Southern Missouri Bancorp, Inc. (NasdaqGM:SMBC) signed a definitive merger agreement to acquire Central Federal Bancshares, Inc. (OTCPK:CFDB) for $25.3 million on January 17, 2020. The transaction is an all-cash transaction. The consideration will also consist of the retirement of debt outstanding under Central's Employee Stock Ownership Plan. Central shareholders will receive $15.90 in cash for each share of Central common stock, subject to adjustment for Central's capital at closing. As part of the transaction, Central Federal will be merged with and into Southern Bank.

The transaction is subject to satisfaction of customary closing conditions, including regulatory and Central shareholder approvals. The Boards of Directors of Central and Southern Missouri unanimously approved the merger. As of April 30, 2020, the regulatory approvals to proceed with the merger were received. The transaction was approved by the shareholders of Central Federal Bancshares, Inc. at its shareholder meeting on May 5, 2020. The transaction is expected to close late in the second calendar quarter of 2020. As of April 30, 2020, the transaction is now expected to complete late in May 2020. This acquisition is expected to modestly improve earnings per share and has a tangible earn-back period of approximately 2 years. Lewis Rice, LLC acted as the legal advisor to Central, while Silver, Freedman, Taff & Tiernan LLP acted as the legal advisor to Southern Missouri. Pat McJoynt of Keefe, Bruyette, & Woods, Inc. acted as the financial advisor to Central.