pfbi8k050108-c.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 30, 2008
|
|
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
2.01. Completion of Acquisition or Disposition of Assets
On May 1, 2008, Premier Financial
Bancorp, Inc. (“Premier”) issued a press release announcing the completion of
its acquisition (the “Acquisition”) of Citizens First Bank, Inc.. (“Citizens
First”), a $62 million bank (as of March 31, 2008) headquartered in Ravenswood,
West Virginia. The transaction was completed at the close of business
on April 30, 2008. Under terms of the definitive agreement of merger
dated October 24, 2007, each share of Citizens First common stock will be
entitled to merger consideration of $13.25 cash and 1.20 shares of Premier
common stock. Premier will issue 480,000 shares of its common stock
and pay in total $5.3 million in cash to the shareholders of Citizens
First. The cash portion of the merger consideration was funded from
cash on hand of Premier. The value of the transaction is estimated at
$11.7 million.
Item
9.01. Financial
Statements and Exhibits
(d) Exhibit 99.1 - Press Release dated
May 1, 2008.
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:
May 1,
2008 Brien
M. Chase, Senior Vice President
and Chief Financial
Officer
EXHIBIT
INDEX
|
Exhibit
Number
|
|
Description
|
|
99.1
|
|
Press Release dated May 1, 2008
captioned “Premier Financial Bancorp, Completes Acquisition of Citizens
First Bank”
|
|
|
|
|