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| PFBI > SEC Filings for PFBI > Form 8-K on 2-Jan-2009 | All Recent SEC Filings |
2-Jan-2009
Entry into a Material Definitive Agreement, Regulation FD Disclosur
On December 31, 2008, Premier Financial Bancorp, Inc. (Premier) entered into a material definitive merger agreement with Abigail Adams National Bancorp, Inc. (Adams) located in Washington, DC whereby Premier will acquire Adams in exchange for Premier common stock valued at approximately $11,356,000.
Under terms of the definitive merger agreement, each share of Adams common stock will be converted into 0.4461 shares of Premier common stock. It is anticipated that Premier will issue approximately 1,545,000 shares of its common stock. The transaction, which is subject to satisfaction of various contractual conditions and requires approval by regulatory agencies and the shareholders of Adams and Premier, is anticipated to close sometime in the first half of 2009.
On December 31, 2008, Premier issued a press release announcing agreement to merge with Abigail Adams National Bancorp, Inc.. The text of that press release is included as Exhibit 99.1.
(c) Exhibit 2.1 - Agreement of Merger between Premier Financial Bancorp, Inc. and Abigail Adams National Bancorp, Inc. dated December 31, 2008.
(c) Exhibit 99.1 - Text of press release dated December 31, 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: January 2, 2009 Brien M. Chase, Senior Vice President
and Chief Financial Officer
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