Farmers National Banc Corp. · NASDAQ:FMNB

Farmers National Banc — Shareholder Meeting (April 2015)

22 slides from Farmers National Banc's shareholder meeting presentation, Apr 16, 2015

  1. Slide 1: Annual Meeting of Shareholders

    Thursday, April 16, 2015 Annual Meeting of Shareholders Exhibit 99.1

  2. Slide 2: Forward Looking Statements ~ Safe Harbor Statement

    FORWARD LOOKING STATEMENTS ~ SAFE HARBOR STATEMENT Discussions in this presentation that are not statements of historical fat (includ that include tems such as “will,” “may.” “should,” “believe,” “expect,” “anticipate,” “estimate,” “project” intend,” and plan”) are’ forward-looking. statements’ that

  3. Slide 3: Additional Information for Stockholders

    Additional Information for Stockholders In connection with the proposed merger with National Bancshares, Farmers will file with the Securities and Exchange Commission ("SEC") a Registration Statement on Form S-4 that will include a joint proxy statement and a Farmers prospectus, as well as other rel

  4. Slide 4: Introduction: Total average assets up 36% since 2008

    Introduction Total average assets up 36% since 2008 $842 $970 $1,031 $1,035 $1,118 $1,142 $1,141 History of Acquisition and Business Development – Contributed $6.2 million to non- interest income in 2014 – 200 retirement plans with assets under administration of $648 million Farmers has become a lea

  5. Slide 5: Headquartered in Mahoning Valley

    Headquartered in Mahoning Valley Compelling Demographics • Approximately 75 - 100 miles from Cleveland, Pittsburgh & Erie • 6.8 million people within 100 mile radius • 17 Fortune 500 companies world headquarters • 95 colleges and universities campus locations • Northeast Ohio’s manufacturing product

  6. Slide 6: Commitment to Independence

    Commitment to Independence Education/Higher Education 23% Social Services 24% Health & Wellness 22% Civic 22% Arts 6% • Acquisitive strategies for past five years • Four pillars – Shareholders o 2014 strategic initiative o Increased communication plan – Customers o Small business support o 45% of sm

  7. Slide 7: Proposed Merger

    Proposed Merger Farmers National Banc Corp. National Bancshares Corporation

  8. Slide 8: Creates Prominent NE Ohio Franchise

    Creates Prominent NE Ohio Franchise Pro Forma Highlights Strategic Rationale (1) Community Banks defined as those with assets less than $20.0 billion. Northeast Ohio includes area codes 216, 330 and 440 (2) Based on FMNB’s stock price of $7.66 on January 28, 2015. Source: SNL Financial FMNB Branches

  9. Slide 9: Transaction Overview

    Transaction Overview Structure/Consideration Purchase Price Board/Management Required Approvals/ Timing • Each shareholder of NBOH will elect to receive $32.15 per share in cash or 4.034 shares of FMNB, subject to 80% of the shares being exchanged for stock and 20% for cash • $74.0 million based on

  10. Slide 10: National Bancshares Corporation Overview

    National Bancshares Corporation Overview Gross Loans ($M) ROAA Net Income (000’s) • High performing Northeastern Ohio community bank with 2014 ROAA of 1.16% • Compounded annualized growth rate for gross loans of 23% since Q1 2012 • Net income compounded annualized growth rate of 31% from 2011FY to 2

  11. Slide 11: Talented Management and Staff

    Talented Management and Staff NBOH Historical Performance ($M) FYE 2011 FYE 2014 CAGR • Farmers will welcome NBOH Board members Jim Smail and Howard Wenger as new FMNB Board Members to help provide leadership and guidance in the Wayne County market • Mark Witmer, CEO of National Bancshares Corporati

  12. Slide 12: Favorable Financial Metrics

    Favorable Financial Metrics (1) Tangible book value per share earnback period defined as number of years for pro forma tangible book value per share to exceed projected standalone tangible book value per share (“crossover”) Farmers expects the transaction to be accretive to 2016 earnings per share b

  13. Slide 13: Financial Overview

    Financial Overview Strong capital position – 10.2% tangible common equity ratio Experienced senior management team – 276 years of combined experience – 113 with Farmers Assets $1.14 billion Total loans $663.9 million Total deposits $915.7 million

  14. Slide 14: Historical Operating Results

    Historical Operating Results • Stable net interest margin – Low cost core deposit funding • Strong record of profitability – 128 consecutive quarters of profitability – Average ROAA and ROAE from 2009 through 2014 of 0.79% and 8.18%, respectively o ROAA impacted by investment into new markets and se

  15. Slide 15: Total Return Performance

    Total Return Performance Farmers National Banc Corp. NASDAQ Composite NASDAQ Bank SNL Microcap Bank Index 12/31/09 12/31/10 12/31/11 12/31/12 12/31/13 12/31/14

  16. Slide 16: Odd Lot

    Odd Lot Announced odd lot buyback program on July 29, 2014 Goal of the program to reduce servicing and administrative costs associated with shareholders who own 99 or fewer shares 155 shareholders elected to participate in the program for a total of 6,568 shares purchased – Reducing the number of sh

  17. Slide 17: Farmers – 2014 Business Highlights

    Farmers – 2014 Business Highlights Record year for wealth management Leveraging technology – Virtual bank – Enhanced online and mobile banking Branch and LPO expansion

  18. Slide 18: Explore the Features

    EXPLORE tHE FEATURES FARMERS VIRTUAL BRANCH == & ONLINE .BANKING LOGIN MOBILE ACC FARMERS-REWARDS @rea @) CUSTOMER SUPPORT

  19. Slide 19: Mobile Banking

    Mobile Banking

  20. Slide 20: Fairlawn

    Fairlawn Loan production office Opened December 15, 2014 Staffing to include – Two mortgage officers – Two commercial bankers – Private Client Services relationship manager – Financial advisor

  21. Slide 21: Alliance Branch

    Alliance Branch Opening June, 2015

  22. Slide 22: Farmers

    FARMERS a . ce sm omen + Gretnsbirg i Sunset Stap Greentown I 3 R J 3 eon. | ae pS ‘gional Arpon | ie eee oF i Carica Easton StNE é £ Distance from Canton Til H to Alliance- 19 miles 2 3 Lodaviie 22) Und tie 4518 Fulton Drive NW Plain Canton, OH 44718 7) @ Canton - ypnting Lee ner 3 72) et Canton an

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