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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
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Date of Report (Date of earliest event reported)
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November 16, 2007 |
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Farmers & Merchants Bancorp, Inc.
(Exact Name of Registrant as Specified in its Charter)
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Ohio
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000-14492
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34-1469491 |
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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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307-11 N. Defiance,
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Archbold, Ohio
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43502 |
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(Address of Principal Executive Offices)
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(Zip Code) |
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Registrants Telephone Number, including Area Code
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(419) 446-2501 |
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N/A
(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 (see General Instruction
A.2 below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communication pursuant to Rule 13e-4(c) under
the Exchange Act (17-CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 8.01. Other Events.
On November 16, 2007, Farmers & Merchants Bancorp, Inc. issued a press release
announcing that its Board of Directors has authorized the repurchase of up to 250,000 shares
(approximately 4.9%) of its outstanding common stock commencing January 1, 2008 and ending December
31. 2008. A copy of the press release is furnished herewith as Exhibit 99. The Board has
authorized the appropriate officers of the Company to effect repurchases either in the open market
or in privately negotiated transactions. The Companys current repurchase program expires December
31, 2007.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
The following exhibits are furnished herewith:
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Exhibit |
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Number |
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Exhibit Description |
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99 |
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Press release, dated November 16, 2007, announcing authorization for Registrants 2008 stock
repurchase program |
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 authorized.
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Farmers & Merchants Bancorp, Inc.
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(Registrant) |
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Dated: November 20, 2007 |
/s/ Paul S. Siebenmorgen
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Paul S. Siebenmorgen |
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President & Chief Executive Officer |
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/s/ Barbara J. Britenriker
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Barbara J. Britenriker |
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Executive Vice President &
Chief Financial Officer |
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exv99
EXHIBIT 99
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NEWS |
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RELEASE
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FOR IMMEDIATE RELEASE
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Contact: |
NOVEMBER 16, 2007
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Lydia A. Huber |
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Corporate Secretary |
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(419) 446-2501 |
Farmers & Merchants Bancorp, Inc. Authorizes Stock Repurchase
Archbold, Ohio November 16, 2007 Farmers & Merchants Bancorp, Inc. (OTC Bulletin Board: FMAO)
(the Company) announced today that its Board of Directors has authorized the repurchase of up to
250,000 shares (approximately 4.9%) of its outstanding shares of common stock commencing January 1,
2008 and ending December 31. 2008.
The Corporation adopted resolutions on October 20, 2006 authorizing the repurchase of up to 250,000
shares which shall continue to be repurchased through the time period ending December 31, 2007.
The stock repurchase plan authorizes the Company to make repurchases from time to time in the open
market or in privately negotiated transactions at times and in such amounts as management deems
appropriate. The Companys shares are traded on the OTC Bulletin Board under the symbol FMAO. The
timing and actual number of shares repurchased will depend on a variety of factors including price,
corporate and regulatory requirements and other market conditions. Repurchased common shares will
be added to the Companys treasury shares, and will be used for general corporate purposes. At
November 15, 2007, the Company had 5,049,802 shares of common stock outstanding.
In adopting the repurchase plan, the Board of Directors expressed confidence in the Companys
performance, noted that the Company has sufficient capital available to internally fund such
repurchases and stated its belief that such repurchases can enhance shareholder value.
SAFE HARBOR STATEMENT
Farmers & Merchants Bancorp, Inc. (F&M) wishes to take advantage of the Safe Harbor
provisions included in the Private Securities Litigation Reform Act of 1995. Statements by F&M,
including managements expectations and comments, may not be based on historical facts and are
forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as
amended and Section 21B of the Securities Act of 1934, as amended. Actual results could vary
materially depending on risks and uncertainties inherent in general and local banking conditions,
competitive factors specific to markets in which F&M and its subsidiaries operate, future interest
rate levels, legislative and regulatory decisions or capital market conditions. F&M assumes no
responsibility to update this information. For more details, please refer to F&Ms SEC filings,
including its most recent Annual Report on Form 10-K and quarterly reports on Form 10-Q. Such
filings can be viewed at the SECs website, www.sec.gov.