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8-K - FORM 8-K - MERCHANTS BANCSHARES INCv399845_8k.htm

Merchants Bancshares, Inc. Announces Dividend, Fourth Quarter and Year End 2014 Results

SOUTH BURLINGTON, Vt., Jan. 29, 2015 /PRNewswire/ -- Merchants Bancshares, Inc. (NASDAQ: MBVT), the parent company of Merchants Bank, today announced net income of $2.50 million, or $0.40 per basic and $0.39 per diluted share for the fourth quarter of 2014. This compares to net income of $3.82 million, or $0.61 per basic and $0.60 per diluted share for the fourth quarter of 2013. For the year ended December 31, 2014, net income totaled $12.13 million, or $1.92 per basic and $1.91 per diluted share, compared to net income of $15.13 million, or $2.40 per basic and diluted share for the year ended December 31, 2013. The return on average assets was 0.59% and 0.73% for the three months and year ended December 31, 2014, respectively, compared to 0.91% and 0.90% for the same periods in 2013. The return on average equity was 7.95% and 9.84% for the three months and year ended December 31, 2014, respectively, compared to 13.07% and 12.97% for the same periods in 2013. The Company's Board of Directors approved a dividend of $0.28 per share, payable February 26, 2015, to shareholders of record as of February 12, 2015.

"This past year the Bank has completed a substantial transition that covered our balance sheet, core operating system and management team. The balance sheet is now more liquid, less exposed to price volatility through the investment portfolio and well positioned to fund loan growth. Our new core operating system will provide a solid platform for growth and ultimately improve service levels. The management team is committed to growing our Company and capitalizing on the opportunities presented with these transitions and realizing a return of the investments we made in 2014. This will take some time and should build throughout 2015," commented Michael R. Tuttle, Merchants Bancshares, Inc.'s President and Chief Executive Officer.

Pre-tax expenses related to the core conversion project incurred during the quarter and year ended December 31, 2014 were $489 thousand and $1.32 million, respectively, which represented $0.05 and $0.14 per share after tax.

Shareholders' equity ended the quarter at $125.82 million, and the book value per share increased to $19.89 per share at December 31, 2014 from $18.93 at December 31, 2013. Merchants' capital ratios remain strong at December 31, 2014. At December 31, 2014, the Tier 1 leverage ratio increased to 8.65%, total risk-based capital ratio increased to 16.78%, and the tangible capital ratio increased to 7.30% from 8.44%, 16.12% and 6.93%, respectively, at December 31, 2013.

Merchants' taxable equivalent net interest income was $12.02 million and $48.53 million for the three months and year ended December 31, 2014, respectively, compared to $12.74 million and $50.96 million for the same periods in 2013. The taxable equivalent net interest margin decreased ten basis points to 2.93% for the fourth quarter of 2014 from 3.03% for the third quarter of 2014. Year over year, the taxable equivalent net interest margin decreased by twelve basis points. The margin compression during the fourth quarter of 2014 was due primarily to temporarily higher cash balances which negatively affected the margin by seven basis points for the quarter. With the exception of cash and cash equivalents, interest earning assets have remained relatively flat with a quarter to date average balance of $1.58 billion, compared to the average balance of interest earning assets for the quarter ended September 30, 2014. The linked quarter demonstrated an increase in average cash, due to municipal funding. At the same time the loan yields have continued to compress due to the extended low interest rate environment and tighter credit spreads.

Average loan balances for the fourth quarter of 2014 were $1.16 billion, $1.54 million higher than quarterly average balances for the linked quarter ended September, 30 2014. Year to date average loans increased nearly $32 million in 2014 compared to 2013, and the ending loan balance at December 31, 2014 was $16.1 million higher than the ending balance at December 31, 2013. Loan balances reflected increased commercial real estate origination activity concentrated in December.

The following table summarizes the components of the loan portfolio as of the periods indicated:

(In thousands)

December 31, 2014

September 30, 2014

December 31, 2013

Commercial, financial and agricultural

$                 177,597

$                    183,069

$                    172,810

Municipal loans

94,366

96,258

94,007

Real estate loans - residential

469,529

472,986

489,706

Real estate loans - commercial

428,647

381,301

371,319

Real estate loans - construction

7,658

17,970

31,841

Installment Loans

4,504

4,793

5,655

All other loans

33

286

895

Total Loans

$              1,182,334

$                 1,156,663

$                 1,166,233

Strong credit quality supports Merchants decision for a zero provision for credit losses during the fourth quarter of 2014. The year to date provision for credit losses totaled $150 thousand compared to zero and $800 thousand for the three and twelve months ended December 31, 2013. Nonperforming loans and nonperforming assets were $791 thousand, representing 0.07% of total loans and 0.05% of total assets at the end of 2014.

The average investment portfolio for the fourth quarter of 2014 was $341.27 million, a decrease of $69.21 million from average balances for the fourth quarter of 2013, and decreased by $97.40 million to an annual average of $358.28 million for the year ended December 31, 2014. The ending balance in the investment portfolio at December 31, 2014 was $346.27 million, compared to $332.54 million at September 30, 2014 and $400.84 million at December 31, 2013. The balance of the portfolio at December 31, 2014 included a $2.31 million unrealized gain on the available for sale portion of the investment portfolio, compared to an unrealized loss of ($220) thousand at December 31, 2013. Interest rates have trended down over the course of 2014 which has positively impacted the value of the largely fixed rate investment portfolio.

Average deposits for 2014 were $1.32 billion, a $20.94 million increase compared to average deposits for 2013. Growth in business demand deposits and retail money market categories have been offset by reduced time deposit balances. The quarterly average non-interest bearing deposits increased by $291.12 million compared to the quarter ended December 31, 2013; as previously stated last quarter, we converted certain deposits from interest bearing to non-interest bearing. Average securities sold under agreement to repurchase, which represent collateralized customer accounts, increased by $15.77 million to $228.1 million for the quarter ended December 31, 2014 from $212.31 million for the quarter ended December 31, 2013. Additionally, average securities sold under agreement to repurchase were $75.63 million higher compared to the third quarter of 2014, due to seasonal municipal cash flows.

Total noninterest income for the fourth quarter of 2014 was $2.80 million, a decrease of $72 thousand on a linked quarter basis. Noninterest income for the twelve months ended December 31, 2014 was $11.57 million, compared to $11.63 million for 2013, demonstrating a decrease of $56 thousand. The fourth quarter of 2014 total noninterest income decreased $718 thousand from the fourth quarter of 2013, due to a one-time gain of $898 thousand realized during the fourth quarter of 2013 in conjunction with a sale leaseback transaction, offset by an investment impairment charge of $166 thousand also in the fourth quarter of 2013. Setting aside the net gain in 2013, total noninterest income was consistent at $2.80 million for the three months ended December 31, 2014 and 2013. In 2014, Merchants realized a year-to-date gain on sale of investment securities of $107 thousand. Excluding the net gains experienced in both 2013 and 2014, total noninterest income increased by $454 thousand year to date from 2013. This increase in noninterest income is attributed to bank owned life insurance income, service charges, and trust fees combined to offset decreases in debit card income and overdraft fees. Merchants Trust division income for the quarter remained consistent to the quarter ended September 30, 2014, and increased $331 thousand from the year ended December 31, 2013, as trust division assets under management have continued to show strong growth and now total $637 million.

Total noninterest expense increased $537 thousand to $11.21 million for the fourth quarter of 2014 compared to 2013 and annual expense increased $2.68 million to $42.21 million for 2014 compared to 2013. Excluding the previously mentioned core system conversion costs, total noninterest expense increased $48 thousand to $10.72 million for the fourth quarter of 2014 compared to the same period in 2013 and increased $1.36 million to $40.90 million for 2014 compared to 2013.

  • Compensation and benefits increased $428 thousand and $1.27 million for the three months and year ended December 31, 2014, respectively, compared to the same periods in 2013. The increase is partly attributable to severance accruals of $925 thousand for the year ended December 31, 2014, $407 thousand of which occurred in the fourth quarter of 2014. In November and December of 2014, Merchants experienced higher than usual claim volume in the self-funded group health insurance plan. Setting aside severance payments, total compensation and benefits for 2014 would have been $349 thousand higher when compared to 2013, with the remaining variance being due to staffing investments for the Executive, Finance and Risk areas combined with lower credits related to loan originations.
  • Occupancy and equipment costs were flat for the fourth quarter of 2014 compared to the fourth quarter of 2013, and were $158 thousand higher on a linked quarter basis. Increases in the annual expense include rent escalations, some upgrades to various branches, as well as new core processing services, previously included in legal and professional fees.  
  • During the first quarter of 2014 Merchants adopted, Financial Accounting Standards Board Accounting Standards Update 2014-01, "Accounting for Investments in Qualified Affordable Housing Projects" and applied retrospectively and prior periods have been reclassified accordingly. This adoption allows investors in low income housing tax credit entities that meet certain conditions to account for the investments entirely in income tax expense, which more accurately reflects the economics of the investment.  The application of this standard reduced total noninterest expense by $327 thousand and $1.31 thousand for the quarter and twelve months ended December 31, 2014, respectively, and by $273 thousand and $1.08 million for the quarter and twelve months ended December 31, 2013, respectively.

Merchants Bancshares' effective tax rate for 2014 was impacted by our adoption of the above-referenced accounting standard noted above, by increasing the effective tax rate, and retrospectively increasing the prior year from 21% to 25% for the twelve months ended December 31, 2013, respectively. The effective tax rate was 20% and 23% for the three months and year ended December 31, 2014.

Michael R. Tuttle, Merchants Bancshares, Inc.'s President and Chief Executive Officer, Geoffrey R. Hesslink, Merchants Bank's President and Chief Executive Officer, and Thomas J. Meshako, Merchants' Senior Vice President and Chief Financial Officer, will host a conference call to discuss these earnings results, business and outlook at 9:00 a.m. Eastern Time on Friday, January 30, 2015. Interested parties may participate in the conference call by dialing U.S. number (866) 218-2405, Canada number (855) 669-9657, or international number 1-412-902-4124. The title of the call is Merchants Bancshares, Inc. Q4 2014 Earnings Call. Participants are asked to call a few minutes prior to register. A replay will be available until 9:00 a.m. Eastern Time on Monday, February 9, 2015. The U.S. replay dial-in telephone number is (877) 344-7529. The Canada replay telephone number is (855) 669-9658, the international replay telephone number is (412) 317-0088. The replay access code for all replay telephone numbers is 10057162. Additionally, a recording of the call will be available on Merchants website at www.mbvt.com

Established in 1849, Merchants Bank is the largest Vermont-based bank, independently and locally operated. Consumer, business, municipal and investment customers enjoy personalized relationships, sophisticated online and mobile banking options, and 32 branches statewide. Merchants Bank (Member FDIC, Equal Housing Lender, NASDAQ "MBVT") and Merchants Trust Company employ approximately 287 full-time employees and 27 part-time employees statewide, and have earned several "Best Places to Work in Vermont" awards. American Banker ranks Merchants Bank a "Top 200" in America among 851 peers. www.mbvt.com

Non-GAAP Financial Measure. In addition to results presented in accordance with generally accepted accounting principles ("GAAP"), this press release contains certain non-GAAP financial measures. In several places net interest income is presented on a fully taxable equivalent basis. Specifically included in interest income was tax-exempt interest income from certain tax-exempt loans. An amount equal to the tax benefit derived from this tax exempt income is added back to the interest income total, to produce net interest income on a fully taxable equivalent basis. The amount added back was $511 thousand for the three months ended December 31, 2014, and $530 thousand for the same period in 2013. An additional non-GAAP financial measure Merchants uses is the tangible equity ratio. Because Merchants has no intangible assets, the tangible equity is the same as the book equity. Merchants believes that the supplemental non-GAAP information is utilized by regulators and market analysts to evaluate a company's financial condition and therefore, such information is useful to investors. These disclosures should not be viewed as a substitute for financial results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures which may be presented by other companies. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names.

Certain statements contained in this press release that are not historical facts may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties. These statements, which are based on certain assumptions and describe Merchants' future plans, strategies and expectations, can generally be identified by the use of the words "may," "will," "should," "could," "would," "plan," "potential," "estimate," "project," "believe," "intend," "anticipate," "expect," "target" and similar expressions. Forward-looking statements are based on the current assumptions and beliefs of management and are only expectations of future results. Actual results could differ materially from those projected in the forward-looking statements as a result of, among others, weakness in general, national, regional or local economic conditions, the performance of the investment portfolio, quality of credits or the overall demand for services; changes in loan default and charge-off rates which could affect the allowance for credit losses; declines in the equity and financial markets; reductions in deposit levels which could necessitate increased and/or higher cost borrowing to fund loans and investments; declines in mortgage loan refinancing, equity loan and line of credit activity which could reduce net interest and non-interest income; changes in the domestic interest rate environment and inflation; changes in the carrying value of investment securities and other assets; misalignment of interest-bearing assets and liabilities; increases in loan repayment rates affecting interest income and the value of mortgage servicing rights; changing business, banking, or regulatory conditions or policies, or new legislation affecting the financial services industry that could lead to changes in the competitive balance among financial institutions, restrictions on bank activities, changes in costs (including deposit insurance premiums), increased regulatory scrutiny, declines in consumer confidence in depository institutions, or changes in the secondary market for bank loan and other products; and changes in accounting rules, federal and state laws, IRS regulations, and other regulations and policies governing financial holding companies and their subsidiaries which may impact Merchants ability to take appropriate action to protect financial interests in certain loan situations.

You should not place undue reliance on forward-looking statements, and are cautioned that forward- looking statements are inherently uncertain. Actual performance and results of operations may differ materially from those projected or suggested in the forward-looking statements due to certain risks and uncertainties, which are included in more detail in the Annual Report on Form 10-K, as updated by Quarterly Reports on Form 10-Q and other filings submitted to the Securities and Exchange Commission. Merchants does not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made.

Merchants Bancshares, Inc.

Financial Highlights (unaudited)

(Dollars in thousands except share and per share data)







December 31

September 30

December 31

September 30


2014

2014

2013

2013

Balance Sheets - Period End





Total assets

$         1,723,465

$            1,647,586

$         1,725,469

$         1,667,130

Loans

1,182,334

1,156,663

1,166,233

1,165,501

Allowance for loan losses ("ALL")

11,833

12,019

12,042

12,199

Net loans

1,170,502

1,144,644

1,154,191

1,153,302

Investments-available for sale, taxable

203,473

186,050

252,513

269,676

Investments-held to maturity, taxable

138,421

142,110

140,826

136,017

Federal Home Loan Bank ("FHLB") stock

4,378

4,378

7,496

7,496

Cash and due from banks

23,745

27,283

30,434

35,634

Interest earning cash and other short-term investments

130,714

92,374

85,037

21,648

Bank owned life insurance

10,311

10,237

10,000

-

Other assets

41,922

40,510

44,972

43,357

Non-interest bearing deposits

566,366

544,425

266,299

267,608

Savings, interest bearing checking and money market accounts 

530,722

525,680

752,171

745,814

Time deposits

211,684

233,976

305,106

317,824

Total deposits

1,308,772

1,304,081

1,323,576

1,331,246

Short-term borrowings

-

-

-

8,200

Securities sold under agreement to repurchase, short-term

258,464

188,157

250,314

179,490

Other long-term debt

2,320

2,341

2,403

2,423

Junior subordinated debentures issued to





unconsolidated subsidiary trust

20,619

20,619

20,619

20,619

Other liabilities

7,469

6,644

8,946

8,229

Shareholders' equity

125,821

125,744

119,611

116,923






Balance Sheets - Quarter-to-Date Averages





Total assets

1,692,286

$            1,642,390

$         1,685,103

$         1,661,517

Loans

1,163,776

1,162,236

1,169,935

1,154,967

Allowance for loan losses

12,079

12,090

12,256

11,946

Net loans

1,151,697

1,150,146

1,157,679

1,143,021

Investments-available for sale, taxable

196,557

191,771

265,667

310,165

Investments-held to maturity, taxable

140,339

144,510

137,319

109,753

FHLB stock

4,378

4,883

7,496

7,496

Cash and due from banks

26,476

27,871

29,626

27,913

Interest earning cash and other short-term investments

124,913

72,400

47,624

21,700

Bank owned life insurance

10,270

10,190

-

-

Other assets

37,657

40,619

39,692

41,469

Non-interest bearing deposits

558,960

475,101

267,838

252,795

Savings, interest bearing checking and money market accounts 

529,189

612,811

744,634

772,234

Time deposits

220,114

247,297

310,817

318,795

Total deposits

1,308,263

1,335,209

1,323,289

1,343,824

Short-term borrowings

-

96

198

26,451

Securities sold under agreement to repurchase, short-term

228,080

152,451

212,313

145,962

Other long-term debt

2,327

2,348

2,409

2,430

Junior subordinated debentures issued to





unconsolidated subsidiary trust

20,619

20,619

20,619

20,619

Other liabilities

7,139

7,250

9,297

8,150

Shareholders' equity

125,858

124,417

116,978

114,081

Earning assets

1,629,963

1,575,800

1,628,041

1,604,081

Interest bearing liabilities

1,000,329

1,035,622

1,290,990

1,286,491






Ratios and Supplemental Information - Period End





Book value per share

$                 20.91

$                   20.87

$                19.94

$                19.50

Book value per share (1)

$                 19.89

$                   19.86

$                18.93

$                18.53

Tier I leverage ratio

8.65%

8.95%

8.44%

8.42%

Total risk-based capital ratio

16.78%

17.29%

16.12%

16.13%

Tangible capital ratio (2)

7.30%

7.63%

6.93%

7.01%

Period end common shares outstanding (1)

6,327,226

6,329,958

6,318,708

6,311,332






Credit Quality - Period End





Nonperforming loans ("NPLs")

791

$                      732

$                   906

$                2,684

Nonperforming assets ("NPAs")

791

$                      732

$                1,015

$                2,707

NPLs as a percent of total loans

0.07%

0.06%

0.08%

0.23%

NPAs as a percent of total assets

0.05%

0.04%

0.06%

0.16%

ALL as a percent of NPLs

1496%

1642%

1329%

455%

ALL as a percent of total loans

1.00%

1.04%

1.03%

1.05%






(1)  This book value and period end common shares outstanding includes 308,670, 304,119, 319,854; and 314,956 Rabbi Trust shares for the periods noted above, respectively.

(2)  The tangible capital ratio is calculated by dividing tangible equity by tangible assets.  Because we have no intangible assets, our tangible shareholder's equity is the same as our shareholder's equity.

Merchants Bancshares, Inc.

Financial Highlights (unaudited)

(Dollars in thousands except share and per share data)



For the Twelve Months Ended


31-Dec


2014

2013

Balance Sheets - Year-to-Date Averages



Total assets

$         1,667,666

$            1,677,342

Loans

1,165,586

1,133,637

Allowance for loan losses

12,123

11,935

Net loans

1,153,463

1,121,702

Investments-available for sale, taxable

208,169

385,604

Investments-held to maturity, taxable

144,322

62,457

FHLB stock

5,784

7,618

Cash and due from banks

27,351

27,087

Interest earning cash and other short-term investments

79,599

27,909

Bank owned life insurance

10,150

10,000

Other assets

38,827

34,965

Non-interest bearing deposits

393,355

246,011

Savings, interest bearing checking and money market accounts 

668,815

731,476

Time deposits

258,220

321,962

Total deposits

1,320,390

1,299,449

Short-term borrowings

212

17,260

Securities sold under agreement to repurchase, short-term

192,868

212,644

Other long-term debt

2,358

2,439

Junior subordinated debentures issued to



unconsolidated subsidiary trust

20,619

20,619

Other liabilities

7,936

8,291

Shareholders' equity

123,283

116,640

Earning assets

1,603,460

1,617,225

Interest bearing liabilities

1,143,093

1,306,400

Merchants Bancshares, Inc.

Financial Highlights (unaudited)

(Dollars in thousands except share and per share data)





For the Three Months Ended

For the Twelve Months Ended


December 31

September 30

December 31

December 31

December 31


2014

2014

2013

2014

2013

Operating Results






Interest income






Interest and fees on loans

$               10,655

$                 10,642

$              11,123

$            42,815

$ 43,987

Interest and dividends on investments

1,902

1,922

2,293

8,157

9,980

Total interest and dividend income

12,557

12,564

13,416

50,972

53,967

Interest expense






Deposits

732

803

928

3,372

3,350

Securities sold under agreement to repurchase and other short-term borrowings

111

62

97

353

914

Long-term debt

202

201

204

800

806

Total interest expense

1,045

1,066

1,229

4,525

5,070

Net interest income

11,512

11,498

12,187

46,447

48,897

Provision for credit losses

-

-


150

800

Net interest income after provision for credit losses

11,512

11,498

12,187

46,297

48,097

Noninterest income






Trust division income

856

856

784

3,393

3,062

Service charges on deposits

392

331

320

1,369

1,231

Debit card income, net

645

678

761

2,660

2,875

Overdraft income

554

639

680

2,473

2,758

Gain (losses) on investment securities, net

-

(37)

-

107

(12)

Other-than-temporary impairment losses on securities

-

-

(166)

-

(166)

Gain (losses) on sale of other assets

-

-

884


794

Other noninterest income

356

409

261

1,574

1,088

Total noninterest income

2,804

2,876

3,522

11,574

11,630

Noninterest expense






Compensation and benefits

5,534

5,145

5,106

20,439

19,165

Occupancy and equipment expenses

2,201

2,042

2,204

8,411

8,057

Legal and professional fees

549

679

754

2,560

2,755

Marketing expenses

294

422

449

1,218

1,429

State franchise taxes

339

340

357

1,435

1,439

FDIC insurance

207

218

217

857

872

Conversion costs

489

442

-

1,319

-

Other noninterest expense

1,593

1,436

1,590

5,975

5,817

Total noninterest expense

11,206

10,725

10,669

42,213

39,534

Income before provision for income taxes

3,111

3,649

5,040

15,657

20,193

Provision for income taxes

608

843

1,217

3,531

5,062

Net income

$                 2,503

$                   2,806

$                3,823

$            12,125

$            15,131







Ratios and Supplemental Information






Weighted average common shares outstanding

6,330,244

6,329,081

6,315,936

6,326,142

6,302,494

Weighted average diluted shares outstanding

6,347,281

6,344,834

6,330,303

6,343,837

6,315,936

Basic earnings per common share

$                   0.40

$                     0.44

$                  0.61

$                 1.92

$                2.40

Diluted earnings per common share

$                   0.39

$                     0.44

$                  0.60

$                 1.91

$                2.40

Return on average assets

0.59%

0.68%

0.91%

0.73%

0.90%

Return on average shareholders' equity

7.95%

9.02%

13.07%

9.84%

12.97%

Average yield on loans

3.81%

3.81%

3.95%

3.85%

4.06%

Average yield on investments

2.12%

2.19%

2.19%

2.22%

2.18%

Average yield of earning assets

3.18%

3.29%

3.40%

3.31%

3.46%

Average cost of interest bearing deposits 

0.39%

0.37%

0.34%

0.36%

0.32%

Average cost of borrowed funds

0.50%

0.60%

0.51%

0.53%

0.68%

Average cost of interest bearing liabilities

0.41%

0.41%

0.37%

0.40%

0.39%

Net interest rate spread

2.77%

2.88%

3.03%

2.91%

3.07%

Net interest margin

2.93%

3.03%

3.10%

3.03%

3.15%

Net interest income on a fully taxable equivalent basis

$               12,023

$                 12,007

$              12,735

$            48,526

$            50,955

Net recoveries (charge-offs) to Average Loans

(0.02)%

(0.02)%

(0.01)%

(0.01)%

(0.03)%

Net recoveries (charge-offs)  

$                     (67)

$                      (48)

$                 (162)

$                (164)

$                (283)

Efficiency ratio (1)

65.46%

64.10%

66.20%

63.94%

1.28%







(1)  The efficiency ratio excludes amortization of intangibles, OREO expenses, gain/loss on sales of securities, state franchise taxes, and any significant nonrecurring items.

Note: As of December 31, 2014, Merchants Bank had off-balance sheet liabilities in the form of standby letters of credit to customers in the amount of $8.77 million.

Amounts reported for prior periods are reclassified, where necessary, to be consistent with the current period presentation. 

Contact: Jodi Bachand, Merchants Bank, at (802) 865-1807

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