8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 21, 2015

Chemical Financial Corporation

(Exact Name of Registrant as

Specified in its Charter)

Michigan (State or Other Jurisdiction of Incorporation) 000-08185 (Commission File Number) 38-2022454 (IRS Employer Identification No.)

235 E. Main Street Midland, Michigan (Address of Principal Executive Offices) 48640 (Zip Code)

Registrant's telephone number, including area code:  (989) 839-5350

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

þ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 2.02 Results of Operations and Financial Condition.

On July 21, 2015, Chemical Financial Corporation ("Chemical") issued the press release attached as Exhibit 99.1 to this Form 8-K, which is here incorporated by reference. A copy of the presentation slides which will be discussed in Chemical's webcast earnings call are also attached as Exhibit 99.2 to this Form 8-K. This Report and the Exhibits are furnished to, and not filed with, the Commission.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

99.1 Press Release dated July 21, 2015. This Exhibit is furnished to, and not filed with, the Commission.

99.2 Earnings Presentation Slides. This Exhibit is furnished to, and not filed with, the Commission.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated:	July 21, 2015	CHEMICAL FINANCIAL CORPORATION (Registrant)
		/s/ Lori A. Gwizdala
		Lori A. Gwizdala
		Executive Vice President, Chief Financial      Officer and Treasurer

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EXHIBIT INDEX

Exhibit Number Document

99.1 Press Release dated July 21, 2015. This Exhibit is furnished to, and not filed with, the Commission.

99.2 Earnings Presentation Slides. This Exhibit is furnished to, and not filed with, the Commission.

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EX-99.1

Exhibit 99.1

For further information:

David B. Ramaker, CEO

Lori A. Gwizdala, CFO

989-839-5350

Chemical Financial Corporation Reports 2015Second Quarter Operating Results

MIDLAND, MI, July 21, 2015 -- Chemical Financial Corporation (the "Corporation") (NASDAQ:CHFC) today announced 2015second quarter net income of $19.0 million, or $0.54 per diluted share, compared to 2014second quarter net income of $16.2 million, or $0.54 per diluted share, and 2015first quarter net income of $17.8 million, or $0.54 per diluted share. Net income was $36.9 million, or $1.08 per diluted share, for the six months ended June 30, 2015, compared to $30.0 million, or $1.00 per diluted share, for the six months ended June 30, 2014.

“Strong second quarter organic loan growth and the combined impact of our three recent acquisitions drove a healthy improvement in core earnings performance over 2014’s second quarter, although the impact on reported net income was partially offset by nonrecurring transaction-related expenses. The organic loan growth was broad based across loan categories and geographical regions of our expanding franchise, and we believe it bodes well for further portfolio expansion as the year progresses,” noted David B. Ramaker, Chairman, Chief Executive Officer and President of Chemical Financial Corporation. “Our capital ratios remain solid, and credit quality continues to improve, with our ratio of nonperforming loans to total loans at June 30, 2015 falling to 1.01%, the lowest since year-end 2006.”

"With the closing of the two transactions during the quarter, coupled with the Northwestern transaction last fall, we are very excited and proud to welcome all employees and customers to Chemical Bank. We look forward with great enthusiasm to continuing to grow our market share in these important regions. We also will continue to selectively pursue acquisitive growth opportunities, but remain primarily focused on capitalizing on increasing loan and deposit demand as the Michigan communities, businesses and consumers we serve benefit from improving economic conditions," added Ramaker.

Excluding nonrecurring transaction-related expenses, net income in the second quarter of 2015 was $21.7 million, or $0.61 per diluted share, compared to $16.7 million, or $0.55 per diluted share, in the second quarter of 2014 and $18.7 million, or $0.57 per diluted share, in the first quarter of 2015. On a year-to-date basis, excluding nonrecurring transaction-related expenses, net income was $40.4 million, or $1.18 per diluted share, in 2015, compared to $30.7 million, or $1.02 per diluted share, during the first six months of 2014. The double digit percentage increases in earnings per share, excluding nonrecurring transaction-related expenses, for the three and six month periods ended June 30, 2015, compared to the same periods for the prior year, were primarily driven by organic loan growth over the last twelve months which resulted in higher net interest income, and incremental earnings from the all cash Northwestern Bancorp, Inc. ("Northwestern") transaction that closed in the fourth quarter of 2014. The increase in earnings per share in the second quarter of 2015, compared to the first quarter of 2015, was primarily attributable to increases in net interest income and noninterest income from the legacy operations of Chemical Bank.

As previously reported, the Corporation completed its acquisitions of Lake Michigan Financial Corporation ("Lake Michigan"), parent company of The Bank of Holland and The Bank of Northern Michigan, on May 31, 2015 and Monarch Community Bancorp, Inc. ("Monarch"), parent company of Monarch Community Bank, on April 1, 2015. Accordingly, the results of Lake Michigan's and Monarch's operations are included in the Corporation's operations since the respective acquisition dates. The Bank of Holland and The Bank of Northern Michigan will be operated as separate subsidiaries of the Corporation until their planned consolidation with and into Chemical Bank in the fourth quarter of 2015. Monarch Community Bank was consolidated with and into Chemical Bank during the second quarter of 2015. The acquisition of Lake Michigan resulted in increases in the Corporation's total assets of $1.24 billion, total loans of $986 million, total deposits of $925 million, and goodwill of $101 million. The acquisition of Monarch resulted in increases in the Corporation's total assets of $183 million, total loans of $122 million, total deposits of $144 million, and goodwill of $5 million.

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Nonrecurring transaction-related expenses attributable to the Lake Michigan and Monarch acquisitions were $3.5 million and $4.8 million for the three and six months ended June 30, 2015, respectively, while nonrecurring transaction-related expenses attributable to the October 31, 2014 acquisition of Northwestern were $0.6 million and $1.0 million for the three and six months ended June 30, 2014. The Corporation expects to incur approximately $3.0 million of additional nonrecurring transaction-related expenses in the second half of 2015.

Net income, excluding nonrecurring transaction-related expenses, in the second quarter of 2015 was higher than the second quarter of 2014 due to a combination of higher net interest income and higher noninterest income, which were partially offset by higher operating expenses. The increases in each of these components of net income were due, in part, to the Lake Michigan, Monarch and Northwestern transactions. Net income, excluding nonrecurring transaction-related expenses, in the second quarter of 2015 was higher than the first quarter of 2015 due also, in part, to incremental net income resulting from the Lake Michigan and Monarch transactions.

The Corporation's return on average assets was 0.94% during the second quarter of 2015, compared to 1.04% in the second quarter of 2014 and 0.98% in the first quarter of 2015. The Corporation's return on average shareholders' equity was 8.6% in the second quarter of 2015, compared to 9.1% in the second quarter of 2014 and 9.0% in the first quarter of 2015. Nonrecurring transaction-related expenses in the second quarter of 2015 reduced the Corporation's return on average assets by 13 basis points and return on average shareholders' equity by 121 basis points.

Net interest income was $65.7 million in the second quarter of 2015, $14.3 million, or 28%, higher than the second quarter of 2014 and $6.6 million, or 11%, higher than the first quarter of 2015. The increase in net interest income in the second quarter of 2015 over the second quarter of 2014 was largely attributable to the positive impact of organic loan growth and the impact of loans acquired in the Lake Michigan, Monarch and Northwestern transactions. The increase in net interest income in the second quarter of 2015 over the first quarter of 2015 was primarily attributable to the incremental benefit of the Lake Michigan and Monarch transactions, although the Corporation's net interest income also benefited from one additional day in the second quarter of 2015 and additional net interest income resulting from second quarter 2015 organic loan growth that was partially funded through Federal Home Loan Bank (FHLB) short-term borrowings.

The net interest margin (on a tax-equivalent basis) was 3.59% in the second quarter of 2015, compared to 3.59% in the second quarter of 2014 and 3.55% in the first quarter of 2015. The increase in the net interest margin in the second quarter of 2015, compared to the first quarter of 2015, was partially attributable to the reduction in the Corporation's seasonal municipal deposits that were maintained at the Federal Reserve Bank (FRB) at approximately the same interest yield as the interest rate paid on the deposits, and also due to loan growth. The positive impact on the net interest margin attributable to organic loan growth during the twelve months ended June 30, 2015 was partially offset by a reduction in the average yield on the loan portfolio. The average yield on the loan portfolio was 4.17% in the second quarter of 2015, compared to 4.26% in the second quarter of 2014 and 4.16% in the first quarter of 2015. The average yield of the investment securities portfolio was 2.03% in the second quarter of 2015, compared to 2.13% in the second quarter of 2014 and 1.96% in the first quarter of 2015. Modest changes in the mix of customer deposits and the repricing of matured customer certificates of deposit was offset by the higher cost of $278 million of brokered deposits and other wholesale borrowings acquired in the Lake Michigan transaction. The Corporation's average cost of funds was 0.22% in the second quarter of 2015, compared to 0.27% in the second quarter of 2014 and 0.21% in the first quarter of 2015.

The provision for loan losses was $1.5 million in the second quarter of 2015, unchanged from both the second quarter of 2014 and the first quarter of 2015. The Corporation's quarterly provision for loan losses remained relatively consistent throughout 2014 and the first half of 2015, despite significant organic growth in its loan portfolio, due primarily to a reduction in net loan charge-offs and strong credit quality.

Net loan charge-offs were $1.8 million, or 0.12% of average loans, in the second quarter of 2015, compared to $2.2 million, or 0.18% of average loans, in the second quarter of 2014 and $1.9 million, or 0.14% of average loans, in the first quarter of 2015. The modest reduction in net loan charge-offs in the second quarter of 2015, compared to the second quarter of 2014, was due to the continued improvement in the overall credit quality of the loan portfolio and characteristics of an improving economy in the State of Michigan.

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The Corporation's nonperforming loans, consisting of nonaccrual loans, accruing loans past due 90 days or more as to principal or interest payments and nonperforming troubled debt restructurings, totaled $70.9 million at June 30, 2015, compared to $72.7 million at March 31, 2015 and $73.7 million at June 30, 2014. Nonperforming loans comprised 1.01% of total loans at June 30, 2015, compared to 1.28% at March 31, 2015 and 1.51% at June 30, 2014. The decrease in the percentage of nonperforming loans to total loans at June 30, 2015, compared to June 30, 2014, was partially due to $1.58 billion of total loans acquired in the Lake Michigan, Monarch and Northwestern transactions, as these loans are not classified as nonperforming after the acquisition date since they are recorded in loan pools at their net realizable value.

At June 30, 2015, the allowance for loan losses of the originated loan portfolio was $74.9 million, or 1.40% of originated loans, compared to $75.3 million, or 1.49% of originated loans, at March 31, 2015 and $77.3 million, or 1.67% of originated loans, at June 30, 2014. The allowance for loan losses of the originated loan portfolio as a percentage of nonperforming loans was 106% at June 30, 2015, compared to 103% at March 31, 2015 and 105% at June 30, 2014.

Noninterest income was $20.7 million in the second quarter of 2015, compared to $15.8 million in the second quarter of 2014 and $19.3 million in the first quarter of 2015. Noninterest income in the second quarter of 2015 was higher than the second quarter of 2014, with all major categories of noninterest income higher and largely attributable to incremental revenue due to the Lake Michigan, Monarch and Northwestern transactions. Excluding $0.6 million of gains from the sale of investment securities in the first quarter of 2015, noninterest income in the second quarter of 2015 was $2.0 million higher than the first quarter of 2015, with the increase largely attributable to higher wealth management revenue, overdraft fee income and foreign ATM fee income from the legacy operations of Chemical Bank, as well as partially due to incremental revenue attributable to the Lake Michigan and Monarch transactions.

Operating expenses were $56.8 million in the second quarter of 2015, compared to $42.4 million in the second quarter of 2014 and $51.0 million in the first quarter of 2015. Operating expenses included nonrecurring transaction-related expenses of $3.5 million in the second quarter of 2015, $0.6 million in the second quarter of 2014 and $1.4 million in the first quarter of 2015. Excluding these nonrecurring transaction-related expenses, operating expenses were $53.3 million in the second quarter of 2015, $11.6 million, or 28%, higher than the second quarter of 2014 and $3.7 million, or 7.4%, higher than the first quarter of 2015. The increase in operating expenses in the second quarter of 2015, compared to the second quarter of 2014, was primarily attributable to incremental operating costs associated with the Lake Michigan, Monarch and Northwestern transactions, while the increase in the second quarter of 2015, compared to the first quarter of 2015, was attributable to incremental operating costs associated with the Lake Michigan and Monarch transactions.

The Corporation's efficiency ratio was 60.5% in the second quarter of 2015, 62.4% in the first quarter of 2015 and 60.9% in the second quarter of 2014.

Total assets were $9.02 billion at June 30, 2015, compared to $7.55 billion at March 31, 2015 and $6.23 billion at June 30, 2014. The increase in total assets during the three months ended June 30, 2015 was primarily attributable to the Lake Michigan and Monarch transactions. The increase in total assets during the twelve months ended June 30, 2015 was largely attributable to the Lake Michigan, Monarch and Northwestern transactions, in addition to an organic increase in deposits of $337 million that was used to partially fund loan growth. Interest-bearing balances at the FRB totaled $16 million at June 30, 2015, compared to $239 million at March 31, 2015 and $1.3 million at June 30, 2014. The decline in interest-bearing balances during the second quarter of 2015 was largely attributable to a decline in seasonable municipal deposit accounts. Investment securities were $1.16 billion at June 30, 2015, compared to $1.06 billion at March 31, 2015 and $924 million at June 30, 2014. The increase in investment securities during the twelve months ended June 30, 2015 was due to investment securities acquired in the Lake Michigan and Northwestern transactions.

Total loans were $7.03 billion at June 30, 2015, up $1.33 billion, or 23%, from total loans of $5.70 billion at March 31, 2015 and up $2.14 billion, or 44%, from total loans of $4.90 billion at June 30, 2014. The increase in loans during the three months ended June 30, 2015 was attributable to $1.11 billion of loans acquired in the Lake Michigan and Monarch transactions and $224 million of organic loan growth. The increase in loans during the twelve months ended June 30, 2015 was attributable to $1.58 billion of loans acquired in the three acquisitions and $553 million of organic loan growth.

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Total deposits were $7.29 billion at June 30, 2015, compared to $6.32 billion at March 31, 2015 and $5.09 billion at June 30, 2014. Short-term borrowings were $532 million at June 30, 2015, compared to $372 million at March 31, 2015 and $305 million at June 30, 2014. Other borrowings were $148 million at June 30, 2015. The Corporation had no other borrowings at March 31, 2015 and June 30, 2014. The increase in total deposits and other borrowings during the twelve months ended June 30, 2015 was largely attributable to the acquisitions of Lake Michigan, Monarch and Northwestern. The Corporation acquired $1.86 billion in deposits and $163 million in combined borrowings as of the respective acquisition dates for these transactions.

At June 30, 2015, the Corporation's tangible equity to assets ratio and total risk-based capital ratio were 7.8% and 11.6%, respectively, compared to 8.4% and 13.0%, respectively, at March 31, 2015 and 11.0% and 15.3%, respectively, at June 30, 2014. The decreases in the Corporation's capital ratios at June 30, 2015, compared to March 31, 2015 and June 30, 2014, were attributable to the three acquisitions. At June 30, 2015, the Corporation's book value was $25.74 per share, compared to $24.68 per share at March 31, 2015 and $24.22 per share at June 30, 2014. At June 30, 2015, the Corporation's tangible book value was $17.87 per share, compared to $18.95 per share at March 31, 2015 and $20.42 per share at June 30, 2014. The decrease in the Corporation's tangible book value per share during the second quarter of 2015 was due to the Lake Michigan transaction, which reduced the Corporation's tangible book value by $1.58 per share.

This press release contains references to financial measures which are not defined in generally accepted accounting principles ("GAAP"). Such non-GAAP financial measures include the Corporation's tangible equity to assets ratio, presentation of net interest income and net interest margin on a fully taxable equivalent (FTE) basis, and information presented excluding nonrecurring transaction-related expenses, including net income, diluted earnings per share, return on average assets, return on average shareholders' equity and operating expenses. These non-GAAP financial measures have been included as the Corporation believes they are helpful for investors to analyze and evaluate the Corporation's financial condition.

Chemical Financial Corporation will host a conference call to discuss its second quarter2015 operating results on Wednesday, July 22, 2015 at 10:00 a.m. EDT. Anyone interested may access the conference call on a live basis by dialing toll-free at 1-888-600-4862 and entering 7353331 for the conference ID. The call will also be broadcast live over the Internet hosted at Chemical Financial Corporation's website at www.chemicalbankmi.com under the "Investor Info" section. A copy of the slide-show presentation and an audio replay of the call will remain available on Chemical Financial Corporation's website for at least 14 days.

Chemical Financial Corporation is the second largest banking company headquartered and operating branch offices in Michigan. The Corporation operates through its subsidiary banks, Chemical Bank, The Bank of Holland and The Bank of Northern Michigan, with 187 banking offices spread over 47 counties in Michigan. At June 30, 2015, the Corporation had total assets of $9.0 billion. Chemical Financial Corporation's common stock trades on The NASDAQ Stock Market under the symbol CHFC and is one of the issues comprising The NASDAQ Global Select Market. More information about the Corporation is available by visiting the investor relations section of its website at www.chemicalbankmi.com.

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Forward-Looking Statements

This press release contains forward-looking statements that are based on management's beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy and the Corporation. Words and phrases such as "anticipates," "believes," "continue," "estimates," "expects," "forecasts," "intends," "is likely," "judgment," "look forward," "opinion," "plans," "predicts," "probable," "projects," "should," "strategic," "trend," "will," and variations of such words and phrases or similar expressions are intended to identify such forward-looking statements. Such statements are based upon current beliefs and expectations and involve substantial risks and uncertainties which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. All statements referencing future time periods are forward-looking.

Management's determination of the provision and allowance for loan losses; the carrying value of acquired loans, goodwill and mortgage servicing rights; the fair value of investment securities (including whether any impairment on any investment security is temporary or other-than-temporary and the amount of any impairment); and management's assumptions concerning pension and other postretirement benefit plans involve judgments that are inherently forward-looking. There can be no assurance that future loan losses will be limited to the amounts estimated. All of the information concerning interest rate sensitivity is forward-looking. The future effect of changes in the financial and credit markets and the national and regional economies on the banking industry, generally, and on the Corporation, specifically, are also inherently uncertain. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions ("risk factors") that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. The Corporation undertakes no obligation to update, amend or clarify forward-looking statements, whether as a result of new information, future events or otherwise.

This press release may also contain forward-looking statements regarding the Corporation's outlook or expectations with respect to its recently completed acquisition of Lake Michigan, the expected costs to be incurred in connection with the acquisition, Lake Michigan's future performance and consequences of its integration into the Corporation and the impact of the transaction on the Corporation’s future performance.

Risk factors relating to this transaction and the integration of Lake Michigan into the Corporation after closing include, without limitation:

• The transaction may be more expensive to complete and the anticipated benefits, including anticipated cost savings and strategic gains, may be significantly harder or take longer to achieve than expected or may not be achieved in their entirety as a result of unexpected factors or events.

• The integration of Lake Michigan's business and operations into the Corporation, which will include conversion of operating systems and procedures, may take longer than anticipated or be more costly than anticipated or have unanticipated adverse results relating to Lake Michigan's or the Corporation's existing businesses.

• The Corporation's ability to achieve anticipated results from the transaction is dependent on the state of the economic and financial markets going forward. Specifically, the Corporation may incur more credit losses from Lake Michigan's loan portfolio than expected and deposit attrition may be greater than expected.

In addition, risk factors include, but are not limited to, the risk factors described in Item 1A of the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2014. These and other factors are representative of the risk factors that may emerge and could cause a difference between an ultimate actual outcome and a preceding forward-looking statement.

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Chemical Financial Corporation Announces 2015Second Quarter Operating Results

Consolidated Statements of Financial Position (Unaudited)

Chemical Financial Corporation

	June 30, 2015			March 31, 2015			December 31, 2014			June 30, 2014
	(In thousands, except per share data)
Assets
Cash and cash equivalents:
Cash and cash due from banks	$	167,054		$	121,796		$	144,892		$	139,023
Interest-bearing deposits with the Federal Reserve Bank and other banks	47,980			272,142			38,128			1,271
Total cash and cash equivalents	215,034			393,938			183,020			140,294
Investment securities:
Available-for-sale	685,706			680,644			748,864			615,975
Held-to-maturity	469,837			381,450			316,413			308,130
Total investment securities	1,155,543			1,062,094			1,065,277			924,105
Loans held-for-sale	7,798			9,675			9,128			6,329
Loans:
Commercial	1,754,873			1,356,169			1,354,881			1,212,383
Commercial real estate	2,243,513			1,616,923			1,557,648			1,298,365
Real estate construction and land development	112,312			108,839			171,495			112,124
Residential mortgage	1,310,167			1,117,445			1,110,390			970,397
Consumer installment and home equity	1,613,878			1,503,498			1,493,816			1,305,535
Total loans	7,034,743			5,702,874			5,688,230			4,898,804
Allowance for loan losses	(74,941		)	(75,256		)	(75,683		)	(77,793		)
Net loans	6,959,802			5,627,618			5,612,547			4,821,011
Premises and equipment	111,968			96,486			97,496			74,291
Goodwill	285,512			180,128			180,128			120,164
Other intangible assets	41,201			31,655			33,080			12,454
Interest receivable and other assets	243,867			150,041			141,467			133,327
Total Assets	$	9,020,725		$	7,551,635		$	7,322,143		$	6,231,975
Liabilities
Deposits:
Noninterest-bearing	$	1,860,863		$	1,614,319		$	1,591,661		$	1,283,439
Interest-bearing	5,432,116			4,706,034			4,487,310			3,809,474
Total deposits	7,292,979			6,320,353			6,078,971			5,092,913
Interest payable and other liabilities	66,174			48,545			56,572			40,142
Short-term borrowings	532,291			372,236			389,467			305,422
Other borrowings	148,490			—			—			—
Total liabilities	8,039,934			6,741,134			6,525,010			5,438,477
Shareholders' Equity
Preferred stock, no par value per share	—			—			—			—
Common stock, $1 par value per share	38,110			32,847			32,774			32,760
Additional paid-in capital	722,329			565,851			565,166			563,393
Retained earnings	251,456			241,582			231,646			215,333
Accumulated other comprehensive loss	(31,104		)	(29,779		)	(32,453		)	(17,988		)
Total shareholders' equity	980,791			810,501			797,133			793,498
Total Liabilities and Shareholders' Equity	$	9,020,725		$	7,551,635		$	7,322,143		$	6,231,975

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Chemical Financial Corporation Announces 2015Second Quarter Operating Results

Consolidated Statements of Income (Unaudited)

Chemical Financial Corporation

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2015			2014			2015			2014
	(In thousands, except per share data)
Interest Income
Interest and fees on loans	$	64,613		$	50,751		$	122,710		$	99,946
Interest on investment securities:
Taxable	2,202			2,248			4,509			4,631
Tax-exempt	2,185			1,671			4,091			3,375
Dividends on nonmarketable equity securities	551			411			749			649
Interest on deposits with the Federal Reserve Bank and other banks	128			99			250			224
Total interest income	69,679			55,180			132,309			108,825
Interest Expense
Interest on deposits	3,630			3,626			6,982			7,371
Interest on short-term borrowings	101			94			199			215
Interest on other borrowings	213			—			213			—
Total interest expense	3,944			3,720			7,394			7,586
Net Interest Income	65,735			51,460			124,915			101,239
Provision for loan losses	1,500			1,500			3,000			3,100
Net interest income after provision for loan losses	64,235			49,960			121,915			98,139
Noninterest Income
Service charges and fees on deposit accounts	6,445			5,486			12,361			10,416
Wealth management revenue	5,605			3,958			10,676			7,589
Other charges and fees for customer services	6,516			4,682			12,506			8,876
Mortgage banking revenue	1,688			1,491			3,091			2,285
Gain on sale of investment securities	28			—			607			—
Other	392			184			708			351
Total noninterest income	20,674			15,801			39,949			29,517
Operating Expenses
Salaries, wages and employee benefits	31,711			24,860			60,964			49,044
Occupancy	4,386			3,638			8,812			8,012
Equipment and software	4,480			3,413			8,878			6,874
Acquisition-related transaction expenses	3,457			647			4,819			970
Other	12,751			9,867			24,332			19,707
Total operating expenses	56,785			42,425			107,805			84,607
Income before income taxes	28,124			23,336			54,059			43,049
Federal income tax expense	9,100			7,100			17,200			13,000
Net Income	$	19,024		$	16,236		$	36,859		$	30,049
Earnings Per Common Share:
Weighted average common shares outstanding for basic earnings per share	35,162			30,068			33,992			29,947
Weighted average common shares outstanding for diluted earnings per share, including common stock equivalents	35,397			30,279			34,227			30,159
Basic earnings per share	$	0.54		$	0.54		$	1.08		$	1.00
Diluted earnings per share	0.54			0.54			1.08			1.00
Cash Dividends Declared Per Common Share	0.24			0.23			0.48			0.46
Key Ratios (annualized where applicable):
Return on average assets	0.94		%	1.04		%	0.96		%	0.97		%
Return on average shareholders' equity	8.6		%	9.1		%	8.8		%	8.6		%
Net interest margin	3.59		%	3.59		%	3.57		%	3.56		%
Efficiency ratio	60.5		%	60.9		%	61.4		%	62.6		%

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Chemical Financial Corporation Announces 2015Second Quarter Operating Results

Financial Summary (Unaudited)

Chemical Financial Corporation

(Dollars in Thousands)

	2nd Quarter 2015			1st Quarter 2015			4th Quarter 2014			3rd Quarter 2014			2nd Quarter 2014			1st Quarter 2014
Average Balances
Total assets	$	8,117,138		$	7,401,258		$	7,007,879		$	6,412,460		$	6,253,574		$	6,210,569
Total interest-earning assets	7,534,733			6,920,734			6,558,147			6,046,991			5,907,549			5,860,429
Total loans	6,262,072			5,696,961			5,418,743			4,962,948			4,824,299			4,692,430
Total deposits	6,709,428			6,204,095			5,808,187			5,249,317			5,151,581			5,142,276
Total interest-bearing liabilities	5,442,676			4,959,123			4,632,769			4,237,626			4,250,158			4,276,677
Total shareholders' equity	884,863			801,438			804,328			794,711			714,355			701,878
Key Ratios (annualized where applicable)
Net interest margin (taxable equivalent basis)	3.59		%	3.55		%	3.62		%	3.59		%	3.59		%	3.53		%
Efficiency ratio	60.5		%	62.4		%	62.2		%	59.2		%	60.9		%	64.5		%
Return on average assets	0.94		%	0.98		%	0.87		%	1.04		%	1.04		%	0.90		%
Return on average shareholders' equity	8.6		%	9.0		%	7.5		%	8.4		%	9.1		%	8.0		%
Average shareholders' equity as a percent of average assets	10.9		%	10.8		%	11.5		%	12.4		%	11.4		%	11.3		%
Capital ratios (period end):
Tangible shareholders' equity as a percent of total assets	7.8		%	8.4		%	8.4		%	10.5		%	11.0		%	9.3		%
Total risk-based capital ratio	11.6		%	13.0		%	12.4		%	15.0		%	15.3		%	13.8		%

	2nd Quarter 2015			1st Quarter 2015			4th Quarter 2014			3rd Quarter 2014			2nd Quarter 2014			1st Quarter 2014
Credit Quality Statistics
Originated loans	$	5,351,011		$	5,048,662		$	4,990,067		$	4,777,614		$	4,624,409		$	4,464,465
Acquired loans	1,683,732			654,212			698,163			263,306			274,395			288,824
Nonperforming assets:
Nonperforming loans (NPLs)	70,906			72,741			71,184			70,742			73,735			76,544
Other real estate/repossessed assets (ORE)	14,197			14,744			14,205			10,354			10,392			10,056
Total nonperforming assets	85,103			87,485			85,389			81,096			84,127			86,600
Performing troubled debt restructurings	45,808			45,981			45,664			44,588			44,133			41,823
Allowance for loan losses - originated as a percent of:
Total originated loans	1.40		%	1.49		%	1.51		%	1.60		%	1.67		%	1.75		%
Nonperforming loans	106		%	103		%	106		%	108		%	105		%	102		%
NPLs as a percent of total loans	1.01		%	1.28		%	1.25		%	1.40		%	1.51		%	1.61		%
Nonperforming assets as a percent of:
Total loans plus ORE	1.21		%	1.53		%	1.50		%	1.61		%	1.71		%	1.82		%
Total assets	0.94		%	1.16		%	1.17		%	1.23		%	1.35		%	1.37		%
Net loan charge-offs (year-to-date)	$	3,742		$	1,927		$	9,489		$	6,666		$	4,379		$	2,199
Net loan charge-offs as a percent of average loans (year-to-date, annualized)	0.13		%	0.14		%	0.19		%	0.18		%	0.18		%	0.19		%

	June 30, 2015		March 31, 2015		Dec 31, 2014		Sept 30, 2014		June 30, 2014		March 31, 2014
Additional Data - Intangibles
Goodwill	$	285,512	$	180,128	$	180,128	$	120,164	$	120,164	$	120,164
Core deposit intangibles (CDI)	28,353		20,072		20,863		8,665		9,110		9,556
Mortgage servicing rights (MSR)	12,307		11,583		12,217		3,293		3,344		3,316
Noncompete agreements	541		—		—		—		—		—
Amortization of CDI and noncompete agreements (during quarter ended)	987		791		693		445		446		445

8

Chemical Financial Corporation Announces 2015Second Quarter Operating Results

Average Balances, Fully Tax Equivalent (FTE) Interest and Effective Yields and Rates* (Unaudited)

Chemical Financial Corporation

	Three Months Ended June 30, 2015						Three Months Ended June 30, 2014
	Average Balance		Interest (FTE)		Effective Yield/Rate*		Average Balance		Interest (FTE)		Effective Yield/Rate*
Assets	(Dollars in thousands)
Interest-earning assets:
Loans**	$	6,272,814	$	65,227	4.17	%	$	4,830,341	$	51,284	4.26	%
Taxable investment securities	698,521		2,202		1.26		651,685		2,248		1.38
Tax-exempt investment securities	396,295		3,361		3.39		253,468		2,576		4.07
Other interest-earning assets	34,269		551		6.45		25,572		411		6.45
Interest-bearing deposits with the Federal Reserve Bank and other banks	132,834		128		0.39		146,483		99		0.27
Total interest-earning assets	7,534,733		71,469		3.80		5,907,549		56,618		3.84
Less: allowance for loan losses	75,079						78,626
Other assets:
Cash and cash due from banks	148,950						116,390
Premises and equipment	103,907						74,353
Interest receivable and other assets	404,627						233,908
Total assets	$	8,117,138					$	6,253,574
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Interest-bearing demand deposits	$	1,539,348	$	291	0.08	%	$	1,149,063	$	273	0.10	%
Savings deposits	1,951,477		360		0.07		1,416,961		315		0.09
Time deposits	1,490,753		2,979		0.80		1,336,551		3,038		0.91
Short-term borrowings	398,197		101		0.10		347,583		94		0.11
Other borrowings	62,901		213		1.36		—		—		—
Total interest-bearing liabilities	5,442,676		3,944		0.29		4,250,158		3,720		0.35
Noninterest-bearing deposits	1,727,850		—		—		1,249,006		—		—
Total deposits and borrowed funds	7,170,526		3,944		0.22		5,499,164		3,720		0.27
Interest payable and other liabilities	61,749						40,055
Shareholders' equity	884,863						714,355
Total liabilities and shareholders' equity	$	8,117,138					$	6,253,574
Net Interest Spread (Average yield earned on interest-earning assets minus average rate paid on interest-bearing liabilities)					3.51	%					3.49	%
Net Interest Income (FTE)			$	67,525					$	52,898
Net Interest Margin (Net Interest Income (FTE) divided by total average interest-earning assets)					3.59	%					3.59	%

*	Fully taxable equivalent (FTE) basis using a federal income tax rate of 35%.
**	Nonaccrual loans and loans held-for-sale are included in average balances reported and are included in the calculation of yields. Also, tax equivalent interest includes net loan fees.

9

Chemical Financial Corporation Announces 2015Second Quarter Operating Results

Average Balances, Fully Tax Equivalent (FTE) Interest and Effective Yields and Rates* (Unaudited)

Chemical Financial Corporation

	Six Months Ended June 30, 2015						Six Months Ended June 30, 2014
	Average Balance		Interest (FTE)		Effective Yield/Rate*		Average Balance		Interest (FTE)		Effective Yield/Rate*
Assets	(Dollars in thousands)
Interest-earning assets:
Loans**	$	5,990,999	$	123,887	4.16	%	$	4,763,748	$	101,028	4.27	%
Taxable investment securities	716,606		4,509		1.26		671,662		4,631		1.38
Tax-exempt investment securities	364,264		6,293		3.46		255,310		5,191		4.07
Other interest-earning assets	31,867		749		4.74		25,572		649		5.12
Interest-bearing deposits with the Federal Reserve Bank and other banks	125,694		250		0.40		167,827		224		0.27
Total interest-earning assets	7,229,430		135,688		3.78		5,884,119		111,723		3.82
Less: allowance for loan losses	75,477						78,972
Other assets:
Cash and cash due from banks	143,658						118,269
Premises and equipment	100,525						74,557
Interest receivable and other assets	363,040						234,217
Total assets	$	7,761,176					$	6,232,190
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Interest-bearing demand deposits	$	1,523,240	$	615	0.08	%	$	1,180,623	$	560	0.10	%
Savings deposits	1,864,891		730		0.08		1,416,045		630		0.09
Time deposits	1,412,162		5,637		0.80		1,328,878		6,181		0.94
Short-term borrowings	370,317		199		0.11		337,798		215		0.13
Other borrowings	31,624		213		1.36		—		—		—
Total interest-bearing liabilities	5,202,234		7,394		0.29		4,263,344		7,586		0.36
Noninterest-bearing deposits	1,657,864		—		—		1,221,408		—		—
Total deposits and borrowed funds	6,860,098		7,394		0.22		5,484,752		7,586		0.28
Interest payable and other liabilities	57,697						39,287
Shareholders' equity	843,381						708,151
Total liabilities and shareholders' equity	$	7,761,176					$	6,232,190
Net Interest Spread (Average yield earned on interest-earning assets minus average rate paid on interest-bearing liabilities)					3.49	%					3.46	%
Net Interest Income (FTE)			$	128,294					$	104,137
Net Interest Margin (Net Interest Income (FTE) divided by total average interest-earning assets)					3.57	%					3.56	%

*	Fully taxable equivalent (FTE) basis using a federal income tax rate of 35%.
**	Nonaccrual loans and loans held-for-sale are included in average balances reported and are included in the calculation of yields. Also, tax equivalent interest includes net loan fees.

10

Chemical Financial Corporation Announces 2015Second Quarter Operating Results

Nonperforming Assets (Unaudited)

Chemical Financial Corporation

		June 30, 2015		March 31, 2015		Dec 31, 2014		Sept 30, 2014		June 30, 2014		March 31, 2014
	(In thousands)
Nonperforming Loans:
Nonaccrual loans:
Commercial		$	17,260	$	18,904	$	16,418	$	18,213	$	18,773	$	18,251
Commercial real estate		25,287		24,766		24,966		23,858		25,361		27,568
Real estate construction		247		663		162		162		160		160
Land development		255		290		225		1,467		2,184		2,267
Residential mortgage		6,004		6,514		6,706		6,693		6,325		6,589
Consumer installment		393		433		500		527		536		806
Home equity		1,769		1,870		1,667		2,116		2,296		2,046
Total nonaccrual loans		51,215		53,440		50,644		53,036		55,635		57,687
Accruing loans contractually past due 90 days or more as to interest or principal payments:
Commercial		711		52		170		16		15		43
Commercial real estate		56		148		—		87		69		730
Real estate construction		—		—		—		—		—		—
Land development		—		—		—		—		—		—
Residential mortgage		424		172		557		380		376		—
Consumer installment		—		—		—		—		—		—
Home equity		588		429		1,346		1,779		1,075		622
Total accruing loans contractually past due 90 days or more as to interest or principal payments		1,779		801		2,073		2,262		1,535		1,395
Nonperforming troubled debt restructurings:
Commercial loan portfolio		14,547		15,810		15,271		11,797		11,049		11,218
Consumer loan portfolio		3,365		2,690		3,196		3,647		5,516		6,244
Total nonperforming troubled debt restructurings		17,912		18,500		18,467		15,444		16,565		17,462
Total nonperforming loans		70,906		72,741		71,184		70,742		73,735		76,544
Other real estate and repossessed assets		14,197		14,744		14,205		10,354		10,392		10,056
Total nonperforming assets		$	85,103	$	87,485	$	85,389	$	81,096	$	84,127	$	86,600

11

Chemical Financial Corporation Announces 2015Second Quarter Operating Results

Summary of Loan Loss Experience (Unaudited)

Chemical Financial Corporation

		2nd Quarter 2015			1st Quarter 2015			4th Quarter 2014			3rd Quarter 2014			2nd Quarter 2014			1st Quarter 2014			Six Months Ended
																				June 30, 2015			June 30, 2014
	(In thousands)
Allowance for loan losses - originated loan portfolio
Allowance for loan losses - beginning of period		$	75,256		$	75,183		$	76,506		$	77,293		$	77,973		$	78,572		$	75,183		$	78,572
Provision for loan losses		1,500			2,000			1,500			1,500			1,500			1,600			3,500			3,100
Net loan (charge-offs) recoveries:
Commercial		(36		)	(424		)	(932		)	(535		)	(569		)	(233		)	(460		)	(802		)
Commercial real estate		(581		)	(415		)	(620		)	(412		)	(783		)	(241		)	(996		)	(1,024		)
Real estate construction		(49		)	(80		)	—			(13		)	—			(100		)	(129		)	(100		)
Land development		—			(11		)	363			16			127			142			(11		)	269
Residential mortgage		(661		)	(492		)	(277		)	(304		)	(341		)	(704		)	(1,153		)	(1,045		)
Consumer installment		(590		)	(649		)	(813		)	(689		)	(612		)	(801		)	(1,239		)	(1,413		)
Home equity		102			144			(544		)	(350		)	(2		)	(262		)	246			(264		)
Net loan charge-offs		(1,815		)	(1,927		)	(2,823		)	(2,287		)	(2,180		)	(2,199		)	(3,742		)	(4,379		)
Allowance for loan losses - end of period		74,941			75,256			75,183			76,506			77,293			77,973			74,941			77,293
Allowance for loan losses - acquired loan portfolio
Allowance for loan losses - beginning of period		—			500			500			500			500			500			500			500
Provision for loan losses		—			(500		)	—			—			—			—			(500		)	—
Allowance for loan losses - end of period		—			—			500			500			500			500			—			500
Total allowance for loan losses		$	74,941		$	75,256		$	75,683		$	77,006		$	77,793		$	78,473		$	74,941		$	77,793
Net loan charge-offs as a percent of average loans		0.12%			0.14%			0.21%			0.18%			0.18%			0.19%			0.13%			0.18%

12

Chemical Financial Corporation Announces 2015Second Quarter Operating Results

Selected Quarterly Information (Unaudited)

Chemical Financial Corporation

		2nd Quarter 2015			1st Quarter 2015			4th Quarter 2014			3rd Quarter 2014			2nd Quarter 2014			1st Quarter 2014
	(Dollars in thousands, except per share data)
Summary of Operations
Interest income		$	69,679		$	62,630		$	61,807		$	56,629		$	55,180		$	53,645
Interest expense		3,944			3,450			3,563			3,561			3,720			3,866
Net interest income		65,735			59,180			58,244			53,068			51,460			49,779
Provision for loan losses		1,500			1,500			1,500			1,500			1,500			1,600
Net interest income after provision for loan losses		64,235			57,680			56,744			51,568			49,960			48,179
Noninterest income		20,674			19,275			18,227			15,351			15,801			13,716
Operating expenses		53,328			49,658			48,477			41,423			41,778			41,859
Acquisition-related transaction expenses		3,457			1,362			4,139			1,279			647			323
Income before income taxes		28,124			25,935			22,355			24,217			23,336			19,713
Federal income tax expense		9,100			8,100			7,050			7,450			7,100			5,900
Net income		$	19,024		$	17,835		$	15,305		$	16,767		$	16,236		$	13,813
Net interest margin		3.59		%	3.55		%	3.62		%	3.59		%	3.59		%	3.53		%
Per Common Share Data
Net income:
Basic		$	0.54		$	0.54		$	0.47		$	0.51		$	0.54		$	0.46
Diluted		0.54			0.54			0.46			0.51			0.54			0.46
Diluted, excluding acquisition-related transaction expenses		0.61			0.57			0.56			0.53			0.55			0.47
Cash dividends declared		0.24			0.24			0.24			0.24			0.23			0.23
Book value - period-end		25.74			24.68			24.32			24.47			24.22			23.63
Tangible book value - period-end		17.87			18.95			18.57			20.68			20.42			19.44
Market value - period-end		33.06			31.36			30.64			26.89			28.08			32.45

13

EX-99.2