First Farmers Financial : Consolidated Financial Statement

FIRST FARMERS FINANCIAL CORPORATION

CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2021 and 2020

FIRST FARMERS FINANCIAL CORPORATION

Converse, Indiana

CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2021 and 2020

CONTENTS

INDEPENDENT AUDITOR'S REPORT....................................................................................................	1
CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS..............................................................................................	3
CONSOLIDATED STATEMENTS OF INCOME ................................................................................	4
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME................................................	5
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY ..........................	6
CONSOLIDATED STATEMENTS OF CASH FLOWS .......................................................................	7
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS...............................................................	9

Board of Directors and Stockholders

First Farmers Financial Corporation

Converse, Indiana

Opinion

We have audited the consolidated financial statements of First Farmers Financial Corporation and subsidiaries (Company), which comprise the consolidated balance sheets as of December 31, 2021 and 2020, and the related consolidated statements of income, comprehensive income, changes in stockholders' equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of First Farmers Financial Corporation and subsidiaries as of December 31, 2021 and 2020, and the results of their operations and their cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

We also have audited, in accordance with auditing standards generally accepted in the United States of America, First Farmers Financial Corporation's internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated February 28, 2022, expressed an unmodified opinion on the effectiveness of the Company's internal control over financial reporting.

Basis for Opinion

We conducted our audits in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of First Farmers Financial Corporation and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about First Farmers Financial Corporation's ability to continue as a going concern within one year after the date that these financial statements are available to be issued.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence judgment made by a reasonable user based on the financial statements.

In performing an audit in accordance with GAAS, we:

• Exercise professional judgment and maintain professional skepticism throughout the audit.
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances.
• Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.
• Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about First Farmers Financial Corporation's ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

Fort Wayne, Indiana

February 28, 2022

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FIRST FARMERS FINANCIAL CORPORATION

CONSOLIDATED BALANCE SHEETS

December 31, 2021 and 2020

(Dollar amounts in thousands except share and per share data)

ASSETS		2021				2020
Cash and due from financial institutions	$	204,251	$	175,710
Money market funds		13,946				12,368
Cash and cash equivalents		218,197				188,078
Interest-bearing deposits in other financial institutions		2,540				3,230
Securities available for sale		418,048				394,271
Securities held to maturity (fair value $189 in 2021 and $686 in 2020)		160				670
Equity securities		1,649				1,312
Restricted stock, at cost		11,068				10,858
Loans held-for-sale		8,140				25,358
Loans, net of allowance of $19,672 in 2021 and $17,737 in 2020		1,689,527				1,515,174
Premises and equipment, net		20,772				21,615
Goodwill		8,729				8,729
Core deposit and other intangibles		286				634
Bank-owned life insurance		20,719				5,386
Investments in affordable housing partnerships		7,839				9,606
Accrued interest receivable and other assets		31,386				28,840
	$	2,439,060			$	2,213,761
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits
Noninterest-bearing deposits	$	535,669	$	438,947
Interest-bearing deposits		1,559,171				1,315,277
Total deposits		2,094,840				1,754,224
Federal Home Loan Bank (FHLB) advances		53,000				180,000
Notes payable		8,977				9,971
Subordinated debentures		18,558				18,558
Accrued interest payable and other liabilities		20,548				29,508
Total liabilities		2,195,923				1,992,261
Stockholders' equity
Common stock, $1 stated value, 10,000,000 shares authorized,
7,199,684 issued and 7,009,630 outstanding in 2021;
7,201,004 issued and 7,077,701 outstanding in 2020		7,200				7,201
Additional paid-in capital		5,001				5,185
Retained earnings		232,075				205,818
Treasury stock (190,054 shares in 2021 and 123,303 shares in 2020)		(8,494)				(5,393)
Accumulated other comprehensive income		7,355				8,689
Total stockholders' equity		243,137				221,500
	$	2,439,060			$	2,213,761

See accompanying notes.

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