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 21, 2003
(January 21, 2003)
TrustCo Bank Corp NY
(Exact name of registrant as specified in its charter)
New York
(State or other jurisdiction of incorporation)
0-10592 14-1630287
------------------------------- ----------------------------
(Commission File Number) (IRS Employer Identification No.)
5 Sarnowski Drive, Glenville, New York 12302
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (518) 377-3311
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1
TrustCo Bank Corp NY
Item 5. Other Events
On January 21, 2003, TrustCo Bank Corp NY ("TrustCo") issued
two press releases with year to date and fourth quarter
results for the period ending December 31, 2002. Attached is a
copy of each press release labeled as Exhibits 99(a) and
99(b).
Item 7 (c) Exhibits
Reg S-K Exhibit No. Description
99(a) Highlights Press Release of
January 21, 2003, for the
period ending December 31,
2002, regarding year to
date and fourth quarter
results.
99(b) Press Release of January 21,
2003, for the period
ending December 31, 2002,
regarding year to date and
fourth quarter results.
2
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: January 21, 2003
TrustCo Bank Corp NY
(Registrant)
By:/s/ Robert T. Cushing
------------------------
Robert T. Cushing
President and
Chief Executive Officer
3
Exhibits Index
The following exhibits are filed herewith:
Reg S-K Exhibit No. Description Page
------------------ ---------------------------- ----------
99(a) Highlights Press Release 5
of January 21, 2003, for the period
ending December 31, 2002, regarding
year to date and fourth quarter results.
99(b) Press Release of January 21, 2003, 6-7
for the period ending December 31, 2002,
regarding year to date and fourth
quarter results.
4
TRUSTCO Exhibit 99(a)
Bank Corp NY News Release
----------------------------------------------------------------
5 Sarnowski Drive, Glenville, New York, 12302
(518) 377-3311 Fax: (518) 381-3668
Subsidiary: Trustco Bank
NASDAQ - TRST
Contact: Robert Leonard
Vice President
518-381-3693
FOR IMMEDIATE RELEASE: Glenville, New York - January 21, 2003
TrustCo Bank Corp NY
(dollars in thousands, except per share data)
12/02 12/01
Three Months Ended December 31:
Net Income $ 11,014 10,949
Provision for Loan Losses 300 1,575
Average Equivalent Shares Outstanding:
Basic 74,256,000 71,288,000
Diluted 75,407,000 73,877,000
Net Income per Share:
Basic $ 0.148 0.154
Diluted 0.146 0.148
===== =====
Twelve Months Ended December 31:
Net Income $ 49,244 45,510
Provision for Loan Losses 1,420 4,940
Average Equivalent Shares Outstanding:
Basic 72,675,000 71,154,000
Diluted 74,618,000 73,673,000
Net Income per Share:
Basic $ 0.678 0.640
Diluted 0.660 0.618
===== =====
Period End:
Total Assets 2,696,088 2,578,621
Total Nonperforming Loans 4,918 7,050
Total Nonperforming Assets 5,004 7,653
Allowance for Loan Losses 52,558 57,203
Allowance as a Percentage
of Total Loans 3.70% 3.67%
5
TRUSTCO Bank Corp NY News Release
------------------------------------------------------------------------------
5 Sarnowski Drive, Glenville, New York, 12302
(518)377-3311 Fax:(518)381-3668
Subsidiary: Trustco Bank NASDAQ-- TRST
Contact: Robert M. Leonard
Vice President
518-381-3693
FOR IMMEDIATE RELEASE:
TrustCo Announces 2002 Results
Glenville, New York - January 21, 2003
TrustCo Bank Corp NY (TrustCo, NASDAQ:TRST) today announced record results for
2002. Net income for the full year 2002 was $49.2 million, an increase of $3.7
million or 8.2% over net income of $45.5 million for 2001. Diluted earnings per
share were $0.660 for 2002, an increase of 6.8% compared to the $0.618 diluted
earnings per share in 2001. Return on average equity and return on average
assets were 26.08% and 1.83% respectively for 2002 and 25.31% and 1.83%
respectively for 2001.
Highlights
Robert T. Cushing and Robert J. McCormick, the Presidents and CEOs of Holding
Company and Bank respectively, commented on the strong results for 2002 and it's
exceptional performance. "The results for 2002 are right on our targets for all
performance measurements. We achieved a return on average equity of 26.08%, an
increase in our net income of 8.2% and an efficiency ratio of 36.66%.
"We are very encouraged by these results as an indication that our banking
strategy of delivering high quality services through our network of community
based branches is not only meeting our customer needs, but also providing the
desired financial results for our shareholders."
Recently, Nancy A. McNamara, Senior Vice President, indicated that she is
contemplating retiring in May 2004. In the interim she will work closely with
other TrustCo executives to insure a smooth transition of her responsibilities.
6
2002 Results
Net income for 2002 was $49.2 million, an increase of 8.2% over the net income
of $45.5 million in 2001. The increase in net income combined with TrustCo's
capital management process resulted in a return on average equity of 26.08% for
2002 and 25.31% for 2001. TrustCo's efficiency ratio for 2002 was 36.66%
compared to 38.96% in 2001.
Commenting on the efficiency ratio, they noted, "Our efficiency ratio continues
to reflect our focus on reducing operating costs at every level in the
organization. The results for 2002 are world-class." In addition, TrustCo has
paid-out approximately 89% of 2002's net income to shareholders in the form of
cash dividends on its common stock. They noted, "The primary focus used by
TrustCo to measure our performance is return on average equity, because that
ratio is a clear indicator of how well we are able to invest and generate
returns on the funds that our owners have given to us. For 2002 we achieved a
26.08% return on average equity while at the same time opening seven new branch
offices, insuring growth into the future."
Also, enclosed are tables of quarterly and year to date information for 2002 and
2001.
TrustCo is a $2.7 billion bank holding company and through its subsidiary
Trustco Bank, operates 62 offices in Albany, Columbia, Dutchess, Greene,
Montgomery, Rennselaer, Rockland, Saratoga, Schenectady, Schoharie, Warren,
Washington, and Westchester Counties in New York, and Bennington County in
Vermont. In addition, the bank operates a full service Trust Department that has
$897 million of assets under management. The common shares of TrustCo are traded
on the NASDAQ National Market tier of the NASDAQ Stock 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
forward-looking statements, which speak only as of the date made. Readers are
advised that various risk factors, including, but not limited to: (1) credit
risk, (2) interest rate risk, (3) competition, (4) changes in the regulatory
environment, and (5) changes in general business and economic trends, could
cause the actual results or circumstances for future periods to differ
materially from those anticipated or projected in the forward-looking
statements.
7
TRUSTCO BANK CORP NY
SCHENECTADY, NY
(dollars in thousands, except per share data)
Three Months Ended
12/31/2002 09/30/2002 12/31/2001
Summary of operations
Net interest income (TE) $26,090 $25,817 $26,578
Provision for loan losses 300 300 1,575
Net securities transactions 1,328 2,399 612
Noninterest income 4,618 4,465 5,375
Noninterest expense 17,794 11,422 13,749
Net income 11,014 13,291 10,949
Per common share
Net income per share:
- Basic 0.148 0.183 0.154
- Diluted 0.146 0.179 0.148
Cash dividends 0.150 0.150 0.150
Tangible Book value at period end 3.16 3.08 2.88
Market price at period end 10.78 10.58 12.57
At period end
Full time equivalent employees 468 469 465
Full service banking offices 62 63 56
Performance ratios
Return on average assets 1.64 % 1.92 1.72
Return on average equity (1) 22.17 27.50 23.81
Efficiency (2) 35.30 36.26 37.37
Net interest spread (TE) 3.77 3.61 4.00
Net interest margin (TE) 4.09 3.93 4.41
Dividend payout ratio 101.08 81.64 97.63
Capital ratios at period end (3)
Total equity to assets 7.78 7.54 7.20
Tier 1 risk adjusted capital 15.48 14.43 13.58
Total risk adjusted capital 16.77 15.71 14.86
Asset quality analysis at period end
Nonperforming loans to total loans 0.35 % 0.42 0.45
Nonperforming assets to total assets 0.19 0.25 0.30
Allowance for loan losses to total loans 3.70 3.61 3.67
Coverage ratio (4) 10.7 X 8.6 X 8.1 X
(1) Average equity excludes the effect of the market value adjustment for securities
available for sale.
(2) Calculated as noninterest expense (excluding ORE income/expense,goodwill amortization
and any nonrecurring charges) divided by taxable equivalent net interest income plus
noninterest income (excluding net securities transactions).
(3) Capital ratios exclude the effect of the market value adustment for securities
available for sale.
(4) Calculated as allowance for loan losses divided by total nonperforming loans.
TE = Taxable equivalent.
8
FINANCIAL HIGHLIGHTS, Continued
Twelve Months Ended
12/31/2002 12/31/2001
Summary of operations
Net interest income (TE) $103,289 $102,416
Provision for loan losses 1,420 4,940
Net securities transactions 7,499 4,517
Noninterest income 19,799 21,285
Noninterest expense 55,326 51,313
Net income 49,244 45,510
Per common share
Net income per share:
- Basic 0.678 0.640
- Diluted 0.660 0.618
Cash dividends 0.600 0.541
Tangible Book value at period end 3.16 2.88
Market price at period end 10.78 12.57
Performance ratios
Return on average assets 1.83 % 1.83
Return on average equity (1) 26.08 25.31
Efficiency (2) 36.66 38.96
Net interest spread (TE) 3.65 3.83
Net interest margin (TE) 4.00 4.31
Dividend payout ratio 88.58 84.58
9
CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
12/31/2002 12/31/2001
ASSETS
Loans, net $1,369,743 1,499,483
Securities available for sale 653,163 587,100
Federal funds sold and other short term investments 542,125 338,452
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Total earning assets 2,565,031 2,425,035
Cash and due from banks 63,957 60,121
Bank premises and equipment 19,544 18,312
Other assets 47,556 75,153
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Total assets $2,696,088 2,578,621
=================================================================
LIABILITIES
Deposits:
Demand $178,058 195,390
Interest-bearing checking 338,740 295,514
Savings 715,349 649,081
Money Market 130,914 75,620
Certificates of deposit > $100 thou 137,513 128,887
Other time deposits 773,694 748,414
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Total deposits 2,274,268 2,092,906
Short-term borrowings 141,231 218,219
Long-term debt 427 624
Other liabilities 45,318 61,045
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Total liabilities 2,461,244 2,372,794
SHAREHOLDERS' EQUITY 234,844 205,827
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Total liabilities and
shareholders' equity $2,696,088 2,578,621
=================================================================
Number of common shares
outstanding, in thousands 74,178 71,306
10
CONSOLIDATED STATEMENTS OF INCOME
(dollars in thousands, except per share data)
Three Months Ended
12/31/2002 09/30/2002 12/31/2001
Interest income
Loans 26,967 28,031 29,618
Investments 8,351 8,068 9,787
Federal funds sold and other short term investments 1,895 2,408 1,315
-----------------------------------------------------------------
Total interest income 37,213 38,507 40,720
Interest expense
Deposits 12,811 13,793 15,089
Borrowings 417 740 935
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Total interest expense 13,228 14,533 16,024
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Net interest income 23,985 23,974 24,696
Provision for loan losses 300 300 1,575
-----------------------------------------------------------------
Net interest income after
provision for loan losses 23,685 23,674 23,121
Net securities transactions 1,328 2,399 612
Noninterest income 4,618 4,465 5,375
Noninterest expense 17,794 11,422 13,749
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Income before income taxes 11,837 19,116 15,359
Income tax expense 823 5,825 4,410
-----------------------------------------------------------------
Net income $11,014 $13,291 10,949
=================================================================
Net income per share:
- Basic $0.148 $0.183 0.154
- Diluted $0.146 $0.179 0.148
Avg equivalent shares outstanding, in thousands:
- Basic 74,256 72,499 71,288
- Diluted 75,407 74,325 73,877
=================================================================
11
CONSOLIDATED STATEMENTS OF INCOME
(dollars in thousands, except per share data)
Twelve Months Ended
12/31/02 12/31/01
Interest income
Loans $111,993 119,370
Investments 33,284 38,441
Federal funds sold and other short term investments 8,458 10,849
----------------------------------------
Total interest income 153,735 168,660
Interest expense
Deposits 55,150 66,063
Borrowings 2,870 6,700
----------------------------------------
Total interest expense 58,020 72,763
----------------------------------------
Net interest income 95,715 95,897
Provision for loan losses 1,420 4,940
----------------------------------------
Net interest income after
provision for loan losses 94,295 90,957
Net securities transactions 7,499 4,517
Noninterest income 19,799 21,285
Noninterest expense 55,326 51,313
----------------------------------------
Income before income taxes 66,267 65,446
Income tax expense 17,023 19,936
----------------------------------------
Net income $49,244 45,510
========================================
Net income per share:
- Basic $0.678 0.640
- Diluted $0.660 0.618
Avg equivalent shares outstanding, in thousands:
- Basic 72,675 71,154
- Diluted 74,618 73,673
========================================
12
CONSOLIDATED AVERAGE BALANCE SHEETS
(in thousands)
Three Months Ended
12/31/2002 09/30/2002 12/31/2001
Total assets $2,672,676 2,748,406 2,532,314
Shareholders' equity $224,299 220,687 207,002
Total loans $1,468,160 1,519,558 1,556,180
Interest earning assets $2,561,030 2,636,263 2,420,064
Interest-bearing liabilities $2,203,967 2,278,769 2,083,476
Twelve Months Ended
12/31/2002 12/31/2001
Total assets $2,693,505 2,488,169
Shareholders' equity $214,963 202,848
Total loans $1,512,448 1,518,768
Interest earning assets $2,579,379 2,376,359
Interest-bearing liabilities $2,230,224 2,053,100
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