← SEC 公告列表 | RMBI SEC 公告 | Richmond Mutual Bancorporation, Inc.(RMBI)

重大事件 即時報告 8-K 2026-07-01

Richmond Mutual Bancorp 完成對 Farmers Bancorp 合併,將發行約625萬股

於 SEC 網站開啟原文

AI 繁中摘要

📄 申報類型:8-K(含 Exhibit 99.1) **Richmond Mutual Bancorporation 完成對 The Farmers Bancorp 的合併** 🏦🤝 Richmond Mutual Bancorporation, Inc.(納斯達克代碼:RMBI)於 2026 年 7 月 1 日宣佈,已完成與印第安納州法蘭克福的 The Farmers Bancorp(「Farmers」)的合併。根據協議,Farmers 股東持有的每股普通股將轉換為 3.40 股 Richmond 普通股,不足一股的部分以現金支付。Richmond 預計將向 Farmers 股東發行約 6,254,357 股普通股。 Richmond 主席兼行政總裁 Garry D. Kleer 表示:「我們很高興宣佈合併完成,正式歡迎 Farmers 這支優秀的銀行團隊加入 Richmond。今日是兩家擁有深厚社區銀行傳統、市場互補且共同致力於服務客戶的機構結合的重要里程碑。我們期待發揮雙方優勢,為員工創造更多機會,並為股東及社區帶來長期價值。」 Richmond 總裁兼 First Bank Midwest 行政總裁 Christopher D. Cook 補充:「雖然今日標誌著合併成功完成,但我們的目光已投向未來。我們致力確保客戶過渡順暢、支持員工融合為一體,並鞏固兩家機構多年建立的緊密關係。透過結合人才與資源,我們正打造一家更具實力、專業與機會的社區銀行。」 合併後公司仍名為 Richmond Mutual Bancorporation, Inc.,繼續在納斯達克以 RMBI 交易。所有分行將以 First Bank Midwest 品牌營運。公司行政總部設於印第安納州里士滿,銀行行政總部則設於印第安納州法蘭克福。 **對投資者的影響** 💡 合併完成後,Richmond 股數顯著增加,但同時獲得 Farmers 的客戶基礎、存款及貸款組合,有望提升規模效益與盈利能力。投資者需留意換股稀釋效應,以及整合過程中的執行風險。管理層強調將專注於未來增長與無縫過渡,長遠或為股東創造增值。 ⚠️ 前瞻性陳述警告:本摘要及原始文件包含基於目前預期的前瞻性陳述,實際結果可能因市場、監管、經濟等因素而與預期有重大差異。詳情請參閱 Richmond 向 SEC 提交的 10-K 年報及其他文件。
展開英文正文
EX-99.1
2
tm2619360d1_ex99-1.htm
EXHIBIT 99.1

 

Exhibit 99.1

 

 

 

RICHMOND MUTUAL BANCORPORATION, INC. ANNOUNCES
COMPLETION
OF MERGER WITH THE FARMERS BANCORP, FRANKFORT, INDIANA

 

RICHMOND, IN, July 1, 2026 /PRNewswire/ -- Richmond
Mutual Bancorporation, Inc. (NASDAQ: RMBI) (‘Richmond’), the holding company of First Bank Midwest (formerly First Bank
Richmond), announced today that effective July 1, 2026 it has completed its previously announced merger with The Farmers Bancorp,
Frankfort, Indiana (‘Farmers’). As a result of the merger, each share of Farmers common stock outstanding immediately
prior to the effective time of the merger was converted into the right to receive 3.40 shares of Richmond common stock. Cash will be
paid in lieu of fractional shares. Richmond expects to issue approximately 6,254,357 shares of Richmond common stock to the shareholders
of Farmers upon surrender of their outstanding shares.

 

‘We are pleased to announce the completion of our merger with
Farmers and can now officially welcome this talented group of bankers to the Richmond team,’ said Garry D. Kleer, Chairman and
Chief Executive Officer of Richmond. He continued, ‘Today marks an important milestone for our organization, bringing together
two institutions with strong community banking traditions, complementary markets, and a shared commitment to serving our customers. We
look forward to building on the strengths of both organizations, creating additional opportunities for our employees, and delivering
long-term value for our shareholders and the communities we serve.’

 

‘While today marks the successful completion of the merger,
our focus is squarely on the future,’ said Christopher D. Cook, President of Richmond and President and Chief Executive Officer
of First Bank Midwest. ‘We are committed to ensuring a seamless transition for our customers, supporting our employees as we come
together as one team, and building on the strong relationships that have been the foundation of both organizations. By combining our
talents and resources, we are creating a community bank that is positioned to serve our markets with greater strength, expertise, and
opportunity now and in the future.’

 

The combined
company operates under the name ‘Richmond Mutual Bancorporation, Inc.,’ and continues to trade on the Nasdaq Capital
Market under the ticker symbol ‘RMBI.’ All branches of the combined bank will operate under the name ‘First Bank Midwest.’
The administrative headquarters of the combined company is located in Richmond, Indiana, and the administrative headquarters of
the combined bank is located in Frankfort, Indiana.

 

About Richmond Mutual Bancorporation, Inc.

 

Richmond Mutual Bancorporation, Inc., headquartered in Richmond, Indiana,
is the holding company for First Bank Midwest, a community-oriented financial institution offering traditional financial and trust services
within its local communities through its branch locations in  Cambridge City, Centerville, Fishers, Frankfort, Kirklin, Lebanon,
Michigantown, Mulberry, Noblesville, Richmond, Rossville, Shelbyville, Sheridan, Tipton and Westfield, Indiana, and its locations
in Columbus, Sidney, Piqua and Troy, Ohio.

 

  

  

 

 

Cautionary Statement Regarding Forward-Looking Information

 

This news release contains “forward-looking statements”
as defined in the Private Securities Litigation Reform Act of 1995. When used in this communication and in other documents filed with
or furnished to the SEC, in press releases or other public shareholder communications, or in oral statements made with the approval of
an authorized executive officer, words or phrases such as ‘may,’ ‘believe,’ ‘will,’ ‘will likely
result,’ ‘are expected to,’ ‘will continue,’ ‘is anticipated,’ ‘estimate,’ ‘project,’
 ‘plans,’ ‘potential,’ ‘expect,’ ‘intend,’ ‘forecast,’ ‘outlook,’
or similar expressions are intended to identify forward-looking statements within the meaning of the Private Securities Litigation Reform
Act of 1995. Investors and security holders are cautioned not to place undue reliance on any forward-looking statements, which speak
only as of the date such statements are made. These statements may relate to future financial performance, strategic plans and objectives,
revenue or earnings projections, or other financial matters. By their nature, these statements are subject to numerous uncertainties
that could cause actual results to differ materially from those expressed or implied in the statements. For a discussion of factors that
could cause actual results to differ materially, please refer to the joint proxy statement/prospectus filed by Richmond Mutual with the
Securities and Exchange Commission in connection with proposed merger. Additional factors can be found in Richmond Mutual's Annual Report
on Form 10-K for the year ended December 31, 2025, and in other documents Richmond Mutual files with the SEC, all of which
are available on the SEC's website at www.sec.gov.

 

Richmond Mutual undertakes no obligation to update any forward-looking
statement, whether as a result of new information, future events, or otherwise, except as required by law.

 

For further information:

 

CONTACTS: Garry D. Kleer, Chairman and Chief Executive Officer, (765)
962-2581; Christopher D. Cook, President, (765) 654-8731; and Bradley M. Glover, SVP/Chief Financial Officer, (765) 962-2581