UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017March 31, 2018
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________

Commission file number 000-20908

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’sRegistrant's telephone number    (304) 525-1600

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to filing requirements for the past 90 days.  Yes      No .

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§230.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes    No .

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company.  See the definitions of “large"large accelerated filer,” “accelerated" "accelerated filer,” “smaller" "smaller reporting company," and “emerging"emerging growth company”company" in Rule 12b-2 of the Exchange Act. (Check one)

Large accelerated filer  
 
Accelerated filer 
Non-accelerated filer 
(Do not check if smaller reporting company)
Smaller reporting company 
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.   

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act).  Yes     No .

Indicate the number of shares outstanding of each of the issuer’sissuer's classes of common stock, as of the latest practical date.

Common stock, no par value, – 10,668,58910,683,528 shares outstanding at November 1, 2017April 28, 2018



PREMIER FINANCIAL BANCORP, INC.
SEPTEMBER 30, 2017MARCH 31, 2018
INDEX TO REPORT



PREMIER FINANCIAL BANCORP, INC.
SEPTEMBER 30, 2017MARCH 31, 2018


PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

The accompanying information has not been audited by an independent registered public accounting firm; however, in the opinion of management such information reflects all adjustments necessary for a fair presentation of the results for the interim period.  All such adjustments are of a normal and recurring nature.  Premier Financial Bancorp, Inc.’s (“Premier’s”'s ("Premier's") accounting and reporting policies are in accordance with accounting principles generally accepted in the United States of America.  Certain accounting principles used by Premier involve a significant amount of judgment about future events and require the use of estimates in their application.  The following policies are particularly sensitive in terms of judgments and the extent to which estimates are used: allowance for loan losses, the identification and evaluation of impaired loans, and the impairment of goodwill.  These estimates are based on assumptions that may involve significant uncertainty at the time of their use.  However, the policies, the estimates and the estimation process as well as the resulting disclosures are periodically reviewed by the Audit Committee of the Board of Directors and material estimates are subject to review as part of the external audit by the independent registered public accounting firm.

The accompanying financial statements are presented in accordance with the requirements of Form 10-Q and consequently do not include all of the disclosures normally required by accounting principles generally accepted in the United States of America or those normally made in the registrant’s registrant's annual report on Form 10-K.10-K.  Accordingly, the reader of the Form 10-Q may wish to refer to the registrant’sregistrant's Form 10-K for the year ended December 31, 20162017 for further information in this regard.

Index to consolidated financial statements:



PREMIER FINANCIAL BANCORP, INC.
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2017MARCH 31, 2018 AND DECEMBER 31, 20162017
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)


 (UNAUDITED)    
 September 30,  December 31,  (UNAUDITED)    
 2017  2016  
Mar 31,
2018
  
Dec 31,
2017
 
ASSETS            
Cash and due from banks $41,831  $41,443  $19,845  $40,814 
Interest bearing bank balances  21,681   55,720   104,968   37,191 
Federal funds sold  11,632   7,555   15,348   4,658 
Cash and cash equivalents  75,144   104,718   140,161   82,663 
Time deposits with other banks  2,582   2,332   2,582   2,582 
Securities available for sale  289,203   288,607   281,088   278,466 
Loans  1,055,324   1,024,823   1,028,758   1,049,052 
Allowance for loan losses  (12,359)  (10,836)  (12,840)  (12,104)
Net loans  1,042,965   1,013,987   1,015,918   1,036,948 
Federal Home Loan Bank stock, at cost  3,185   3,200   3,185   3,185 
Premises and equipment, net  23,504   24,224   23,728   23,815 
Real estate and other property acquired through foreclosure  11,458   12,665 
Real estate acquired through foreclosure  14,185   19,966 
Interest receivable  4,060   3,862   3,701   4,043 
Goodwill  35,371   35,371   35,371   35,371 
Other intangible assets  3,581   4,349   3,180   3,375 
Other assets  1,622   2,878   2,684   3,010 
Total assets $1,492,675  $1,496,193  $1,525,783  $1,493,424 
                
LIABILITIES AND STOCKHOLDERS' EQUITY                
Deposits                
Non-interest bearing $327,965  $319,618  $353,008  $332,588 
Time deposits, $250,000 and over  64,919   66,378   62,773   63,905 
Other interest bearing  876,500   893,390   887,414   876,182 
Total deposits  1,269,384   1,279,386   1,303,195   1,272,675 
Securities sold under agreements to repurchase  25,116   23,820   20,793   23,310 
Other borrowed funds  6,000   8,859   4,250   5,000 
Subordinated debt  5,368   5,343   5,383   5,376 
Interest payable  358   364   407   393 
Other liabilities  3,192   4,237   7,879   3,315 
Total liabilities  1,309,418   1,322,009   1,341,907   1,310,069 
                
Stockholders' equity                
Common stock, no par value; 20,000,000 shares authorized; 10,668,589 shares issued and outstanding at September 30, 2017, and 10,640,735 shares issued and outstanding at December 31, 2016  110,353   109,911 
Common stock, no par value; 20,000,000 shares authorized; 10,677,528 shares issued and outstanding at March 31, 2018, and 10,676,428 shares issued and outstanding at December 31, 2017  110,485   110,445 
Retained earnings  72,449   66,195   78,515   74,983 
Accumulated other comprehensive income (loss)  455   (1,922)  (5,124)  (2,073)
Total stockholders' equity  183,257   174,184   183,876   183,355 
Total liabilities and stockholders' equity $1,492,675  $1,496,193  $1,525,783  $1,493,424 
        

PREMIER FINANCIAL BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME
THREE AND NINE MONTHS ENDED SEPTEMBER 30,MARCH 31, 2018 AND 2017 AND 2016
(UNAUDITED, DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)


 
Three Months Ended
September 30,
  
Nine Months Ended
September 30,
  
Three Months Ended
March 31,
 
 2017  2016  2017  2016  2018  2017 
Interest income                  
Loans, including fees $13,469  $13,375  $41,667  $39,084  $14,034  $13,535 
Securities available for sale                        
Taxable  1,427   1,285   4,236   4,075   1,408   1,345 
Tax-exempt  62   82   198   254   59   72 
Federal funds sold and other  176   123   515   328   298   157 
Total interest income  15,134   14,865   46,616   43,741   15,799   15,109 
                        
Interest expense                        
Deposits  954   965   2,854   2,917   1,031   949 
Repurchase agreements and other  7   10   21   28   8   7 
FHLB advances  -   10   -   32 
Other borrowings  68   101   234   321   47   87 
Subordinated debt  74   63   218   181   78   70 
Total interest expense  1,103   1,149   3,327   3,479   1,164   1,113 
                        
Net interest income  14,031   13,716   43,289   40,262   14,635   13,996 
Provision for loan losses  891   312   2,033   1,436   1,115   366 
Net interest income after provision for loan losses  13,140   13,404   41,256   38,826   13,520   13,630 
                        
Non-interest income                        
Service charges on deposit accounts  1,136   1,031   3,201   2,975   1,094   976 
Electronic banking income  811   791   2,424   2,355   817   780 
Secondary market mortgage income  67   64   173   163   32   67 
Other  163   176   530   571   123   194 
  2,177   2,062   6,328   6,064   2,066   2,017 
Non-interest expenses                        
Salaries and employee benefits  4,760   4,817   14,703   15,025   4,778   4,970 
Occupancy and equipment expenses  1,511   1,635   4,481   4,697   1,610   1,521 
Outside data processing  1,344   1,300   4,019   3,935   1,249   1,320 
Professional fees  196   167   721   500   336   248 
Taxes, other than payroll, property and income  189   156   589   473   240   189 
Write-downs, expenses, sales of other real estate owned, net  346   765   1,139   1,402   (886)  240 
Amortization of intangibles  252   278   768   862   195   265 
FDIC insurance  159   278   506   752   148   193 
Loan collection expense  360   99 
Other expenses  1,168   1,212   3,401   3,674   959   953 
  9,925   10,608   30,327   31,320   8,989   9,998 
Income before income taxes  5,392   4,858   17,257   13,570   6,597   5,649 
Provision for income taxes  1,925   1,694   6,207   4,803   1,464   1,985 
                        
Net income $3,467  $3,164  $11,050  $8,767  $5,133  $3,664 
                        
Net income per share:                        
Basic $0.33  $0.30  $1.04  $0.83  $0.48  $0.34 
Diluted  0.32   0.30   1.03   0.83   0.48   0.34 
PREMIER FINANCIAL BANCORP, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
THREE AND NINE MONTHS ENDED SEPTEMBER 30,MARCH 31, 2018 AND 2017 AND 2016
(UNAUDITED, DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)


 
Three Months Ended
September 30,
  
Nine Months Ended
September 30,
  
Three Months Ended
March 31,
 
 2017  2016  2017  2016  2018  2017 
Net income $3,467  $3,164  $11,050  $8,767  $5,133  $3,664 
                        
Other comprehensive income (loss):
                        
Unrealized gains (losses) arising during the period  (68)  15   3,658   4,504   (3,862)  2,276 
Reclassification of realized amount  -   -   -   (4)  -   - 
Net change in unrealized gain on securities  (68)  15   3,658   4,500 
Net change in unrealized gain (loss) on securities  (3,862)  2,276 
Less tax impact  24   (5)  (1,281)  (1,576)  811   (798)
Other comprehensive income (loss)  (44)  10   2,377   2,924   (3,051)  1,478 
                        
Comprehensive income $3,423  $3,174  $13,427  $11,691  $2,082  $5,142 



PREMIER FINANCIAL BANCORP, INC.
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’STOCKHOLDERS' EQUITY
NINETHREE MONTHS ENDED SEPTEMBER 30, 2017MARCH 31, 2018
(UNAUDITED, DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)



 
Common
Stock
  
Retained
Earnings
  
Accumulated
Other
Comprehensive
Income
  Total  
Common
Stock
  
Retained
Earnings
  
Accumulated
Other
Comprehensive
Income (loss)
  Total 
Balances, January 1, 2017 $109,911  $66,195  $(1,922) $174,184 
Balances, January 1, 2018 $110,445  $74,983  $(2,073) $183,355 
Net income  -   11,050   -   11,050   -   5,133   -   5,133 
Other comprehensive income  -   -   2,377   2,377   -   -   (3,051)  (3,051)
Cash dividends paid ($0.45 per share)  -   (4,796)  -   (4,796)
Cash dividends paid ($0.15 per share)  -   (1,601)  -   (1,601)
Stock options exercised  13   -   -   13 
Stock based compensation expense  194   -   -   194   27   -   -   27 
Stock options exercised  248   -   -   248 
Balances, September 30, 2017 $110,353  $72,449  $455  $183,257 
Balances, March 31, 2018 $110,485  $78,515  $(5,124) $183,876 

PREMIER FINANCIAL BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINETHREE MONTHS ENDED SEPTEMBER 30,MARCH 31, 2018 AND 2017 AND 2016
(UNAUDITED, DOLLARS IN THOUSANDS)


 2017  2016  2018  2017 
Cash flows from operating activities            
Net income $11,050  $8,767  $5,133  $3,664 
Adjustments to reconcile net income to net cash from operating activities                
Depreciation  1,303   1,461   433   445 
Provision for loan losses  2,033   1,436   1,115   366 
Amortization (accretion), net  1,166   2,010   386   388 
OREO writedowns, net  434   508 
Writedowns (gains on the sale) of other real estate owned, net  (1,080)  19 
Stock compensation expense  194   160   27   20 
Changes in :        
Changes in:        
Interest receivable  (198)  (259)  342   24 
Other assets  (24)  (140)  1,137   849 
Interest payable  (6)  (76)  14   (12)
Other liabilities  (1,045)  (2,071)  (495)  4 
Net cash from operating activities  14,907   11,796   7,012   5,767 
                
Cash flows from investing activities                
Net change in time deposits with other banks  (250)  - 
Net change on time deposits with other banks  -   (250)
Purchases of securities available for sale  (49,210)  (22,512)  (15,527)  (31,087)
Proceeds from maturities and calls of securities available for sale  50,787   62,011   13,717   15,573 
Redemption of FRB and FHLB stock  15   190 
Net change in loans  (30,865)  (51,417)  19,838   (14,936)
Acquisition of subsidiary, net of cash received  -   16,385 
Purchases of premises and equipment, net  (654)  (413)  (346)  (76)
Proceeds from sales of other real estate acquired through foreclosure  1,827   870   7,145   544 
Net cash from (used in) investing activities  (28,350)  5,114   24,827   (30,232)
                
Cash flows from financing activities                
Net change in deposits  (10,020)  8,246   30,514   18,917 
Net change in agreements to repurchase securities  1,296   3,282   (2,517)  (956)
Repayment of other borrowed funds  (2,859)  (1,824)  (750)  (608)
Proceeds from stock option exercises  248   645   13   101 
Repayment of FHLB advances, net  -   (772)
Common stock dividends paid  (4,796)  (4,338)  (1,601)  (1,597)
Net cash from (used in) financing activities  (16,131)  5,239 
Net cash from financing activities  25,659   15,857 
                
Net change in cash and cash equivalents  (29,574)  22,149   57,498   (8,608)
                
Cash and cash equivalents at beginning of period  104,718   72,539   82,663   104,718 
                
Cash and cash equivalents at end of period $75,144  $94,688  $140,161  $96,110 

Supplemental disclosures of cash flow information:      
Cash paid during period for interest $1,150  $1,125 
         
Loans transferred to real estate acquired through foreclosure  284   353 
         
Securities purchased not yet settled  5,059   - 


PREMIER FINANCIAL BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
NINE MONTHS ENDED SEPTEMBER 30, 2017 AND 2016
(UNAUDITED, DOLLARS IN THOUSANDS)


  2017  2016 
Supplemental disclosures of cash flow information:      
Cash paid during period for interest $3,333  $3,555 
         
Cash paid during period for income taxes  6,395   5,122 
         
Loans transferred to real estate acquired through foreclosure  983   631 
         
Stock issued to acquire subsidiary  -   22,041 
         
Premises transferred to other real estate owned  71   - 

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  1 - BASIS OF PRESENTATION

The consolidated financial statements include the accounts of Premier Financial Bancorp, Inc. (the Company) and its wholly owned subsidiaries (the “Banks”"Banks"):
 
        September 30, 2017 
    Year Total Net Income 
Subsidiary 
 
Location 
 Acquired Assets Qtr YTD 
Citizens Deposit Bank & Trust Vanceburg, Kentucky 1991 $425,115  $1,209  $3,509 
Premier Bank, Inc. Huntington, West Virginia 1998  1,060,991   2,734   9,007 
Parent and Intercompany Eliminations      6,569   (476)  (1,466)
  Consolidated Total      $1,492,675  $3,467  $11,050 
         March 31, 2018 
    Year Total  Net Income 
Subsidiary Location Acquired Assets  Qtr 
Citizens Deposit Bank & Trust Vanceburg, Kentucky 1991 $427,514  $1,290 
Premier Bank, Inc. Huntington, West Virginia 1998  1,091,144   4,486 
Parent and Intercompany Eliminations      7,125   (643)
  Consolidated Total      $1,525,783  $5,133 


All significant intercompany transactions and balances have been eliminated.

During the first quarter of 2018, management updated its policies regarding estimation of probable incurred losses.  The updates included incorporating a common estimated loss ratio for all pass credits within a given loan classification, adding an additional qualitative factor for document exceptions on collectively impaired loans, and reallocating the qualitative portion of the allowance to align more closely to the inputs used to determine the qualitative portion.  The previous methodology allocated a higher loss ratio to loans graded "Watch" to estimate a higher credit risk on these loans due to risk downgrades resulting from document exceptions.  Loans graded "Watch" are considered pass credits.  These changes did not have a material impact on the overall allowance for loan losses or the provision for loan losses in the first three months of 2018.

Recently Issued Accounting Pronouncements

In May 2014, FASB issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers (Topic 606). The ASU creates a new topic, Topic 606, to provide guidance on revenue recognition for entities that enter into contracts with customers to transfer goods or services or enter into contracts for the transfer of nonfinancial assets. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.  The guidance provides the following steps to achieve the core principle (1) Identify the contract(s) with the customer, (2) Identify the performance obligations in the contract, (3) Determine the transaction price, (4) Allocate the transaction price to the performance obligations in the contract, and (5) Recognize revenue when (or as) the entity satisfies a performance obligation.   Additional disclosures are required to provide quantitative and qualitative information regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The new guidance, was originallyas amended, is effective for annual reporting periods, and interim reporting periods within those annual periods, beginning after December 15, 2016. However, in April 2015, the FASB voted to defer the effective date of ASU 2014-09 by one year, making the amendments effective for public entities for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods.  Companies haveManagement's assessment on revenue recognition by following the option to apply ASU 2014-09 as offive steps resulted in no material changes from the original effective date. Early adoption is not permitted. The Company plans to adopt the guidance during the first quarter of 2018.  Management continues to evaluate the impact ASU 2014-09 will have on the Company’s consolidated financial statements as well as the most appropriate transition method of application.  Based on this evaluation to date, management has determined thatcurrent revenue recognition because the majority of the revenues earned by the Company are not within the scope of ASU 2014-09 because they2014-09.  Interest income on loans and securities are already governed by other accounting standards.  For those revenue streams management has determined to be withinboth excluded from Topic 606, the scope of ASU 2014-09, namely elements of non-interest income such as service charges on deposit accounts that are governed by deposit account agreements with customers and the timingmajority of revenue fromearned are not subject to the sale of real estate acquired through foreclosure, the guidance or any of its amendments is not anticipated to result in any material change in the timing of when the revenue is recognized.  Management will continue to evaluate the impact the adoption of ASU 2014-09 will have on the consolidated financial statements as new interpretations and guidance are issued, such as the applicability of Topic 606 to interchange revenues included in the Company’s electronic banking income, focusing on the new disclosures required by the adoption of ASU 2014-09.

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  1 - BASIS OF PRESENTATION - continued

guidance.  Service charges on deposit accounts, debit card interchange fees, and ATM fees are services provided that fall within the scope of Topic 606 and are presented within non-interest income as revenue when the obligation to the customer is satisfied.  Gains on the sale of OREO fall with scope of Topic 606 and are recognized as a credit to non-interest expense as an offset to writedowns of carrying value and losses on the of OREO as permitted.  The Company adopted Topic 606 as of January 1, 2018 with no material change in how revenues are recognized in the Company's financial statements.  Significant items of non-interest income are described below.

Service charges on deposit accounts continued Fees are earned from our deposit customers for transaction-based, account maintenance, and overdraft services. Transaction-based fees and overdraft fees are recognized at a point in time, since the customer generally has a right to cancel the depository arrangement at any time. The arrangement is considered a day-to-day contract with ongoing renewals and optional purchases, so the duration of the contract does not extend beyond the services already performed. Account maintenance fees, which relate primarily to monthly maintenance, are earned over the course of a month, representing the period over which we satisfy our performance obligation.

Debit card interchange fees - Revenue earned from a portion of the fee charged to merchants for the immediate approval of credit for funds (whether debit or credit card usage) is recognized on a daily cash basis and the commission is paid through Premier's third-party processor.  The revenue is earned on a transaction basis determined by customer activity.  Premier records this revenue on a gross revenue basis and expenses the processing charges incurred as a non-interest expense.

Non-customer ATM fees – Fees charged to non-deposit customers for using bank owned automated teller machines is charged on a transaction basis and withdrawn from the users' deposit account at another financial institution upon completion of the transaction.

Gain on sale of OREO – A gain is recognized upon the sale of OREO when a contract exists between the seller and purchaser and the control of the asset is transferred to the buyer.  The gain is then reported as a reduction of non-interest expense under the heading "Write-downs, expenses, sales of other real estate owned, net."

In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.  LiabilitiesThe ASU makes several targeted improvement modifications to Subtopic 825-10 including(1) Require equity investments (except those accounted for under the eliminationequity method of accounting or those that result in consolidation of the available-for-sale classification of equity investments, requiring equity investments with readily determinable fair valuesinvestee) to be measured at fair value with changes in fair value recognized in net income, (2) Simplify the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment and usingwhen an impairment exists, an entity is required to measure the investment at fair value, (3) Eliminate the requirement to disclose the method(s) and significant assumptions used to estimate the fair value that is
- 9 -


PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  1 - BASIS OF PRESENTATION - continued

required to be disclosed for financial instruments measured at amortized cost on the balance sheet, (4) Use the exit price notion when measuring the fair value of financial instruments for disclosure purposes.  This ASU will become effective forpurposes, (5) Present separately in other comprehensive income the Company for interimportion of the total changes in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option of financial instruments, (6) Require separate presentation of financial assets and annual periods beginning after December 15, 2017. The adoptionfinancial liabilities by measurement category and form of ASU No. 2016-01financial asset (that is, not expected to have a material impactsecurities or loans and receivables) on the Company'sbalance sheet or the accompanying notes to the financial statements.instruments, and (7) Clarify that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity's other deferred tax assets.  The Company adopted subtopic 825-10 on January 1, 2018 and resulted in the use of an exit price rather than an entrance price to determine the fair value of loans not measured at fair value on a non-recurring basis.  See footnote 7 for additional information on fair value.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). This standard requires organizations to recognize lease assets and lease liabilities on the balance sheet and disclose key information about leasing requirements for leases that were historically classified as operating leases under previous generally accepted accounting principles. This ASU will become effective for the Company for interim and annual periods beginning after December 15, 2018.  The Company leases some of its branch locations.  Upon adoption of this standard, an asset will be recorded to recognize the right of the Company to use the leased facilities and a liability will be recorded representing the obligation to make all future lease payments on those facilities.  At September 30, 2017, the Company had $5,045,000 of future lease obligations excluding optional renewal periods.  Management is currently evaluating the amounts to be recognized upon the adoption of this guidance in the Company’s financial statements.

In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation: Improvements to Employee Share-Based Payment Accounting.  This ASU requires recognition of the income tax effects of share-based awards in the income statement when the awards vest or are settled (i.e., Additional Paid-in-Capital pools will be eliminated). The guidance in this ASU was adopted by the Company beginning January 1, 2017.  The adoption of ASU No. 2016-09 did not have a material impact on the Company's financial statements.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments.  This ASU replaces the measurement for credit losses from a probable incurred estimate with an expected future loss estimate, which is referred to as the “current"current expected credit loss”loss" or “CECL”"CECL".  The standard pertains to financial assets measured at amortized cost such as loans, debt securities classified as held-to-maturity, and certain other contracts.contracts, in which organizations will now use forward-looking information to enhance their credit loss estimates on these assets.  The largest impact will be on the allowance for loan and lease losses.  This ASU will become effective for the Company for interim and annual periods beginning after December 15, 2019. Management2019, although early adoption is permitted beginning after December 15, 2018. The company has formed a steering committee thatto oversee the steps required in the adoption of the new current expected credit loss method.  The committee has selected a third-party vendor to assist in data analysis and modeling as well as the required disclosures. Management is currently evaluating the data gathering requirements, available economic forecasting and loss estimation models and potential software that would be employed by the Company to facilitateimpact of the adoption of this guidance and its required disclosures on the Company’sCompany's financial statements.  Upon adoption, management anticipates an initial one-timecumulative increase in the allowance for loan losses which will be offsetis currently anticipated by management along with a corresponding decrease in capital as permitted by the standard.standard but cannot yet determine the one-time adjustment.

- 10 -





In February 2018, the FASB issued ASU No. 2018-02, Reclassification of ContentsCertain Tax Effects from Accumulated Other Comprehensive Income.  This ASU amends Topic 220, Income Statement – Reporting Comprehensive Income to permit the reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act and any future change in corporate income tax rates.  The update does not affect the underlying guidance that requires that the effect of a change in tax laws or rates be included in income from continuing operations.  The Company adopted ASU 2018-02 retroactively to December 31, 2017 as permitted by the guidance.
- 11 -



PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  2 –SECURITIES

Amortized cost and fair value of investment securities, by category, at September 30, 2017March 31, 2018 are summarized as follows:

2017 Amortized Cost  Unrealized Gains  Unrealized Losses  Fair Value 
2018 Amortized Cost  Unrealized Gains  Unrealized Losses  Fair Value 
Available for sale                        
Mortgage-backed securities                        
U. S. sponsored agency MBS - residential $199,483  $1,028  $(578) $199,933  $205,671  $67  $(5,414) $200,324 
U. S. sponsored agency CMO’s - residential  56,330   553   (369)  56,514 
U. S. sponsored agency CMO's - residential  52,720   87   (969)  51,838 
Total mortgage-backed securities of government sponsored agencies  255,813   1,581   (947)  256,447   258,391   154   (6,383)  252,162 
U. S. government sponsored agency securities  19,344   5   (74)  19,275   17,780   -   (229)  17,551 
Obligations of states and political subdivisions  13,346   140   (5)  13,481   11,403   37   (65)  11,375 
Total available for sale $288,503  $1,726  $(1,026) $289,203  $287,574  $191  $(6,677) $281,088 

Amortized cost and fair value of investment securities, by category, at December 31, 20162017 are summarized as follows:

2016 Amortized Cost  Unrealized Gains  Unrealized Losses  Fair Value 
2017 Amortized Cost  Unrealized Gains  Unrealized Losses  Fair Value 
Available for sale                        
Mortgage-backed securities                        
U. S. sponsored agency MBS - residential $177,105  $245  $(3,173) $174,177  $198,631  $175  $(2,216) $196,590 
U. S. sponsored agency CMO’s - residential  73,163   761   (657)  73,267 
U. S. sponsored agency CMO's - residential  51,548   241   (681)  51,108 
Total mortgage-backed securities of government sponsored agencies  250,268   1,006   (3,830)  247,444   250,179   416   (2,897)  247,698 
U. S. government sponsored agency securities  24,652   23   (174)  24,501   19,312   1   (179)  19,134 
Obligations of states and political subdivisions  16,645   111   (94)  16,662   11,599   61   (26)  11,634 
Total available for sale $291,565  $1,140  $(4,098) $288,607  $281,090  $478  $(3,102) $278,466 

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  2–SECURITIES - continued

The amortized cost and fair value of securities at September 30, 2017March 31, 2018 by contractual maturity are shown below.  Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

 
Amortized
Cost
  
Fair
Value
  
Amortized
Cost
  
Fair
Value
 
Available for sale            
Due in one year or less $9,687  $9,701  $9,558  $9,536 
Due after one year through five years  17,073   17,070   13,954   13,798 
Due after five years through ten years  5,375   5,430   5,340   5,261 
Due after ten years  555   555   331   331 
Mortgage-backed securities of government sponsored agencies  255,813   256,447   258,391   252,162 
Total available for sale $288,503  $289,203  $287,574  $281,088 

There were no sales of securities during the first three months of 2018 and 2017.

Securities with unrealized losses at September 30, 2017March 31, 2018 aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position are as follows:

 Less than 12 Months  12 Months or More  Total  Less than 12 Months  12 Months or More  Total 
Description of Securities Fair Value  Unrealized Loss  Fair Value  Unrealized Loss  Fair Value  Unrealized Loss  Fair Value  Unrealized Loss  Fair Value  Unrealized Loss  Fair Value  Unrealized Loss 
                                    
U.S government sponsored agency securities $17,242  $(74) $-  $-  $17,242  $(74) $7,264  $(42) $10,287  $(187) $17,551  $(229)
U.S government sponsored agency MBS – residential  56,820   (429)  5,234   (149)  62,054   (578)  147,730   (3,461)  45,086   (1,953)  192,816   (5,414)
U.S government sponsored agency CMO’s – residential  11,256   (129)  11,184   (240)  22,440   (369)
U.S government sponsored agency CMO's – residential  17,519   (184)  16,720   (785)  34,239   (969)
Obligations of states and political subdivisions  619   (4)  775   (1)  1,394   (5)  4,547   (55)  471   (10)  5,018   (65)
Total temporarily impaired $85,937  $(636) $17,193  $(390) $103,130  $(1,026) $177,060  $(3,742) $72,564  $(2,935) $249,624  $(6,677)

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  2–SECURITIES - continued

Securities with unrealized losses at December 31, 20162017 aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position are as follows:

 Less than 12 Months  12 Months or More  Total  Less than 12 Months  12 Months or More  Total 
Description of Securities Fair Value  Unrealized Loss  Fair Value  Unrealized Loss  Fair Value  Unrealized Loss  Fair Value  Unrealized Loss  Fair Value  Unrealized Loss  Fair Value  Unrealized Loss 
                                    
U.S government sponsored agency securities $17,207  $(174) $-  $-  $17,207  $(174) $6,780  $(41) $10,335  $(138) $17,115  $(179)
U.S government sponsored agency MBS – residential  157,022   (3,173)  -   -   157,022   (3,173)  134,211   (1,076)  47,682   (1,140)  181,893   (2,216)
U.S government sponsored agency CMO’s – residential  18,374   (373)  8,750   (284)  27,124   (657)
U.S government sponsored agency CMO's – residential  8,306   (64)  17,868   (617)  26,174   (681)
Obligations of states and political subdivisions  7,961   (94)  -   -   7,961   (94)  3,512   (20)  474   (6)  3,986   (26)
Total temporarily impaired $200,564  $(3,814) $8,750  $(284) $209,314  $(4,098) $152,809  $(1,201) $76,359  $(1,901) $229,168  $(3,102)

The investment portfolio is predominately high credit quality interest-bearing bonds with defined maturity dates backed by the U.S. Government or Government sponsored entities.  The unrealized losses at September 30, 2017March 31, 2018 and December 31, 20162017 are price changes resulting from changes in the interest rate environment and are considered to be temporary declines in the value of the securities.  Management does not intend to sell and it is likely that management will not be required to sell the securities prior to their anticipated recovery.  Their fair value is expected to recover as the bonds approach their maturity date and/or market conditions improve.


NOTE  3 - LOANS

Major classifications of loans at September 30, 2017March 31, 2018 and December 31, 20162017 are summarized as follows:

 2017  2016  2018  2017 
Residential real estate $337,502  $342,294  $342,258  $338,829 
Multifamily real estate  70,698   74,165   62,500   62,151 
Commercial real estate:                
Owner occupied  134,773   129,370   137,215   136,048 
Non owner occupied  237,655   220,836 
Non-owner occupied  217,603   230,702 
Commercial and industrial  82,332   76,736   76,659   78,259 
Consumer  29,675   30,916   27,924   28,293 
Construction and land  129,083   139,012 
All other  162,689   
150,506
   35,516   35,758 
 $1,055,324  $1,024,823  $1,028,758  $1,049,052 

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

Activity in the allowance for loan losses by portfolio segment for the nine months ended September 30, 2017 was as follows:

Loan Class 
Balance
Dec 31, 2016
  Provision (credit) for loan losses  
Loans
charged-off
  Recoveries  
Balance
Sept 30, 2017
 
                
Residential real estate $2,948  $363  $(362) $52  $3,001 
Multifamily real estate  785   475   -   -   1,260 
Commercial real estate:                    
Owner occupied  1,543   (161)  (7)  242   1,617 
Non owner occupied  2,350   265   (8)  -   2,607 
Commercial and industrial  1,140   3   (138)  95   1,100 
Consumer  347   148   (214)  86   367 
All other  1,723   940   (373)  117   2,407 
Total $10,836  $2,033  $(1,102) $592  $12,359 

Activity in the allowance for loan losses by portfolio segment for the nine months ending September 30, 2016 was as follows:

Loan Class 
Balance
Dec 31, 2015
  Provision (credit) for loan losses  
Loans
charged-off
  Recoveries  
Balance
Sept 30, 2016
 
                
Residential real estate $2,501  $377  $(107) $19  $2,790 
Multifamily real estate  821   92   -   -   913 
Commercial real estate:                    
Owner occupied  1,509   (140)  -   2   1,371 
Non owner occupied  2,070   645   -   -   2,715 
Commercial and industrial  1,033   83   (29)  42   1,129 
Consumer  307   172   (232)  71   318 
All other  1,406   207   (207)  221   1,627 
Total $9,647  $1,436  $(575) $355  $10,863 



PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

Activity in the allowance for loan losses by portfolio segment for the three months ended September 30, 2017March 31, 2018 was as follows:

Loan Class 
Balance
June 30, 2017
  Provision (credit) for loan losses  
Loans
charged-off
  Recoveries  
Balance
Sept 30, 2017
  
Balance
Dec 31, 2017
  Provision (credit) for loan losses  Loans charged-off  Recoveries  
Balance
March 31, 2018
 
                              
Residential real estate $2,973  $170  $(163) $21  $3,001  $2,986  $(691) $(49) $16  $2,262 
Multifamily real estate  1,337   (77)  -   -   1,260   978   (320)  (11)  -   647 
Commercial real estate:                                        
Owner occupied  1,618   5   (7)  1   1,617   1,653   164   (2)  1   1,816 
Non owner occupied  2,334   276   (3)  -   2,607 
Non-owner occupied  2,313   (110)  (16)  -   2,187 
Commercial and industrial  1,093   (6)  (4)  17   1,100   1,101   813   (267)  4   1,651 
Consumer  373   10   (49)  33   367   328   49   (33)  25   369 
Construction and land  2,408   913   (19)  -   3,302 
All other  1,967   513   (110)  37   2,407   337   297   (67)  39   606 
Total $11,695  $891  $(336) $109  $12,359  $12,104  $1,115  $(464) $85  $12,840 

Activity in the allowance for loan losses by portfolio segment for the three months ending September 30, 2016ended March 31, 2017 was as follows:

Loan Class 
Balance
June 30, 2016
  Provision (credit) for loan losses  
Loans
charged-off
  Recoveries  
Balance
Sept 30, 2016
  
Balance
Dec 31, 2016
  Provision (credit) for loan losses  Loans charged-off  Recoveries  
Balance
March 31, 2017
 
                              
Residential real estate $2,747  $91  $(51) $3  $2,790  $2,948  $129  $(105) $5  $2,977 
Multifamily real estate  822   91   -   -   913   785   (15)  -   -   770 
Commercial real estate:                                        
Owner occupied  1,442   (72)  -   1   1,371   1,543   32   -   1   1,576 
Non owner occupied  2,708   7   -   -   2,715 
Non-owner occupied  2,350   77   (5)  -   2,422 
Commercial and industrial  1,111   43   (29)  4   1,129   1,140   (34)  -   23   1,129 
Consumer  306   139   (142)  15   318   347   116   (117)  24   370 
Construction and land  1,397   34   (123)  10   1,318 
All other  1,668   13   (81)  27   1,627   326   27   (59)  38   332 
Total $10,804  $312  $(303) $50  $10,863  $10,836  $366  $(409) $101  $10,894 

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

Purchased Impaired Loans

The Company holds purchased loans for which there was, at their acquisition date, evidence of deterioration of credit quality since their origination and it was probable, at acquisition, that all contractually required payments would not be collected.  The carrying amount of those loans is as follows at September 30, 2017March 31, 2018 and December 31, 2016.2017.

 2017  2016  2018  2017 
Residential real estate $1,515  $1,619  $1,292  $1,321 
Commercial real estate                
Owner occupied  1,564   2,013   1,459   1,508 
Non owner occupied  -   5,396 
Commercial and industrial  214   232   9   211 
Construction and land  1,426   1,450 
All other  1,828   2,061   292   286 
Total carrying amount $5,121  $11,321  $4,478  $4,776 
Contractual principal balance $7,116  $14,784  $6,234  $6,728 
                
Carrying amount, net of allowance $5,071  $11,311  $4,478  $4,676 

For those purchased loans disclosed above, the Company increased the allowance for loan losses by $50,000 for the nine-months ended September 30, 2017, but did not increase the allowance for loan losses for purchased impaired loans during the nine-monthsthree-months ended September 30, 2016.March 31, 2018 and March 31, 2017.

For those purchased loans disclosed above, where the Company can reasonably estimate the cash flows expected to be collected on the loans, a portion of the purchase discount is allocated to an accretable yield adjustment based upon the present value of the future estimated cash flows versus the current carrying value of the loan and the accretable yield portion is being recognized as interest income over the remaining life of the loan.

Where the Company cannot reasonably estimate the cash flows expected to be collected on the loans, it has continued to account for those loans using the cost recovery method of income recognition.  As such, no portion of a purchase discount adjustment has been determined to meet the definition of an accretable yield adjustment on those loans accounted for using the cost recovery method.  If, in the future, cash flows from the borrower(s) can be reasonably estimated, a portion of the purchase discount would be allocated to an accretable yield adjustment based upon the present value of the future estimated cash flows versus the current carrying value of the loan and the accretable yield portion would be recognized as interest income over the remaining life of the loan.  Until such accretable yield can be calculated, under the cost recovery method of income recognition, all payments will be used to reduce the carrying value of the loan and no income will be recognized on the loan until the carrying value is reduced to zero.  Any loan accounted for under the cost recovery method is also still included as a non-accrual loan in the amounts presented in the tables below.
- 16 -


PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

The accretable yield, or income expected to be collected, on the purchased loans above is as follows at September 30, 2017March 31, 2018 and September 30, 2016.March 31, 2017.

 2017  2016  2018  2017 
Balance at January 1 $1,208  $185  $754  $1,208 
New loans purchased  -   1,151   -   - 
Accretion of income  (398)  (64)  (69)  (123)
Reclassification to non-accretable  -   - 
Loans placed on non-accrual  (41)  - 
Reclassifications from non-accretable difference  -   - 
Disposals  -   -   -   - 
Balance at September 30 $810  $1,272 
Balance at March 31 $644  $1,085 


PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

Past Due and Non-performing Loans

The following tables present the recorded investment in nonaccrual and loans past due over 90 days still on accrual by class of loans as of September 30, 2017March 31, 2018 and December 31, 2016.2017.  The recorded investment in non-accrual loans is less than the principal owed on non-accrual loans due to discounts applied to the carrying value of the loan at time of their acquisition and interest payments made by the borrower which have been used to reduce the recorded investment in the loan rather than recognized as interest income.

September 30, 2017 
Principal Owed on Non-accrual Loans
  
Recorded Investment in Non-accrual Loans
  
Loans Past Due Over 90 Days, still accruing
 
March 31, 2018 Principal Owed on Non-accrual Loans  Recorded Investment in Non-accrual Loans  Loans Past Due Over 90 Days, still accruing 
                  
Residential real estate $3,248  $2,846  $585  $3,638  $2,981  $285 
Multifamily real estate  11,101   11,095   334   2,074   2,061   366 
Commercial real estate                        
Owner occupied  2,052   1,974   63   2,732   2,579   - 
Non owner occupied  310   209   86 
Non-owner occupied  1,685   1,643   - 
Commercial and industrial  2,062   1,054   648   1,544   930   2 
Consumer  331   304   -   251   223   - 
Construction and land  4,805   4,712   25 
All other  6,984   6,863   -   185   185   - 
Total $26,088  $24,345  $1,716  $16,914  $15,314  $678 

December 31, 2016 
Principal Owed on Non-accrual Loans
  
Recorded Investment in Non-accrual Loans
  
Loans Past Due Over 90 Days, still accruing
 
December 31, 2017 Principal Owed on Non-accrual Loans  Recorded Investment in Non-accrual Loans  Loans Past Due Over 90 Days, still accruing 
                  
Residential real estate $3,467  $2,794  $606  $2,944  $2,422  $869 
Multifamily real estate  11,157   11,106   334   2,128   2,128   334 
Commercial real estate                        
Owner occupied  1,769   1,704   15   2,623   2,483   134 
Non owner occupied  294   196   36 
Non-owner occupied  1,862   1,755   85 
Commercial and industrial  2,537   1,209   1,008   1,313   544   1,139 
Consumer  366   347   -   268   241   - 
All other  8,408   8,391   - 
Construction and land  5,824   5,673   830 
Total $27,998  $25,747  $1,999  $16,962  $15,246  $3,391 

Nonaccrual loans and impaired loans are defined differently. Some loans may be included in both categories, and some may only be included in one category.  Nonaccrual loans include both smaller balance homogeneous loans that are collectively evaluated for impairment and individually classified impaired loans.
PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

The following table presents the aging of the recorded investment in past due loans as of September 30, 2017March 31, 2018 by class of loans:

Loan Class Total Loans  30-89 Days Past Due  Greater than 90 days past due  Total Past Due  
Loans Not
Past Due
  Total Loans  
30-89 Days
Past Due
  Greater than 90 days past due  Total Past Due  
Loans Not
Past Due
 
                              
Residential real estate $337,502  $6,460  $1,717  $8,177  $329,325  $342,258  $4,919  $1,657  $6,576  $335,682 
Multifamily real estate  70,698   -   11,429   11,429   59,269   62,500   2,061   366   2,427   60,073 
Commercial real estate:                                        
Owner occupied  134,773   172   1,979   2,151   132,622   137,215   83   1,778   1,861   135,354 
Non owner occupied  237,655   374   227   601   237,054 
Non-owner occupied  217,603   78   -   78   217,525 
Commercial and industrial  82,332   179   1,628   1,807   80,525   76,659   1,583   865   2,448   74,211 
Consumer  29,675   365   121   486   29,189   27,924   234   79   313   27,611 
Construction and land  129,083   634   812   1,446   127,637 
All other  162,689   1,370   6,861   8,231   154,458   35,516   6   185   191   35,325 
Total $1,055,324  $8,920  $23,962  $32,882  $1,022,442  $1,028,758  $9,598  $5,742  $15,340  $1,013,418 

The following table presents the aging of the recorded investment in past due loans as of December 31, 20162017 by class of loans:

Loan Class Total Loans  30-89 Days Past Due  Greater than 90 days past due  Total Past Due  
Loans Not
Past Due
  Total Loans  
30-89 Days
Past Due
  Greater than 90 days past due  Total Past Due  
Loans Not
Past Due
 
                              
Residential real estate $342,294  $6,113  $1,596  $7,709  $334,585  $338,829  $5,242  $1,835  $7,077  $331,752 
Multifamily real estate  74,165   -   11,440   11,440   62,725   62,151   -   334   334   61,817 
Commercial real estate:                                        
Owner occupied  129,370   1,746   1,474   3,220   126,150   136,048   311   1,784   2,095   133,953 
Non owner occupied  220,836   1,803   159   1,962   218,874 
Non-owner occupied  230,702   12   225   237   230,465 
Commercial and industrial  76,736   330   2,120   2,450   74,286   78,259   123   1,611   1,734   76,525 
Consumer  30,916   403   223   626   30,290   28,293   492   87   579   27,714 
Construction and land  139,012   144   2,508   2,652   136,360 
All other  150,506   577   8,187   8,764   141,742   35,758   -   -   -   35,758 
Total $1,024,823  $10,972  $25,199  $36,171  $988,652  $1,049,052  $6,324  $8,384  $14,708  $1,034,344 


PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

The following table presents the balance in the allowance for loan losses and the recorded investment in loans by portfolio segment and based on impairment method as of September 30, 2017:March 31, 2018:
 
 Allowance for Loan Losses  Loan Balances  Allowance for Loan Losses  Loan Balances 
Loan Class Individually Evaluated for Impairment  Collectively Evaluated for Impairment  Acquired with Deteriorated Credit Quality  Total  Individually Evaluated for Impairment  Collectively Evaluated for Impairment  Acquired with Deteriorated Credit Quality  Total  Individually Evaluated for Impairment  Collectively Evaluated for Impairment  Acquired with Deteriorated Credit Quality  Total  Individually Evaluated for Impairment  Collectively Evaluated for Impairment  Acquired with Deteriorated Credit Quality  Total 
                                                
Residential real estate $-  $3,001  $-  $3,001  $320  $335,667  $1,515  $337,502  $-  $2,262  $-  $2,262  $299  $340,667  $1,292  $342,258 
Multifamily real estate  517   743   -   1,260   13,588   57,110   -   70,698   151   496   -   647   2,427   60,073   -   62,500 
Commercial real estate:                                                                
Owner occupied  301   1,316   -   1,617   3,725   129,484   1,564   134,773   407   1,409   -   1,816   3,255   132,501   1,459   137,215 
Non-owner occupied  88   2,519   -   2,607   5,583   232,072   -   237,655   86   2,101   -   2,187   9,463   208,140   -   217,603 
Commercial and industrial  105   945   50   1,100   1,129   80,989   214   82,332   282   1,369   -   1,651   1,393   75,257   9   76,659 
Consumer  19   348   -   367   19   29,656   -   29,675   -   369   -   369   -   27,924   -   27,924 
Construction and land  1,084   2,218       3,302   3,925   123,732   1,426   129,083 
All other  518   1,889   -   2,407   7,177   153,684   1,828   162,689   -   606   -   606   288   34,936   292   35,516 
Total $1,548  $10,761  $50  $12,359  $31,541  $1,018,662  $5,121  $1,055,324  $2,010  $10,830  $-  $12,840  $21,050  $1,003,230  $4,478  $1,028,758 

The following table presents the balance in the allowance for loan losses and the recorded investment in loans by portfolio segment and based on impairment method as of December 31, 2016:2017:
 
 Allowance for Loan Losses  Loan Balances  Allowance for Loan Losses  Loan Balances 
Loan Class Individually Evaluated for Impairment  Collectively Evaluated for Impairment  Acquired with Deteriorated Credit Quality  Total  Individually Evaluated for Impairment  Collectively Evaluated for Impairment  Acquired with Deteriorated Credit Quality  Total  Individually Evaluated for Impairment  Collectively Evaluated for Impairment  Acquired with Deteriorated Credit Quality  Total  Individually Evaluated for Impairment  Collectively Evaluated for Impairment  Acquired with Deteriorated Credit Quality  Total 
                                                
Residential real estate $-  $2,948  $-  $2,948  $379  $340,296  $1,619  $342,294  $-  $2,986  $-  $2,986  $308  $337,200  $1,321  $338,829 
Multifamily real estate  -   785   -   785   13,641   60,524   -   74,165   218   760   -   978   2,462   59,689   -   62,151 
Commercial real estate:                                                                
Owner occupied  244   1,299   -   1,543   2,801   124,556   2,013   129,370   307   1,346   -   1,653   3,314   131,226   1,508   136,048 
Non-owner occupied  -   2,350   -   2,350   2,373   213,067   5,396   220,836   88   2,225   -   2,313   11,578   219,124   -   230,702 
Commercial and industrial  266   864   10   1,140   1,418   75,086   232   76,736   104   897   100   1,101   1,304   76,744   211   78,259 
Consumer  -   347   -   347   -   30,916   -   30,916   -   328   -   328   -   28,293   -   28,293 
Construction and land  685   1,723   -   2,408   5,672   131,890   1,450   139,012 
All other  86   1,637   -   1,723   12,976   135,469   2,061   150,506   -   337   -   337   293   35,179   286   35,758 
Total $596  $10,230  $10  $10,836  $33,588  $979,914  $11,321  $1,024,823  $1,402  $10,602  $100  $12,104  $24,931  $1,019,345  $4,776  $1,049,052 
PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

In the tables below, total individually evaluated impaired loans include certain purchased loans that were acquired with deteriorated credit quality that are still individually evaluated for impairment.

The following table presents loans individually evaluated for impairment by class of loans as of September 30, 2017.March 31, 2018.  The table includes $199,000 ofdoes not include any loans acquired with deteriorated credit quality that the Company cannot reasonably estimate cash flows such that they are accounted for on the cost recovery method and are still individually evaluated for impairment.quality.

 
Unpaid Principal Balance
  
Recorded Investment
  
Allowance for Loan Losses Allocated
  Unpaid Principal Balance  Recorded Investment  Allowance for Loan Losses Allocated 
With no related allowance recorded:                  
Residential real estate $360  $320  $-  $435  $299  $- 
Multifamily real estate  2,492   2,492   -   366   366   - 
Commercial real estate                        
Owner occupied  2,916   2,855   -   2,381   2,379   - 
Non owner occupied  3,604   3,512   - 
Non-owner occupied  7,445   7,408   - 
Commercial and industrial  1,767   1,012   -   1,654   1,099   - 
All other  3,186   3,066   -   288   288   - 
  14,325   13,257   -   12,569   11,839   - 
With an allowance recorded:                        
Multifamily real estate $11,102  $11,095  $517   2,073   2,061   151 
Commercial real estate                        
Owner occupied  888   870   301   895   876   407 
Non owner occupied  2,072   2,072   88 
Non-owner occupied  2,055   2,055   86 
Commercial and industrial  468   316   155   306   294   282 
Consumer  19   19   19 
All other  4,116   4,111   518 
Construction and land  4,016   3,925   1,084 
  18,665   18,483   1,598   9,345   9,211   2,010 
Total $32,990  $31,740  $1,598  $21,914  $21,050  $2,010 
            


PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

The following table presents loans individually evaluated for impairment by class of loans as of December 31, 2016.2017.  The table includes $208,000$199,000 of loans acquired with deteriorated credit quality thatfor which the Company cannot reasonably estimate cash flows such that they are accounted for on the cost recovery method and are still individually evaluated for impairment.

 
Unpaid Principal Balance
  
Recorded Investment
  
Allowance for Loan Losses Allocated
  Unpaid Principal Balance  Recorded Investment  Allowance for Loan Losses Allocated 
With no related allowance recorded:                  
Residential real estate $743  $379  $-  $446  $308  $- 
Multifamily real estate  13,692   13,641   -   334   334   - 
Commercial real estate                        
Owner occupied  1,803   1,766   -   2,451   2,439   - 
Non owner occupied  2,465   2,373   - 
Non-owner occupied  9,602   9,506   - 
Commercial and industrial  2,429   1,338   -   1,719   1,188   - 
Construction and land  1,798   1,678   - 
All other  9,868   9,853   -   293   293   - 
  31,000   29,350   -   16,643   15,746   - 
With an allowance recorded:                        
Multifamily real estate $2,128  $2,128  $218 
Commercial real estate                        
Owner occupied $1,055  $1,035  $244   895   875   307 
Non-owner occupied  2,072   2,072   88 
Commercial and industrial  431   288   276   466   315   204 
All other  3,124   3,123   86 
Construction and land  4,024   3,994   685 
  4,610   4,446   606   9,585   9,384   1,502 
Total $35,610  $33,796  $606  $26,228  $25,130  $1,502 


- 22 -

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

The following table presents the average balance of loans individually evaluated for impairment and interest income recognized on these loans for the ninethree months ended September 30, 2017March 31, 2018 and September 30, 2016.March 31, 2017.  The table includes loans acquired with deteriorated credit quality that are still individually evaluated for impairment.

 Nine months ended Sept 30, 2017  Nine months ended Sept 30, 2016  Three months ended March 31, 2018  Three months ended March 31, 2017 
Loan Class Average Recorded Investment  Interest Income Recognized  Cash Basis Interest Recognized  Average Recorded Investment  Interest Income Recognized  Cash Basis Interest Recognized  Average Recorded Investment  Interest Income Recognized  Cash Basis Interest Recognized  Average Recorded Investment  Interest Income Recognized  Cash Basis Interest Recognized 
                                          
Residential real estate $339  $1  $1  $612  $16  $14  $303  $-  $-  $356  $1  $1 
Multifamily real estate  13,605   196   181   1,580   121   121   2,444   9   -   13,620   65   61 
Commercial real estate:                                                
Owner occupied  3,340   49   49   1,144   3   3   3,284   25   25   2,770   6   6 
Non-owner occupied  2,955   124   124   5,066   275   273   10,521   136   136   2,161   32   32 
Commercial and industrial  1,474   114   114   1,155   26   26   1,448   8   8   1,558   7   7 
Consumer  5   -   -   -   -   - 
Construction and land  4,799   -   -   9,789   54   54 
All other  8,641   342   341   3,011   40   6   291   4   4   309   -   - 
Total $30,359  $826  $810  $12,568  $481  $443  $23,090  $182  $173  $30,563  $165  $161 

The following table presents the average balance of loans individually evaluated for impairment and interest income recognized on these loans for the three months ended September 30, 2017 and September 30, 2016  The table includes loans acquired with deteriorated credit quality that are still individually evaluated for impairment.

  Three months ended Sept 30, 2017  Three months ended Sept 30, 2016 
Loan Class Average Recorded Investment  Interest Income Recognized  Cash Basis Interest Recognized  Average Recorded Investment  Interest Income Recognized  Cash Basis Interest Recognized 
                   
Residential real estate $323  $-  $-  $667  $5  $5 
Multifamily real estate  13,590   66   60   2,594   63   63 
Commercial real estate:                        
Owner occupied  3,910   27   27   1,847   3   3 
Non-owner occupied  3,749   63   63   4,240   175   175 
Commercial and industrial  1,390   13   13   1,809   10   10 
Consumer  9   -   -   -   -   - 
All other  7,183   53   53   5,243   33   - 
Total $30,154  $222  $216  $16,400  $289  $256
 
PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

Troubled Debt Restructurings

A loan is classified as a troubled debt restructuring ("TDR") when loan terms are modified due to a borrower's financial difficulties and a concession is granted to a borrower that would not have otherwise been considered. Most of the Company’sCompany's loan modifications involve a restructuring of loan terms prior to maturity to temporarily reduce the payment amount and/or to require only interest for a temporary period, usually up to six months.  These modifications generally do not meet the definition of a TDR because the modifications are considered to be an insignificant delay in payment.  The determination of an insignificant delay in payment is evaluated based on the facts and circumstances of the individual borrower(s).

The following table presents TDR’sTDR's as of September 30, 2017March 31, 2018 and December 31, 2016:2017:

September 30, 2017 TDR’s on Non-accrual  Other TDR’s  Total TDR’s 
March 31, 2018 
TDR's on
Non-accrual
  Other TDR's  Total TDR's 
                  
Residential real estate $317  $110  $427  $385  $103  $488 
Multifamily real estate  -   2,159   2,159   2,061   -   2,061 
Commercial real estate                        
Owner occupied  602   1,766   2,368   601   1,778   2,379 
Non owner occupied  -   3,875   3,875 
Non-owner occupied  -   7,861   7,861 
Commercial and industrial  57   508   565   50   486   536 
Consumer  -   -   - 
Construction and land  3,925   -   3,925 
All other  4,783   297   5,080   -   288   288 
Total $5,759  $8,715  $14,474  $7,022  $10,516  $17,538 
            

December 31, 2016 TDR’s on Non-accrual  Other TDR’s  Total TDR’s 
December 31, 2017 
TDR's on
Non-accrual
  Other TDR's  Total TDR's 
                  
Residential real estate $129  $464  $593  $393  $107  $500 
Multifamily real estate  -   2,201   2,201   2,128   -   2,128 
Commercial real estate                        
Owner occupied  -   856   856   601   1,783   2,384 
Non-owner occupied  -   9,904   9,904 
Commercial and industrial  62   352   414   56   497   553 
Construction and land  3,994   -   3,994 
All other  751   4,395   5,146   -   293   293 
Total $942  $8,268  $9,210  $7,172  $12,584  $19,756 
            

At September 30, 2017 $640,000March 31, 2018, $1,408,000 in specific reserves werewas allocated to loans that had restructured terms resulting in a provision for loan losses $379,000 for the three months ended March 31, 2018, compared to no provision for loan losses on restructured loans during the three months ended March 31, 2017.  At December 31, 2017, $1,029,000 in specific reserves was allocated to loans that had restructured terms.  At December 31, 2016 $43,000 in specific reserves were allocated to loans that had restructured terms.  As of September 30, 2017 and December 31, 2016, thereThere were no commitments to lend additional amounts to these borrowers.

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

The following tables present TDR’sThere were no TDR's that occurred during the nine months ended September 30, 2017 and September 30, 2016, and three months ended September 30, 2017 and September 30, 2016.

  Nine months ended Sept 30, 2017  Nine months ended Sept 30, 2016 
Loan Class Number of Loans  Pre-Modification Outstanding Recorded Investment  Post-Modification Outstanding Recorded Investment  Number of Loans  Pre-Modification Outstanding Recorded Investment  Post-Modification Outstanding Recorded Investment 
                   
Residential  real estate  -  $-  $-   8  $483  $483 
Commercial real estate                        
Owner occupied  2   1,525   1,525   3   865   865 
Non owner occupied  2   3,875   3,875   1   100   100 
Commercial and industrial  1   191   191   1   20   20 
All other  -   -   -   1   4,106   4,106 
Total  5  $5,591  $5,591   14  $5,574  $5,574 

  Three months ended Sept 30, 2017  Three months ended Sept 30, 2016 
Loan Class Number of Loans  Pre-Modification Outstanding Recorded Investment  Post-Modification Outstanding Recorded Investment  Number of Loans  Pre-Modification Outstanding Recorded Investment  Post-Modification Outstanding Recorded Investment 
                   
Residential  real estate  -  $-  $-   6  $184  $184 
Commercial real estate                        
Owner occupied  -   -   -   1   255   255 
Non owner occupied  2   3,875   3,875   -   -   - 
All other  -   -   -   1   4,106   4,106 
Total  2  $3,875  $3,875   8  $4,545  $4,545 

The modifications reported above for the three and nine months ended September 30, 2017 involve reducing the borrowers’ required monthly payment by offering extended interest only periods that exceed the timeframes customarily offered by the Company and/or lengthening the amortization period for loan repayment, each in an effort to help the borrowers keep their loan current.  The modifications did not include a permanent reduction of the recorded investment in the loans and did not decrease the stated interest rate on loans.   The Company increased the allowance for loan losses related to these loans by $88,000 during the three and nine months ended September 30, 2017.

The modifications reported above for the three and nine months ended September 30, 2016 involve reducing the borrowers’ required monthly payment by offering extended interest only periods that exceed the timeframes customarily offered by the Company and/or lengthening the amortization period for loan repayment, each in an effort to help the borrowers keep their loan current.
PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

The modifications did not include a permanent reduction of the recorded investment in the loans and did not decrease the stated interest rate on loans.  The Company increased the allowance for loan losses related to these loans by $35,000 during the three months ended September 30, 2016,March 31, 2018 and by $181,000 during the nine months ended September 30, 2016.March 31, 2017.

During the three and nine months ended September 30, 2017March 31, 2018 and the three and nine months ended September 30, 2016,March 31, 2017, there were no TDR’sTDR's for which there wasas a payment default within twelve months following the modification.

A loan is considered to be in payment default once it is 90 days contractually past due under the modified terms.
- 25 -


PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

Credit Quality Indicators:

The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as:  current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors.  The Company analyzes non-homogeneous loans, such as commercial, commercial real estate, multifamily residential and commercial purpose loans secured by residential real estate, on a monthly basis.  For consumer loans, including consumer loans secured by residential real estate, and smaller balance non-homogeneous loans, the analysis involves monitoring the performing status of the loan.  At the time such loans become past due by 3090 days or more, the Company evaluates the loan to determine if a change in risk category is warranted. The Company uses the following definitions for risk ratings:

Special Mention.  Loans classified as special mention have a potential weakness that deserves management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution's credit position at some future date.

Substandard.  Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.

Doubtful.  Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.

Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to be pass rated loans.
PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  3–LOANS - continued

As of September 30,March 31, 2018, and based on the most recent analysis performed, the risk category of loans by class of loans is as follows:

Loan Class Pass  Special Mention  Substandard  Doubtful  Total Loans 
                
Residential real estate $331,733  $1,043  $9,481  $1  $342,258 
Multifamily real estate  56,527   3,546   2,427   -   62,500 
Commercial real estate:                    
Owner occupied  125,500   5,121   6,594   -   137,215 
Non-owner occupied  205,528   1,943   10,132   -   217,603 
Commercial and industrial  68,237   4,598   3,824   -   76,659 
Consumer  27,563   -   361   -   27,924 
Construction and land  117,514   5,310   6,259   -   129,083 
All other  34,170   872   474   -   35,516 
Total $966,772  $22,433  $39,552  $1  $1,028,758 

As of December 31, 2017, and based on the most recent analysis performed, the risk category of loans by class of loans is as follows:

Loan Class Pass  Special Mention  Substandard  Doubtful  Total Loans  Pass  Special Mention  Substandard  Doubtful  Total Loans 
                              
Residential real estate $324,121  $3,502  $9,878  $1  $337,502  $327,185  $667  $10,976  $1  $338,829 
Multifamily real estate  52,472   3,590   12,024   2,612   70,698   55,084   4,605   2,462   -   62,151 
Commercial real estate:                                        
Owner occupied  122,983   4,305   7,485   -   134,773   124,244   4,937   6,867   -   136,048 
Non-owner occupied  220,173   11,243   6,239   -   237,655   216,079   2,428   12,195   -   230,702 
Commercial and industrial  71,850   7,400   3,082   -   82,332   70,078   5,851   2,330   -   78,259 
Consumer  29,145   136   375   19   29,675   27,889   -   404   -   28,293 
Construction and land  126,323   5,460   7,229       139,012 
All other  148,216   5,479   8,994   -   162,689   34,468   795   495   -   35,758 
Total $968,960  $35,655  $48,077  $2,632  $1,055,324  $981,350  $24,743  $42,958  $1  $1,049,052 

As of December 31, 2016, and based on the most recent analysis performed, the risk category of loans by class of loans is as follows:

Loan Class Pass  Special Mention  Substandard  Doubtful  Total Loans 
                
Residential real estate $328,905  $4,880  $8,507  $2  $342,294 
Multifamily real estate  59,375   78   14,712   -   74,165 
Commercial real estate:                    
Owner occupied  118,134   6,720   4,516   -   129,370 
Non-owner occupied  213,641   4,391   2,804   -   220,836 
Commercial and industrial  72,094   2,337   2,275   30   76,736 
Consumer  30,369   242   305   -   30,916 
All other  134,945   1,958   13,603   -   150,506 
Total $957,463  $20,606  $46,722  $32  $1,024,823 

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  4- STOCKHOLDERS’STOCKHOLDERS' EQUITY AND REGULATORY MATTERS

The Company’sCompany's principal source of funds for dividend payments to shareholders is dividends received from the subsidiary Banks.  Banking regulations limit the amount of dividends that may be paid without prior approval of regulatory agencies.  Under these regulations, the amount of dividends that may be paid in any calendar year is limited to the current year’syear's net profits, as defined, combined with the retained net profits of the preceding two years, subject to the capital requirements and additional restrictions as discussed below.  During 20172018 the Banks could, without prior approval, declare dividends to the Company of approximately $4.1$7.7 million plus any 20172018 net profits retained to the date of the dividend declaration.

The Company and the subsidiary Banks are subject to various regulatory capital requirements administered by the federal banking agencies.  Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’sCompany's financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Banks must meet specific guidelines that involve quantitative measures of their assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices.

These quantitative measures established by regulation to ensure capital adequacy require the Company and Banks to maintain minimum amounts and ratios (set forth in the following table)tables).  The final rules implementing the Basel Committee on Banking Supervision’sSupervision's capital guidelines for U.S. Banks (Basel III rules) became effective for the Company and Banks on January 1, 2015 with full compliance with all of the requirements being phased in over a multi-year schedule by     January 1, 2019.  The net unrealized gain or loss on available for sale securities is not included in computing regulatory capital.  Management believes, as of September 30, 2017,March 31, 2018, that the Company and the Banks meet all quantitative capital adequacy requirements to which they are subject.


- 28 -


PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  4- STOCKHOLDERS’STOCKHOLDERS' EQUITY AND REGULATORY MATTERS - continued

Shown below is a summary of regulatory capital ratios, exclusive of the capital conservation buffer, for the Company:
 
September 30,
2017
  
December 31,
2016
  
Regulatory
Minimum
Requirements
  
To Be Considered
Well Capitalized
  
Mar 31,
2018
  
December 31,
2017
  
Regulatory
Minimum
Requirements
  
To Be Considered
Well Capitalized
 
Common Equity Tier 1 Capital (to Risk-Weighted Assets)  13.8%  13.4%  4.5%  6.5%  14.6%  13.9%  4.5%  6.5%
Tier 1 Capital (to Risk-Weighted Assets)  14.4%  13.9%  6.0%  8.0%  15.2%  14.4%  6.0%  8.0%
Total Capital (to Risk-Weighted Assets)  15.5%  15.0%  8.0%  10.0%  16.4%  15.6%  8.0%  10.0%
Tier 1 Capital (to Average Assets)  10.7%  10.1%  4.0%  5.0%  10.9%  10.7%  4.0%  5.0%

Beginning on January 1, 2016 an additional capital conservation buffer has been added to the minimum regulatory capital ratios under the regulatory framework for prompt corrective action.  The capital conservation buffer will be measured as a percentage of risk weighted assets and will be phased-in over a four year period from 2016 thru 2019, resulting in a2019. The required capital conservation buffer of 0.625% in 2016 andwas 1.25% in 2017.2017, and is 1.875% in 2018.  When fully implemented, the capital conservation buffer will be 2.50% of risk weighted assets over and above the regulatory minimum capital ratios for Common Equity Tier 1 Capital (CET1) to risk-weightedrisk weighted assets, Tier 1 Capital to risk-weightedrisk weighted assets, and Total Capital to risk-weightedrisk weighted assets.  The consequences of not meeting the capital conservation buffer thresholds include restrictions on the payment of dividends, restrictions on the payment of discretionary bonuses, and restrictions on the repurchasing of common shares by the Company.  The capital ratios of the Affiliate Banks and the Company already exceed the new minimum capital ratios plus the fully phased-in 2.50% capital buffer requiring a CET1 Capital to risk-weightedrisk weighted assets ratio of at least 7.00%, a Tier 1 Capital to risk-weightedrisk weighted assets ratio of at least 8.50%, and a Total Capital to risk-weightedrisk weighted assets ratio of at least 10.50%.  The Company’sCompany's capital conservation buffer was 7.50%8.44% at September 30, 2017March 31, 2018 and 6.95%7.56% at December 31, 2016,2017, well in excess of the fully phased-in 2.50% required by DecemberMarch 31, 2019.

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  5 – STOCK COMPENSATION EXPENSE

From time to time the Company grants stock options to its employees.  The Company estimates the fair value of the options at the time they are granted to employees and expenses that fair value over the vesting period of the option grant.  From time to time

On March 21, 2018, 54,300 incentive stock options were granted under the Company also grants shares2012 Long Term Incentive Plan at an exercise price of stock to its employees.  The Company uses$18.90, the closing market price of thePremier's common stock on the date of grant to determine the amount of compensation expense to record as a result of the stock grant.

date.  These options vest in three equal annual installments ending on March 21, 2021.  On March 15, 2017, 55,500 incentive stock options were granted under the 2012 Long Term Incentive Plan at an exercise price of $19.01, the closing market price of Premier’sPremier's common stock on the grant date.  These options vest in three equal annual installments ending on March 15, 2020.  On March 16, 2016, 55,990 incentive stock options were granted under the 2012 Long Term Incentive Plan at an exercise price of $13.55, the closing market price of Premier’s common stock on the grant date.  These options vest in three equal annual installments ending on March 16, 2019.

On April 19, 2017, 6,000 shares of Premier’s common stock were granted to President and CEO, Robert W. Walker as stock-based bonus compensation under the 2012 Long-term Incentive Plan.  The fair value of the stock at the time of the grant was $20.70 per share based upon the closing price of Premier’s stock on the date of grant and $124,000 of stock-based compensation was recorded as a result.  On March 16, 2016, 7,700 shares of Premier’s common stock were granted to President and CEO, Robert W. Walker as stock-based bonus compensation under the 2012 Long-term Incentive Plan.  The fair value of the stock at the time of the grant was $13.55 per share based upon the closing price of Premier’s stock on the date of grant and $104,000 of stock-based compensation was recorded as a result.

Compensation expense of $194,000$27,000 was recorded for the first ninethree months of 20172018 while $160,000$20,000 was recorded for the first ninethree months of 2016, including the compensation expense related to the stock grants to Mr. Walker.2017.  Stock-based compensation expense related to incentive stock option grants is recognized ratably over the requisite vesting period for all awards. Unrecognized stock-based compensation expense related to stock options totaled $92,000$210,000 at September 30, 2017.March 31, 2018. This unrecognized expense is expected to be recognized over the next 2935 months based on the vesting periods of the options.

- 30 -


PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  6 – EARNINGS PER SHARE

A reconciliation of the numerators and denominators of the earnings per common share and earnings per common share assuming dilution computations for the three and nine months ended September 30,March 31, 2018 and 2017 and 2016 is presented below:

 
Three Months Ended
Sept 30,
  
Nine Months Ended
Sept 30,
  
Three Months Ended
March 31,
 
 2017  2016  2017  2016  2018  2017 
Basic earnings per share                  
Income available to common stockholders $3,467  $3,164  $11,050  $8,767  $5,133  $3,664 
Weighted average common shares outstanding  10,661,157   10,626,185   10,653,594   10,508,809   10,677,100   10,643,0787 
Earnings per share $0.33  $0.30  $1.04  $0.83  $0.48  $0.34 
                        
Diluted earnings per share                        
Income available to common stockholders $3,467  $3,164  $11,050  $8,767  $5,133  $3,664 
Weighted average common shares outstanding  10,661,157   10,626,185   10,653,594   10,508,809   10,677,100   10,643,078 
Add dilutive effects of potential additional
common stock
  77,794   60,742   80,418   60,372   62,260   78,390 
Weighted average common and dilutive potential
common shares outstanding
  10,738,951   10,686,927   10,734,012   10,569,181   10,739,360   10,721,468 
Earnings per share assuming dilution $0.32  $0.30  $1.03  $0.83  $0.48  $0.34 

Stock options for 106,050 shares of common stock were not considered in computing diluted earnings per share for the three months ended March 31, 2018 because they were antidilutive.  There were no stock options considered antidilutive for the three or nine months ended September 30, 2017 and 2016.

On December 9, 2016, Premier paid a 10% stock dividend (1 share for every 10 shares owned on record date) to shareholders of record on December 2, 2016.  Outstanding shares and per share amounts prior to the payment date have been restated to reflect the additional shares issued as a result of the stock dividend to aid in the comparison to current period results.2017.
PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  7 – FAIR VALUE

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair value:

Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

Level 3: Significant unobservable inputs that reflect a company’scompany's own assumptions about the assumptions that market participants would use in pricing an asset or liability.

When possible, the Company looks to active and observable markets to price identical assets or liabilities. When identical assets and liabilities are not traded in active markets, the Company looks to observable market data for similar assets and liabilities. However, certain assets and liabilities are not traded in observable markets and the Company must use other valuation methods to develop a fair value.

Carrying amount is the estimated fair value for cash and due from banks, Federal funds sold, accrued interest receivable and payable, demand deposits, short-term debt, and variable rate loans or deposits that reprice frequently and fully.  Fair values of time deposits with other banks are based on current rates for similar time deposits using the remaining time to maturity.  It iswas not practicable to determine the fair value of Federal Home Loan Bank stock due to the restrictions placed on its transferability.  For fixed rate loans or deposits and for variable rate loans or deposits with infrequent repricing, or repricing limits, fair value is based on discounted cash flows using current market rates applied to the estimated life and credit risk.life.  The methodology for the fair value valuation of loans held for investment has been impacted by the adoption of ASU 2016-01.  Fair values for impaired loans are estimatedhad been previously based upon the measured at the entry price notion by using the discounted cash flow analysis or underlying collateral values.  Fair valuevalue.  The newly adopted exit price notion uses the same approach but also incorporates additional factors such as using economic factors, credit risk, and market rates and conditions.  The new definition using the exit price focuses on the price that would be received to sell the asset or paid to transfer the liability, not the price that would be paid to acquire the asset or received to assume the liability.  As of debt is based on current rates for similar financing. The fair value of commitments to extend credit and standby letters of credit is not material.

TheMarch 31, 2018, the technique used by the Company used the following methods and significant assumptions to estimate the exit price of the loan portfolio consists of similar procedures to those used as of December 31, 2017, but with added emphasis on both illiquidity risk and credit risk not captured by the previously applied entry price notion. This credit risk assumption is intended to approximate the fair value of each type of financial instrument measured onthat a recurring basis:

Investment Securities:market participant would realize in a hypothetical orderly transaction. The Company's loan portfolio is initially fair values for investment securities are determined by quoted market prices, if available (Level 1). For securities where quoted prices are not available, fair values are calculated based on market prices of similar securities (Level 2). For securities where quoted prices or market prices of similar securities are not available, fair values are calculatedvalued using discounted cash flows or other market indicators (Level 3)a segmented approach, using the eight categories as disclosed in Note 3 – Loans.

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  7 – FAIR VALUE - continued

Fair values for impaired loans are estimated using discounted cash flow analysis or underlying collateral values.  Fair value of debt is based on current rates for similar financing. The fair value of commitments to extend credit and standby letters of credit is not material.

The Company used the following methods and significant assumptions to estimate the fair value of each type of financial instrument measured on a recurring basis:

Investment Securities:  The fair values for investment securities are determined by quoted market prices, if available (Level 1). For securities where quoted prices are not available, fair values are calculated based on market prices of similar securities (Level 2). For securities where quoted prices or market prices of similar securities are not available, fair values are calculated using discounted cash flows or other market indicators (Level 3).

- 33 -


PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  7 – FAIR VALUE - continued
The carrying amounts and estimated fair values of financial instruments at September 30, 2017March 31, 2018 were as follows:

    Fair Value Measurements at September 30, 2017 Using     Fair Value Measurements at March 31, 2018 Using 
 
Carrying
Amount
  Level 1  Level 2  Level 3  Total  
Carrying
Amount
  Level 1  Level 2  Level 3  Total 
Financial assets                              
Cash and due from banks $63,512  $63,512  $-  $-  $63,512  $124,813  $124,813  $-  $-  $124,813 
Time deposits with other banks  2,582   -   2,589   -   2,589   2,582   -   2,572   -   2,572 
Federal funds sold  11,632   11,632   -   -   11,632   15,348   15,348   -   -   15,348 
Securities available for sale  289,203   -   289,203   -   289,203   281,088   -   281,088   -   281,088 
Loans, net  1,042,965   -   -   1,029,145   1,029,145   1,015,918   -   -   1,012,776   1,012,776 
Federal Home Loan Bank stock  3,185   n/a   n/a   n/a   n/a   3,185   n/a   n/a   n/a   n/a 
Interest receivable  4,060   -   829   3,231   4,060   3,701   -   799   2,902   3,701 
                                        
Financial liabilities                                        
Deposits $(1,269,384) $(925,328) $(340,134) $-  $(1,265,462) $(1,303,195) $(962,506) $(334,299) $-  $(1,296,805)
Securities sold under agreements to repurchase  (25,116)  -   (25,116)  -   (25,116)  (20,793)  -   (20,793)  -   (20,793)
Other borrowed funds  (6,000)  -   (5,966)  -   (5,966)  (4,250)  -   (4,194)  -   (4,194)
Subordinated Debt  (5,368)  -   (5,381)  -   (5,381)
Subordinated debt  (5,383)  -   (5,503)  -   (5,503)
Interest payable  (358)  (7)  (351)  -   (358)  (407)  (8)  (399)  -   (407)

The carrying amounts and estimated fair values of financial instruments at December 31, 20162017 were as follows:

    Fair Value Measurements at December 31, 2016 Using     Fair Value Measurements at December 31, 2017 Using 
 
Carrying
Amount
  Level 1  Level 2  Level 3  Total  
Carrying
Amount
  Level 1  Level 2  Level 3  Total 
Financial assets                              
Cash and due from banks $97,163  $97,163  $-  $-  $97,163  $78,005  $78,005  $-  $-  $78,005 
Time deposits with other banks  2,332   -   2,352   -   2,352   2,582   -   2,581   -   2,581 
Federal funds sold  7,555   7,555   -   -   7,555   4,658   4,658   -   -   4,658 
Securities available for sale  288,607   -   288,607   -   288,607   278,466   -   278,466   -   278,466 
Loans, net  1,013,987   -   -   1,004,388   1,004,388   1,036,948   -   -   1,016,723   1,016,723 
Federal Home Loan Bank stock  3,200   n/a   n/a   n/a   n/a   3,185   n/a   n/a   n/a   n/a 
Interest receivable  3,862   -   771   3,091   3,862   4,043   -   700   3,343   4,043 
                                        
Financial liabilities                                        
Deposits $(1,279,386) $(920,745) $(354,885) $-  $(1,275,630) $(1,272,675) $(929,202) $(338,291) $-  $(1,267,493)
Securities sold under agreements to repurchase  (23,820)  -   (23,820)  -   (23,820)  (23,310)  -   (23,310)  -   (23,310)
Other borrowed funds  (8,859)  -   (8,906)  -   (8,906)  (5,000)  -   (4,955)  -   (4,955)
Subordinated debt  (5,343)  -   (5,341)  -   (5,341)  (5,376)  -   (5,439)  -   (5,439)
Interest payable  (364)  (7)  (357)  -   (364)  (393)  (7)  (386)  -   (393)

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  7 – FAIR VALUE - continued

Assets and Liabilities Measured on a Recurring Basis

Assets and liabilities measured at fair value on a recurring basis are summarized below:

    
Fair Value Measurements at
September 30, 2017 Using:
     
Fair Value Measurements at
March 31, 2018 Using:
 
 Carrying Value  
Quoted Prices in Active Markets for Identical Assets
(Level 1)
  
Significant Other Observable Inputs
(Level 2)
  
Significant Unobservable Inputs
(Level 3)
  Carrying Value  
Quoted Prices in Active Markets for Identical Assets
(Level 1)
  
Significant Other Observable Inputs
(Level 2)
  
Significant Unobservable Inputs
(Level 3)
 
Available for sale                        
Mortgage-backed securities                        
U. S. agency MBS - residential $199,933  $-  $199,933  $-  $200,324  $-  $200,324  $- 
U. S. agency CMO’s - residential  56,514   -   56,514   - 
U. S. agency CMO's - residential  51,838   -   51,838   - 
Total mortgage-backed securities of government sponsored agencies  256,447   -   256,447   -   252,162   -   252,162   - 
U. S. government sponsored agency securities  19,275   -   19,275   -   17,551   -   17,551   - 
Obligations of states and political subdivisions  13,481   -   13,481   -   11,375   -   11,375   - 
Total available for sale $289,203  $-  $289,203  $- 
Total securities available for sale $281,088  $-  $281,088  $- 

    
Fair Value Measurements at
December 31, 2016 Using:
     
Fair Value Measurements at
December 31, 2017 Using:
 
 Carrying Value  
Quoted Prices in Active Markets for Identical Assets
(Level 1)
  
Significant Other Observable Inputs
(Level 2)
  
Significant Unobservable Inputs
(Level 3)
  Carrying Value  
Quoted Prices in Active Markets for Identical Assets
(Level 1)
  
Significant Other Observable Inputs
(Level 2)
  
Significant Unobservable Inputs
(Level 3)
 
Available for sale                        
Mortgage-backed securities                        
U. S. agency MBS - residential $174,177  $-  $174,177  $-  $196,590  $-  $196,590  $- 
U. S. agency CMO’s - residential  73,267   -   73,267   - 
U. S. agency CMO's  51,108   -   51,108   - 
Total mortgage-backed securities of government sponsored agencies  247,444   -   247,444   -   247,698   -   247,698   - 
U. S. government sponsored agency securities  24,501   -   24,501   -   19,134   -   19,134   - 
Obligations of states and political subdivisions  16,662   -   16,662   -   11,634   -   11,634   - 
Total securities available for sale $288,607  $-  $288,607  $-  $278,466  $-  $278,466  $- 

There were no transfers between Level 1 and Level 2 during 20172018 or 2016.2017.
PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  7 – FAIR VALUE - continued

Assets and Liabilities Measured on a Non-Recurring Basis

The Company used the following methods and significant assumptions to estimate the fair value of each type of financial instrument measured on a non-recurring basis:

Impaired Loans:loans:  The fair value of impaired loans with specific allocations of the allowance for loan losses is generally based on recent collateral appraisals. Real estate appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are typically significant and unique to each property and result in a Level 3 classification of the inputs for determining fair value.  Non-real estate collateral may be valued using an appraisal, net book value per the borrower’sborrower's financial statements, or aging reports. Management periodically evaluates the appraised collateral values and will discount the collateral’scollateral's appraised value to account for a number of factors including but not limited to the cost of liquidating the collateral, the age of the appraisal, observable deterioration since the appraisal, management’smanagement's expertise and knowledge of the client and client’sclient's business, or other factors unique to the collateral.  To the extent an adjusted collateral value is lower than the carrying value of an impaired loan, a specific allocation of the allowance for loan losses is assigned to the loan.

Other real estate owned (OREO):  The fair value of OREO is based on appraisals less cost to sell at the date of foreclosure.  Management may obtain additional updated appraisals depending on the length of time since foreclosure.  These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are typically significant and result in a Level 3 classification of the inputs for determining fair value.  Management periodically evaluates the appraised values and will discount a property’sproperty's appraised value to account for a number of factors including but not limited to the cost of liquidating the collateral, the age of the appraisal, observable deterioration since the appraisal, or other factors unique to the property. To the extent an adjusted appraised value is lower than the carrying value of an OREO property, a direct charge to earnings is recorded as an OREO write-down.

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  7 – FAIR VALUE - continued

Assets and liabilities measured at fair value on a non-recurring basis at September 30, 2017March 31, 2018 are summarized below:

    
Fair Value Measurements at
September 30, 2017 Using
     Fair Value Measurements at March 31, 2018 Using 
 Carrying Value  
Quoted Prices in Active Markets for Identical Assets
(Level 1)
  
Significant Other Observable Inputs
(Level 2)
  
Significant Unobservable Inputs
(Level 3)
  Carrying Value  
Quoted Prices in Active Markets for Identical Assets
(Level 1)
  
Significant Other Observable Inputs
(Level 2)
  
Significant Unobservable Inputs
(Level 3)
 
Assets:                        
Impaired loans:                        
Multifamily real estate $10,578  $-  $-  $10,578  $1,910  $-  $-  $1,910 
Commercial real estate:                
Commercial real estate                
Owner occupied  569   -   -   569   469   -   -   469 
Non-owner occupied  1,984   -   -   1,984   1,969   -   -   1,969 
Commercial and industrial  161   -   -   161   12   -   -   12 
All other  3,593   -   -   3,593 
Construction and land  2,841   -   -   2,841 
Total impaired loans $16,885  $-  $-  $16,885  $7,201  $-  $-  $7,201 
                                
Other real estate owned:                                
Residential real estate $370  $-  $-  $370  $352  $-  $-  $352 
Commercial real estate:                
Commercial real estate                
Owner occupied  175   -   -   175   175   -   -   175 
Non-owner occupied  1,853   -   -   1,853   200   -   -   200 
All other  2,855   -   -   2,855 
Construction and land  150   -   -   150 
Total OREO $5,253  $-  $-  $5,253  $877  $-  $-  $877 

Impaired loans, which are measured for impairment using the fair value of the collateral for collateral dependent loans, had a carrying amount of $18,483,000$9,211,000 at September 30,March 31, 2018 with a valuation allowance of $2,010,000 and a carrying amount of $9,384,000 at December 31, 2017 with a valuation allowance of $1,598,000 and a carrying amount of $4,446,000 at December 31, 2016 with a valuation allowance of $606,000.  The change resulted$1,502,000 resulting in a provision for loan losses of $1,165,000$707,000 for the ninethree months ended September 30, 2017,March 31, 2018, compared to an $215,000 provision for loan losses for the nine months ended September 30, 2016 and a $423,000$85,000 provision for loan losses for the three months ended September 30, 2017, compared to a $24,000 provision for loan losses for the three months ended September 30, 2016.March 31, 2017.  The detail of impaired loans by loan class is contained in Note 3 above. above.

Other real estate owned measured at fair value less costs to sell, had a net carrying amount of $5,253,000$877,000 which is made up of the outstanding balance of $8,642,000$1,498,000 net of a valuation allowance of $3,389,000$621,000 at September 30, 2017.March 31, 2018.  There were $474,000 of additional write downs during the nine months ended September 30, 2017, compared to $478,000 of additional write downs during the nine months ended September 30, 2016.  For the three months ended September 30, 2017 there were $111,000 of additional write downs compared to $478,000 of additionalno write downs during the three months ended September 30, 2016.March 31, 2018, and $39,000 of write downs during the three months ended March 31, 2017.  At December 31, 2016,2017, other real estate owned had a net carrying amount of $6,624,000,$2,641,000, made up of the outstanding balance of $9,900,000,$4,082,000, net of a valuation allowance of $3,276,000.$1,441,000.
PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  7 – FAIR VALUE - continued

The significant unobservable inputs related to assets and liabilities measured at fair value on a non-recurring basis at September 30, 2017March 31, 2018 are summarized below:

 September 30, 2017 Valuation Techniques Unobservable Inputs 
Range
(Weighted Avg)
 
March 31,
2018
 Valuation Techniques Unobservable Inputs Range (Weighted Avg) 
Impaired loans:                  
Multifamily real estate: $10,578 sales comparison adjustment for differences between the comparable sales 4.0%-4.0% (4.0%)
Commercial real estate:           
Multifamily real estate $1,910 sales comparison adjustment for estimated realizable value  46.0%-46.7% (46.4%)
Commercial real estate           
Owner occupied  569 sales comparison adjustment for estimated realizable value 23.1%-23.1% (23.1%)  469 sales comparison adjustment for estimated realizable value  36.9%-36.9% (36.9%)
Non-owner occupied  1,984 income approach adjustment for differences in net operating income expectations 67.4%-67.4% (67.4%)  1,969 income approach adjustment for differences in net operating income expectations  67.0%-67.0% (67.0%)
Commercial and industrial  161 sales comparison adjustment for estimated realizable value 8.0%-56.5% (52.8%)  12 sales comparison adjustment for estimated realizable value  8.0%-8.0% (8.0%)
All other3,593sales comparisonadjustment for percentage of completion of construction8.0%-23.0% (22.7%)
Construction and land  2,841 sales comparison adjustment for percentage of completion of construction  38.0%-38.0% (27.7%)
Total impaired loans $16,885         $7,201        
                      
Other real estate owned:                      
Residential real estate $370 sales comparison adjustment for differences between the comparable sales 0.0%-50.2% (16.4%) $352 sales comparison adjustment for estimated realizable value  8.8%-50.2% (20.0%)
Commercial real estate:           
Commercial real estate           
Owner occupied  175 sales comparison adjustment for estimated realizable value 21.8%-21.8% (21.8%)  175 sales comparison adjustment for estimated realizable value  21.8%-21.8% (21.8%)
Non-owner occupied  1,853 sales comparison adjustment for estimated realizable value 31.8%-58.9% (34.7%)  200 sales comparison adjustment for estimated realizable value  58.9%-58.9% (58.9%)
All other  2,855 sales comparison adjustment for estimated realizable value 15.1%-69.0% (18.8%)
Construction and land  150 sales comparison adjustment for estimated realizable value  50.3%-50.3% (50.3%)
Total OREO $5,253         $877        


- 3738 -


PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  7 – FAIR VALUE - continued

Assets and liabilities measured at fair value on a non-recurring basis at December 31, 20162017 are summarized below:

    
Fair Value Measurements at
December 31, 2016 Using
     Fair Value Measurements at December 31, 2017 Using 
 Carrying Value  
Quoted Prices in Active Markets for Identical Assets
(Level 1)
  
Significant Other Observable Inputs
(Level 2)
  
Significant Unobservable Inputs
(Level 3)
  Carrying Value  
Quoted Prices in Active Markets for Identical Assets
(Level 1)
  
Significant Other Observable Inputs
(Level 2)
  
Significant Unobservable Inputs
(Level 3)
 
Assets:                        
Impaired loans:                        
Commercial real estate:            
Multifamily real estate $1,910  $-  $-  $1,910 
Commercial real estate                
Owner occupied $793  $-  $-  $793   568   -   -   568 
Commercial and Industrial  12   -   -   12 
All Other  3,036   -   -   3,036 
Non-owner occupied  1,984   -   -   1,984 
Commercial and industrial  111   -   -   111 
Construction and land  3,309   -   -   3,309 
Total impaired loans $3,841  $-  $-  $3,841  $7,882  $-  $-  $7,882 
                                
Other real estate owned:                                
Residential real estate: $613  $-  $-  $613 
Commercial real estate:                
Residential real estate $352  $-  $-  $352 
Commercial real estate                
Owner occupied  175   -   -   175   175   -   -   175 
Non-owner occupied  2,153   -   -   2,153   200   -   -   200 
All other  3,683   -   -   3,683 
Construction and land  1,914   -   -   1,914 
Total OREO $6,624  $-  $-  $6,624  $2,641  $-  $-  $2,641 
 
PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


NOTE  7 – FAIR VALUE - continued

The significant unobservable inputs related to assets and liabilities measured at fair value on a non-recurring basis at December 31, 20162017 are summarized below:

  December 31, 2016 Valuation Techniques Unobservable Inputs 
Range
(Weighted Avg)
Impaired loans:         
Commercial Real Estate         
Owner Occupied $793 sales comparison adjustment for limited salability of specialized property 9.3%-76.4% (19.3%)
Commercial and Industrial  12 sales comparison adjustment for differences between the comparable sales 8.0%-8.0% (8.0%)
All Other  3,036 sales comparison adjustment for differences between the comparable sales 5.7%-9.0% (8.0%)
Total impaired loans $3,841        
            
Other real estate owned:           
Residential Real Estate $613 sales comparison adjustment for differences between the comparable sales 0.7%-86.8% (25.2%)
Commercial Real Estate           
Owner Occupied  175 sales comparison adjustment for differences between the comparable sales 21.8%-21.8% (21.8%)
Non-owner Occupied  2,153 sales comparison adjustment for differences between the comparable sales 17.2%-27.6% (25.7%)
All Other  3,683sales comparison adjustment for estimated realizable value 15.1%-45.4% (21.8%)
Total OREO $6,624        
  
December 31,
2017
 Valuation Techniques Unobservable Inputs Range (Weighted Avg)
Impaired loans:         
Multifamily real estate $1,910 sales comparison adjustment for estimated realizable value  46.0%-46.7% (46.4%)
Commercial real estate           
Owner occupied  568 sales comparison adjustment for estimated realizable value  23.1%-23.1% (23.1%)
Non-owner occupied  1,984 income approach adjustment for differences in net operating income expectations  67.4%-67.4% (67.4%)
Commercial and industrial  111 sales comparison adjustment for estimated realizable value  8.0%-71.1% (64.2%)
Construction and land  3,309 sales comparison adjustment for percentage of completion of construction  27.7%-27.7% (27.7%)
Total impaired loans $7,882        
            
Other real estate owned:           
Residential real estate $352 sales comparison adjustment for estimated realizable value  8.8%-50.2% (20.0%)
Commercial real estate           
Owner occupied  175 sales comparison adjustment for estimated realizable value  21.8%-21.8% (21.8%)
Non-owner occupied  200 sales comparison adjustment for estimated realizable value  58.9%-58.9% (58.9%)
Construction and land  1,914 sales comparison adjustment for estimated realizable value  25.2%-69.0% (27.8%)
Total OREO $2,641        
- 3940 -

PREMIER FINANCIAL BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, DOLLARS IN TABLES IN THOUSANDS, EXCEPT PER SHARE DATA)


TableNOTE  8 – SUBSEQUENT EVENT

On April 18, 2018, Premier Financial Bancorp, Inc. ("Premier") entered into a material definitive merger agreement (the "Merger Agreement") with First Bank of ContentsCharleston, Inc. ("First Bank"), a $189 million bank (as of December 31, 2017) headquartered in Charleston, West Virginia whereby Premier will acquire First Bank in exchange for a combination of cash and Premier common stock currently valued at approximately $33.0 million.

Under terms of the definitive agreement, First Bank shareholders will be entitled to a combination of Premier common stock and cash currently valued at approximately $32.00 per First Bank share, or an aggregate value of $33.0 million, including $5.00 per share in cash from Premier and a $5.00 per share special dividend from First Bank.  Under a floating exchange ratio, Premier would issue approximately 1.15 million shares in the acquisition assuming Premier's closing price of $19.73 per share on April 18, 2018.  The transaction, which is subject to satisfaction of various contractual conditions, requires approval by bank regulatory agencies and the shareholders of First Bank and approval of Premier shareholders for the issuance of shares.  The transaction is anticipated to close in the fourth quarter of 2018 with a systems conversion anticipated to be completed soon thereafter.
- 41 -

PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017MARCH 31, 2018


Item 2.  Management’sManagement's Discussion and Analysis
   of Financial Condition and Results of Operations

FORWARD-LOOKING STATEMENTS

Management's discussion and analysis contains forward-looking statements that are provided to assist in the understanding of anticipated future financial performance. However, such performance involves risks and uncertainties, and there are certain important factors that may cause actual results to differ materially from those anticipated. These important factors include, but are not limited to, economic conditions (both generally and more specifically in the markets in which Premier operates), competition for Premier's customers from other providers of financial services, government legislation and regulation (which changes from time to time), changes in interest rates, Premier's ability to originate quality loans, collect delinquent loans and attract and retain deposits, the impact of Premier's growth, Premier's ability to control costs, and new accounting pronouncements, all of which are difficult to predict and many of which are beyond the control of Premier.  The words “may,” “could,” “should,” “would,” “will,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “project,” “predict,” “continue”"may," "could," "should," "would," "will," "believe," "anticipate," "estimate," "expect," "intend," "plan," "project," "predict," "continue" and similar expressions are intended to identify forward-looking statements.

A. Results of Operations

A financial institution’sinstitution's primary sources of revenue are generated by interest income on loans, investments and other earning assets, while its major expenses are produced by the funding of these assets with interest bearing liabilities.  Effective management of these sources and uses of funds is essential in attaining a financial institution’sinstitution's optimal profitability while maintaining a minimum amount of interest rate risk and credit risk.

Net income for the ninethree months ended September 30, 2017March 31, 2018 was $11,050,000,$5,133,000, or $1.03$0.48 per diluted share, compared to net income of $8,767,000,$3,664,000, or $0.83 per diluted share, for the nine months ended September 30, 2016.  The increase in income in 2017 is largely due to an increase in net interest income, an increase in other operating income, and a decrease in other operating expense.  The annualized returns on average common stockholders’ equity and average assets were approximately 8.13% and 0.99% for the nine months ended September 30, 2017 compared to 6.71% and 0.79%% for the same period in 2016.
Net income for the three months ended September 30, 2017 was $3,467,000, or $0.32 per diluted share, compared to net income of $3,164,000, or $0.30$0.34 per diluted share for the three months ended September 30, 2016.March 31, 2017.  The increase in net income duringin the first three months ended September 30, 2017of 2018 is largely due to gains on the sale of OREO decreasing non-interest expense, an increase in interest income andon loans, an increase in non-interest income, as well asand a decrease in income taxes, all of which more than offset increases in the provision for loan losses and interest expense.  The increase in interest income on loans in the first three months of 2018 is partially due to $553,000 of interest income collected on non-accrual loans liquidated during the first quarter of 2018 compared to $446,000 of interest income collected on non-accrual loans liquidated during the first quarter of 2017.  The provision for loan losses was $1,115,000 during the first three months of 2018, which compares to $366,000 of provision expense andrecorded during the first three months of 2017.  The decrease in non-interest expense.expense was largely due to $1,080,000 of gains on the sale of OREO properties.  The annualized returns on average common stockholders’shareholders' equity and average assets were approximately 7.53%11.08% and 0.93%1.37% for the three months ended September 30, 2017March 31, 2018 compared to 7.10%8.25% and 0.84%0.98% for the same period in 2016.2017.

- 4042 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017MARCH 31, 2018


Net interest income for the nine monthsquarter ended September 30, 2017March 31, 2018 totaled $43.289$14.635 million, up $3.027 million,$639,000, or 7.5%4.6%, from the $40.262$13.996 million of net interest income earned in the first nine monthsquarter of 2016.2017.  Interest income in 20172018 increased by $2.875 million, or 6.6%,$690,000, also a 4.6% increase, largely due to a $2.583 million$499,000, or 3.7%, increase in interest income on loans.  Interest income on loans in the first nine monthsquarter of 20172018 included approximately $1.607 million$533,000 of income recognized from deferred interest and discounts recognized on non-accrual loans that paid off during the first nine months of 2017,quarter compared to $212,000approximately $446,000 of loan interest income of this kind recognized during the first nine monthsquarter of 2016.  The loan payoffs in 2017 included both non-accrual loans and performing loans that were once on non-accrual status.2017.  Otherwise, interest income on loans increased by $1.188 million,$412,000, or 3.0%, in the first quarter of 2018, largely due to a higher average balance of loans outstanding during the period.quarter when compared to the first quarter of 2017.  Interest income on investment securities in the first nine monthsquarter of 20172018 increased by $105,000,$50,000, or 2.4%3.5%, largely due to a higher yielding investment portfolio,average yields although on a lower average balance of investments outstanding as surplus funds and maturing investments have been used to fundduring the higher yielding loan portfolio.first quarter of 2018.  Interest income from interest-bearing bank balances and federal funds sold increased by $187,000,$141,000, or 57.0%89.8%, largely due to an increase in the yield on these balances in 20172018 resulting from increases in the short-term interest rate policy of the Federal Reserve Board of Governors’ decisions to increase the federal funds target rate by a total of 75 basis points in the last twelve months,Governors on a lowerslightly higher average balance outstanding during the first nine monthsquarter of 2017.2018.
Interest expense decreasedPartially offsetting some of the increase in total duringinterest income in the first nine monthsquarter of 2017 by $152,000,2018 was a $51,000, or 4.4%again 4.6%, when compared to the same nine months of 2016.increase in interest expense.  Interest expense on deposits decreasedincreased by $63,000,$82,000, or 2.2%8.6%, in the first nine monthsquarter of 2017,2018, primarily due to a lowerhigher average balance of higher rate paid on certificates of deposit induring the first nine months of 2017quarter.  Average interest-bearing deposit balances were down slightly compared to the same nine monthsfirst quarter of 2016.  The decrease in2017, and the average interest rates paid on savings, NOW and money market accounts were relatively unchanged in 2018 compared to the first quarter of these deposit balances was partially replaced by an2017.  However, increases in short-term rates have increased competition for time deposits and the related rates of interest paid on time deposits.  Partially offsetting the increase in average transaction based interest-bearing deposits and savings deposits, which typically pay a lower interest rate than certificates of deposit.  Interestexpense on deposit accounts, interest expense on borrowings in the first nine monthsquarter of 20172018 decreased by $119,000,$40,000, or 33.7%46.0%, largely due to a decrease in outstanding borrowings from scheduled and accelerated principal payments includingon long-term borrowings at the full repayment of bank based FHLB borrowings during 2016.  Partially offsettingparent company.  Also adding to the decreaseoverall increase in interest expense on borrowingsduring the first quarter of 2018 was a $37,000,an $8,000, or 20.4%11.4%, increase in interest expense on Premier’sPremier's subordinated debt due to an increase in the variable rate interest rate paid in 2017.2018.  The variable interest rate is indexed to the three month London Interbank Offered Rate,short-term three-month LIBOR interest rate, which is sensitive to moveshas increased over the past twelve months in theconjunction with increases in short-term interest rate market.policy by the Federal Reserve Board of Governors.
Premier’sPremier's net interest margin during the first ninethree months of 20172018 was 4.19%,4.29% compared to 3.92%4.12% for the same period in 2016.2017.  A portion of the interest income on loans is the result of recognizing deferred interest income and discounts on non-accrual loans that paid-off during the period.  Excluding this income, Premier’sPremier's net interest margin during the first ninethree months of 20172018 would have been 4.03%,4.13% compared to 3.90%3.99% for the same period in 2016.2017.  As shown in the table below, Premier’sPremier's yield earned on federal funds sold and interest bearinginterest-bearing bank balances increased to 1.47%1.93% in the first ninethree months of 2017,2018, from the 0.66%1.14% earned in the first nine monthsquarter of 2016.2017.  The average yield earned on securities available for sale and total loans outstanding also increased when compared to the first ninethree months of 2016.  Further improving Premier’s net interest margin,2017.  In addition, the average rate paid on interest-bearinginterest bearing liabilities decreasedincreased in the first ninethree months of 2017, as decreases2018, due to increases in the average rates paid on interest-bearing deposits, and short-term borrowings, were partially offset by a higher average rate paid on Premier’sother borrowings, and Premier's variable rate subordinated debentures.  The overall effect was to increase Premier’sPremier's net interest spread by 2615 basis points to 4.06%4.15% and its net interest margin by 2717 basis points to 4.19%4.29% in the first ninethree months of 20172018 when compared to the first ninethree months of 2016.2017.
- 4143 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017MARCH 31, 2018

Additional information on Premier’sPremier's net interest income for the first nine monthsquarter of 20172018 and first nine monthsquarter of 20162017 is contained in the following table.
 
PREMIER FINANCIAL BANCORP, INC.PREMIER FINANCIAL BANCORP, INC. PREMIER FINANCIAL BANCORP, INC. 
AVERAGE CONSOLIDATED BALANCE SHEETSAVERAGE CONSOLIDATED BALANCE SHEETS AVERAGE CONSOLIDATED BALANCE SHEETS 
AND NET INTEREST INCOME ANALYSISAND NET INTEREST INCOME ANALYSIS AND NET INTEREST INCOME ANALYSIS 
   
 Nine Months Ended Sept 30, 2017  Nine Months Ended Sept 30, 2016  Three Months Ended March 31, 2018  Three Months Ended March 31, 2017 
 Balance  Interest  Yield/Rate  Balance  Interest  Yield/Rate  Balance  Interest  Yield/Rate  Balance  Interest  Yield/Rate 
Assets                                    
Interest earning assets                  
Interest Earning Assets                  
Federal funds sold and other $46,851  $515   1.47% $66,518  $328   0.66% $62,579  $298   1.93% $55,628  $157   1.14%
Securities available for sale                                                
Taxable  286,602   4,236   1.97   294,926   4,075   1.84   265,697   1,408   2.12   278,016   1,345   1.94 
Tax-exempt  12,523   198   3.24   18,048   254   2.89   10,186   59   2.93   13,559   72   3.27 
Total investment securities  299,125   4,434   2.02   312,974   4,329   1.90   275,883   1,467   2.15   291,575   1,417   2.00 
Total loans  1,038,719   41,667   5.36   995,517   39,084   5.24   1,045,044   14,034   5.45   1,032,535   13,535   5.32 
Total interest-earning assets  1,384,695   46,616   4.51%  1,375,009   43,741   4.26%  1,383,506   15,799   4.63%  1,379,738   15,109   4.45%
Allowance for loan losses  (11,231)          (10,235)          (12,309)          (10,911)        
Cash and due from banks  40,700           38,291           33,797           39,921         
Other assets  80,857           81,678           88,743           82,401         
Total assets $1,495,021          $1,484,743          $1,493,737          $1,491,149         
                                                
Liabilities and Equity                                                
Interest-bearing liabilities                                                
Interest-bearing deposits $959,489   2,854   0.40  $960,668   2,917   0.41  $943,475   1,031   0.44  $962,909   949   0.40 
Short-term borrowings  22,512   21   0.12   25,068   28   0.15   22,551   8   0.14   23,508   7   0.12 
FHLB advances  -   -   -   2,904   32   1.47 
Other borrowings  7,586   234   4.12   10,396   321   4.12   4,620   47   4.13   8,564   87   4.12 
Subordinated debentures  5,355   218   5.44   5,027   181   4.81 
Subordinated debt  5,379   78   5.88   5,345   70   5.31 
Total interest-bearing liabilities  994,942   3,327   0.45%  1,004,063   3,479   0.46%  976,025   1,164   0.48%  1,000,326   1,113   0.45%
Non-interest bearing deposits  314,344           302,558           328,527           308,172         
Other liabilities  4,582           3,918           3,802           5,073         
Stockholders’ equity  181,153           174,204         
Stockholders' equity  185,383           177,578         
Total liabilities and equity $1,495,021          $1,484,743          $1,493,737          $1,491,149         
                                                
Net interest earnings     $43,289          $40,262          $14,635          $13,996     
Net interest spread          4.06%          3.80%          4.15%          4.00%
Net interest margin          4.19%          3.92%          4.29%          4.12%

- 42 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017

Additional information on Premier’s net interest income for the third quarter of 2017 and third quarter of 2016 is contained in the following table.
PREMIER FINANCIAL BANCORP, INC. 
AVERAGE CONSOLIDATED BALANCE SHEETS 
AND NET INTEREST INCOME ANALYSIS 
  
  Three Months Ended Sept 30, 2017  Three Months Ended Sept 30, 2016 
  Balance  Interest  Yield/Rate  Balance  Interest  Yield/Rate 
Assets                  
Interest earning assets                  
Federal funds sold and other $32,288  $176   2.16% $69,396  $123   0.71%
Securities available for sale                        
Taxable  288,241   1,427   1.98   288,582   1,285   1.78 
Tax-exempt  11,579   62   3.30   16,796   82   3.00 
Total investment securities  299,820   1,489   2.03   305,378   1,367   1.85 
Total loans  1,047,202   13,469   5.10   1,027,011   13,375   5.18 
Total interest-earning assets  1,379,310   15,134   4.37%  1,401,785   14,865   4.23%
Allowance for loan losses  (11,760)          (10,840)        
Cash and due from banks  41,253           42,224         
Other assets  79,702           81,240         
Total assets $1,488,505          $1,514,409         
                         
Liabilities and Equity                        
Interest-bearing liabilities                        
Interest-bearing deposits $946,258   954   0.40  $970,005   965   0.40 
Short-term borrowings  22,784   7   0.12   29,571   10   0.13 
FHLB advances  -   -   -   5,104   10   0.78 
Other borrowings  6,553   68   4.12   9,779   101   4.11 
Subordinated debentures  5,365   74   5.47   5,328   63   4.70 
Total interest-bearing liabilities  980,960   1,103   0.45%  1,019,787   1,149   0.45%
Non-interest bearing deposits  318,894           312,898         
Other liabilities  4,539           3,536         
Stockholders’ equity  184,112           178,188         
Total liabilities and equity $1,488,505          $1,514,409         
                         
Net interest earnings     $14,031          $13,716     
Net interest spread          3.92%          3.78%
Net interest margin          4.05%          3.91%
- 43 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017


Net interest income for the quarter ended September 30, 2017 totaled $14.031 million, up $315,000, or 2.3%, from the $13.716 million of net interest income earned in the third quarter of 2016.  Interest income in 2017 increased by $269,000, or 1.8%, largely due to a $122,000, or 8.9%, increase in interest income on investment securities.  Interest income on loans in the third quarter of 2017 increased $94,000, or 0.7%, compared to the interest income on loans earned during the same quarter of 2016.  Interest income on loans in the third quarter of the prior year included approximately $142,000 of income recognized from deferred interest and discounts recognized on loans that paid off during the quarter, compared to no interest income of this kind recognized during the third quarter of 2017.  Otherwise, interest income on loans increased by $236,000, or 1.8%, in the third quarter of 2017, largely due to a higher average balance of loans outstanding during the quarter.  Interest income on investment securities in the third quarter of 2017 increased by $122,000, or 8.9%, largely due to a higher average yield on the investment portfolio, although on a lower average balance of investments outstanding during the quarter.  Interest income from interest-bearing bank balances and federal funds sold increased by $53,000, or 43.1%, largely due to an increase in the yield on these balances in 2017 although on a lower average balance outstanding during the quarter.
Complementing the increase in interest income in the third quarter of 2017 was a $46,000, or 4.0%, decrease in interest expense.  Interest expense on deposits decreased by $11,000, or 1.1%, in the third quarter of 2017, primarily due to a lower average of interest-bearing deposits outstanding during the quarter.  Interest expense on repurchase agreements in the third quarter of 2017 decreased by $3,000, or 30.0%, primarily due to a lower average balance outstanding during the quarter.  Interest expense on borrowings in the third quarter of 2017 decreased by $43,000, or 38.7%, largely due to a decrease in outstanding borrowings, including the full repayment of bank based FHLB borrowings during 2016.  Partially offsetting the decrease in interest expense on borrowings was an $11,000, or 17.5%, increase in interest expense on Premier’s subordinated debt, largely due to an increase in the variable interest rate paid in 2017.
Premier’s net interest margin during the third quarter of 2017 was 4.05% compared to 3.91% for the same period in 2016.  As shown in the table above, Premier’s yield earned on federal funds sold and interest bearing bank balances increased to 2.16% in the third quarter of 2017, from the 0.71% earned in the third quarter of 2016.  The average yield earned on securities available for sale also increased when compared to the third quarter of 2016.  The average yield earned on total loans outstanding decreased to 5.10% in the third quarter of 2017, from the 5.18% earned in the third quarter of 2016, partially due to the $142,000 of income recognized from deferred interest and discounts in the third quarter of 2016.  The average rate paid on interest-bearing liabilities remained unchanged in the third quarter of 2017, as a decrease in interest expense on bank based FHLB advances was offset by a higher average rate paid on Premier’s variable rate subordinated debentures.  The overall effect was to increase Premier’s net interest spread by 14 basis points to 3.92% and its net interest margin by 14 basis points to 4.05% in the third quarter of 2017 when compared to the same quarter of 2016.
- 44 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017MARCH 31, 2018


Non-interest income increased by $264,000,$49,000, or 4.4%2.4%, to $6,328,000$2,066,000 for the first ninethree months of 20172018 compared to the same periodthree months of 2016.2017.  Service charges on deposit accounts increased by $226,000,$118,000, or 7.6%,12.1% and electronic banking income (income from debit/credit cards, ATM fees and internet banking charges) increased by $69,000, or 2.9%.  Service charges on deposit accounts increased largely due to an increase in customer overdraft activity, particularly in the third quarter of 2017, as Premier Bank introduced updated courtesy overdraft protection features on its consumer checking accounts.  Electronic banking income increased primarily due to an increase in income from debit card transaction activity.  Partially offsetting these increases was a $37,000, or 6.5%,4.7%.  These increases were partially offset by a $35,000 decrease in other non- interestsecondary market mortgage income, largely due to lower revenue on checkbook sales$50,000 of proportional start-up costs from an investment in a start-up insurance agency and wire transfer fees as well as a lower level of loan extension and other fees on loans.
For the quarter ending September 30, 2017, non-interest income increased by $115,000, or 5.6%, to $2,177,000 compared to $2,062,000 recognized during the same quarter of 2016.  Service charges on deposit accounts increased by $105,000, or 10.2% and electronic banking income increased by $20,000, or 2.5%.  Service charges on deposit accounts increased largely due to an increase in customer overdraft activity, particularly in the third quarter of 2017, while electronic banking income increased primarily due to an increase in revenue from non-customer use of bank owned automated teller machines.  Partially offsetting these increases was a $13,000, or 7.4%,$21,000 decrease in other non-interest income, largely due to a lower  amount of loan extension and other fees on loans.income.

Non-interest expenses for the first nine monthsquarter of 20172018 totaled $30.33 million,$8,989,000, or 2.71%2.44% of average assets on an annualized basis, compared to $31.32 million,$9,998,000, or 2.82%2.72% of average assets for the same period of 2016.2017.  The $993,000, or 3.2%,$1,009,000 decrease in non-interest expenses in 20172018 when compared to the first nine monthsquarter of 20162017 is largely due to $1,080,000 of net gains upon the sale of OREO in the first quarter of 2018.  Premier sold approximately $6.1 million of OREO, or approximately 30% of the carrying value held on the books at year-end 2017, and realized $1,080,000 of net gains upon their liquidation.  OREO expenses and writedowns are traditionally included in Premier's total non-interest expenses, so the net gains from these sales reduced non-interest expense in the first quarter of 2018.  Excluding the net OREO gains, non-interest expenses increased by $71,000, or 0.7% in the first quarter of 2018 compared to the first quarter of 2017.   Increases in operating costs include a $322,000,$261,000 increase in loan collection expenses, an $89,000, or 2.1%5.9% increase in occupancy and equipment expense, an $88,000, or 35.5%, increase in professional fees and a $51,000, or 27.0%, increase in taxes not on income.  The unusually high increase in loan collection expenses was primarily due to expenses related to foreclosure on a large multifamily housing unit that was completed in the first quarter of 2018.  These increases were substantially offset by a $192,000, or 3.9%, decrease in staff costs, a $263,000,$71,000, or 18.8%5.4%, decrease in expenses and write-downs of OREO,outside data processing, a $246,000,$70,000, or 32.7%26.4%, decrease in core deposit amortization, and a $45,000, or 23.3% decrease in FDIC insurance expense, a $216,000,insurance.  The decrease in staff costs is primarily due to an $108,000, or 4.6%2.7%, decrease in occupancysalaries and equipment expenses,wages (net of deferred loan costs) and a $273,000,an $84,000, or 7.4%8.2%, decrease in other non-interest expenses.  Staffbenefit plan costs, decreased largely due to reductions in salarynamely employee medical insurance benefits.

Income tax expense payroll taxes, medical benefit costs, and retirement benefit costs related to reductions in personnel and changes to benefit plans atwas $1,464,000 for the acquired First National Bankshares locations.  These savings were partially offset by normal salary increases at Premier’s other operations.  OREO expenses decreased in 2017, largely due to lower cost to maintain properties held while being marketed for sale whenfirst three months of 2018 compared to $1,985,000 for the first ninethree months of 2016.  In addition to lower maintenance costs, Premier recorded $41,000 of net gains on the sale of OREO compared to $30,000 of net losses on the sale of OREO properties2017.  The decrease in the first nine months of 2016.   Occupancy and equipmentincome tax expense decreased largely due to lower building repairs and lower deprecation on information technology equipment.  FDIC insurance decreased, largely due to lower rates charged on the assessment base.  Other non-interest expenses decreased due in large part to $196,000 of conversion related expenses incurred in 2016 related to the acquisition and data systems conversion of First National Bankshares versus only $17,000 of conversion costs incurred in 2017.  These decreases in non-interest expense were partially offset by a $221,000, or 44.2%, increase in professional fees, a $116,000, or 24.5%, increase in taxes not on income, and a $84,000, or 2.1%, increase in data processing costs when compared to the first nine months of 2016.   Professional fees increased largely due to increases in legal fees, audit costs, and expenditures on third party consultants.  Taxes not on income increased largely due to increases in equity and deposit based taxes in Kentucky and Ohio due to growth in those markets from Premier’s expanding branch network into the metro Cincinnati, Ohio area.  Outside data processing costs increased in 2017is largely due to the costs of expanding electronic access products such as internet bankingdecrease in the corporate income tax rate resulting from the 2017 Tax Cut and mobile banking.Jobs Act.  Premier's effective tax rate for the three months ended March 31, 2018, was 22.2% which compares to the 35.1% effective tax rate for the same period in 2017.


- 45 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017MARCH 31, 2018


Non-interest expenses for the third quarter of 2017 totaled $9.93 million, or 2.65% of average assets on an annualized basis, compared to $10.61 million, or 2.79% of average assets for the same period of 2016.  The $683,000, or 6.4%, decrease in non-interest expenses in the third quarter of 2017 when compared to the third quarter of 2016 is largely due to a $419,000, or 54.8% decrease in OREO expenses and write-downs, a $57,000, or 1.2%, decrease in staff costs, a $124,000, or 7.6%, decrease in occupancy and equipment expense, and a $119,000, or 42.8%, decrease in FDIC insurance expense.  Staff costs decreased largely due to a reduction in the number of participants in the medical benefit plan and in medical benefit costs related to changes to benefit plans at the acquired First National Bankshares locations.  Occupancy and equipment expense decreased largely due to lower building repairs, utility costs, and property insurance costs as well as lower deprecation related to information technology equipment.  FDIC insurance decreased largely due to lower rates charged on the assessment base.  OREO expenses decreased in the third quarter of 2017 largely due to a $367,000 decrease in the amount of OREO value writedowns, when compared to the same quarter of 2016, as well as $26,000 of net gains on the sale of OREO in the third quarter of 2017 when compared to $45,000 of net losses on the sale of OREO in the same quarter of 2016.  These decreases were partially offset by a $29,000, or 17.4%, increase in professional fees, a $33,000, or 21.2%, increase in taxes not on income, and a $44,000, or 3.4%, increase in data processing costs.  Professional fees increased largely due to increases in legal fees and audit costs.  Taxes not on income increased largely due to increases in equity and deposit based taxes in Kentucky and Ohio due to growth in those markets from Premier’s expanding branch network into the metro Cincinnati, Ohio area.  Outside data processing costs increased in the third quarter of 2017 largely due to the costs of expanding electronic access products such as internet banking and mobile banking.
Income tax expense was $6.207 million for the first nine months of 2017 compared to $4.803 million for the first nine months of 2016.  The effective tax rate for the nine months ended September 30, 2017 was 36.0% compared to 35.4% for the same period in 2016.  For the quarter ended September 30, 2017, income tax expense was $1.925 million, a 35.7% effective tax rate, compared to $1.694 million (a 34.9% effective tax rate) for the same period in 2016.  The increase in income tax expense during the first nine months of 2017 can be primarily attributed to the increase in pre-tax income detailed above.  The increase in the effective tax rate in 2017 is largely due to higher levels of state taxable income.  Similarly, the increase in income tax expense during the third quarter of 2017 when compared to the same quarter of 2016, can be primarily attributed to the increase in pre-tax income for the quarter as detailed above.  The increase in the third quarter effective tax rate in 2017 is also largely due to higher levels of state taxable income.

- 46 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017

B. Financial Position

Total assets at September 30, 2017 decreasedMarch 31, 2018 increased by $3.5$32.4 million to $1.493$1.526 billion from the $1.496$1.493 billion at December 31, 2016.2017.  The decreaseincrease in total assets since year-end is largely due to a $33.8$67.8 million decreaseincrease in interest bearing bank balances, a $1.3 million decrease in other assets and a $1.2 million decrease in OREO.  These decreases were partially offset by a $30.5 million increase in total loans outstanding and a $4.1$10.7 million increase in federal funds sold.  Contrary tosold and a $2.6 million increase in the investment portfolio partially offset by a $21.0 million decrease in cash and due from banks, a $20.3 million decrease in total assets, earningloans, and a $5.8 million decrease in OREO.  Earning assets increased by $1.4$60.8 million from the $1.382$1.375 billion at year-end 20162017 to end the third quarter at $1.384$1.436 billion.

Cash and due from banks at September 30, 2017March 31, 2018 was $41.8$19.8 million, a $388,000 increase$21.0 million decrease from the $41.4$40.8 million at December 31, 2016.  Interest-bearing2017.  Interest bearing bank balances decreasedincreased by $34.0$67.8 million from the $55.7$39.8 million reported at December 31, 2016.  Federal2017 and federal funds sold increased by $4.1$10.7 million to $11.6$15.3 million at September 30, 2017.March 31, 2018.  Changes in these highly liquid assets are generally in response to increases in deposits, the demand for deposit withdrawals or the funding of loans or investment purchases, and are part of Premier’sPremier's management of its liquidity and interest rate risks.  TheCash and due from banks decreased by $21.0 million, due to a decrease in reserves required to be kept in non-interest bearing bank accounts under Federal Reserve Regulation D.  These funds were moved to interest-bearing bank balances, improving Premier's overall interest income from short-term investments.  The net $57.5 million increase in these liquid assets during the first ninethree months of 20172018 was largely in responsedue to an increase in funds from an increase in total deposits and net payoffs on loans outstanding.during the first three months of 2018.

Securities available for sale totaled $289.2$281.1 million at September 30, 2017,March 31, 2018, a $596,000$2.6 million increase from the $288.6$278.5 million at December 31, 2016.2017.  The increase was largely due to the purchase of $49.2$20.6 million of investment securities, and a $3.7 million increase in the market value of the securities available for sale, which more than offset $50.8$13.7 million of proceeds from monthly principal payments on Premier’sPremier's mortgage backed securities portfolio and securities that matured or were called during the year.quarter, and a $3.9 million decrease in market value of securities available for sale. The investment portfolio is predominately high quality residential mortgage backed securities backed by the U.S. Government or Government sponsored agencies.  Any unrealized losses on securities within the portfolio at September 30, 2017March 31, 2018 and December 31, 20162017 are believed to be price changes resulting from increaseschanges in the long-term interest rate environment since acquiring the investment security and management anticipates receiving all principal and interest on these investments as they come due.  Additional details on investment activities can be found in the Consolidated Statements of Cash Flows.

Total loans at September 30, 2017March 31, 2018 were $1.055$1.029 billion compared to $1.025$1.049 billion at December 31, 2016, an increase2017, a decrease of approximately $30.5$20.3 million, or 3.0%1.9%. The increase in loans wasdecrease is largely due to internal loan growth which more than offset regular principal payments, loan payoffs and transfers ofon loans, to OREO upon foreclosure.including expected sizable payoffs from completed construction projects, exceeding new loans generated during the quarter.  Loan payoffs during the first nine monthsquarter of 20172018 included payoffs on $5.6$1.8 million of non-accrual loans and $5.4 million of performing loans which resulted in recognizing approximately $1,407,000$527,000 of interest income deferred while the loans were on non-accrual status and $199,000$6,000 of remaining purchase discounts associated with the loans.  The increase in total loans since year-end resulted from increases in commercial real estate loans, commercial and industrial loans, and all other loans.  These increases more than offset decreases in residential real estate loans, multifamily real estate loans, and retail consumer loans.

Premises and equipment decreased by $720,000$87,000, largely due to normal quarterly depreciation of fixed assets.  Other real estate owned acquired through foreclosure (“OREO”) decreased by $1.2 million largely due to $1.8 million of sales and $474,000 of OREO write-downs on existing OREO, partially offset by $1.1 million ofassets exceeding new additions.asset purchases.  Goodwill and other intangible assets decreased by $768,000,$195,000, due to the year-to-date amortization of core deposit intangibles.  Other assets decreased by $1.3 million primarily due to a decrease in deferred tax assets.

- 4746 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017MARCH 31, 2018


Deposits totaled $1.269$1.303 billion as of September 30, 2017,March 31, 2018, a $10.0$30.5 million, or 0.8%2.4%, decreaseincrease from the $1.279$1.273 billion in deposits at December 31, 2016.2017.  The overall decreaseincrease in deposits is largely due to a $14.5$20.4 million, or 4.0% decrease6.1%, increase in non-interest bearing deposits and an $12.9 million, or 2.2%, increase in savings and money market accounts, anddeposits.  The increases were partially offset by a $14.6,$2.8 million, or 4.1%0.8%, decrease in certificates of deposit.  These decreases were partially offset by an $8.3 million, or 2.6%, increase in non interest-bearing demand deposits and a $10.8 million, or 4.5%, increase in interest-bearing transaction accounts.deposits.  Repurchase agreements with corporate and public entity customers increaseddecreased in the first nine monthsquarter of 20172018 by $1.3$2.5 million, or 5.4%10.8%.  Other borrowings decreased by $2.9 million$750,000 since year-end 20162017 due to the $248,000 payment at maturity of a subsidiary bank borrowing as well as scheduled principal payments andplus additional principal payments on Premier’sPremier's existing parent company borrowings.  Subordinated debentures increased $25,000,by $7,000, due to the continuing monthly accretionamortization of the fair value adjustment recorded in 2016 as part of the acquisition of First National Bankshares.adjustment.

The following table sets forth information with respect to the Company’sCompany's nonperforming assets at September 30, 2017March 31, 2018 and December 31, 2016.2017.

 (In Thousands)  (In Thousands) 
 2017  2016  2018  2017 
Non-accrual loans $24,345  $25,747  $15,314  $15,246 
Accruing loans which are contractually past due 90 days or more  1,716   1,999   678   3,391 
Accruing restructured loans  8,715   8,268   10,512   12,584 
Total non-performing and restructured loans  34,776   36,014 
Total non-performing loans  26,504   31,221 
Other real estate acquired through foreclosure (OREO)  11,458   12,665   14,185   19,966 
Total non-performing assets $46,234  $48,679  $40,689  $51,187 
                
Non-performing loans as a percentage of total loans  3.30%  3.51%  2.58%  2.98%
                
Non-performing assets as a percentage of total assets  3.10%  3.25%  2.67%  3.43%

Total non-performing and restructured loans have decreased since year-end, largely due to a $1.4$2.7 million decrease in non-accrual loans and a $238,000 decrease inaccruing loans past due 90 days or more.more and a $2.1 million decrease in accruing restructured loans.  These decreases in non-performing loans were partially offset by a $447,000$68,000 increase in accruing restructurednon-accrual loans.  Total non-performing assets have decreased since year-end, largely due to the reduction in non-performing loans plus a $1.2$5.8 million decrease in other real estate acquired through foreclosure (“OREO”("OREO").  Other real estate owned decreased as salesby $5.8 million, or 29.0%, largely due to the sale of two of the three largest OREO and additional write-downs on existing properties in the first nine monthsheld, which also generated nearly $1.08 million of 2017 exceeded new foreclosures.profit upon liquidation.

Premier continues to make a significant effort to reduce its past due and non-performing loans by reviewing loan files, using the courts to bring borrowers current with the terms of their loan agreements and/or the foreclosure and sale of OREO properties.  As in the past, when these plans are executed, Premier may experience increases in non-performing loans and non-performing assets.  Furthermore, any resulting increases in loans placed on non-accrual status will have a negative impact on future loan interest income.  Also, as these plans are executed, other loans may be identified that would necessitate additional charge-offs and potentially additional provisions for loan losses.

- 4847 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017MARCH 31, 2018


Gross charge-offs totaled $1.1 million$464,000 during the first ninethree months of 2017,2018, largely due to consumer lending based charge-offs, including residential real estate loanscommercial and the partial charge-off of loans upon foreclosure and placement into OREO.industrial charge-offs.  Any collections on charged-off loans, or partially charged-off loans, would be presented in future financial statements as recoveries of the amounts charged against the allowance.  Recoveries recorded during the first ninethree months of 20172018 totaled $592,000,$85,000, resulting in net charge-offs for the first nine monthsquarter of 20172018 of $510,000.$379,000.  This compares to $220,000$308,000 of net charge-offs recorded in the first nine monthsquarter of 2016.  During the three months ending on September 30, 2017, Premier recorded net charge-offs of $227,000 compared to $253,000 of net charge-offs recorded in the same three months ending on September 30, 2016.2017.  The allowance for loan losses at September 30, 2017March 31, 2018 was 1.17%1.25% of total loans compared to 1.06%1.15% at December 31, 2016.2017.  The increase in the ratio is largely due to a decrease in total loans outstanding and an increase in the amount of allowance allocated to loans individually evaluated for impairment. At December 31, 2016, specific allocations of the allowance for loan losses related to loans individually evaluated for impairment totaled $606,000.  This amount increased to $1,598,000 at September 30, 2017, largely due to a $517,000 increase in estimated credit loss on an impaired multifamily real estate loan and a $514,000 increase in estimated credit loss on an impaired construction loan.

During the first nine monthsquarter of 2017,2018, Premier recorded a $2,033,000$1,115,000 of provision for loan losses.  This provision compares to a $1,436,000$366,000 of provision for loan losses recorded during the same nine monthsquarter of 2016.2017.  The $749,000 increase in the provision for loan losses recorded during the thirdfirst quarter of 20172018 was $891,000 comparedprimarily to an $312,000 provisionprovide for loan losses in the third quarter of 2016.  The 2017 provision for loan losses was due in large part to increases in specific allocations of the allowance for loan losses related to loans individually evaluated for impairment as well as a $38.7 million, or 4.0%, increase in loans collectively evaluated for impairment.  The 2016 provision for loan losses was due in large part to the $51.2 million of growth in outstandingadditional identified credit risk on impaired loans in 2016, exclusive of the loans acquired from the January 2016 acquisition of First National Bankshares,Premier's commercial real estate and an estimate for the potentialconstruction loan losses related to the flash flooding that occurred in some of Premier’s West Virginia markets during the last week of June 2016.  Management’s initial estimate of loan losses related to unreimbursed damage to borrowers’ collateral or the lasting economic impact to business customers in areas that rely on vacation season tourism resulted in adding $500,000 to the provision for loan losses during the second quarter of 2016.  Due to substantial assistance from both public and private sources to the regions of West Virginia affected by the flooding, Premier’s actual loan loss experience related to the flooding was minor, and management now believes the affected geographic areas demonstrate no more additional credit risk than that of the other general economic areas served by Premier’s branch network.  As a result, much of the initial provision for loan losses has been reversed and helped offset additional provisions for loan losses related to individually impaired loans and increases in estimates of potential losses from declining economic activity in southern and central West Virginia.  Premier also continues to monitor the impact of the decline in coal mining that may have a larger impact in the southern area of West Virginia and the decrease in theportfolios.  The level of drilling activity in the oil & gas industry which may have a larger impact in the central areaprovision expense is determined under Premier's internal analyses of West Virginia.  A resulting decline in employment and local economic activity could increase non-performing assets from loans originated in these areas.
- 49 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017


evaluating credit risk.  The provisions for loan losses recorded in 20162017 and 20172018 were made in accordance with Premier’sPremier's policies regarding management’smanagement's estimation of probable incurred losses in the loan portfolio and the adequacy of the allowance for loan losses, which are in accordance with accounting principles generally accepted in the United States of America.  These methodologies are subject to changeManagement updated its policies regarding estimation of probable incurred losses in the adoptionfirst quarter of ASU No. 2016-13, Financial Instruments—Credit Losses: Measurement2018.  The updates included incorporating a common estimated loss ratio for all pass credits within a given loan classification, adding an additional qualitative factor for document exceptions on collectively impaired loans, and reallocating the qualitative portion of Credit Losses on Financial Instruments issued by the FASBallowance to align more closely to the inputs used to determine the qualitative portion.  The result was a reduction in June 2016 which will become effective for the Company for interimamount of the allowance attributed to collectively impaired residential real estate and annual periods beginning after December 15, 2019.multifamily real estate loans and an increase in the amount of allowance attributed to collectively impaired commercial and industrial loans, consumer, construction and all other loans. Future provisions to the allowance for loan losses, positive or negative, will depend on future improvement or deterioration in estimated credit risk in the loan portfolio as well as whether additional payments are received on loans having significant credit risk.  With the concentrations of commercial real estate loans in the Washington, DC, Richmond, Virginia, and Cincinnati, Ohio markets, fluctuations in commercial real estate values continuewill be monitored. Premier also continues to be monitored.monitor the impact of the decline in the coal mining industry that may have a larger impact in the southern area of West Virginia and the decrease in the level of drilling activity in the oil & gas industry, which may have a larger impact in the central area of West Virginia.  A resulting decline in employment could increase non-performing assets from loans originated in these areas.  In each of the last five years, Premier sold some OREO properties at a gain while other OREO properties have required subsequent write-downs to net realizable values. These factors are considered in determining the adequacy of the allowance for loan losses.  For additional details on the activity in the allowance for loan losses, impaired loans, past due and non-accrual loans and restructured loans, see Note 3 to the consolidated financial statements.

- 48 -

PREMIER FINANCIAL BANCORP, INC.
MARCH 31, 2018


C. Critical Accounting Policies

The Company follows financial accounting and reporting policies that are in accordance with generally accepted accounting principles in the United States of America.  These policies are presented in Note 1 to the consolidated audited financial statements in the Company's annual report on Form 10-K for the year ended December 31, 20162017.  Some of these accounting policies, as discussed below, are considered to be critical accounting policies.  Critical accounting policies are those policies that require management’smanagement's most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.  The Company has identified fourtwo accounting policies that are critical accounting policies, and an understanding of these policies is necessary to understand the financial statements.  These policies relate to determining the adequacy of the allowance for loan losses and the identification and evaluation of impaired loans, the impairment of goodwill and the realization of deferred tax assets.loans.  A detailed description of these accounting policies is contained in the Company’sCompany's annual report on Form 10-K for the year ended December 31, 20162017.  There have been no significant changes in the application of these accounting policies since December 31, 2016.2017.

Management believes that the judgments, estimates and assumptions used in the preparation of the consolidated financial statements are appropriate given the factual circumstances at the time.

- 50 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017


D. Liquidity

Liquidity objectives for the Company can be expressed in terms of maintaining sufficient cash flows to meet both existing and unplanned obligations in a cost effective manner.  Adequate liquidity allows the Company to meet the demands of both the borrower and the depositor on a timely basis, as well as pursuing other business opportunities as they arise.  Thus, liquidity management embodies both an asset and liability aspect while attempting to maximize profitability. In order to provide for funds on a current and long-term basis, the Company’sCompany's subsidiary banks rely primarily on the following sources:

1.Core deposits consisting of both consumer and commercial deposits and certificates of deposit of $250,000 or more.  Management believes that the majority of its $250,000 or more certificates of deposit are no more volatile than its other deposits.  This is due to the nature of the markets in which the subsidiaries operate.

2.Cash flow generated by repayment of loans and interest.

3.Arrangements with correspondent banks for purchase of unsecured federal funds.

4.The sale of securities under repurchase agreements and borrowing from the Federal Home Loan Bank.

5.Maintenance of an adequate available-for-sale security portfolio.  The Company owns $289.2$281.1 million of securities at fair value as of September 30, 2017.March 31, 2018.
- 49 -

PREMIER FINANCIAL BANCORP, INC.
MARCH 31, 2018


The cash flow statements for the periods presented in the financial statements provide an indication of the Company’sCompany's sources and uses of cash as well as an indication of the ability of the Company to maintain an adequate level of liquidity.


E. Capital

At September 30, 2017,March 31, 2018, total stockholders’stockholders' equity of $183.3$183.9 million was 12.3%12.1% of total assets.  This compares to total stockholders’stockholders' equity of $174.2$183.4 million, or 11.6%12.3% of total assets on December 31, 2016.2017.  The increase in stockholders’stockholders' equity was largely due to $11.1the $5.1 million of first quarter net incomeincome.   This increase in the first nine months of 2017 as well asstockholders' equity was substantially offset by a $2.4$3.1 million, net of tax, increasedecrease in the market value of the investment portfolio available for sale.  These increases were partially offset by $4.8 million, or $0.45sale and a $0.15 per share in cash dividendsdividend declared and paid to stockholders.during the first quarter of 2018.

Tier 1 capital totaled $155.2$159.3 million at September 30, 2017,March 31, 2018, which represents a Tier 1 leverage ratio of 10.7%10.9%.  This ratio is up from the 10.1%10.7% Tier 1 leverage ratio and $147.6$156.0 million of Tier 1 capital at December 31, 2016.2017.  The slight increase in the Tier 1 leverage ratio is largely due to the growth in Tier 1 capital exceeding the proportional growth in average total assets at September 30, 2017.
- 51 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
SEPTEMBER 30, 2017March 31, 2018.


The regulatory authorities introduced a new capital measure in the first quarter of 2015 for financial institutions of Premier’s size, Common Equity Tier 1 Capital.  The Common Equity Tier 1 capital measure seeks to determine how much of the traditional Tier 1 capital is attributable to equity contributed by common shareholders by excluding Tier 1 capital from other sources such as preferred stockholders’ equity and subordinated debt.  As of September 30, 2017, Premier’s Common Equity Tier 1 capital is $6.0 million lower than its total Tier 1 capital due to the additional Tier 1 capital included from the subordinated debentures.  Since the subordinated debentures are held by the parent company, the Common Equity Tier 1 capital of the subsidiary banks is identical to their total Tier 1 capital, as none of the subsidiary banks have issued any preferred stock or subordinated debentures.  Beginning January 1, 2016 an additional capital conservation buffer has been added to the minimum regulatory capital ratios under the regulatory framework for prompt corrective action.  The capital conservation buffer will be measured as a percentage of risk weighted assets and will be phased-in over thea four year period from 2016 thru 2019.  When fully implemented, the capital conservation buffer requirement will be 2.50% of risk-weightedrisk weighted assets over and above the regulatory minimum capital ratios for Tier 1 Capital to risk-weightedrisk weighted assets, Total Capital to risk-weightedrisk weighted assets and Common Equity Tier 1 Capital (CET1) to risk weighted assets.  The consequences of not meeting the capital conservation buffer thresholds include restrictions on the payment of dividends, restrictions on the payment of discretionary bonuses, and restrictions on the repurchase of common shares by the Company.  The capital ratios of the Affiliate Banks and the Company already exceed the new minimum capital ratios plus the fully phased-in 2.50% capital buffer requiring a CET1 Capital to risk-weighted asset ratio of at least 7.00%, a Tier 1 Capital to risk weighted assets ratio of at least 8.50% and a Total Capital to risk weighted assets ratio of at least 10.50%.  At September 30, 2017,March 31, 2018, the Company’sCompany's capital conservation buffer was 7.50%8.44%, well in excess of the 1.250%1.875% required.

Book value per common share was $17.18$17.22 at September 30, 2017 compared to $16.37March 31, 2018 and $17.17 at December 31, 2016.  Adding to Premier’s2017.  The slight increase in book value per share inwas largely due to the first nine months of 2017 was the $1.04$0.48 per share earned during the periodfirst quarter, partially offset by $0.45the $0.15 per share in total quarterly cash dividendsdividend to common shareholders declared and paid during the first three quartersquarter of 2017.2018.  Also adding to Premier’sreducing Premier's book value per share at September 30, 2017March 31, 2018 was the $2,377,000$3.1 million of other comprehensive incomeloss for the first ninethree months of 20172018 related to the after tax increasedecrease in the market value of investment securities available for sale, which increaseddecreased book value at September 30, 2017 by approximately $0.22$0.29 per share.
- 5250 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
SEPTEMBER 30, 2017MARCH 31, 2018


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

The Company currently does not engage in any derivative or hedging activity.  Refer to the Company’s 2016Company's 2017 10-K for analysis of the interest rate sensitivity.  The Company believes there have been no significant changes in the interest rate sensitivity since previously reported on the Company’s 2016Company's 2017 10-K.


Item 4. Controls and Procedures

A. Disclosure Controls & Procedures

Premier management, including the Chief Executive Officer and Chief Financial Officer, has conducted an evaluation of the effectiveness of disclosure controls and procedures pursuant to the Securities and Exchange Act of 1934 Rule 13a-15c as of the end of the period covered by this quarterly report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures are effective in ensuring that all material information required to be filed in this quarterly report has been made known to them in a timely fashion.

B. Changes in Internal Controls over Financial Reporting

There were no changes in internal controls over financial reporting during the first fiscal quarter that have materially affected or are reasonably likely to materially affect Premier's internal controls over financial reporting.

C. Inherent Limitations on Internal Control

"Internal controls" are procedures, which are designed with the objective of providing reasonable assurance that (1) transactions are properly authorized; (2) assets are safeguarded against unauthorized or improper use; and (3) transactions are properly recorded and reported, all so as to permit the preparation of reports and financial statements in conformity with generally accepted accounting principles. However, a control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their cost. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. The design of any system of controls is also based, in part, upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, a control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected. Finally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control.
- 5351 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
SEPTEMBER 30, 2017MARCH 31, 2018


PART II - OTHER INFORMATION

Item 1.Legal ProceedingsNone
   
Item 1A.Risk Factors 
   
Please refer to Premier's Annual Report on Form 10-K for the year ended December 31, 20162017 for disclosures with respect to Premier's risk factors at December 31, 2016.2017. There have been no material changes since year-end 20162017 in the specified risk factors disclosed in the Annual Report on Form 10-K.
   
Item 2.Unregistered Sales of Equity Securities and Use of ProceedsNone
   
Item 3.Defaults Upon Senior SecuritiesNone
   
Item 4.Mine Safety DisclosuresNot Applicable
   
Item 5.Other InformationNone
   
Item 6.Exhibits 

 (a) The following exhibits are furnished in accordance with the provisions of Item 601 of Regulation S-K.

31.1
2.1
31.1

31.2Certification Pursuant to Section 302
32

32 Certification Pursuant to 18 U.S.C §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
- 5452 -

Table of Contents
PREMIER FINANCIAL BANCORP, INC.
SEPTEMBER 30, 2017MARCH 31, 2018


SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the Corporation has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

PREMIER FINANCIAL BANCORP, INC.



Date: November 9, 2017May 10, 2018             /s/ Robert W. Walker                     
Robert W. Walker
President & Chief Executive Officer


Date: November 9, 2017May 10, 2018             /s/ Brien M. Chase                         
Brien M. Chase
Senior Vice President & Chief Financial Officer



- 5553 -