UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934
Date
of Report (Date of earliest event reported): April 28,
2020
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F & M Bank Corp.
(Exact name of
registrant as specified in its charter)
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Virginia
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000-13273
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54-1280811
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(State or other jurisdiction of
incorporation)
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(Commission File
Number)
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(IRS Employer Identification
No.)
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P.O. Box 1111Timberville,
Virginia
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22853
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(Address of principal executive
offices)
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(Zip Code)
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Registrant’s telephone
number, including area code: (540)
896-8941
Not
Applicable
(Former name or former address, if
changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 2.02.
Results of Operations and Financial Condition.
On April 28,
2020, F & M Bank Corp. (the “Company”) issued a
press release announcing results for the quarter ended March 31,
2020 and first quarter dividend. A copy of the press release is
attached as Exhibit 99.1.
The
information in this Form 8-K, and the exhibit hereto, is being
furnished and shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended,
nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such
filing.
Item 9.01. Financial
Statements and Exhibits.
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Exhibit No.
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Description
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Press Release dated April 28,
2020
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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 hereunto duly authorized.
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F & M Bank Corp.
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Date:
April 28, 2020
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By:
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/s/ Carrie A.
Comer
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Carrie A.
Comer
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Executive Vice
President and Chief Financial
Officer
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EXHIBIT
INDEX
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Exhibit No.
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Description
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Press Release dated April 28,
2020
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Exhibit 99.1
F & M Bank Corp.---News and Financials
F & M BANK CORP. ANNOUNCES BRANCH CLOSURES, FIRST QUARTER
EARNINGS AND FIRST QUARTER DIVIDEND
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CONTACT: Carrie Comer, EVP/Chief Financial
Officer
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TIMBERVILLE,
VA—April 28, 2020—F & M Bank Corp. (OTCQX: FMBM),
parent company of Farmers & Merchants Bank, announces three
branch closures, its financial results for the first quarter ending
March 31, 2019 and first quarter dividend to
shareholders.
F&M
Bank Corp., has worked diligently during the COVID-19 global
pandemic to meet the needs of our customers by providing Paycheck
Protection Plan (PPP) loans through the Small Business
Administration, processing loan deferrals and continuing to operate
are core services while practicing social distancing. As of April
27, 2020, we have processed 531 PPP loans for a total of $51.5
million, processed 683 deferrals and continued to operate our
branches in a drive-thru only capacity daily, with courier pickup
and by appointment account opening.
We are
far from seeing an end to the effects of the pandemic on our
businesses and economy, however the efforts of our management and
staff to support our communities has been tremendous and is a
testament to community banking. This includes an early initiative
to fund $100,000 in small business grant programs to support our
community in the Shenandoah Valley managing through the impacts of
COVID-19. .
As part
of our ongoing strategic efforts to reduce overhead, we have made
the difficult decision to consolidate three of our branch locations
in Craigsville, Grottoes and Luray, VA. While these physical
locations will close on July 31, 2020, client accounts will remain
supported at neighboring offices. Impacted employees from these
branches will be offered comparable positions within the
organization.
Selected
financial highlights for the quarter include:
●
Net
income of $1.19 million.
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Net
interest margin of 3.97%.
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Loans
held for investment increased $6.2 million for the
quarter
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Total
deposits increased $37.6 million and $78.5 million, respectively
for the quarter and for the trailing 12 months.
●
Nonperforming
loans decreased to 0.50% at the end of the quarter from 0.70% of
total assets on 12/31/2019 and 1.36% on 6/30/2019.
Mark Hanna, President, commented
“Our
first quarter earnings of $1.19 million were weighed down by an
increase in our provision for loan losses due to economic factors
related to COVID-19. These results are similar to first quarter of
2019, despite the sale of a portion of our dealer portfolio and a
correction to the expensing of dealer commissions. Our net interest
margin of 3.97% shows a historical decline but still remains strong
in the current environment. Our balance sheet liquidity has
increased significantly over the last two quarters and we are
implementing strategic solutions to leverage these
assets.”
Mr. Hanna continued, ‘Nonperforming loans
have improved dramatically over prior year, decreasing $6.4 million
since first quarter of 2019, and also decreasing $1.6 million since
year end 2019. Efforts continue to maintain our goal of 0.50% of
total assets.
On
April 24, 2020 our Board of Directors declared a first quarter
dividend of $.26 per share to common shareholders. Based on our
most recent trade price of $17.25 per share this constitutes a
6.03% yield on an annualized basis. The dividend will be paid on
June 1, 2020, to shareholders of record as of May 15,
2020.”
Highlights of our financial performance are
included below.
F
& M Bank Corp. is an independent, locally-owned, financial
holding company, offering a full range of financial services,
through its subsidiary, Farmers & Merchants Bank’s
fourteen banking offices in Rockingham, Shenandoah, Page and
Augusta Counties, Virginia. The Bank also provides additional
services through a loan production office located in Penn Laird, VA
and through its subsidiaries, F&M Mortgage and VSTitle, both of
which are located in Harrisonburg, VA. Additional information may
be found by contacting us on the internet at www.fmbankva.com or by
calling (540) 896-8941.
This
press release may contain “forward-looking statements”
as defined by federal securities laws, which may involve
significant risks and uncertainties. These statements address
issues that involve risks, uncertainties, estimates and assumptions
made by management, and actual results could differ materially from
the results contemplated by these forward-looking statements.
Factors that could have a material adverse effect on our operations
and future prospects include, but are not limited to, changes in
interest rates, general economic conditions, legislative and
regulatory policies, and a variety of other matters. Other risk
factors are detailed from time to time in our Securities and
Exchange Commission filings. Readers should consider these risks
and uncertainties in evaluating forward-looking statements and
should not place undue reliance on such statements. We undertake no
obligation to update these statements following the date of this
press release.
F
& M Bank Corp.
Key
Statistics
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Net
Income (000's)
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$1,189
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$1,774
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$(186)
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$1,634
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$1,287
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Net
Income available to Common
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$1,123
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$1,695
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$(265)
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$1,556
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$1,208
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Earnings
per common share - basic
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$0.35
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$0.54
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$(0.08)
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$0.48
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$0.38
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Earnings
per common share - diluted
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$0.35
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$0.53
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$(0.07)
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$0.47
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$0.37
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Return
on Average Assets
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0.58%
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0.87%
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-0.09%
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0.83%
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0.67%
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Return
on Average Equity
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5.23%
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7.72%
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-0.81%
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7.12%
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5.68%
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Dividend
Payout Ratio excluding Special Dividend
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74.29%
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48.15%
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-325.00%
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52.08%
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65.79%
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Net
Interest Margin
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3.97%
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3.81%
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4.39%
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4.47%
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4.67%
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Yield
on Average Earning Assets
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4.88%
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4.77%
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5.35%
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5.42%
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5.54%
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Yield
on Average Interest Bearing Liabilities
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1.27%
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1.33%
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1.34%
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1.33%
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1.21%
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Net
Interest Spread
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3.61%
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3.44%
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4.01%
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4.09%
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4.33%
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Provision
for Loan Losses (000's)
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$1,500
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$605
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$3,750
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$1,600
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$1,450
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Net
Charge-offs
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$453
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$1,198
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$817
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$483
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$1,757
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Net
Charge-offs as a % of Loans
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0.30%
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0.79%
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0.52%
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0.30%
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1.09%
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Non-Performing
Loans (000's)
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$4,168
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$5,728
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$7,978
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$11,688
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$10,587
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Non-Performing
Loans to Total Assets
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0.50%
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0.70%
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0.98%
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1.45%
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1.36%
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Non-Performing
Assets (000's)
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$5,504
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$7,217
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$9,649
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$13,657
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$12,761
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Non-Performing
Assets to Assets
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0.66%
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0.89%
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1.19%
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1.69%
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1.64%
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Efficiency
Ratio
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70.51%
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76.18%
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67.63%
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65.32%
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67.15%
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(1)
The net interest
margin is calculated by dividing tax equivalent net interest income
by total average earning assets. Tax equivalent interest income is
calculated by grossing up interest income for the amounts that are
nontaxable (i.e. municipal securities and loan income) then
subtracting interest expense. The tax rate utilized is 21%. The
Company’s net interest margin is a common measure used by the
financial service industry to determine how profitable earning
assets are funded. Because the Company earns nontaxable interest
income from municipal loans and securities, net interest income for
the ratio is calculated on a tax equivalent basis as described
above.
(2)
The efficiency
ratio is not a measurement under accounting principles generally
accepted in the United States. The efficiency ratio is a common
measure used by the financial service industry to determine
operating efficiency. It is calculated by dividing non-interest
expense by the sum of tax equivalent net interest income and
non-interest income excluding gains and losses on the investments
portfolio and Other Real Estate Owned. The Company calculates this
ratio in order to evaluate how efficiently it utilizes its
operating structure to create income. An increase in the ratio from
period to period indicates the Company is losing a greater
percentage of its income to expenses.
F
& M Bank Corp.
Financial
Highlights
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For Three
Months
Ended March
31,
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INCOME
STATEMENT
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Interest and
Dividend Income
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$9,110,585
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$9,531,545
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Interest
Expense
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1,706,084
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1,497,914
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Net
Interest Income
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7,404,501
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8,033,631
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Non-Interest
Income
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2,428,518
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1,789,184
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Provision for Loan
Losses
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1,500,000
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1,450,000
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Other Non-Interest
Expenses
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7,119,604
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7,029,463
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Income
Before Income Taxes
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1,213,415
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1,343,352
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Provision for
Income Taxes
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(38,371)
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79,062
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Less Minority
Interest (income)/loss
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(62,429)
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22,240
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Net
Income
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$1,189,357
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$1,286,530
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Dividend on
preferred stock
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65,873
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78,750
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Net Income
available to common shareholders
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$1,123,494
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$1,207,780
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Average Common
Shares Outstanding
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3,204,084
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3,210,042
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Net Income Per
Common Share
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.35
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.38
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Dividends
Declared
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.26
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.25
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BALANCE
SHEET
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Cash and Due from
Banks
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$9,528,494
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$9,271,766
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Interest Bearing
Bank Deposits
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1,645,590
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1,015,015
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Federal Funds
Sold
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78,944,000
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5,073,000
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Loans Held for
Sale
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60,765,429
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44,528,477
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Loans Held for
Investment
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609,585,135
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644,213,269
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Less
Allowance for Loan Losses
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(9,437,359)
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(4,932,482)
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Net
Loans Held for Investment
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600,147,776
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639,280,787
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Securities
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19,838,180
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21,634,299
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Other
Assets
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57,597,524
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59,004,539
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Total
Assets
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$828,466,993
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$779,807,883
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Deposits
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$679,310,203
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$600,835,607
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Short Term
Debt
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-
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30,000,000
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Long Term
Debt
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42,089,286
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39,024,981
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Other
Liabilities
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15,633,317
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17,972,299
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Total
Liabilities
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737,032,806
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687,832,887
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Preferred
Stock
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4,591,623
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5,591,623
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Common
Equity
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86,842,564
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86,383,373
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Stockholders’
Equity
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91,434,187
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91,974,996
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Total
Liabilities and Stockholders’ Equity
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$828,466,993
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$779,807,883
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Book Value Per
Common Share
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$27.20
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$26.96
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Tangible Book Value
Per Common Share
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$27.05
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$27.96
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SOURCE:
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F
& M Bank Corp.
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CONTACT:
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Carrie
Comer EVP/Chief Financial Officer
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