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RICHMOND MUTUAL AND THE FARMERS BANCORP ANNOUNCE TRANSFORMATIONAL STRATEGIC MERGER

Core Viewpoint - Richmond Mutual Bancorporation and Farmers Bancorp have announced a definitive agreement for an all-stock merger valued at approximately $82 million, enhancing their competitive position and operational scale in the community banking sector [2][3]. Transaction Details - The merger will involve Farmers Bancorp shareholders receiving 3.40 shares of Richmond Mutual common stock for each share they own [3][4]. - Post-merger, Richmond Mutual shareholders will own about 62% of the combined entity, while Farmers Bancorp shareholders will hold approximately 38% [4]. - The transaction is structured to be tax-free for Farmers Bancorp shareholders [4]. Financial Implications - The merger is projected to generate approximately 35% EPS accretion for Richmond Mutual shareholders after realizing anticipated cost savings [5]. - For Farmers Bancorp shareholders, the merger will result in a dividend per share increase of approximately 27.5% based on the exchange ratio and current dividend levels [5]. Company Structure and Branding - The combined entity will operate under the name "Richmond Mutual Bancorporation, Inc." and will continue trading on the Nasdaq under the ticker symbol "RMBI" [6]. - The administrative headquarters will be located in Richmond, Indiana, while the combined bank's headquarters will be in Frankfort, Indiana [6]. Market Position - The merger will create a community bank with approximately $2.6 billion in assets and a network of 24 branches across Central and East Central Indiana, as well as Western and Central Ohio [7]. - The combination aims to unlock higher lending limits and broaden product offerings for customers, enhancing overall service delivery [7]. Governance and Leadership - The Board of Directors of the combined company will consist of 11 members, with six from Richmond Mutual and five from Farmers Bancorp [8]. - The leadership team will include key executives from both companies, ensuring continuity and leveraging their financial services experience [9][13]. Timeline and Approvals - The merger is expected to close in early Q2 2026, pending regulatory and shareholder approvals [10].