Capitol Federal Financial, Inc. (NasdaqGS:CFFN) entered into a definitive agreement to acquire Capital City Bancshares, Inc (“CCB”) for $37.9 million on April 30, 2018. Under terms of the agreement, CCB stockholders will receive 3.725 shares of Capitol Federal’s common stock for each of the outstanding shares of their common stock. Based on this fixed exchange ratio, Capitol Federal will issue approximately 3.0 million shares of its common stock. Immediately upon closing the merger, Capital City Bank, subsidiary of CCB, will merge with and into Capitol Federal Savings, subsidiary of Capitol Federal. Bob Kobbeman, Capital City Bank's President and Chief Executive Officer, will be joining Capitol Federal Savings to run this new commercial banking division. The transaction is subject to customary closing conditions, including receipt of required regulatory approvals. The merger agreement has been unanimously approved by each of the members of the board of directors of CCB and Capitol Federal. The transaction is expected to close by the end of October 2018. Jimmy Dunne III, Kevin P. O' Keefe, Andrew I. Cott and Andrew Mutch of Sandler O'Neill & Partners, L.P. acted as financial advisor and Silver, Freedman, Taff & Tiernan LLP acted as legal counsel to Capitol Federal. The Capital Corporation acted as financial advisor and Stinson Leonard Street LLP acted as legal counsel to CCB on the transaction. Bob Monroe of Stinson Leonard Street acted as legal advisor in the transaction. Bob Wray of The Capital Corporation acted as financial advisor to Capital City Bancshares, Inc.