so identified and will recognize pretax trading losses of $2.7 million
in the second quarter. TrustCo believes its adoption of the standard will have
a positive impact on its ability to manage the interest rate risk of its
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balance sheet, shorten the duration of the investment portfolio to better
position the company to manage interest rate risk and potentially benefit
interest income, net income and earnings per share during the remainder of 2007
as well as future periods.
The Company also adopted SFAS No. 157 Fair Value Measurement in the 1st Quarter
of 2007 which will not have a significant impact on the Company's consolidated
financial statements.
TrustCo Bank Corp is a $3.2 billion bank holding company and through its
subsidiary, Trustco Bank, operates 94 offices in New York, New Jersey, Vermont,
Massachusetts, and Florida.
In addition, the Bank operates a full service Trust Department. The common
shares of TrustCo are traded on The NASDAQ Global Select Market under the
symbol TRST.
Except for the historical information contained herein, the matters discussed
in this news release and other information contained in TrustCo's Securities
and Exchange Commission filings may express "forward-looking statements." Those
"forward-looking statements" may involve risk and uncertainties, including
statements containing future events or performance and assumptions and other
statements of historical facts.
TrustCo wishes to caution readers not to place undue reliance on any such
forward-looking statements, which speak only as of the date made. The following
important factors, among others, in some cases have affected and in the future
could affect TrustCo's actual results, and could cause TrustCo's actual
financial performance to differ materially from that expressed in any
forward-looking statement: (1) credit risk, (2) interest rate risk, (3)
competition, (4) changes in the regulatory environment, and (5) changes in
local market area and general business and economic trends. The foregoing list
should not be construed as exhaustive, and the Company disclaims any obligation
to subsequently revise any forward-looking statements to reflect events or
circumstances after the date of such statements, or to reflect the occurrence
of anticipated or unanticipated events.
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