8-K

UNITED STATES

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):      April 13, 2018
SALISBURY BANCORP, INC.
(Exact name of registrant as specified in charter)
Connecticut	000-24751	06-1514263
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
5 Bissell Street, Lakeville, Connecticut		06039-1868
(Address of principal executive offices)		(zip code)
Registrant’s telephone number, including area code:      (860) 435-9801
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instructions A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	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))
☐	Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐	If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Form 8-K, Current Report

Salisbury Bancorp, Inc.

Section 8. Other Events

Item 8.01 Other Events.

On April 13, 2018, in connection with the previously announced Purchase and Assumption Agreement, dated as of December 13, 2017, between Salisbury Bancorp, Inc.’s sole subsidiary, Salisbury Bank and Trust Company (“Salisbury Bank”) and Orange Bank & Trust Company, Salisbury Bank announced that it has completed its acquisition of the Fishkill, New York branch of Orange Bank & Trust Company. Further information is set forth in the attached press release.

Section 9. Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(a)	Not Applicable.
(b)	Not Applicable.
(c)	Not Applicable.
(d)	Exhibits.
	Exhibit 99.1   Press release dated April 13, 2018.

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 hereto duly authorized.

Dated: April 13, 2018		SALISBURY BANCORP, INC.
	By:	/s/ Richard J. Cantele, Jr.
		Richard J. Cantele, Jr.
		President and Chief Executive Officer

EX-99.1

Exhibit 99.1

 

NEWS RELEASE

Contact:

Richard J. Cantele, Jr. President and CEO

Salisbury Bank and Trust Company

5 Bissell Street

Lakeville, CT 06039

860.435.9801

rcantele@salisburybank.com

FOR IMMEDIATE RELEASE

SALISBURY BANK AND TRUST COMPANY COMPLETES ITS PURCHASE AND ASSUMPTION OF THE FISHKILL, NEW YORK BRANCH OF ORANGE BANK & TRUST COMPANY FOR ITS RIVERSIDE DIVISION

Lakeville, CT, April 13, 2018 - Salisbury Bank and Trust Company, the wholly owned bank subsidiary of Salisbury Bancorp, Inc. (NASDAQ: SAL) announced that it has completed its acquisition of the Fishkill, New York branch of Orange Bank & Trust Company, the wholly owned bank subsidiary of Orange County Bancorp, Inc. (OTC: OCBI).

Richard J. Cantele, Salisbury Bank and Trust Company’s President and Chief Executive Officer said, “The consummation of this branch purchase enables our Riverside Division to consolidate our existing Fishkill office with this new office and allows us to better serve our existing customers in addition to reaching prospective customers in Dutchess County, New York, with greater convenience in an improved location. This strategic opportunity expands our capabilities to deliver financial products and services, including trust and wealth advisory services, to the individuals and businesses of Dutchess County and surrounding communities.”

Michael Gilfeather, Orange Bank & Trust Company’s CEO said, “This transaction is in line with our planned 2018 initiatives and allows us to better position ourselves for the future by leveraging our capabilities for long-term growth. We believe the success we have had in Orange, Westchester, and Rockland Counties, will continue to drive future growth allowing us to remain a leading community bank. Salisbury Bank and Trust Company, through its Riverside Division, is well known to our customers in the Fishkill market and we have worked closely with them to ensure a seamless transition for our customers.”

FIG Partners, LLC served as financial advisers and Cranmore, FitzGerald & Meaney served as legal counsel to Salisbury Bank and Trust Company. Luse Gorman, PC served as legal counsel to Orange Bank & Trust Company.

Salisbury Bancorp, Inc. is the parent company of Salisbury Bank and Trust Company, a Connecticut chartered commercial bank serving the communities of northwestern Connecticut and proximate communities in New York and Massachusetts, since 1848, through full service branches in Canaan, Lakeville, Salisbury, and Sharon, Connecticut; Great Barrington, Sheffield, and South Egremont, Massachusetts; and Dover Plains, Fishkill, Millerton, Newburgh, New Paltz, Poughkeepsie, and Red Oaks Mill, New York. Salisbury Bank and Trust Company offers a broad spectrum of consumer and business banking products and services as well as trust and wealth advisory services.