SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange of 1934 Date of Report December 19, 1997 PREMIER FINANCIAL BANCORP, INC. (Exact name of registrant as specified in its charter) KENTUCKY 0-20908 61-1206757 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification No.) 120 N. HAMILTON STREET GEORGETOWN, KENTUCKY 40324 (address of principal executive officer) (Zip Code) Registrant's telephone number, including area code (502) 863-7500 Not Applicable (Former name or former address, if changed since last report) ITEM 5. PRESS RELEASE A copy of the Corporation's press release, dated December 19, 1997, is provided as an attachment to this Form 8-K. 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: December 19, 1997 /s/ Marshall T. Reynolds ------------------------------- Marshall T. Reynolds Chairman of the Board Date: December 19, 1997 /s/ J. Howell Kelly -------------------------------- J. Howell Kelly President & Chief Executive Officer NEWS FOR IMMEDIATE RELEASE DECEMBER 19, 1997 CONTACT: J. Howell Kelly President (502) 863-7500 PREMIER FINANCIAL BANCORP, INC. PREMIER FINANCIAL BANCORP, INC., (Premier) GEORGETOWN, KENTUCKY (NASDAQ/NMS PFBI), announced the consummation on November 13, 1997 of its acquisition of The Sabina Bank, Sabina, Ohio (Sabina), whereby Premier exchanged 476,300 common shares for all the issued and outstanding shares of Sabina in a business combination accounted for as a pooling of interests. The accompanying financial highlights for 1997 are based on the assumption that the companies were combined for the full year and prior year amounts have been restated to give effect to the combination. Additionally, on December 11, 1997, Sabina completed its purchase and assumption of two branch offices of the Fifth Third Bank of Western, Ohio. Included in the purchase was approximately $13.3 million of deposits from the Ada, Ohio branch and $11.1 million from the Waynesfield, Ohio branch. After the purchase Sabina had $55.2 million of deposits and $63.3 million in total assets. For the eleven and a half months ended December 15, 1997, Premier's earnings of $5,326,922 were up $1,752,799 or 49.0% as compared to the same period in 1996. On a per share basis, fully diluted earnings of $1.14 were up 15.2% from $0.99 recorded last year. Total assets at December 15, 1997 were $431.2 million, an increase of $102.1 million since December 31, 1996. Stockholders' equity at December 15, 1997 of $48.2 million equaled 11.19% of total assets. PREMIER FINANCIAL BANCORP, INC. Financial Highlights (In Thousands) For the period For the period January 1, 1997 January 1, 1996 through through December 15, 1997 December 15, 1996 Interest Income $ 32,060 $ 21,136 Interest Expense 17,109 9,460 ---------- ---------- Net Interest Income $ 14,951 $ 11,676 Provision for Loan Losses 1,210 663 ---------- ---------- Net Interest Income after Provision $ 13,741 $ 11,013 Non-Interest Income 4,317 1,729 Non-Interest Expenses 10,326 7,636 ---------- ---------- Income Before Taxes $ 7,732 $ 5,106 Income Taxes 2,405 1,532 ---------- ---------- NET INCOME $ 5,327 $ 3,574 EARNINGS PER SHARE $ 1.14 $ 0.99 December 15, 1997 December 31, 1996 Cash /Due From Bank/Fed Funds $ 71,394 $ 20,239 Investment Securities 54,514 50,965 Loans (net) 278,479 239,771 Other Assets 26,794 18,091 ---------- ---------- TOTAL ASSETS $ 431,181 $ 329,066 LIABILITIES Deposits $ 325,933 $ 267,208 Other liabilities 28,263 17,233 ---------- ---------- TOTAL LIABILITIES $ 354,196 $ 284,441 Guaranteed Preferred Beneficial Interests in Company's Debentures 28,750 0 STOCKHOLDERS' EQUITY 48,235 44,625 ---------- ---------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 431,181 $ 329,066 TOTAL BOOK VALUE PER SHARE $ 10.29 $ 9.52 TANGIBLE BOOK VALUE PER SHARE $ 8.74 $ 8.35