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Farmers National Bank acquires First National

CANFIELD – Farmers National Banc Corp. acquired National Bancshares Corp.the parent of First National Bank of Orrville, for about $74 million last week.

The sale increases Farmers asset base by approximately 50 percent to $1.7 billion and is expected to be completed in the first half of this year.

Farmers National Banc Corp.’s wholly-owned subsidiaries includes the Farmers National Bank of Canfield, a full-service national bank engaged in commercial and retail banking with 19 banking locations in Mahoning, Trumbull, Columbiana, Stark and Cuyahoga counties and the Farmers Trust Company which operates two trust offices and offers services in the same geographic markets and National Associates, Inc., according to a prepared release by Farmers National Bank.

Another subsidiary is the Farmers National Insurance, LLC that offers a variety of insurance products.

National Bancshares Corporation’s subsidiary, First National Bank, is headquartered in Orrville, Ohio with 14 banking offices in Salem, Massillon, Wooster, Apple Creek, Dalton, Kidron, Lodi, Mt. Eaton, Seville and Smithville.

Farmers is traded on the Nasdaq stock exchange under the FMNB ticker symbol and is the holding company for Farmers National Bank of Canfield, while First National is traded on the Over the CounterQX market under the NBOH ticker symbol.

Kevin J. Helmick, president and CEO of Farmers, said, “We are very pleased to announce this transformational merger.

“National Bancshares has a strong reputation in its core markets and provides an attractive mix of additional loans and deposits to our franchise. This transaction helps Farmers achieve additional operating scale and drive earnings per share growth as our management team continues to focus on achieving above-average returns for our shareholders.”

Mark R. Witmer, President and CEO of National Bancshares said, “The transaction creates value for our shareholders, customers and employees by uniting two strong community banks with a long history of delivering top customer service.”

Each share holder of National Bancshares will be entitled to elect to receive either $32.15 per share in cash or 4.034 shares of Farmers’ common stock, subject to an overall limitation of 80 percent of the shares being exchanged for stock and 20 percent for cash.

Based on Farmers’ volume weighted average stock price over the last 20 trading days of $7.97, as of January 26, 2015, the transaction is valued at approximately $74.0 million. The merger is expected to qualify as a tax-free reorganization for those shareholders electing to receive Farmers’ stock.

The transaction is subject to receipt of National Bancshares’ shareholder approval, Farmers’ shareholder approval and customary regulatory approvals.

Farmers Bank said, “Upon consummation of the transaction, First National Bank of Orrville will be merged with and into the Farmers National Bank of Canfield. At that time, First National Bank of Orrville branches will become branches of The Farmers National Bank of Canfield with 33 banking locations throughout Ohio.

Farmers National Banc Corp. was founded in 1887 and First National Bank was founded in 1881.

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