Premier Financial Bancorp, Inc. Announces Agreement to Merge with Abigail Adams National Bancorp
December 31 2008 - 4:25PM
PR Newswire (US)
HUNTINGTON, W.Va., Dec. 31 /PRNewswire-FirstCall/ -- Premier
Financial Bancorp, Inc. (PREMIER), (NASDAQ:PFBI), a $732 million
community bank holding company with six bank subsidiaries, and
Abigail Adams National Bancorp, Inc. (Adams), a $436 million bank
holding company headquartered in Washington, DC (NASDAQ:AANB)
jointly announce that they have entered into a definitive agreement
whereby Premier will acquire Adams in a 100% stock exchange valued
at approximately $10.9 million based on Premier's closing stock
price on December 31, 2008. The resulting community banking
organization will have consolidated assets of approximately $1.2
billion, with approximately $950 million in total deposits and $800
million in total loans. Premier President and CEO Robert W. Walker
commented, "We are pleased that Adams has chosen to merge with
Premier. We certainly have a history of successfully working
through formal regulatory agreements, reorganizing managerial
structures and systems, and returning banking franchises to
profitability. We believe the merger with Adams presents us with
another opportunity to revitalize an organization to become a
healthy and profitable community banking institution." Adams
National Bank Executive Vice President Lou Akers stated, "We are
excited by the opportunities to merge with Premier. We believe
Premier is a vibrant and growing community bank franchise. Their
management team has a history of operating banks that are strong,
healthy performers within their local communities with an inviting,
friendly community bank atmosphere. Through Premier's network of
affiliated community banks, we will be able to complement Adams'
current loan and deposit products." Abigail Adams is parent company
to two subsidiary banks, Adams National Bank, a $344 million bank
headquartered in Washington, DC and Consolidated Bank & Trust,
a $92 million bank headquartered in Richmond, Virginia. Premier
Financial Bancorp announced a 6.8% increase in its third quarter
2008 earnings over their third quarter 2007 earnings. Premier's
year-to-date earnings through September 30, 2008 totaled $5.634
million compared to $5.383 million in the first nine months of
2007. Premier also owns Boone County Bank in Madison, West
Virginia, First Central Bank located in Philippi, West Virginia and
Traders Bank in Ravenswood, West Virginia. In Kentucky, Premier's
affiliates are Citizens Deposit Bank in Vanceburg and Farmers
Deposit Bank in Eminence. Ohio River Bank headquartered in Ironton,
Ohio is also a community bank owned by Premier. Under terms of the
definitive agreement, each share of Adams common stock will be
converted into 0.4461 shares of Premier common stock. Premier
anticipates that it will issue approximately 1,545,000 shares of
its common stock. The transaction, which is subject to satisfaction
of various contractual conditions and requires approval by
regulatory agencies and the shareholders of Adams and Premier, is
anticipated to close sometime in the first half of 2009. Baxter
Fentriss and Company served as financial advisor and investment
banker for Premier while RP Financial L.C. served as financial
advisor and investment banker for Adams. Certain Statements
contained in this news release, including without limitation
statements including the word "believes," "anticipates," "intends,"
"expects" or words of similar import, constitute "forward-looking
statements" within the meaning of section 21E of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"). Such
forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause the actual results,
performance or achievements of Premier to be materially different
from any future results, performance or achievements of Premier
expressed or implied by such forward-looking statements. Such
factors include, among others, general economic and business
conditions, changes in business strategy or development plans and
other factors referenced in this press release. Given these
uncertainties, prospective investors are cautioned not to place
undue reliance on such forward-looking statements. Premier
disclaims any obligation to update any such factors or to publicly
announce the results of any revisions to any of the forward-looking
statements contained herein to reflect future events or
developments. DATASOURCE: Premier Financial Bancorp, Inc. CONTACT:
Robert W. Walker, PFBI CEO, +1-304-525-1600; or Betty J. Serrano,
AANB SVP, +1-202-772-3600
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