First Citizens Financial Corporation has Completed a $10.0 million Offering of Common Stock Through a Private Placement

On October 13, 2012, Foothills was issued a Consent Order by the FDIC and State of Georgia Department of Banking and Finance, ordering it to raise its Tier One Leverage Ratio to 8.0% and its Total Risk Based Capital Ratio to 10.0%. In June 2015, DPP (“DPP”) was formally engaged by FCFC as the Company’s exclusive placement agent to raise capital. As of June 30, 2015, Foothill's Tier One Leverage Ratio was 2.17% and its Total Risk Based Capital Ratio was 3.76%. On August 18, 2015, the Company’s board of directors formally elected John L. Lewis as President and Chief Executive Officer of the Company and Foothills.

On May 3, 2016, the Company completed a $10.0 million offering of common stock through a private placement (the “Private Placement”) of 20,000,000 shares, at a price of $0.50 per share, to several institutional and local high net worth investors. On a pro forma basis, the Company will be in compliance with the capital portion of its Consent Order and will exceed the “well-capitalized” regulatory guidelines.

Additionally, the Company as of December 31, 2015, had an approximate $5.1 million valuation allowance against its deferred tax asset that is expected to be preserved in the Private Placement. The Company received a formal opinion from a big four accounting firm opining on that preservation at closing.