SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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) May 3, 1996
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Iroquois Bancorp, Inc.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
New York 0-18301 16-1351101
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(STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
115 Genesee Street, Auburn, New York 13021
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's telephone number, including area code 315 252-9521
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N.A.
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On May 3, 1996, Cayuga Savings Bank ("Cayuga"), a wholly-owned subsidiary
of Iroquois Bancorp, Inc. ("Registrant") consummated the transactions
contemplated by the Purchase and Assumption Agreement dated December 28, 1995
between Cayuga and OnBank & Trust Co., a New York State chartered bank and trust
company ("OnBank") whereby Cayuga acquired three branches of OnBank's
operations, those located in Moravia, Cayuga County, New York; Lansing, Tompkins
County, New York; and Lacona, Oswego County, New York (the "Branches").
In the transaction, Cayuga acquired certain assets and assumed certain
liabilities of OnBank with respect to the Branches and will continue to operate
the Branches as part of Cayuga Savings Bank. The assets included real property
located at the Moravia and Lacona Branches, cash on hand in the Branches, loans,
rights with respect to security instruments, loan agreements, deposit
agreements, overdrafts, safe deposit box rental agreements, and other agreements
or arrangements between OnBank and its customers and a leasehold interest on the
premises at the Lansing Branch. The assets also included fixtures, leasehold
improvements, furnishings, vaults, equipment (excluding certain computer
equipment to be retained by OnBank), supplies, and personal property ordinarily
maintained at the Branches owned or subject to lease by OnBank. Cayuga has also
assumed liabilities for all deposit accounts, lease obligations, lines of
credit, responsibilities with respect to customer safe deposit boxes and
responsibilities with respect to individual retirement accounts (IRA's).
The purchase price for the acquisition was calculated, as follows: A
premium of 6.50% for the outstanding balance of the deposit accounts; $150,000
for the real property at the Lacona Branch and $320,000 for the real property at
the Moravia Branch, based upon the fair market value determined by an
independent appraiser; the dollar amount equal to the outstanding principal
balance plus accrued interest and any charges, fees, or penalties due and owing
with respect to loans and lines of credit; and $50,000.00 for the tangible
personal property. The exact dollar amount of the purchase price will not be
known until preparation of the final closing statement that will be prepared no
later than June 2, 1996. An amendment to this Current Report on Form 8-K will
be filed subsequent to the final closing statement to report the purchase price
of the acquisition as determined by the final closing statement.
As a result of the acquisition, Cayuga will expand its geographic market
into additional regional locations in upstate New York not currently being
served by Cayuga but consistent with its strategic plan of providing local
community banking services to appropriate upstate New York markets.
The description of the transaction contained herein is qualified in its
entirety by reference to the Purchase and Assumption Agreement dated as of
December 28, 1995 by and between Cayuga and OnBank, a copy of which is attached
hereto as Exhibit (2) and incorporated herein by reference.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
As of the date of this Current Report on Form 8-K, it is impracticable
for the Registrant to provide the financial statements required by this Item
7(a). In accordance with Item 7(a)(4) of Form 8-K, such financial statements
shall be filed by amendment to this Form 8-K no later than 60 days after May 18,
1996.
(b) Pro Forma Financial Information.
As of the date of filing of this Current Report on Form 8-K, it is
impracticable for the Registrant to provide the pro forma financial information
required by this Item 7(b) in accordance with Item 7(b)(2) of Form 8-K, such
financial statements shall be filed by amendment to this Form 8-K no later than
60 days after May 18, 1996.
(c) Exhibits
The Exhibits to this report include the following:
Exhibit Number Exhibit Description
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2 Purchase and Assumption Agreement dated December 28, 1995.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this current report on Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.
IROQUOIS BANCORP, INC.
Date: May 20 , 1996 By: /s/ Marianne R. O'Connor
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Marianne R. O'Connor
Chief Financial Officer & Treasurer
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