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

 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

 
Date of Report (Date of earliest event reported): January 14, 2021
 
Riverview Financial Corporation
(Exact name of registrant as specified in its charter)
 
Pennsylvania
 
001-38627
 
38-3917371
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
3901 North Front Street, Harrisburg, Pennsylvania
 
17110
(Address of principal executive offices)
 
(Zip Code)
 
(717) 827-4042
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
Common Stock
RIVE
NASDAQ Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2) of this chapter.)

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.  ☐



Item 8.01 Other Events

On January 14, 2021, Riverview Bank (the “Bank”), the wholly-owned subsidiary of Riverview Financial Corporation, and AmeriServ Financial Bank, the wholly-owned subsidiary of AmeriServ Financial, Inc., executed a Branch Purchase and Assumption Agreement (the “Agreement”), whereby AmeriServ will acquire the branch and deposit customers of Citizens Neighborhood Bank (“CNB”), an operating division of the Bank, located in Meyersdale, Pennsylvania, as well as the deposit customers of CNB’s leased branch office in the Borough of Somerset, Pennsylvania.  As of the date of the Agreement, the related deposits totaled approximately $48 million and will be acquired for a 3.71% deposit premium.  The transaction is expected to close in the second quarter of 2021, subject to regulatory approval and other customary closing conditions.

On January 15, 2021, the parties issued a joint press release announcing the execution of the Agreement, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.
(a)  Financial Statements of Businesses Acquired.
None.
(b)  Pro Forma Financial Information.
None.
(c)  Shell Company Transactions.
None.
(d)  Exhibits.

            Exhibit Number      Description
99.1
Joint Press Release dated January 15, 2021
104.1
Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, thereunto, duly authorized.
 
 
RIVERVIEW FINANCIAL CORPORATION
 
 
(Registrant)
 
 
 
 
 
 
Dated: January 15, 2021
 
/s/ Brett D. Fulk
 
 
Brett D. Fulk
 
 
Chief Executive Officer
     




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