TCF Financial’s Merger Of Equals With Chemical Financial

Simpson Thacher is representing TCF Financial Corporation (NYSE: TCF) in connection with its agreement to merge with Chemical Financial Corporation (NASDAQ: CHFC) in an all-stock merger-of-equals transaction, creating one of the premier Midwestern banks with $45 billion in assets.

The combined holding company and bank will operate under the TCF name and brand following the closing of the transaction. The merger is valued at approximately $3.5 billion, making it the largest bank merger of equals transaction in over a decade.

TCF is a Wayzata, Minnesota-based national bank holding company. As of December 31, 2018, TCF had $23.7 billion in total assets and 314 bank branches in Illinois, Minnesota, Michigan, Colorado, Wisconsin, Arizona and South Dakota providing retail and commercial banking services. TCF, through its subsidiaries, also conducts commercial leasing and equipment finance business in all 50 states and commercial inventory finance business in all 50 states and Canada.

Chemical Financial Corporation is a bank holding companyheadquartered in Detroit, Michigan. It operates Chemical Bank, which has 249 branches and is the largest bank headquartered in Michigan.

The Simpson Thacher team includes Lee Meyerson (Picture), Sebastian Tiller, Matt Gabbard and Ngozi Nezianya (M&A); Keith Noreika, Adam Cohen and Spencer Sloan (Bank Regulatory); David Rubinsky, Monisha Bhayana and Tatiana Mejia-Uribe (Executive Compensation and Employee Benefits); Karen Hsu Kelley and Shari Ness (Public Company Advisory Practice); and Jon Goldstein (Tax).

Involved fees earner: Monisha Bhayana – Simpson Thacher & Bartlett; Adam Cohen – Simpson Thacher & Bartlett; Matthew Gabbard – Simpson Thacher & Bartlett; Jonathan Goldstein – Simpson Thacher & Bartlett; Karen Hsu Kelley – Simpson Thacher & Bartlett; Tatiana Mejia-Uribe – Simpson Thacher & Bartlett; Lee Meyerson – Simpson Thacher & Bartlett; Shari Ness – Simpson Thacher & Bartlett; Ngozi Nezianya – Simpson Thacher & Bartlett; Keith Noreika – Simpson Thacher & Bartlett; David Rubinsky – Simpson Thacher & Bartlett; Spencer Sloan – Simpson Thacher & Bartlett; Sebastian Tiller – Simpson Thacher & Bartlett;

Law Firms: Simpson Thacher & Bartlett;

Clients: TCF Financial;

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Author: Ambrogio Visconti