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CHFC

Chemical Financial

$42.40

0.37 (0.88%)

, TCF

TCF Financial

$21.55

0.05 (0.23%)

06:03
01/28/19
01/28
06:03
01/28/19
06:03

Chemical Financial, TCF Financial announce all-stock merger of equals

Chemical Financial Corporation (CHFC) and TCF Financial Corporation (TCF) announced the signing of a definitive agreement under which the companies will combine in an all-stock merger of equals transaction. Under the terms of the agreement, which was unanimously approved by the boards of directors of both companies, TCF will merge into Chemical, and the combined holding company and bank will operate under the TCF name and brand following the closing of the transaction. The combined company will have approximately $45 billion in assets, $34 billion in total deposits and more than 500 branches across nine states, including four of the top 10 Midwest markets. The transaction is projected to deliver 17% EPS accretion to Chemical and 31% EPS accretion to TCF by 2020, with a tangible book value earn-back period of 2.7 years. Pro forma merged company financial metrics are based on each company's stand-alone consensus median analyst estimates, estimated combined company cost synergies, anticipated purchase accounting adjustments, and the expected merger closing time-frame. Under the terms of the 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. Upon completion of the deal, TCF and Chemical shareholders will own 54% and 46% of the combined company, respectively, on a fully diluted basis. The combined company will be led by: Gary Torgow, who will serve as executive chairman of the board of directors; Vance Opperman, who is the current lead independent director of TCF Financial Corporation's board of directors, will serve as lead independent director; Craig Dahl, who will serve as CEO and president; Dennis Klaeser, who will serve as CFO; Brian Maass, who will serve as deputy CFO and treasurer; and David Provost will become chairman of the combined bank and Tom Shafer will become president and COO of the combined bank. The merger is expected to close in the late third or early fourth quarter of 2019, subject to satisfaction of customary closing conditions, including receipt of customary regulatory approvals and approval by the shareholders of each company.

CHFC

Chemical Financial

$42.40

0.37 (0.88%)

TCF

TCF Financial

$21.55

0.05 (0.23%)

  • 29

    Jan

  • 30

    Jan

CHFC Chemical Financial
$42.40

0.37 (0.88%)

10/25/18
SPHN
10/25/18
NO CHANGE
Target $60
SPHN
Overweight
Chemical Financial reaction to earnings overdone, says Stephens
Stephens analyst Terry McEvoy believes Chemical Financial shares are overreacting to the company's Q3 earnings report, which featured NIM compression and NPL growth. He notes that one of the two NPL issues has been resolved and he remains confident in Chemical's growth and ability to improve profitability. McEvoy lowered his price target on Chemical Financial shares to $60 from $64, but keeps an Overweight rating on the name.
10/25/18
BOSC
10/25/18
UPGRADE
BOSC
Neutral
Chemical Financial upgraded to Neutral at Boenning & Scattergood
07/26/18
SDLR
07/26/18
DOWNGRADE
SDLR
Hold
Chemical Financial downgraded to Hold on valuation at Sandler O'Neill
Sandler O'Neill analyst Jefferies downgraded Chemical FInancial to Hold citing valuation and trimmed his price target to $62 from $64.
07/26/18
SDLR
07/26/18
DOWNGRADE
SDLR
Hold
Chemical Financial downgraded to Hold from Buy at Sandler O'Neill
TCF TCF Financial
$21.55

0.05 (0.23%)

01/10/19
BOFA
01/10/19
DOWNGRADE
BOFA
Neutral
TCF Financial downgraded to Neutral on lower return profile at BofA/Merrill
As previously reported, BofA/Merrill downgraded TCF Financial to Neutral from Buy with a $ price target. Analyst Ebrahim Poonawala cites TCF Financial's lower return profile, lack of positive catalysts, and better risk/reward elsewhere in the group for the downgrade.
01/10/19
BOFA
01/10/19
DOWNGRADE
BOFA
Neutral
TCF Financial downgraded to Neutral from Buy at BofA/Merrill
01/03/19
01/03/19
UPGRADE
Target $22.5

Outperform
TCF Financial upgraded to Outperform at Wells Fargo
As previously reported, Wells Fargo analyst Jared Shaw upgraded TCF Financial to Outperform from Market Perform as recent de-risking of the balance sheet and a retail heavy granular deposit base should both help minimize EPS volatility. The analyst acknowledges that TCF has a greater dependency on the consumer compared to the average bank, given its inventory and equipment finance businesses, but overall consumer credit continues to hold up well, and the risk for TCF is really on the growth side rather than on the credit side. Shaw lowered his price target on the shares to $22.50 from $24.50.
01/02/19
WELS
01/02/19
UPGRADE
WELS
Outperform
TCF Financial upgraded to Outperform from Market Perform at Wells Fargo

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M

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