Mergers and Acquisitions

6 Months Ended

Jun. 30, 2019

Business Combinations [Abstract]

Mergers and Acquisitions

Mergers and Acquisitions

Pending Merger with TCF Financial Corporation

On January 27, 2019, Chemical entered into the merger agreement with TCF under which the companies will combine in an all-stock merger of equals transaction. Under the terms of the merger agreement, which was unanimously approved by the boards of directors of both companies, TCF will merge with and into Chemical. Immediately following the merger, Chemical Bank will merge with and into TCF National Bank, with TCF National Bank as the surviving bank. The combined holding company and bank will operate under the TCF name and brand following the closing of the transaction. TCF is headquartered in Wayzata, Minnesota with reported assets of approximately $24.4 billion as of March 31, 2019. On June 7, 2019, Chemical and TCF received shareholder approval and subsequently received all necessary regulatory approvals to complete the merger.

Under the terms of the merger agreement, TCF shareholders will receive 0.5081 shares of Chemical common stock for each share of TCF common stock based on a fixed exchange ratio, equivalent to $21.58 per TCF share based on the closing price as of January 25, 2019. Each outstanding share of 5.70% Series C Non-Cumulative Perpetual Preferred Stock of TCF will be converted into the right to receive one share of a newly created series of preferred stock of Chemical. Once the merger is completed, Chemical will be renamed and operate as TCF Financial Corporation and will trade on NASDAQ under the ticker symbol "TCF". The merger is expected to close on August 1, 2019, subject to satisfaction of customary closing conditions.