Common use of Premier Subsidiaries Clause in Contracts

Premier Subsidiaries. At the date of this Agreement, Premier has six (6) state bank subsidiaries, and one (1) non-banking/non-holding company subsidiary, as follows: (a) Premier State Banks: Citizens Deposit Bank and Trust, Inc.; Farmers Deposit Bank, Eminence, Kentucky; Ohio River Bank, Inc.; First Central Bank, Inc.; Xxxxx County Bank, Inc.; and Traders Bank, Inc. hereinafter referred to as “Premier State Banks”. (b) Premier has one (1) non-bank/non-bank holding company subsidiary: Mt. Xxxxxx Financial Holdings, Inc. hereinafter referred to as the “Premier Non-Bank Subsidiary”. The Premier State Banks and Premier Non-Bank Subsidiary are hereinafter jointly referred to as the “Premier Subsidiaries”. Except for the Premier State Banks and Premier Non-Bank Subsidiary, Premier has no subsidiaries. Each of the Premier State Banks is a banking corporation, duly organized, validly existing under the laws of either the State of West Virginia or Ohio, or the Commonwealth of Kentucky, and has the corporate power and is duly authorized to own all of its properties and assets and to carry on its business as is now being conducted. The Premier Non-Bank Subsidiary is a corporation, validly existing under the laws of the Commonwealth of Kentucky, and has the corporate power and is duly authorized to own all of its properties and assets and to carry on its business as is now being conducted. Premier owns all of the issued and outstanding capital stock of each of the Premier Subsidiaries, free and clear of any liens, claims, security interest, encumbrances, charges or rights of third parties of any kind whatsoever, except that (i) all of Premier’s 100% interest in Xxxxx County Bank is pledged as collateral for a $11,550,000 loan from First Guaranty Bank of Hammond, Louisiana and (ii) all of Premier’s 100% interest in Farmers Deposit Bank and Citizens Deposit Bank are pledged as collateral for a $6,500,000 loan and a $3,000,000 line of credit from The Bankers’ Bank of Kentucky, Inc. of Frankfort, Kentucky.

Premier Subsidiaries. At the date of this Agreement, Premier has six five (65) state bank subsidiaries, and one (1) non-banking/non-holding company subsidiary, as follows: (a) Premier State Banks: Citizens Deposit Bank and Trust, Inc.; Farmers Deposit Bank, Eminence, Kentucky; Ohio River Bank, Inc.; First Central Bank, Inc.; and Xxxxx County Bank, Inc.; and Traders Bank, Inc. hereinafter referred to as “Premier State Banks”. (b) Premier has one (1) non-bank/non-bank holding company subsidiary: Mt. Xxxxxx Financial Holdings, Inc. hereinafter referred to as the “Premier Non-Bank Subsidiary”. The Premier State Banks and Premier Non-Bank Subsidiary are hereinafter jointly referred to as the “Premier Subsidiaries”. Except for the Premier State Banks and Premier Non-Bank Subsidiary, Premier has no subsidiaries. Each of the Premier State Banks is a banking corporation, duly organized, validly existing under the laws of either the State of West Virginia or Ohio, or the Commonwealth of Kentucky, and has the corporate power and is duly authorized to own all of its properties and assets and to carry on its business as is now being conducted. The Premier Non-Bank Subsidiary is a corporation, validly existing under the laws of the Commonwealth of Kentucky, and has the corporate power and is duly authorized to own all of its properties and assets and to carry on its business as is now being conducted. Premier owns all of the issued and outstanding capital stock of each of the Premier Subsidiaries, free and clear of any liens, claims, security interest, encumbrances, charges or rights of third parties of any kind whatsoever, except that (i) all of Premier’s 100% interest in Xxxxx County Bank is pledged as collateral for a $11,550,000 7,000,000 loan from First Guaranty Bank of Hammond, Louisiana and (ii) all of Premier’s 100% interest in Farmers Deposit Bank and Citizens Deposit Bank are pledged as collateral for a $6,500,000 loan and a $3,000,000 3,500,000 line of credit from The Bankers’ Bank of Kentucky, Inc. of Frankfort, Kentucky. As stated above, Premier has previously entered into or intends to enter into an agreement to acquire Citizens First. Citizens First is a state banking corporation duly organized, validly existing and in good standing under the laws of West Virginia. The authorized capital stock of Citizens First Bank consists of 750,000 shares of common stock, of which 400,000 shares are issued and outstanding. Nothing in this Agreement shall prohibit or impair the ability and right of Premier or any Premier Subsidiary to create or acquire, or agree to create or acquire, any other subsidiaries or entities or to acquire, consolidate or merge with any other company, corporation, bank or banking association, or to acquire or establish any branch prior to the Effective Time.

Premier Subsidiaries. At the date of this Agreement, Premier has six five (65) state bank subsidiaries, and one (1) non-banking/non-holding company subsidiary, as follows: (a) Premier State Banks: Citizens Deposit Bank and Trust, Inc.; Farmers Deposit Bank, Eminence, Kentucky; Ohio River Bank, Inc.; First Central Bank, Inc.; and Xxxxx County Bank, Inc.; and Traders Bank, Inc. hereinafter referred to as “"Premier State Banks”". (b) Premier has one (1) non-bank/non-bank holding company subsidiary: Mt. Xxxxxx Financial Holdings, Inc. hereinafter referred to as the “Premier Non-Bank Subsidiary”. The Premier State Banks and Premier Non-Bank Subsidiary are hereinafter jointly referred to as the “Premier Subsidiaries”. Except for the Premier State Banks and Premier Non-Bank Subsidiary, Premier has no subsidiaries. Each of the Premier State Banks is a banking corporation, duly organized, validly existing under the laws of either the State of West Virginia or Ohio, or the Commonwealth of Kentucky, and has the corporate power and is duly authorized to own all of its properties and assets and to carry on its business as is now being conducted. The Premier Non-Bank Subsidiary is a corporation, validly existing under the laws of the Commonwealth of Kentucky, and has the corporate power and is duly authorized to own all of its properties and assets and to carry on its business as is now being conducted. Premier owns all of the issued and outstanding capital stock of each of the Premier Subsidiaries, free and clear of any liens, claims, security interest, encumbrances, charges or rights of third parties of any kind whatsoever, except that (i) all of Premier’s 100% interest in Xxxxx County Bank is pledged as collateral for a $11,550,000 7,000,000 loan from First Guaranty Bank of Hammond, Louisiana and (ii) all of Premier’s 100% interest in Farmers Deposit Bank and Citizens Deposit Bank are pledged as collateral for a $6,500,000 loan and a $3,000,000 line of credit from The Bankers’ Bank of Kentucky, Inc. of Frankfort, Kentucky. Nothing in this Agreement shall prohibit or impair the ability and right of Premier or any Premier Subsidiary to create or acquire, or agree to create or acquire, any other subsidiaries or entities or to acquire, consolidate or merge with any other company, corporation, bank or banking association, or to acquire or establish any branch prior to the Effective Time.