Community First Bancshares, Inc. Announces Expected Closing Date
January 18 2021 - 9:00AM
Business Wire
Community First Bancshares, Inc. (the “Company”), the stock
holding company of Newton Federal Bank (the “Bank”), announced
today that it has received all required regulatory approvals for
the conversion of Community First Bancshares, MHC (the “MHC”) from
the mutual holding company to the stock holding company form of
organization (the “Conversion”). The closing of the Conversion and
the related subscription offering is expected to occur at the close
of business on January 20, 2021, subject to customary closing
conditions.
The Company’s stock is expected to cease trading at the close of
business on January 20, 2021. The stock of Affinity Bancshares,
Inc. (“Affinity Bancshares”), a newly formed Maryland corporation
that is the proposed successor holding company of the Bank, is
expected to trade on the Nasdaq Capital Market under the trading
symbol “AFBI” beginning on January 21, 2021.
A total of 3,701,509 shares of common stock are expected to be
sold in the subscription offering at a price of $10.00 per share.
In addition, as part of the Conversion, each existing share of the
Company’s common stock held by public stockholders other than the
MHC will be converted into the right to receive 0.90686 shares of
Affinity Bancshares common stock; cash will be paid in lieu of any
fractional shares. Approximately 6,875,643 shares of Affinity
Bancshares common stock are expected to be outstanding after the
completion of the offering and the exchange, before taking into
account adjustments for fractional shares.
The offering was oversubscribed by eligible account holders who
had a first tier priority (those depositors having a qualifying
deposit as of June 30, 2019) in the subscription offering, and the
employee stock ownership plan. Accordingly, shares will be
allocated to first tier subscribers in accordance with the Plan of
Conversion and Reorganization, as described in the Prospectus. No
shares will be sold to other subscribers in the subscription
offering. Eligible account holders wishing to confirm their
allocations may do so by contacting the Stock Information Center at
(678) 729-9788. The Stock Information Center will be open from
10:00 a.m. to 4:00 p.m., Eastern Time, Monday through Friday, for
these purposes. The Stock Information Center will be closed Monday,
January 18, 2021, in recognition of the Martin Luther King, Jr.
federal holiday.
Forward-Looking Statements
Certain statements contained herein constitute “forward-looking
statements” within the meaning of Section 27A of the Securities Act
of 1933 and Section 21E of the Securities Exchange Act of 1934 and
are intended to be covered by the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Such statements
may be identified by words such as “may,” “will,” “would,”
“intend,” “believe,” “expect,” “plan,” “estimate,” “anticipate,”
“continue,” or similar terms or variations on those terms, or the
negative of those terms. These statements are based upon the
current beliefs and expectations of Company management and are
subject to significant risks and uncertainties. Actual results may
differ materially from those set forth in the forward-looking
statements as a result of numerous factors. Factors that could
cause such differences to exist include, but are not limited to:
those related to the real estate and economic environment,
particularly in the market areas in which the Company operates;
fiscal and monetary policies of the U.S. Government; changes in
government regulations affecting financial institutions, including
regulatory compliance costs and capital requirements; fluctuations
in the adequacy of loan loss reserves; decreases in deposit levels
necessitating increased borrowing to fund loans and investments;
the effects of any pandemic, including COVID-19; operational risks
including, but not limited to, cybersecurity, fraud and natural
disasters; the risk that the Company may not be successful in the
implementation of its business strategy; changes in prevailing
interest rates; credit risk management; asset-liability management;
and other risks described in the Company’s filings with the
Securities and Exchange Commission (the “SEC”), which are available
at the SEC’s website, www.sec.gov.
The Company wishes to caution readers not to place undue
reliance on any such forward looking statements, which speak only
as of the date made. The Company wishes to advise readers that the
factors listed above or other factors could affect the Company’s
financial performance and could cause the Company’s actual results
for future periods to differ materially from any opinions or
statements expressed with respect to future periods in any current
statements. The Company does not undertake and specifically
disclaims any obligation to publicly release the results of any
revisions, which may be made to any forward-looking statements to
reflect events or circumstances after the date of such statements
or to reflect the occurrence of anticipated or unanticipated
events.
About Community First Bancshares,
Inc.
The Company is a federal corporation based in Covington,
Georgia. The Company’s banking subsidiary, Newton Federal Bank,
opened in 1928 and currently operates a full-service office in
Atlanta, Georgia, two full-service offices in Covington, Georgia, a
loan production office in Braselton, Georgia, and a loan production
office serving the Alpharetta and Cumming, Georgia markets.
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Edward J. Cooney Chief Executive Officer (678) 742-9990
Community First Bancshares (NASDAQ:CFBI)
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