UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
October
4, 2007
(Date
of
Report - Date of earliest event reported on)
COMMUNITY
BANCORP.
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Vermont
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000-16435
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03-0284070
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(State
of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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Derby
Road, Derby, Vermont
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05829
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
Telephone Number: (802) 334-7915
Not
Applicable
(Former
name, 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 (17CFR
203.425)
[ ]
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))
Item
8.01 Other Events.
On
October 4, 2007, Community Bancorp. (the “Company”) issued a joint press release
with LyndonBank, Lyndonville, Vermont and National Bank of Middlebury,
Middlebury, Vermont (“Middlebury”) announcing that the Company’s wholly-owned
subsidiary, Community National Bank (“Community National”) has entered into a
letter of intent for the sale to Middlebury of the Vergennes branch of
LyndonBank. The parties expect that the branch sale will close
immediately following completion of Community National’s previously announced
merger with LyndonBank, at or near year end, 2007.
The
final
terms of the proposed branch sale will be contained in a purchase and assumption
agreement to be executed by Community National and Middlebury, and joined in
by
LyndonBank, containing customary representations, warranties, covenants and
conditions to closing. It is contemplated that Middlebury will assume
all of the deposits booked at LyndonBank’s Vergennes branch and will purchase
certain branch loans and fixed assets, including the real estate. As
of August 31, 2007, there were approximately $9.1 million in deposits booked
at
the Vergennes branch.
Completion
of the branch sale is conditioned on completion of the Community
National–LyndonBank merger, and both are subject to approval by the Office of
the Comptroller of the Currency. As part of the regulatory review
process for the merger, the Antitrust Division of the U.S. Department of Justice
is conducting a review of the competitive aspects of the merger in Orleans
and
Caledonia Counties, where Community National and LyndonBank both maintain
banking offices. The Company and Community National have agreed in
the merger agreement with LyndonBank to bear the risk of any divestiture
condition resulting from a regulatory review of the merger
proposal. Completion of the merger is also subject to approval by the
LyndonBank shareholders, who it is expected will vote on the merger proposal
at
a special meeting of shareholders to be held on November 7, 2007.
Additional
information concerning the proposed branch sale is contained in the joint press
release filed as Exhibit 99.1 to this report.
Additional
information about the proposed merger of Community National and LyndonBank
is
contained in the Company’s current report on Form 8-K filed with the Commission
on August 2, 2007.
Item
9.01. Financial Statements, Proforma Financial Information and
Exhibits.
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(a)
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Inapplicable.
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(b)
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Inapplicable.
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(c)
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Inapplicable.
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(d)
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Exhibits.
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The
following exhibit, referred to in Item 8.01 of this report, is filed,
herewith:
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Exhibit
99.1 - Text of press release, dated October 4,
2007.
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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 hereunto
duly authorized.
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COMMUNITY
BANCORP.
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DATED:
October 4, 2007
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/s/
Stephen P. Marsh
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Stephen
P. Marsh,
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President
& Chief Operating Officer
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(Chief
Financial Officer)
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