Item 8.01 Other Events.
On March 17, 2021, Broadway Financial Corporation ("Broadway," Nasdaq: BYFC) in
Los Angeles, CA and CFBanc Corporation ("City First") in Washington, D.C.
announced today that their stockholders voted to approve the previously
announced merger of equals of the two companies at the special meetings of their
stockholders held today. A copy of the Press Release is attached as Exhibit
99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release dated March 17, 2021.
Additional Information and Where to Find it
This report does not constitute an offer to buy or sell or the solicitation of
an offer to buy or sell any securities or a solicitation of any vote or
approval. This report relates to a proposed business combination between the
Company and CFBanc, as well as related potential private placements of common
equity. In connection with the proposed transactions, the Company has filed with
the SEC a registration statement on Form S-4 (the "Registration Statement") that
includes a joint proxy statement of the Company and CFBanc and a prospectus of
the Company (the "Joint Proxy/Prospectus"). The Company also plans to file other
relevant documents with the SEC regarding the proposed transactions. No offering
of securities shall be made except by means of a prospectus meeting the
requirements of Section 10 of the U.S. Securities Act of 1933, as amended, and
no offer to sell or solicitation of an offer to buy shall be made in any
jurisdiction in which such offer, solicitation or sale would be unlawful. The
definitive Joint Proxy/Prospectus has been mailed or otherwise provided to
stockholders of the Company and CFBanc. INVESTORS AND SECURITY HOLDERS OF THE
COMPANY AND CFBANC ARE URGED TO READ THE REGISTRATION STATEMENT, JOINT
PROXY/PROSPECTUS AND OTHER DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS
ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS THAT MAY BE FILED, CAREFULLY
AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE
PROPOSED TRANSACTIONS.
Investors and security holders are able to obtain free copies of these documents
and other documents containing important information about the Company and
CFBanc through the website maintained by the SEC at http://www.sec.gov. Copies
of the documents filed with the SEC by the Company are also available free of
charge on the Company's website at
https://www.broadwayfederalbank.com/financial-highlights. Copies of the
Registration Statement and the Joint Proxy/Prospectus can also be obtained free
of charge by directing a request to Broadway Financial Corporation, 5055
Wilshire Boulevard Suite 500, Los Angeles, California 90036, Attention: Investor
Relations, Telephone: (323) 556-3264, or by email to
investor.relations@broadwayfederalbank.com, or to CFBanc Corporation, 1432 U
Street, NW DC 20009, Attention: Audrey Phillips, Corporate Secretary, Telephone:
(202) 243-7141.
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