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) December 29, 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 2.03.  Creation of a Direct Financial Obligation
 
On December 29, 2008, Premier Financial Bancorp, Inc. (“Premier”) executed and delivered to First Guaranty Bank, of Hammond, Louisiana a Change in Terms Agreement ( the “Agreement”) modifying the terms of an April 30, 2008 Term Note whereby Premier borrowed $11,550,000 from First Guaranty Bank.  The original loan agreement required monthly interest payments with interest floating daily at the “Wall Street Journal” prime rate minus 1.00% with a floor of 5.00% unless the prime rate dropped below 5.00% upon which the interest charged would float daily at the “Wall Street Journal” prime rate (currently 3.25%).  The original loan agreement also required monthly principal payments of $50,000 until maturity on April 30, 2013 with a final balloon payment due upon maturity.  The Agreement establishes a fixed rate of interest of 3.960% for the remaining term of the note through April 20, 2013.  At the date of execution of the Agreement, $9,989,368 was outstanding under the Term Note.


Item 9.01.  Financial Statements and Exhibits
 
(c) Exhibit 10.1 – Change in Terms Agreement between Premier Financial Bancorp, Inc. and First Guaranty Bank dated December 29, 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: January 4, 2010                                               Brien M. Chase, Senior Vice President
  and Chief Financial Officer

 
 
 



EXHIBIT INDEX


Exhibit Number
 
Description
10.1
 
Change in Terms Agreement between Premier Financial Bancorp, Inc. and First Guaranty Bank dated December 29, 2009.






Exhibit 10.1
 
CHANGE IN TERMS AGREEMENT

Principal
Loan Date
Maturity
Loan No
Call / Coll
Account
Officer
Initials
$9,989,367.50
04-30-2008
04-30-2013
25915746
220 / 54
 
EJD
 
References in the boxes above are for Lender’s use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing “ * * * “ has been omitted due to text length limitations

Borrower:
PREMIER FINANCIAL BANCORP, INC. (TIN:
61-1206757)
2883 FIFTH AVE.
HUNTINGTON, WV  25702
 
Lender:
FIRST GUARANTY BANK
First Guaranty Square Banking Center - Commercial
Lending
400 East Thomas Street
P 0 Box 2009
Hammond, LA 70404-2009
(985) 345-7685

Principal Amount: $9,989,367.50
 
Date of Agreement:  December 29, 2009
 
DESCRIPTION OF EXISTING INDEBTEDNESS.   PROMISSORY NOTE #25915745 DATED APRIL 30, 2008 IN THE ORIGINAL PRINCIPAL AMOUNT OF $11,550,000.00 WITH A CURRENT PRINCIPAL BALANCE OF $9,989,367.50.

DESCRIPTION OF COLLATERAL .  COMMERCIAL PLEDGE AGREEMENT DATED 01/31/2006.

DESCRIPTION OF CHANGE IN TERMS .  EFFECTIVE ON THE DATE OF THIS AGREEMENT, THE INTEREST RATE WILL BE AT A FIXED INTEREST RATE OF 3.960% FOR THE REMAINING TERM OF THIS LOAN IN ACCORDANCE WITH THE PAYMENT SCHEDULE DEFINED BELOW.

IN ADDITION, EFFECTIVE ON THE DATE OF THIS AGREEMENT THE BORROWER WILL NOT BE ENTITLED TO ANY FUTURE LOAN ADVANCES.

THE PAYMENT DUE ON DECEMBER 30, 2009 WAS PAID ON DECEMBER 28, 2009, AND A CHANGE IN TERMS FEE OF $29,968.10 WAS COLLECTED.

PAYMENT.  Borrower will pay this loan in 39 principal payments of $50,000.00 each and one final principal and interest payment of $8,068,781.74.  Borrower’s first principal payment is due January 30, 2010, and all subsequent principal payments are due on the same day of each month after that.  In addition, Borrower will pay regular monthly payments of all accrued unpaid interest due as of each payment date, beginning January 30, 2010, with all subsequent interest payments to be due on the same day of each month after that.  Borrower’s final payment due April 30, 2013, will be for all principal and all accrued interest not yet paid.

INTEREST CALCULATION METHOD.  Interest on this loan is computed on a 365/360 basis; that is, by applying the ratio of the interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding.  All interest payable under this loan is computed using this method.

CONTINUING VALIDITY .  Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect.  Consent by Lender to this Agreement does not waive Lender’s right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms.  Nothing in this Agreement will constitute a satisfaction of the obligation(s).  It is the intention of the Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by Lender in writing.  Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement.  If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it.  This waiver applies not only to any initial extension, modification or release, but also to all subsequent actions.
 
PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT.
 
BORROWER:
 
        PREMIER FINANCIAL BANCORP, INC.
 
By:      /s/ Robert W. Walker, President & CEO
        ROBERT W. WALKER, President & CEO of PREMIER
        FINANCIAL BANCORP, INC.
 
 
LENDER:
 
FIRST GUARANTY BANK
 
By:     /s/ Eric J. Dosch                                            
     Eric J Dosch, Loan Officer