Transaction Overview

Janney Montgomery Scott (“Janney”) is pleased to announce the completion of Peoples-Sidney Financial Corporation’s (OTC Pink: PPSF) (“Peoples”) sale to Farmers & Merchants Bancorp, Inc. (NASDAQ: FMAO) (“F&M”). Janney acted as financial advisor and issued a fairness opinion to Peoples.

Subject to the terms of the merger agreement, Peoples’ shareholders elected to receive either 0.6597 shares of FMAO stock or $24.00 per share in cash for each Peoples share owned, subject to a minimum of 65% of all Peoples shares being exchanged for F&M stock.

At announcement, the aggregate transaction value, based on F&M’s closing stock price on June 14, 2022, was approximately $27.0 million which represented approximately 175% of Peoples’ tangible book value and 28.6x LTM core earnings as of March 31, 2022. Based on Peoples’ closing stock price on June 14, 2022, the per share consideration represented a 122% market premium.

The transaction closed October 3, 2022.

About Peoples-Sidney Financial Corporation

Peoples-Sidney Financial Corporation was the bank holding company for Peoples Federal Savings and Loan Association (the “Bank”). Peoples operated from its main office in Sidney, Ohio, two full-service branch offices located in Anna, Ohio and Jackson Center, Ohio, and a drive-through facility in Sidney. As of June 30, 2022, the Bank reported $132.2 million in total assets, $101.4 million in loans, $116.7 million in deposits, and $15.1 million in tangible common equity.

About Farmers & Merchants Bancorp, Inc.

Farmers & Merchants Bancorp, Inc. is the holding company for Farmers & Merchants State Bank. F&M operates locations in Fulton, Defiance, Hancock, Henry, Lucas, Williams and Wood Counties in Northwest Ohio, and Champaign County in West Central Ohio. In Northeast Indiana, F&M has offices located in Adams, Allen, DeKalb, Jay, and Steuben Counties. As of June 30, 2022, F&M reported $2.7 billion in total assets, $2.0 billion in loans, $2.2 billion in deposits, and $196.5 million in tangible common equity.

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Christopher M. Chapman

Managing Director, Investment Banking

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Charles R. Crowley

Managing Director, Investment Banking

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