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ORDER APPROVING APPLICATION OF
CHITTENDEN CORPORATION, BURLINGTON, VERMONT
TO ACQUIRE MERRILL MERCHANTS BANCSHARES, BANGOR, MAINE
Chittenden Corporation, Burlington, Vermont ("Chittenden")
applied to the Superintendent of the Maine Bureau of Financial Institutions
("the Superintendent"), pursuant to 9-B M.R.S.A. Chapter 101,
to acquire 100% of the stock of Merrill Merchants Bancshares, Bangor,
Maine ("Bancshares") and thereby acquire its wholly-owned
subsidiary, Merrill Merchants Bank, Bangor, Maine ("MMB").
The application was accepted for processing on March 6, 2007. Public
notice, as required by Title 9-B M.R.S.A. §252(2)(B), was provided
by publication, posting on the Bureau's website and e-mail to interested
parties affording them an opportunity to either submit written comments
or request a hearing. The Bureau received no comments during the public
comment period ending April 18, 2007.
A Principal Bank Examiner of the Maine Bureau of Financial Institutions
conducted an investigation of this transaction. All evidence and pertinent
material considered by the Examiner was also considered by the Superintendent
in reaching his decision.
Chittenden is a registered bank holding company operating five commercial
banks with nearly 125 offices in Vermont, New Hampshire, Massachusetts,
Maine and Connecticut. Through its subsidiary banks, Chittenden offers
a broad range of financial products and services, including deposit
accounts and services; commercial and consumer loans; insurance; and
investment and trust services to businesses, individuals, and the public
sector. Bancshares is a registered financial holding company whose sole
subsidiary is MMB. MMB conducts a general commercial and retail banking
business though its 11 offices in Penobscot (9), Somerset (1) and Kennebec
As of December 31, 2006, Chittenden had total deposits of $5.4 billion
and MMB had total deposits of $360 million. Chittenden and MMB do not
directly compete in any relevant banking market and, therefore, the
Bureau concludes that consummation of this transaction would not have
a significantly adverse effect on competition.
The financial and managerial resources of Chittenden and MMB are satisfactory
and the future prospects of both institutions, individually and combined,
are considered satisfactory. Both Chittenden and MMB should benefit
from increased efficiencies produced by consolidation of operations
and economies of scale. Generally, there are not significant differences
in the products and services offered.
The terms and conditions of the transaction appear equitable to all
parties. The proposed merger should contribute to the strength of Chittenden,
Merrill Merchants Bank and to the banking needs of northern and central
Maine. Therefore, the application of Chittenden Corporation to acquire
Merrill Merchants Bancshares is approved, subject to Chittenden/Merrill
Merchants Bank entering into an agreement with the Superintendent as
required by Title 9-B M.R.S.A. §1013(3)(A). The transaction shall
be completed within one year of the effective date of this Order, unless
the Superintendent grants a written extension.
Any person aggrieved by this Order shall be entitled to a judicial
review of the Order in accordance with the Maine Administrative Procedure
Act, Title 5, Chapter 375, subchapter VII.
By order of the Superintendent, effective May 27, 2007.
/s/ Lloyd P. LaFountain III
April 27, 2007