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Section 1: 8-K (FORM 8-K)

Document


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):
June 7, 2018

  
ORRSTOWN FINANCIAL SERVICES, INC.
(Exact name of registrant as specified in its charter)

Pennsylvania
001-34292
23-2530374
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
77 East King Street, P.O. Box 250, Shippensburg, Pennsylvania
17257
 
(Address of principal executive offices)
(Zip Code)
 
Registrant's telephone number, including area code:
717 532-6114
 
Not Applicable
(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):
 
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).
 
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).
 
 
o
Emerging growth company
 
 
o
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 June 7, 2018, Orrstown Financial Services, Inc. (the “Company”) issued a press release announcing that the Company, and the Company's subsidiary bank, Orrstown Bank, have received investment grade ratings with a stable outlook from Kroll Bond Rating Agency.
The press release is attached to this report as Exhibit 99 and is incorporated by reference herein.

Item 9.01.
Financial Statements and Exhibits.

(d)    Exhibits

 
Exhibit No.
Description
 
 
 
 
 
 
99
Press Release dated June 7, 2018






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 hereunto duly authorized.
 
 
 
ORRSTOWN FINANCIAL SERVICES, INC.
 
 
 
 
Date: June 7, 2018
 
By: 
/s/ David P. Boyle
 
 
 
David P. Boyle
 
 
 
Executive Vice President and Chief Financial Officer
 
 
 
(Duly Authorized Representative)









Exhibit Index


Exhibit Number
Description
 
 
99



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Section 2: EX-99 (EXHIBIT 99)

Exhibit
Exhibit 99

393809478_orrfnewslogo.jpg
Orrstown Financial Services, Inc. and Orrstown Bank Receive Investment Grade Ratings from Kroll Bond Rating Agency

SHIPPENSBURG, PA-June 7, 2018 (GLOBE NEWSWIRE) -- Orrstown Financial Services, Inc. (NASDAQ: ORRF) (the “Company"), the holding company for Orrstown Bank (the “Bank”), announced today that the Company and the Bank received investment grade ratings with a stable outlook from Kroll Bond Rating Agency (“KBRA”).

In its release, KBRA noted, “The ratings are supported by ORRF’s strong management team, the Company’s relationship banking approach with an emphasis on core depository funding, diversified revenue mix, and sophisticated infrastructure, which can support a significantly larger institution.”

KBRA assigned the following specific ratings to the Company and the Bank:
 
Orrstown Financial Services, Inc.
 
Orrstown Bank
 
 
Senior Unsecured Debt
BBB
 
Deposit
BBB+
 
 
Subordinated Debt
BBB-
 
Senior Unsecured Debt
BBB+
 
 
Short-Term Debt
K3
 
Subordinated Debt
BBB
 
 
 
 
 
Short-Term Deposit
K2
 
 
 
 
 
Short-Term Debt
K2
 
A copy of the complete report is available at KBRA’s website, www.kbra.com.    

ABOUT THE COMPANY
With over $1.6 billion in assets, Orrstown Financial Services, Inc. and its wholly-owned subsidiaries, Orrstown Bank and Wheatland Advisors, Inc., provide a wide range of consumer and business financial services through banking and financial advisory offices in Berks, Cumberland, Dauphin, Franklin, Lancaster, Perry, and York Counties, Pennsylvania and Washington County, Maryland. Orrstown Bank is an Equal Housing Lender and its deposits are insured up to the legal maximum by the FDIC. Orrstown Financial Services, Inc.’s common stock is traded on Nasdaq (ORRF). For more information about Orrstown Financial Services, Inc. and Orrstown Bank, visit www.orrstown.com. For more information about Wheatland Advisors, Inc., visit www.wheatlandadvisors.com.

FORWARD-LOOKING STATEMENTS
This document contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. There are several factors that could cause actual results to differ significantly from expectations described in the forward-looking statements. For a discussion of such factors, please see the Company’s most recent reports on Forms 10-K and 10-Q filed with the Securities and Exchange Commission and available on the SEC’s website at www.sec.gov. The Company does not undertake any obligation to update forward-looking statements.

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