Exhibit 99.1
Press Release
Two North Broadway
Lebanon, Ohio 45036
Company Contact: Eric J. Meilstrup Chief Executive Officer LCNB National Bank (513) 932-1414 shareholderrelations@lcnb.com | Investor and Media Contact: Andrew M. Berger Managing Director SM Berger & Company, Inc. (216) 464-6400 andrew@smberger.com |
LCNB CORP. ANNOUNCES CLOSING OF SUBORDINATED NOTES OFFERING
LEBANON, Ohio—August 7, 2026—LCNB Corp. ("LCNB") (NASDAQ: LCNB) the holding company for LCNB National Bank, today announced the closing of a private placement of $25.0 million in aggregate principal amount of its 6.50% Fixed-to-Floating Rate Subordinated Notes due 2036 (the “Notes”). The Company intends to use the net proceeds of the Notes issuance to repay approximately $8.8 million of its existing long-term debt. The remaining net proceeds will be used for general corporate purposes, including supporting growth at LCNB National Bank. The Notes have been structured to qualify as Tier 2 capital for regulatory purposes.
The Notes will bear interest at a fixed rate equal to 6.50% per annum for the first five (5) years, payable semiannually, converting to a variable rate of interest equal to the then 3-month Secure Overnight Financing Rate (SOFR) plus 234 basis points per annum, payable quarterly. The Notes will be callable on any interest payment date occurring on or after August 15, 2031.
LCNB Chief Executive Officer, Eric Meilstrup said, “We are pleased with the positive response from investors for our first subordinated debt offering, which reflects the strong performance of the Company and the growth opportunities we are pursuing. Following our record second quarter results, this additional capital is expected to position LCNB to execute on its strategic plan and enhance shareholder value.”
The Notes are not registered under the Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
Brean Capital, LLC is serving as the sole placement agent for the offering. Dinsmore & Shohl LLP is serving as legal counsel to LCNB, and Vorys, Sater, Seymour and Pease LLP is serving as legal counsel to Brean Capital.
About LCNB Corp.
LCNB Corp. is a financial holding company headquartered in Lebanon, Ohio. Through its subsidiary, LCNB National Bank (the “Bank”), it serves customers and communities in Southwest and South-Central Ohio. A financial institution with a long tradition for building strong relationships with customers and communities, the Bank offers convenient banking locations in Butler, Clermont, Clinton, Fayette, Franklin, Hamilton, Montgomery, Preble, Ross, and Warren Counties, Ohio. The Bank continually strives to exceed customer expectations and provides an array of services for all personal and business banking needs including checking, savings, online banking, personal lending, business lending, agricultural lending, business support, deposit and treasury, investment services, trust and IRAs and stock purchases. LCNB Corp. common shares are traded on the NASDAQ Capital Market Exchange® under the symbol “LCNB.”
Learn more about LCNB Corp. at www.lcnb.com
Forward-Looking Statements
Certain statements made in this news release regarding LCNB’s financial condition, results of operations, plans, objectives, future performance and business, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by the fact they are not historical facts and include words such as “anticipate”, “could”, “may”, “feel”, “expect”, “believe”, “plan”, and similar expressions. Please refer to LCNB’s Annual Report on Form 10-K for the year ended December 31, 2025, as well as its other filings with the SEC, for a more detailed discussion of risks, uncertainties and factors that could cause actual results to differ from those discussed in the forward-looking statements.
These forward-looking statements reflect management's current expectations based on all information available to management and its knowledge of LCNB’s business and operations. Additionally, LCNB’s financial condition, results of operations, plans, objectives, future performance and business are subject to risks and uncertainties that may cause actual results to differ materially. These factors include, but are not limited to:
| 1. | the success, impact, and timing of the implementation of LCNB’s business strategies; |
| 2. | LCNB’s ability to integrate future acquisitions may be unsuccessful or may be more difficult, time-consuming, or costly than expected; |
| 3. | LCNB may incur increased loan charge-offs in the future and the allowance for credit losses may be inadequate; |
| 4. | LCNB may face competitive loss of customers to both bank and nonbank financial institutions; |
| 5. | changes in the interest rate environment, either by interest rate increases or decreases, may have results on LCNB’s operations materially different from those anticipated by LCNB’s market risk management functions; |
| 6. | changes in general economic conditions, increased competition could adversely affect LCNB’s operating results; |
| 7. | changes in or instability regarding regulations and government policies affecting bank holding companies and their subsidiaries, including changes in monetary policies, could negatively impact LCNB’s operating results; |
| 8. | LCNB may experience difficulties growing loan and deposit balances; |
| 9. | United States trade relations with foreign countries could negatively impact the financial condition of LCNB's customers, which could adversely affect LCNB's operating results and financial condition; |
| 10. | global and/or geopolitical relations and/or conflicts could create financial market uncertainty and have negative impacts on commodities, currency, and stability, which could adversely affect LCNB's operating results and financial condition; |
| 11. | difficulties with technology or data security breaches, including cyberattacks or widespread outages, could negatively affect LCNB's ability to conduct business and its relationships with customers, vendors, and others; |
| 12. | adverse weather events and natural disasters and global and/or national epidemics could negatively affect LCNB’s customers given its concentrated geographic scope, which could impact LCNB’s operating results; and |
| 13. | government intervention in the U.S. financial system, including the effects of legislative, tax, accounting, and regulatory actions and reforms, including, the Jumpstart Our Business Startups Act, the Consumer Financial Protection Bureau, the capital ratios of Basel III as adopted by the federal banking authorities, changes in deposit insurance premium levels, and any such future regulatory actions or reforms. |
Forward-looking statements made herein reflect management's expectations as of the date such statements are made. Such information is provided to assist shareholders and potential investors in understanding current and anticipated financial operations of LCNB and is included pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. LCNB undertakes no obligation to update any forward-looking statement to reflect events or circumstances that arise after the date such statements are made.