Capitol Federal Financial, Inc. · NASDAQ:CFFN

Capitol Federal Financial — Merger or Acquisition (April 2018)

13 slides from Capitol Federal Financial's merger presentation, Apr 30, 2018

  1. Slide 1: Capitol Federal Announces Agreement to Acquire Capital City Bancshares, Inc.

    April 30, 2018 Capitol Federal Financial, Inc. Announces Agreement to Acquire Capital City Bancshares, Inc.

  2. Slide 2: Forward-Looking Statements

    Except for the historical information contained in this press release, the matters discussed may be deemed to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements about our beliefs, plans, obje

  3. Slide 3: Introduction

    Strategically and financially attractive acquisition of a highly regarded, Topeka-based community commercial bank with approximately $400 million in assets 1) Represents a natural extension of our single family lending model through the expansion of our product offerings to include commercial lendin

  4. Slide 4: Transaction Summary

     100% stock  Fixed exchange ratio of 3.725 shares of CFFN common stock for each share of Capital City common stock Transaction Summary 4  $47.08 per share (1)  $37.5 million aggregate deal value (2) Calculated Transaction Price per Share and Aggregate Deal Value Consideration  Late summer 2018

  5. Slide 5: Capital City Overview

     Family owned bank founded in 1892 in Topeka, Kansas  11 branch offices located within the Topeka, Lawrence, and Kansas City (Overland Park) markets  Strong presence in these communities, providing commercial banking services to small and mid-sized businesses  Culturally similar to Capitol Feder

  6. Slide 6: Overlapping Market Presence

    Overlapping Market Presence 6  Pro forma deposit market share rank of #1 in Shawnee, Douglas and Johnson counties  Capital City branch office locations:  Seven branches in the Topeka market  Three branches in the Lawrence market  One branch in the Kansas City MSA, located in Overland Park  Bra

  7. Slide 7: Complementary Lines of Business

    Complementary Lines of Business 7 Residential Real Estate Lending Single-family Construction Lending Consumer Lending Commercial Real Estate Lending Commercial Real Estate Construction Lending C&I Lending Business Relationship Banking Full Suite of Retail Deposit Services Full Suite of Commerical De

  8. Slide 8: Low risk first acquisition of a commercial bank

     We view this first acquisition of a commercial bank as a low risk transaction, in keeping with our approach to managing our shareholders’ investment in Capitol Federal  Capital City is a compelling, in-market partner • Highlighted by solid credit metrics and an experienced commercial banking team

  9. Slide 9: Strategic rationale and commercial banking expansion

     Expands our commitment to, and presence within, the Topeka, Lawrence and Kansas City markets  Does not change our commitment to our single family lending model  However, complements our core retail competencies through the expansion of our product offerings to include commercial lending and comm

  10. Slide 10: Expected Pro Forma Financial Impact

    Expected Pro Forma Financial Impact 10 Summary of Expected Financial Impact of the Transaction (1)  Expected to produce approximately 3% accretion to fully diluted EPS in 2019 (2), growing to mid-single digits over the following few years  Expected to produce approximately (0.8)% dilution to TBVPS

  11. Slide 11: Appendix

    a% Capitol Donor’ Gorm cry Pas! True Blue® for over 120 years Appendix

  12. Slide 12: Key Transaction Assumptions

    Key Transaction Assumptions 12  26.1% net cost savings, identified in detail during our due diligence review, including expense additions related primarily to commercial banking IT costs across our platform  Cost savings realized 81% in the first 12 months following closing, with 100% realized in

  13. Slide 13: Investor Inquiries

    Investor Inquiries 13 700 South Kansas Avenue Topeka, KS 66603 Main Phone: (785) 235-1341 https://www.capfed.com John Dicus Chairman, President & Chief Executive Officer Direct Phone: (785) 231-6370 Email: jdicus@capfed.com Kent Townsend EVP & Chief Financial Officer Direct Phone: (785) 231-6360 Ema

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