Investment Banking - National Bancshares Corporation

Transactions | Banking

Client: National Bancshares Corporation
Industry: Banking
Transaction Type: Mergers & Acquisitions
Role: Sell-Side Advisor

  • National Bancshares Corporation (OTCQX: NBOH) was the holding company for First National Bank, a $530 million bank headquartered in Orrville, Ohio.  NBOH operated 14 branches in Wayne, Stark and Medina counties.
  • At 12/31/14, NBOH had assets of $529.6 million, loans of $403.1 million, deposits of $418.3 million, shareholders’ equity of $52.5 million, return on equity of 11.25%, net interest margin of 3.71% and a nonperforming assets to assets ratio of 0.64%.
  • Farmers National Banc Corp. (NASDAQ: FMNB) is a financial holding company with assets of approximately $1.1 billion. The Company operates 19 branches throughout Mahoning, Trumbull and Stark counties through its banking subsidiary, Farmers National Bank of Canfield, headquartered in Canfield, Ohio.
  • NBOH received consideration of $32.15 in cash or 4.034 shares of FMNB common stock. FMNB purchased 80% of the NBOH shares for stock and 20% in cash.
  • Mark Witmer (President & CEO of NBOH) agreed to remain with FMNB as Senior Executive Vice President and Chief Community Banking Officer. Two NBOH directors joined the FMNB board of directors at closing.
  • The total merger consideration was approximately $74.0 million, based on the 20-day volume weighted average price of FMNB of $7.97.
  • The purchase price was approximately 149.9% of tangible book value and 12.3 times LTM EPS.
  • Boenning served as financial advisor and issued a fairness opinion to National Bancshares Corporation.