Citizens Financial Corp/DE/ - Current report filing (8-K)
December 14 2007 - 6:31AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
W
ashing
ton,
DC 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): December 14,
2007
CITIZENS
FINANCIAL CORP.
(Exact
name of registrant as specified in its charter)
____________________________
DELAWARE
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2-96144
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55-0666598
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(
State
or other
jurisdiction of Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification
No.)
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211
Third Street, Elkins, West Virginia
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26241
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (304)
636-4095
(Former
name or former address, if changed since last report.)
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))
The
information in this Report (including the exhibit attached hereto) is being
furnished under Item 8.01 of Form 8-K and shall not be deemed “filed” under the
Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not
be deemed “filed” for purposes of Section 18 of the Exchange Act nor shall it be
deemed incorporated by reference into any of Citizens Financial Corp.’s previous
or future filings under the Securities Act of 1933, as amended, or the Exchange
Act except as shall be expressly set forth by specific reference in such
filing.
Item
8.01. Other Events
On
December 14, 2007, Citizens Financial Corp. mailed a letter to shareholders
concurrently with the distribution of its fourth quarter 2007
dividend. The letter provides stockholders with information regarding
issues the company faced in 2007 including increased loan losses and the net
costs of operations related to other real estate. These costs have
resulted in a reduced dividend. A copy of this letter is furnished as
Exhibit 99.1 hereto and is incorporated by reference into this Item
8.01.
This
Form
8-K contains forward looking statements which reflect our current expectations
based on information available to us. These forward looking
statements involve uncertainties related to the general economic conditions
in
our nation and other broad based issues such as interest rates and regulations
as well as to other factors which may be more specific to our own
operations. Forward looking statements can be identified by words
such as “may”, “will”, “expect”, “anticipate”, “believe”, “estimate”, “plans”,
“intends”, or similar words. We do not attempt to update any forward
looking statements. We include them pursuant to applicable safe
harbor provisions of the Private Securiites Litigation Reform Act of
1995. When considering forward looking statements, you should keep in
mind the cautionary statements in our SEC filings, including the “Risk Factors”
section on Item 1A of our 2006 Annual Report on Form 10-K. Although
we believe the expectations reflected in our forward looking statements are
reasonable, actual results could differ materially.
Item
9.01: Financial Statements and Exhibits
99.1
Letter to Shareholders Dated December 14,
2007
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereto
duly authorized.
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Citizens
Financial Corp.
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/s/
12/14/07
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/s/
Thomas K. Derbyshire
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Vice
President, Treasurer &
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Principal
Financial
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