-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BPY76xG9YfmitZudHkeqnwqmke40ru+lmqMqyUJvaFdDFeLUu7Fsf1gtvn6bBNVP ABkb320TOX5CN55CEjr/xA== 0000887919-09-000017.txt : 20090422 0000887919-09-000017.hdr.sgml : 20090422 20090422160749 ACCESSION NUMBER: 0000887919-09-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090422 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090422 DATE AS OF CHANGE: 20090422 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PREMIER FINANCIAL BANCORP INC CENTRAL INDEX KEY: 0000887919 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 611206757 STATE OF INCORPORATION: KY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20908 FILM NUMBER: 09763972 BUSINESS ADDRESS: STREET 1: 2883 FIFTH AVENUE STREET 2: NONE CITY: HUNTINGTON STATE: WV ZIP: 25702 BUSINESS PHONE: 3045251600 MAIL ADDRESS: STREET 1: 2883 FIFTH AVENUE CITY: HUNTINGTON STATE: WV ZIP: 25702 8-K 1 pfbi8k042209.htm PREMIER FINANCIAL BANCORP, FORM 8-K, APRIL 22, 2009 pfbi8k042209.htm


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


Date of report (Date of earliest event reported) April 21, 2009


 
PREMIER FINANCIAL BANCORP, INC.
 
(Exact name of registrant as specified in its charter)


Kentucky
 
61-1206757
(State or other jurisdiction of incorporation organization)
 
(I.R.S. Employer Identification No.)
     
2883 Fifth Avenue
Huntington, West Virginia
 
 
25702
(Address of principal executive offices)
 
(Zip Code)
     
Registrant’s telephone number    (304) 525-1600

Not Applicable
Former name or former address, if changes 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 communication 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))

o           Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
      (17 CFR 240.13e-4(c))

 
 

 

PREMIER FINANCIAL BANCORP, INC,

INFORMATION TO BE INCLUDED IN THE REPORT


Item 8.01.  Other Events
 
On April 21, 2009, Premier Financial Bancorp, Inc. (“Premier”) received preliminary approval from the U.S. Department of the Treasury to receive an investment of up to $24.1 million by participating in the Treasury’s TARP Capital Purchase Program (“CPP”).  The terms of the preferred stock and warrants, which Premier expects to issue to the Treasury, will be in substantial conformity to the standardized terms provided by the Treasury in its CPP Term Sheet.  A copy of the April 22, 2009 press release announcing the preliminary approval for participation in the CPP is attached hereto as Exhibit 99.1.



Item 9.01.  Financial Statements and Exhibits

(c) Exhibit 99.1 - Press Release dated April 22, 2009.



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 duly authorized.


PREMIER FINANCIAL BANCORP, INC.
(Registrant)


/s/ Brien M. Chase                                                           
Date: April 22, 2009                                                 Brien M. Chase, Senior Vice President
  and Chief Financial Officer




 
 

 



EXHIBIT INDEX


Exhibit Number
 
Description
99.1
 
Press Release dated April 22, 2009 captioned “Premier Financial Bancorp, Inc. Selected to Participate in U.S. Treasury Capital Purchase Plan.”
     

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 

EX-9.1 2 pressreleasetext042209.htm TEXT OF PRESS RELEASE DATED APRIL 22, 2009 pressreleasetext042209.htm
EXHIBIT 99.1
 
 NEWS FOR IMMEDIATE RELEASE 
 CONTACT:
 BRIEN M. CHASE, CFO
 APRIL 22, 2009
 
 304-525-1600

PREMIER FINANCIAL BANCORP, INC.
SELECTED TO PARTICIPATE IN U.S.
TREASURY CAPITAL PURCHASE PLAN


PREMIER FINANCIAL BANCORP, INC. (PREMIER), HUNTINGTON, WEST VIRGINIA (NASDAQ/GMS-PFBI), a $724 million community bank holding company with six bank subsidiaries announced today that it has received preliminary approval for the sale of up to $24.1 million of preferred stock and related common warrants under the U.S. Treasury Department’s Capital Purchase Program.  This approval is subject to satisfaction of standard closing conditions and the execution of definitive agreements and closing documents.  The amount is subject to change based upon confirmation by the U.S. Treasury Department of Premier’s eligible risk-weighted assets as of the latest calendar quarter prior to closing.

President and CEO Robert W Walker commented regarding the approval, “We are pleased to have received approval to participate in the Capital Purchase Program as this was one of the conditions precedent to completing the merger with Abigail Adams.  We can now proceed with other required regulatory filings to allow our respective shareholders to vote on the transaction.”

On December 31, 2008, Premier announced and agreement to acquire Abigail Adams National Bancorp, Inc. (Adams), a $424 million bank holding company headquartered in Washington, DC (NASDAQ/GM-AANB).  Under the terms of the agreement Premier will issue 0.4461 shares of its common stock for each share of Adams common stock in a 100% stock exchange.  Adams is parent company to two subsidiary banks, Adams National Bank, headquartered in Washington, DC and Consolidated Bank & Trust, headquartered in Richmond, Virginia.  The transaction, which is subject to satisfaction of various contractual conditions, requires approval by regulatory agencies and the shareholders of Adams and Premier.

Under the Capital Purchase Program, which is part of the Emergency Economic Stabilization Act, the Treasury Department has agreed to buy preferred stock and related common warrants in qualifying U.S. controlled banks, savings associations, and certain bank and savings and loan holding companies engaged only in financial activities.

Certain Statements contained in this news release, including without limitation statements including the word “believes,” “anticipates,” “intends,” “expects” or words of similar import, constitute “forward-looking statements” within the meaning of section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).  Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Premier to be materially different from any future results, performance or achievements of Premier expressed or implied by such forward-looking statements.  Such factors include, among others, general economic and business conditions, changes in business strategy or development plans and other factors referenced in this press release.  Given these uncertainties, prospective investors are cautioned not to place undue reliance on such forward-looking statements. Premier disclaims any obligation to update any such factors or to publicly announce the results of any revisions to any of the forward-looking statements contained herein to reflect future events or developments.

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