FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarter ended June 30, 1997 Commission file number 2-80339 FARMERS NATIONAL BANC CORP. (Exact name of registrant as specified in its charter) OHIO 34-1371693 (State or other jurisdiction of (I.R.S. Employer Identification No) incorporation or organization) 20 South Broad Street Canfield, OH 44406 44406 (Address of principal executive offices) (Zip Code) (330) 533-3341 (Registrant's telephone number, including area code) Not applicable (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No _____ Indicate the number of shares outstanding of each of the issuer's classes of common stock. Class Outstanding at June 30, 1997 Common Stock, No Par Value 3,369,847 shares PART I - FINANCIAL INFORMATION Item 1. Financial Statements Page Included in Part I of this report: Farmers National Banc Corp. and Subsidiary Consolidated Balance Sheets 1 Consolidated Statements of Income 2 Consolidated Statements of Cash Flows 3 Notes to Consolidated Financial Statements 4-5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 5-10 PART II - OTHER INFORMATION Other Information and Signatures 11-13 CONSOLIDATED BALANCE SHEETS FARMERS NATIONAL BANC CORP. AND SUBSIDIARY June 30, December 31, 1997 1996 ASSETS Cash & due from banks $13,689,484 $13,302,154 Federal funds sold 1,710,000 5,667,000 TOTAL CASH AND CASH EQUIVALENTS 15,399,484 18,969,154 Securities available for sale 62,307,561 45,611,788 Other securities 1,553,950 1,467,650 Loans 268,938,276 266,702,323 Less allowance for credit losses 3,272,951 3,197,889 NET LOANS 265,665,325 263,504,434 Premises and equipment, net 5,588,928 5,697,598 Other assets 3,118,613 2,861,617 $353,633,861 $338,112,241 LIABILITIES AND STOCKHOLDERS EQUITY Deposits (all domestic): Noninterest-bearing $23,423,170 $23,468,432 Interest-bearing 265,432,667 260,342,434 TOTAL DEPOSITS 288,855,837 283,810,866 U. S. Treasury interest-bearing demand note 699,932 622,129 Securities sold under repurchase agreements 16,072,112 15,748,622 Short-term borrowings 5,000,000 1,400,000 Long-term borrowings 4,994,000 0 Other liabilities and deferred credits 359,015 1,721,635 TOTAL LIABILITIES 315,980,896 303,303,252 Commitments and contingent liabilities Stockholders Equity: Common Stock - no par value; authorized 5,000,000 shares; issued and outstanding 3,369,847 in 1997 and 3,311,268 in 1996 24,193,591 24,253,806 Retained earnings 16,064,289 14,766,370 Unrealized appreciation on debt securities, net of applicable income taxes 176,297 108,191 Treasury stock, at cost; 105,955 shares in 1997 and 164,544 in 1996 (2,781,212) (4,319,378) TOTAL STOCKHOLDERS EQUITY 37,652,965 34,808,989 $353,633,861 $338,112,241 CONSOLIDATED STATEMENTS OF INCOME FARMERS NATIONAL BANC CORP. AND SUBSIDIARY For the Three Months Ended For the Six Months Ended June 30, June 30, June 30, June 30, INTEREST INCOME 1997 1996 1997 1996 Interest and fees on loans $5,796,607 $5,263,979 $11,474,074 $10,272,121 Interest and dividends on securities: Taxable interest 791,523 572,633 1,366,625 1,129,846 Nontaxable interest 113,980 113,863 225,470 220,959 Dividends 24,776 22,809 49,259 46,021 Interest on federal funds sold 114,481 171,368 261,994 386,142 TOTAL INTEREST INCOME 6,841,367 6,144,652 13,377,422 12,055,089 INTEREST EXPENSE Deposits 2,708,568 2,533,973 5,355,988 5,042,553 Borrowings 267,845 128,423 455,364 244,197 TOTAL INTEREST EXPENSE 2,976,413 2,662,396 5,811,352 5,286,750 NET INTEREST INCOME 3,864,954 3,482,256 7,566,070 6,768,339 Provision for credit losses 200,000 90,000 350,000 180,000 NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES 3,664,954 3,392,256 7,216,070 6,588,339 OTHER INCOME Service charges on deposit accounts 288,280 272,436 564,499 511,249 Investment security gains (losses) (341) 0 3,064 0 Other operating income 114,256 75,732 198,466 162,303 TOTAL OTHER INCOME 402,195 348,168 766,029 673,552 OTHER EXPENSES Salaries and employee benefits 1,255,950 1,156,863 2,566,571 2,274,296 Net occupancy expense of premises 137,685 127,325 281,088 268,661 Furniture and equipment expense, including depreciation 120,826 135,322 250,742 286,054 Intangible and other taxes 134,149 129,401 274,907 261,700 Other operating expenses 659,430 672,421 1,371,485 1,252,764 TOTAL OTHER EXPENSES 2,308,040 2,221,332 4,744,793 4,343,475 INCOME BEFORE FEDERAL INCOME TAXES 1,759,109 1,519,092 3,237,306 2,918,416 FEDERAL INCOME TAXES 571,994 481,798 1,041,093 925,698 NET INCOME $1,187,115 $1,037,294 $2,196,213 $1,992,718 * NET INCOME PER SHARE $0.36 $0.31 $0.66 $0.59 <FN> *Adjusted to reflect weighted average shares outstanding and 2 for 1 stock split without audit and before adjustments. </FN> CONSOLIDATED STATEMENTS OF CASH FLOWS FARMERS NATIONAL BANC CORP. AND SUBSIDIARY Six Months Ended June 30, June 30, 1997 1996 CASH FLOW FROM OPERATING ACTIVITIES Interest received $13,626,034 $12,388,448 Fees and commissions received 762,965 673,552 Interest paid (5,755,619) (5,312,334) Cash paid to suppliers and employees (4,760,288) (4,533,731) Income taxes paid (1,005,000) (940,000) NET CASH PROVIDED BY OPERATING ACTIVITIES 2,868,092 2,275,935 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from maturities of investment securities available for sale 8,577,921 7,719,979 Proceeds from sales of investment securities available for sale 103,064 0 Purchases of other securities and securities available for sale (25,429,216) (8,590,031) Net increase in loans made to customers (4,525,356) (21,392,313) Purchases of premises and equipment (97,422) (280,150) NET CASH USED IN INVESTING ACTIVITIES (21,371,009) (22,542,515) CASH FLOWS FROM FINANCING ACTIVITIES Net increase (decrease) in demand deposits, NOW accounts and savings accounts (2,103,455) 3,136,410 Net increase in time deposits 7,934,331 5,138,341 Net increase in Federal Home Loan Bank borrowings 8,594,000 0 Dividends paid (969,581) (629,015) Proceeds from sale of common stock 1,477,951 1,172,199 NET CASH PROVIDED BY FINANCING ACTIVITIES 14,933,246 8,817,935 NET DECREASE IN CASH AND CASH EQUIVALENTS (3,569,670) (11,448,645) CASH AND CASH EQUIVALENTS Beginning of period 18,969,154 29,396,117 End of period $15,399,484 $17,947,472 RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATIONS Net income $2,196,213 $1,992,718 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 196,825 209,269 Amortization and accretion 572,000 636,257 Provision for credit losses 350,000 180,000 Gain on sale of investment securities (3,064) 0 Increase in prepaid expenses (286,373) (392,458) Other (157,509) (349,851) NET CASH PROVIDED BY OPERATING ACTIVITIES $2,868,092 $2,275,935 FARMERS NATIONAL BANC CORP. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Management Representation: The financial statements for June 30, 1997 and 1996 have been prepared by management without audit and, therefore, have not been certified by our Independent Certified Public Accountants. In the opinion of the management of the registrant, the accompanying consolidated financial statements for the six month period ending June 30, 1997 and 1996 include all adjustments, consisting of only normal recurring adjustments necessary for a fair statement of the results for the periods. Notes: Six Months Ended June 30, June 30, 1997 1996 (1) Federal Income Tax 	 	 Income before Federal Income Tax 3,237,306 2,918,416 Less nontaxable interest and dividends 	225,470 	220,959 Taxable Income 3,011,836 2,697,457 Federal Income Tax 1,041,093 925,698 (2) Stockholders Equity Six Months Ended June 30, 1997 Common Stock 	 Balance 1/1/97 24,253,806 Excess of treasury stock cost over value of shares sold (60,215) Balance 6/30/97 24,193,591 Retained Earnings 	 Balance 1/1/97 14,766,370 Net Income 2,196,213 Dividends Declared: $.27 Cash dividends on common stock (898,294) Balance 6/30/97 16,064,289 Unrealized Appreciation On Debt Securities 	 Balance 1/1/97 108,191 Net change in unrealized appreciation on debt securities, 	 net of income taxes 68,106 Balance 6/30/97 176,297 Treasury Stock, At Cost 	 Balance 1/1/97 (4,319,378) Shares Sold 1,538,166 Balance 6/30/97 (2,781,212) Total Stockholders Equity at 6/30/97 37,652,965 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations The Corporation's net income for the second quarter of 1997 was $1,187,115 or $.36 per share, which is a 14.44% increase compared with the $1,037,294 or $.31 per share earned during the same period last year. Return on average assets and return on average equity for the first six months of 1997 were 1.28% and 12.33% respectively, compared to 1.25% and 11.44% for the same period in 1996. Results of Operations (cont'd) The increase in net income for the second quarter was primarily the result of an increase in net interest income. The Corporation's net interest income increased 10.99% from $3,482,256 for 1996 to $3,864,954 for the same quarter of 1997. Total interest income is up 11.34% compared to the second quarter of last year. This increase resulted from an increase in loan balances of 6.33% over the past twelve months, as well as from an increase in yields on loans. Total interest expense is 11.79% higher for the second quarter of 1997 compared to the second quarter of 1996. This increase is due primarily to growth in time deposits. The bank's time deposits have grown 15.06% over the twelve months. Provisions for credit losses in the second quarter amounted to $200,000, compared to $90,000 for the same quarter in 1996. This substantial increase is the result of a $16 million or 6.33% increase in loans in the past twelve months.	 The Corporation's total other expenses for the second quarter increased 3.9% from $2,221,332 in 1996 to $2,308,040 in 1997. Salaries and employee benefits increased 8.57%, as a result of additional staff added to support the overall growth in assets . Liquidity The Corporation maintains, in the opinion of management, liquidity sufficient to satisfy depositors' requirements and meet the credit needs of customers. The Corporation depends on its ability to maintain its market share of deposits as well as acquiring new funds. The Corporation's ability to attract deposits and borrow funds depends in large measure on its profitability, capitalization and overall financial condition. Principal sources of liquidity for the Corporation include assets considered relatively liquid such as short-term investment securities, federal funds sold and cash and due from banks. Cash flows generated from operating activities increased slightly to $2,868,092 compared to $2,275,935 for the same period in 1996. This increase of $592,157 is primarily the result of increased levels of interest income. Net cash flows used in investing activities amounted to $21,371,009. Most of these funds were used to fund the bank's purchase of investment securities available for sale, which increased $16,695,773 during the first six months of 1997, while loans increased $2,235,953 during the same time period. Net cash flows provided by financing activities were $14,933,246 compared to $8,817,935 in 1996. Approximately $5,831,000 of these funds were generated from increases in balances in deposit accounts, and $8,594,000 was borrowed from the Federal Home Loan Bank. Capital Resources The capital management function is a continuous process which consists of providing capital for both the current financial position and the anticipated future growth of the Corporation. As of June 30, 1997, the corporation's total risk-based capital ratio stood at 16.59%, and the Tier I risk-based capital ratio and Tier I leverage ratio were at 15.34% and 10.59%, respectively. Regulations established by the Federal Deposit Insurance Corporation Improvement Act require that for a bank to be considered well capitalized, it must have a total risk-based capital ratio of 10%, a Tier I risk-based capital ratio of 6% and a Tier I leverage ratio of 5%. Loan Portfolio The following shows the composition of loans at the dates indicated: June 30, Dec. 31, 1997 1996 Commercial, financial and agricultural 9,636,971 8,454,064 Residential mortgage loans 103,106,781 104,088,173 Nonresidential mortgage loans 37,557,260 32,124,015 Installment loans to individuals 118,637,264 122,036,071 Total loans 268,938,276 266,702,323 Risk Elements The following table sets forth aggregate loans in each of the following categories for the dates indicated: June 30, Dec. 31, 1997 1996 Loans accounted for on a nonaccrual basis 880,921 0 Loans contractually past due 90 days or 	 	 more as to interest or principal payments (not included in nonaccrual loans above) 527,686 2,098,118 Loans considered troubled debt restructurings 	 	 (not included in nonaccrual or contractually past due above) 0 0 Risk Elements (Continued) Management knows of no loans not included in the table above where serious doubt exists as to the ability of the borrower to comply with the current loan repayment terms. The following shows the amounts of contracted interest income and interest income reflected in income on loans accounted for on a nonaccrual basis and loans considered troubled debt restructuring for the periods indicated: June 30, Dec. 31, 1997 1996 Gross interest that would have been recorded 	 	 if the loans had been current in accordance 	 	 with their original terms 17,494 0 Interest income included in income on the loans 30,088 0 A loan is placed on a nonaccrual basis whenever sufficient information is received to question the collectibility of the loan. Generally, once a loan is placed on a nonaccrual basis, interest that may be accrued and not collected on the loan is charged against earnings. As of June 30, 1997, there were no concentrations of loans exceeding 10% of total loans which are not disclosed as a category of loans. As of that date also, there are no other interest-earning assets that are either nonaccrual, past due or restructured. Summary of Credit Loss Experience The following is an analysis of the allowance for credit losses for the periods indicated: Six Months Year Ended Ended June 30, Dec. 31, 1997 1996 Balance at beginning of period 3,197,889 2,910,838 Loan losses: Commercial, financial & agricultural 0 (74,913) Real estate - mortgage 0 (22,468) Installment loans to individuals (350,912) (454,665) (350,912) (552,046) Recoveries on previous loan losses: Commercial, financial & agricultural 232 9,450 Real estate - mortgage 5,200 15,000 Installment loans to individuals 70,542 159,647 75,974 184,097 Net loan losses (274,938) (367,949) Provision charged to operations (1) 350,000 655,000 Balance at end of period 3,272,951 3,197,889 Ratio of net credit losses to average net 	 	 loans outstanding .10% .15% (1) The provision for possible credit losses charged to operating expense is based on management's judgment after taking into consideration all factors connected with the collectibility of the existing loan portfolio. Management evaluates the loan portfolio in light of economic conditions, changes in the nature and volume of the loan portfolio, industry standards and other relevant factors. Specific factors considered by management in determining the amounts charged to operating expenses include previous credit loss experience, the status of past due interest and principal payments, the quality of financial information supplied by loan customers and the general condition of the industries in the community to which loans have been made. Summary of Credit Loss Experience (cont'd) The allowance for possible credit losses has been allocated according to the amount deemed to be reasonably necessary to provide for the possibility of losses being incurred within the following categories of loans as of the dates indicated. June 30, Dec. 31, Types of Loans 1997 1996 Commercial, financial & agricultural 574,401 1,873,000 Real estate - mortgage 1,254,848 263,000 Installment 1,443,702 1,061,889 Total 3,272,951 3,197,889 The allocation of the allowance as shown above should not be interpreted as an indication that charge-offs in 1997 will occur in the same proportions or that the allocation indicates future charge-off trends. Furthermore, the portion allocated to each loan category is not the total amount available for future losses that might occur within such categories since the total allowance is a general allowance applicable to the entire portfolio. The percentage of loans in each category to total loans is summarized as follows: June 30, Dec. 31, Types of Loans 1997 1996 Commercial, financial & agricultural 3.6% 3.2% Residential mortgage loans 38.3% 39.0% Nonresidential mortgage loans 14.0% 12.0% Installment loans to individuals 44.1% 45.8% 100.0% 100.0% PART II - OTHER INFORMATION Item 1. Legal Proceedings There are no material pending legal proceedings to which the registrant or its subsidiary is a party, or of which any of their property is the subject, except proceedings which arise in the ordinary course of business. In the opinion of management, pending legal proceedings will not have a material effect on the consolidated financial position of the registrant and its subsidiary. Item 2. Changes in Securities Not applicable. Item 3. Defaults Upon Senior Securities Not applicable. Item 4. Submission of Matters to a Vote of Security Holders Not applicable. Item 5. Other Information Not applicable. Item 6.	Exhibits and Reports on Form 8-K (a) The following exhibits are filed or incorporated by references as part of this report: 2. Not applicable. 3(i). Not applicable. 3(ii). Not applicable. 4. The registrant agrees to furnish to the Commission upon request copies of all instruments not filed herewith defining the rights of holders of long-term debt of the registrant and its subsidiaries. 10. Not applicable. 11. Not applicable. 15. Not applicable. 18. Not applicable. Exhibits and Reports on Form 8-K (Continued) 19. Not applicable. 22. Not applicable. 23. Not applicable. 24. Not applicable. 27. Financial Data Schedule (filed herewith) 99. Not applicable. (b) - Reports on Form 8-K No reports on Form 8-K were filed for the six months ended June 30, 1997. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FARMERS NATIONAL BANC CORP. Dated: 8/7/97 /s/Frank L. Paden President and Secretary Dated: 8/7/97 /s/Carl D. Culp Executive Vice President and Treasurer