0000887919-14-000010.txt : 20140408 0000887919-14-000010.hdr.sgml : 20140408 20140408140018 ACCESSION NUMBER: 0000887919-14-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140404 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140408 DATE AS OF CHANGE: 20140408 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: 14750788 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 pfbi8k040414.htm PREMIER FINANCIAL BANCORP, FORM 8-K, APRIL 4, 2014 pfbi8k040414.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 4, 2014


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

Commission file number 000-20908

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 2.01.  Completion of Acquisition or Disposition of Assets

On April 7, 2014, Premier Financial Bancorp, Inc. (“Premier”) issued a press release announcing the completion of its acquisition of the Bank of Gassaway (“Gassaway”) effective with the close of business on April 4, 2014.  Gassaway, a $172 million bank (as of December 31, 2013) headquartered in Gassaway, West Virginia, was purchased by Premier Bank, Inc., Premier’s wholly owned bank subsidiary, for $20.25 million cash under terms of an amended and restated agreement of merger dated January 3, 2014.  As a cash purchase, the earnings from the Bank of Gassaway locations will become immediately accretive to Premier’s earnings.

Item 9.01.  Financial Statements and Exhibits

(c) Exhibit 99.1 - Press Release dated April 7, 2014.

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 8, 2014                                                   Brien M. Chase, Senior Vice President
  and Chief Financial Officer




 
 

 



EXHIBIT INDEX


Exhibit Number
 
Description
99.1
 
Press Release dated April 7, 2014 captioned “Premier Financial Bancorp, Inc. Announces Completion of Bank of Gassaway Acquisition.”
     



 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
EX-99.1 2 pressreleasetext040714.htm TEXT OF PRESS RELEASE DATED APRIL 7, 2014 pressreleasetext040714.htm
Exhibit 99.1
 
NEWS FOR IMMEDIATE RELEASE
CONTACT:
BRIEN M. CHASE, CFO
APRIL 7, 2014
 
304-525-1600
 
PREMIER FINANCIAL BANCORP, INC.
ANNOUNCES COMPLETION OF BANK OF GASSAWAY ACQUISITION

PREMIER FINANCIAL BANCORP, INC. (PREMIER), HUNTINGTON, WEST VIRGINIA (NASDAQ/GMS-PFBI) a $1.1 billion community bank holding company with two bank subsidiaries announced that the acquisition of the Bank of Gassaway (“Gassaway”) was completed effective with the close of business on April 4, 2014.  Gassaway, a $172 million bank (as of December 31, 2013) headquartered in Gassaway, West Virginia, was purchased by Premier Bank, Inc., Premier’s wholly owned bank subsidiary, for $20.25 million under terms of an amended and restated agreement of merger dated January 3, 2014.
 
Premier President and CEO Robert W. Walker commented, “The Bank of Gassaway is a natural fit to expand Premier Bank’s branch network into Braxton and Clay counties with locations in Gassaway, Sutton, Flatwoods, Clay and Burnsville and geographically connects our Traders Division locations in Ripley and Spencer with our First Central Division locations in Buckhannon, Bridgeport and Philippi.  As a cash purchase, the earnings from the Bank of Gassaway locations will become immediately accretive to Premier’s earnings.”

Premier Financial Bancorp recently announced record annual net income of $13,229,000 ($1.49 per diluted share) during the year ending December 31, 2013, a 28.2% increase from the $10,323,000 ($1.24 per diluted share) reported for the year ending December 31, 2012.  The increase in net income in 2013 was largely due to a decrease in the provision for loan losses and a decrease in operating expenses when compared to 2012 results.  Premier also owns Citizens Deposit Bank, a $363 million bank headquartered in Vanceburg, Kentucky with locations from Proctorville and Ironton, Ohio to Maysville and Eminence, Kentucky.
 
 
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.