Staff report

Canfield-based Farmers National Banc Corp. announced Wednesday its seventh acquisition in the past 10 years.

The holding company of Farmers National Bank of Canfield and Middlefield Banc Corp. agreed to a merger, the companies noted in a news release. Headquartered in Middlefield, the corporation is the holding company for The Middlefield Banking Company.

The boards of directors of both companies unanimously approved the agreement. With shareholder and regulatory approvals, the transaction is expected to close by the end of March.

The combined assets of both institutions are valued at more than $7 billion.

“The merger brings together two high-performing community banks with complementary markets, shared values and a common vision for growth,” said Kevin J. Helmick, president and CEO of Farmers.

“We know Middlefield and its markets well, and this partnership not only deepens our presence in Northeast Ohio but meaningfully expands our footprint across Central and Western Ohio markets. This includes the Columbus region, where we are making strategic investments to expand in Ohio’s largest and fastest-growing market.”

Each share of Middlefield common stock outstanding immediately prior to completion of the merger will be converted into the right to receive 2.6 shares of Farmers common stock. Based on Farmers’ closing share price of $13.91 on Monday, the proposed transaction is valued at approximately $299 million, or $36.17 per Middlefield share, the news release said.

The merger is expected to qualify as a tax-free reorganization.

When the deal is completed, Middlefield Bank will be merged with and into Farmers National Bank, and Middlefield Bank’s branches will become branches of Farmers National Bank. Upon closing, Farmers estimates it will have approximately $7.4 billion in assets and 83 branch locations throughout Ohio and western Pennsylvania.

As of Sept. 30, Middlefield had total assets of approximately $2 billion, which included total loans of $1.6 billion, deposits of $1.6 billion and stockholders’ equity of $224.1 million.

“Joining Farmers represents an exciting next chapter for Middlefield and the communities we serve,” Ronald L. Zimmerly Jr., president and chief executive officer of Middlefield, said.

“This merger enhances our ability to grow and support our stakeholders and deliver meaningful value for our shareholders.”

Farmers also announced net income of $12.5 million, or $0.33 per diluted share, for the third quarter of 2025 compared to $8.5 million, or $0.23 per diluted share, for the third quarter of 2024.

Net income for the third quarter of 2025 included pretax losses for the sale of investment securities and other assets totaling $1 million and a charge of $3.1 million for consulting services associated with the decision to transition core platform vendors.

The new core platform contract will save Farmers approximately $2 million per year, or $0.04 in diluted earnings per share, once the conversion is complete in August 2026. Excluding these items, net income for the third quarter of 2025 was $15.7 million, or $0.42 per diluted share.

“Together, we will create a larger, more diversified institution with enhanced scale, deeper relationships, and a stronger foundation to drive long-term shareholder value,” Helmick said.