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) June 27, 2019

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):

☐
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, no par value
PFBI
The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company   ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐
PREMIER FINANCIAL BANCORP, INC,

INFORMATION TO BE INCLUDED IN THE REPORT

Item 2.03.  Creation of a Direct Financial Obligation

On June 27, 2019, Premier Financial Bancorp, Inc. (“Premier”) executed and delivered to First Guaranty Bank, of Hammond, Louisiana a Change in Terms Agreement dated June 24, 2019 that modified Premier’s existing Promissory Note #260024914 for a line of credit from the bank (“Line of Credit”).  The right to request and receive monies from First Guaranty Bank on the Line of Credit was extended from June 30, 2019 to July 1, 2022.  The interest rate on the Line of Credit was changed to a daily floating interest rate indexed to the Wall Street Journal Prime Rate (currently 5.50%) with an interest rate floor of 4.25% per annum through the modified July 1, 2022 maturity date.  The principal amount of the Line of Credit was increased from $3.0 million to $6.0 million.  Accrued interest on amounts outstanding will continue to be payable monthly, and any amounts outstanding on the Line of Credit are payable on demand or on July 1, 2022.  Premier currently has no outstanding balance on this line of credit.

The Line of Credit from the bank is secured by a pledge of 2,500 shares, constituting 25% of Premier’s ownership interest in Premier Bank, Inc. (a wholly owned subsidiary of Premier) under a Commercial Pledge Agreement dated June 30, 2012.  Premier’s $12,000,000 Term Loan from First Guaranty Bank dated August 26, 2015, secured by the pledge of the same 25% of Premier’s interest in Premier Bank, Inc. was paid in full on June 26, 2019.

Item 9.01.  Financial Statements and Exhibits

(d)  Exhibits

Exhibit 10.1 – Change in Terms Agreement between Premier Financial Bancorp, Inc. and First Guaranty Bank, Hammond, Louisiana, executed on June 27, 2019, extending the maturity date of the Line of Credit to July 1, 2022, changing the interest rate to a daily floating rate indexed to the Wall Street Journal Prime Rate, and increasing the principal balance from $3.0 million to $6.0 million.

Exhibit 10.2 – Commercial Pledge Agreement between Premier Financial Bancorp, Inc. and First Guaranty Bank, Hammond, Louisiana, dated June 30, 2012 filed as Exhibit 10.3 to Premier’s Form 8-K dated June 29, 2012 is incorporated herein by reference.

Exhibit 10.3 – Commercial Pledge Agreement between Premier Financial Bancorp, Inc. and First Guaranty Bank, Hammond, Louisiana, dated August 26, 2015 filed as Exhibit 10.3 to Premier’s Form 8-K dated August 26, 2015 is incorporated herein by reference.

PREMIER FINANCIAL BANCORP, INC,

INFORMATION TO BE INCLUDED IN THE REPORT


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: June 28, 2019                                      Brien M. Chase, Senior Vice President
  and Chief Financial Officer

Exhibit 10.1

CHANGE IN TERMS AGREEMENT

Principal
$6,000,000.00
Loan Date
06-30-2012
Maturity
07-01-2022
Loan No
260024914
Call / Coll
9A /  54
Account
Officer
AJJ
Initials
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:
PRE MIER FINANCIAL BANCORP, INC.
(TIN: 61-1206757)
2883 FIFTH AVE.
HUNTINGTON, WV  25702
 
Lender:
FIRST GUARANTY BANK
Bossier City Branch
4221 Airline Drive
Bossier City, LA  71111
(318) 383-5234

Principal Amount: $6,000,000.00
 
Date of Agreement:  JUNE 24, 2019

DESCRIPTION OF EXISTING INDEBTEDNESS. PROMISSORY NOTE #260024914 DATED JUNE 30, 2012 IN THE ORIGINAL PRINCIPAL AMOUNT OF $2,000,000.00 MODIFIED WITH AN INCREASE TO $3,000,000.00 ON APRIL 24,2013 WITH A CURRENT PRINCIPAL BALANCE OF $0.00.

DESCRIPTION OF COLLATERAL . 2500 SHARES OF PREMIER BANK, INC STOCK, #2.

DESCRIPTION OF CHANGE IN TERMS. EFFECTIVE AS OF THE DATE OF THIS AGREEMENT:

EXTENDING MATURITY DATE TO 7-1-22

INTEREST RATE CHANGED TO WALL STREET JOURNAL PRIME ADJUSTED DAILY WITH A FLOOR OF 4.25%

INCREASE PRINCIPAL AMOUNT FROM $3,000,000.00 TO $6,000,000.00

SEE "PAYMENT" PARAGRAPH BELOW.

ALL OTHER TERMS AND CONDITIONS REMAIN THE SAME.

COLLECT:
$350.00   Extension Fee
$60,000.00 Origination Fee
$60,350.00  DUE AT CLOSING.
PAYMENT. Borrower will pay this loan in one payment of all outstanding principal plus all accrued unpaid interest on July 1, 2022. In addition, Borrower will pay regular monthly payments of all accrued unpaid interest due as of each payment date, beginning August 1, 2019, with all subsequent interest payments to be due on the same day of each month after that until this Agreement is paid in full.
VARIABLE INTEREST RATE .  The interest rate on this loan is subject to change from time to time based on changes in an independent index which is the Prime rate as published in the Money Section of the Wall Street Journal.  When a range of rates has been published, the higher of the rates will be used. (the "Index"). The Index is not necessarily the lowest rate charged by Lender on its loans.  If the Index becomes unavailable during the term of this loan, Lender may designate a substitute index after notifying Borrower.  Lender will tell Borrower the current Index rate upon Borrower's request. The interest rate change will not occur more often than each day.  Borrower understands that Lender may make loans based on other rates as well.  The Index currently is 5.500% per annum.   Interest on the unpaid principal balance of this loan will be calculated as described in the "INTEREST CALCULATION METHOD" paragraph using a rate equal to the Index, adjusted if necessary for any minimum and maximum rate limitations described below, resulting in an initial rate of 5.500% per annum based on a year of 360 days.  Under no circumstances will the interest rate on this loan be less than 4.250% per annum or more than the maximum rate allowed by applicable law.
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.  This calculation method results in a higher effective interest rate than the numeric interest rate stated in the loan documents.
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 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 such subsequent actions.
PROCESSED BY.   JWC.
3 YEAR RLOC COVENANT . 30 DAY CLEAN-UP PERIOD, VERIFIED AT ANNUAL REVIEW. IF COVENANT IS NOT MET, THE EVERGREEN BALANCE WILL BE TERMED OUT AS PER LOAN POLICY GUIDELINES.
$30,350.00 ORIGINATION FEE/MAINTENANCE FEE DUE 1 AND 2 YEARS FROM BOOKING DATE.

PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS.


BORROWER:
PREMIER FINANCIAL BANCORP, INC.

By:  /s/ Robert W. Walker                          
ROBERT W. WALKER, President & CEO of
PREMIER FINANCIAL BANCORP, INC.


LENDER:
FIRST GUARANTY BANK

By:  /s/ Adam J. Johnston                         
Adam J. Johnston, Loan Officer