Exhibit 99.6
October 26, 2020
Boards of Directors
Community First Bancshares, MHC
Community First Bancshares, Inc.
Affinity Bancshares, Inc.
Newton Federal Bank
3175 Highway 278
Covington, Georgia 30014
Community First Bancshares, MHC
Community First Bancshares, Inc.
Members of the Boards of Directors:
All capitalized terms not otherwise defined in this letter have the meanings given such terms in the Plan of Conversion (the “Plan”) adopted by the Boards of Directors of Community First Bancshares, MHC (the “MHC”) and Community First Bancshares, Inc. (the “Mid-Tier”). The Plan provides for the conversion of the MHC into the full stock form of organization. Pursuant to the Plan, the MHC will be merged into the Mid-Tier and the Mid-Tier will merged into Affinity Bancshares, Inc., a newly-formed Maryland corporation (the “Company”) with the Company as the resulting entity, and the MHC will no longer exist. As part of the Plan, the Company will sell shares of common stock in an offering that will represent the ownership interest in the Mid-Tier now owned by the MHC.
We understand that in accordance with the Plan, depositors will receive rights in a liquidation account maintained by the Company representing the amount of (i) the MHC’s ownership interest in the Mid-Tier’s total stockholders’ equity as of the date of the latest statement of financial condition used in the prospectus plus (ii) the value of the net assets of the MHC as of the date of the latest statement of financial condition of the MHC prior to the consummation of the conversion (excluding its ownership of the Mid-Tier). The Company shall continue to hold the liquidation account for the benefit of Eligible Account Holders and Supplemental Eligible Account Holders who continue to maintain deposits in Newton Federal Bank. The liquidation account is designed to provide payments to depositors of their liquidation interests in the event of liquidation of Newton Federal Bank (or the Company and Newton Federal Bank).
In the unlikely event that either Newton Federal Bank (or the Company and Newton Federal Bank) were to liquidate after the conversion (including, a liquidation of Newton Federal Bank following a purchase and assumption transaction with a credit union acquiror), all claims of creditors, including those of depositors, would be paid first, followed by distribution to depositors as of June 30, 2019 and depositors as of September 30, 2020. Also, in a complete liquidation of both entities, or of Newton Federal Bank, when the Company has insufficient assets (other than the stock of Newton Federal Bank), or of Newton Federal Bank following a purchase and assumption transaction with a credit union acquiror, to fund the liquidation account distribution due to Eligible Account Holders and Supplemental Eligible Account Holders and Newton Federal Bank has positive net worth, Newton Federal Bank shall immediately make a distribution to fund the Company’s remaining obligations under the liquidation account. The Plan further provides that if the Company is completely liquidated or sold apart from a sale or liquidation of Newton Federal Bank, then the rights of Eligible Account Holders and Supplemental Eligible Account Holders in the liquidation account maintained by the Company shall be surrendered and treated as a liquidation account in Newton Federal Bank, the bank liquidation account and depositors shall have an equivalent interest in such bank liquidation account, subject to the same rights and terms as the liquidation account.
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