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Section 1: 8-K (8-K)

Document

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 25, 2019
 398884765_tcf8k.jpg
 
TCF FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation)
001-10253
(Commission File Number)
41-1591444
(IRS Employer Identification No.)
 
200 Lake Street East, Mail Code EX0-03-A, Wayzata, Minnesota 55391-1693
(Address of principal executive offices, including Zip Code)
 
(952) 745-2760
(Registrant’s telephone number, including area code)
  
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:
 
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
(Title of each class)(Trading Symbol(s))(Name of exchange on which registered)
Common Stock (par value $.01 per share)TCFNew York Stock Exchange
Depositary shares, each representing a 1/1000th interest in a share of the 5.70% Series C Non-Cumulative
Perpetual Preferred Stock
TCF-PDNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

¨ Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨



Item 2.02 Results of Operations and Financial Condition.
 
The following information, including Exhibit 99.1, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall such information and Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, except as may be expressly set forth by specific reference in such a filing.
 
TCF Financial Corporation (the "Company") issued a press release dated July 25, 2019, attached to this Form 8-K as Exhibit 99.1, announcing its results of operations for the quarter ended June 30, 2019.
 
The earnings release is also available on the Investor Relations section of the Company’s website at http://ir.tcfbank.com. The Company’s Annual Report to Shareholders and its reports on Forms 10-K, 10-Q and 8-K and other publicly available information should be consulted for other important information about the Company.
 
Item 7.01 Regulation FD Disclosure.
 
Information is being furnished herein in Exhibit 99.2 with respect to the slide presentation prepared for use with the press release. This information includes selected financial and operational information through the second quarter of 2019 and does not represent a complete set of financial statements and related notes prepared in conformity with generally accepted accounting principles ("GAAP"). Most, but not all, of the selected financial information furnished herein is derived from the Company’s consolidated financial statements and related notes prepared in accordance with GAAP and management’s discussion and analysis of financial condition and results of operations included in the Company’s reports on Forms 10-K and 10-Q. The Company’s annual financial statements are subject to independent audit. These materials are dated July 25, 2019 and TCF does not undertake to update the materials after that date.
 
The presentation is also available on the Investor Relations section of the Company’s website at http://ir.tcfbank.com. The Company’s Annual Report to Shareholders and its reports on Forms 10-K, 10-Q and 8-K and other publicly available information should be consulted for other important information about the Company.
 
Information contained herein, including Exhibit 99.2, shall not be deemed filed for the purposes of the Securities Exchange Act of 1934, nor shall such information and Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.
 
(d)         Exhibits.
Exhibit No.Description
99.1 
99.2 




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, thereunto duly authorized.
 
 TCF FINANCIAL CORPORATION
  
  
 /s/ Craig R. Dahl
 Craig R. Dahl,
Chairman, President and Chief Executive Officer
(Principal Executive Officer)
  
  
 /s/ Brian W. Maass
 Brian W. Maass,
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
  
  
 /s/ Susan D. Bode
 Susan D. Bode,
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
 
Dated:  July 25, 2019


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Section 2: EX-99.1 (EX-99.1)

Document

Exhibit 99.1
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NEWS RELEASE
TCF Financial Corporation • 200 Lake Street East • Wayzata MN 55391
FOR IMMEDIATE RELEASE
Contact:
Mark Goldman(952) 475-7050news@tcfbank.com(Media)
Timothy Sedabres(952) 745-2766investor@tcfbank.com(Investors)
TCF REPORTS QUARTERLY NET INCOME OF $90.4 MILLION, OR $0.54 PER SHARE
Adjusted diluted earnings per common share of $0.56,(1)
excluding 2 cents per share after-tax impact of merger-related expenses
Second Quarter Observations
Diluted earnings per common share of 54 cents, up 58.8% from the second quarter of 2018; adjusted diluted earnings per common share of 56 cents(1), up 14.3% from the second quarter of 2018
Efficiency ratio of 65.11%, down 944 basis points from the second quarter of 2018; adjusted efficiency ratio of 63.95%(1), down 183 basis points from the second quarter of 2018
Non-interest expense down 12.9% from the second quarter of 2018; adjusted non-interest expense(1) down 3.1% from the second quarter of 2018
Revenue of $363.8 million, consistent with the second quarter of 2018
Net interest income consistent with the second quarter of 2018
Average interest-earning asset growth of 4.9% from the second quarter of 2018
Period-end loans and leases up 3.1% from June 30, 2018; period-end loans and leases excluding auto finance up 10.7%(2) from June 30, 2018
Net charge-off rate of 0.29%; net charge-off rate excluding auto finance net charge-offs of 0.19%(1)
Return on average common equity ("ROACE") of 14.27%; return on average tangible common equity ("ROATCE") of 15.46%(1); adjusted ROATCE of 16.02%(1)
Repurchased 1,324,920 shares of common stock at a cost of $26.5 million during the second quarter of 2019
Summary of Financial Results
At or For the Quarter EndedChange From
Jun. 30,Mar. 31,Dec. 31,Sep. 30,Jun. 30,Mar. 31,Jun. 30,
(Dollars in thousands, except per share data)
2019 2019 2018 2018 2018 2019 2018
Net income attributable to TCF
$90,427 $70,494 $85,652 $86,196 $58,749 28.3   53.9   
Net interest income250,324 250,907 248,888 249,121 250,799 (0.2) (0.2) 
Basic earnings per common share
0.54 0.42 0.51 0.51 0.34 28.6  58.8  
Diluted earnings per common share
0.54 0.42 0.51 0.51 0.34 28.6  58.8  
Adjusted diluted earnings per common share(1)
0.56 0.46 0.51 0.51 0.49 21.7  14.3  
Financial Ratios
Return on average assets(3)
1.54 %1.22 %1.52 %1.55 %1.08 %32 bps 46 bps 
ROACE(3)
14.27  11.40  14.30  14.44  9.72  287 455 
Adjusted ROACE(1)(3)
14.79  12.61  14.30  14.44  14.11  218 68 
ROATCE(1)(3)
15.46  12.42  15.59  15.76  10.65  304 481 
Adjusted ROATCE(1)(3)
16.02  13.72  15.59  15.76  15.39  230 63 
Net interest margin(3)
4.43  4.56  4.60  4.66  4.67  (13)(24)
Net charge-offs as a percentage of average loans and leases(3)
0.29  0.39  0.46  0.15  0.27  (10)
Non-performing assets as a percentage of total loans and leases and other real estate owned
0.62  0.63  0.65  0.59  0.54  (1)
Efficiency ratio65.11  70.70  66.30  67.41  74.55  (559)(944)
Adjusted efficiency ratio(1)
63.95  68.06  66.30  67.41  65.78  (411)(183)
(1)See "Reconciliation of GAAP to Non-GAAP Financial Measures" tables.
(2)Calculated by subtracting auto finance loans of $1.5 billion and $2.6 billion at June 30, 2019 and 2018, respectively, from total loans and leases of $19.2 billion and $18.6 billion at June 30, 2019 and 2018, respectively.
(3)Annualized
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WAYZATA, Minn. (July 25, 2019) - TCF Financial Corporation ("TCF" or the "Company") (NYSE: TCF) today reported net income of $90.4 million for the second quarter of 2019, compared with $58.7 million for the second quarter of 2018 and $70.5 million for the first quarter of 2019. Diluted earnings per common share was 54 cents for the second quarter of 2019 (inclusive of a 2 cents per common share after-tax impact of merger-related expenses), compared with 34 cents for the second quarter of 2018 and 42 cents for the first quarter of 2019 (inclusive of a 4 cents per common share after-tax impact of merger-related expenses). Adjusted diluted earnings per common share was 56 cents for the second quarter of 2019, an increase of 14.3% from the second quarter of 2018 and an increase of 21.7% from the first quarter of 2019 (see "Reconciliation of GAAP to Non-GAAP Financial Measures" tables).

"We generated strong financial results in the second quarter as we look forward to closing our merger with Chemical Financial Corporation on August 1, 2019," said Craig R. Dahl, chairman and chief executive officer. "Our second quarter performance was highlighted by lower expenses, growth in both average loans and average deposits, stable credit quality and the continuation of our risk reduction strategy. As a result, we continued to demonstrate progress toward our two primary strategic objectives, improving return on capital and lowering the efficiency ratio. In addition, our integration planning activities remain on track to support the combination of Chemical and TCF, and we are excited about bringing together the best of both companies that we believe positions us to deliver value for our shareholders and communities upon completion of the merger."

Net Interest Income and Net Interest Margin
Net interest income was $250.3 million for the second quarter of 2019, consistent with both the second quarter of 2018 and first quarter of 2019. Net interest margin was 4.43% for the second quarter of 2019, down 24 basis points from the second quarter of 2018 and down 13 basis points from the first quarter of 2019. The decrease in net interest margin from the second quarter of 2018 was primarily due to higher average rates on deposits, partially offset by higher average yields on the variable- and adjustable-rate loan portfolios. The decrease in net interest margin from the first quarter of 2019 was primarily due to lower average loan and lease yields and higher average rates on deposits. The decreases were also impacted by the partial reinvestment of the auto finance portfolio run-off into the available for sale mortgage-backed debt securities portfolio.

Non-interest Income
Non-interest income was $113.5 million for the second quarter of 2019, a decrease of $0.7 million, or 0.6%, from the second quarter of 2018 and an increase of $6.4 million, or 6.0%, from the first quarter of 2019. The decrease from the second quarter of 2018 was primarily due to a decrease in servicing fee income driven by continued run-off in the auto finance serviced for others portfolio and a decrease in leasing and equipment finance non-interest income, partially offset by an increase in gains on sales of loans. The increase from the first quarter of 2019 was primarily due to increases in gains on sales of loans, card revenue and fees and service charges.



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Non-interest Expense
Non-interest expense was $236.8 million for the second quarter of 2019, a decrease of $35.2 million, or 12.9%, from the second quarter of 2018 and a decrease of $16.2 million, or 6.4%, from the first quarter of 2019. The decrease in non-interest expense from the second quarter of 2018 was primarily due to the $32.0 million settlement with the Consumer Financial Protection Bureau (the "CFPB") and Office of the Comptroller of the Currency (the "OCC") in the second quarter of 2018 and a decrease in compensation and employee benefits expense, partially offset by merger-related expenses of $4.2 million. The decrease in non-interest expense from the first quarter of 2019 was primarily due to decreases in compensation and employee benefits expense and merger-related expenses. The decrease in compensation and employee benefits expense from the second quarter of 2018 was primarily due to lower commissions. The decrease in compensation and employee benefits expense from the first quarter of 2019 was primarily due to seasonality of payroll taxes. Adjusted non-interest expense was $232.6 million for the second quarter of 2019, a decrease of $7.4 million, or 3.1%, from the second quarter of 2018 and $11.0 million, or 4.5%, from the first quarter of 2019 (see "Reconciliation of GAAP to Non-GAAP Financial Measures" tables).

Income Tax Expense
The Company's effective income tax rate was 17.0% for the second quarter of 2019, compared with 20.9% for the second quarter of 2018 and 22.5% for the first quarter of 2019. The effective tax rate for the second quarter of 2019 was impacted by favorable state tax examination developments.

Credit Quality
Provision for credit losses The provision for credit losses was $13.6 million for the second quarter of 2019, a decrease of $0.7 million, or 4.7%, from the second quarter of 2018 and an increase of $3.4 million, or 34.1%, from the first quarter of 2019. The decrease from the second quarter of 2018 was primarily due to a decrease in the provision for credit losses attributable to the auto finance portfolio, partially offset by increases in the provision for credit losses attributable to the commercial and leasing and equipment finance portfolios. The increase from the first quarter of 2019 was primarily due to an increase in the provision for credit losses attributable to the commercial portfolio, partially offset by decreases in the provision for credit losses attributable to the inventory finance and auto finance portfolios.

Net charge-off rate The annualized net charge-off rate was 0.29% for the second quarter of 2019, up 2 basis points from the second quarter of 2018 and down 10 basis points from the first quarter of 2019. The increase from the second quarter of 2018 was primarily due to increased net charge-offs in the commercial portfolio, partially offset by decreased net charge-offs in the auto finance portfolio. The decrease from the first quarter of 2019 was primarily due to decreased net charge-offs in the auto finance portfolio. The annualized net charge-off rate excluding auto finance net charge-offs was 0.19% for the second quarter of 2019, up 9 basis points from the second quarter of 2018 and down 1 basis point from the first quarter of 2019 (see "Reconciliation of GAAP to Non-GAAP Financial Measures" tables).


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Over 60-day delinquency rate The over 60-day delinquency rate, excluding non-accrual loans and leases, was 0.14% at June 30, 2019, up 3 basis points from the June 30, 2018 rate and up 2 basis points from the March 31, 2019 rate. The increases from both periods were primarily due to higher delinquencies in the leasing and equipment finance portfolio.

Non-performing assets Non-performing assets, consisting of non-accrual loans and leases and other real estate owned, were $120.0 million at June 30, 2019, an increase of $18.8 million, or 18.6%, from June 30, 2018 and a decrease of $1.7 million, or 1.4%, from March 31, 2019. The increase from June 30, 2018 was primarily due to an increase in consumer real estate non-accrual loans. The decrease from March 31, 2019 was primarily due to a decrease in other real estate owned, partially offset by increases in leasing and equipment finance non-accrual loans and leases and consumer real estate non-accrual loans.

Balance Sheet
Average debt securities held to maturity and debt securities available for sale The total average debt securities portfolio was $3.1 billion for the second quarter of 2019, an increase of $834.3 million, or 37.1%, from the second quarter of 2018 and an increase of $295.1 million, or 10.6%, from the first quarter of 2019. The increases from both periods were primarily due to purchases of available for sale mortgage-backed debt securities, partially offset by sales of available for sale obligations of states and political subdivisions debt securities.

Average loans and leases Average loans and leases were $19.2 billion for the second quarter of 2019, an increase of $145.6 million, or 0.8%, from the second quarter of 2018 and an increase of $52.9 million, or 0.3%, from the first quarter of 2019. The increase from the second quarter of 2018 was primarily due to increases in the consumer real estate, inventory finance and commercial loan portfolios, partially offset by run-off of the auto finance portfolio. The increase from the first quarter of 2019 was primarily due to increases in the commercial and inventory finance loan portfolios, partially offset by run-off of the auto finance portfolio. Average loans and leases excluding auto finance loans were $17.7 billion for the second quarter of 2019, an increase of $1.3 billion, or 7.7%, from the second quarter of 2018 and an increase of $318.3 million, or 1.8%, from the first quarter of 2019 (see "Reconciliation of GAAP to Non-GAAP Financial Measures" tables).

Average deposits Average deposits were $18.9 billion for the second quarter of 2019, an increase of $507.2 million, or 2.8%, from the second quarter of 2018 and an increase of $127.3 million, or 0.7%, from the first quarter of 2019. The increases from both periods were primarily due to increases in savings account balances, partially offset by decreases in certificates of deposit and money market account balances.

Capital TCF continues to maintain strong capital ratios, with a common equity Tier 1 capital ratio of 10.99%. TCF repurchased 1,324,920 shares of its common stock during the second quarter of 2019 and had the authority to repurchase an additional $51.6 million in aggregate value of shares at June 30, 2019, pursuant to its share repurchase program.

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On June 27, 2019 TCF priced $150.0 million of 4.125% fixed-to-floating rate subordinated bank notes due 2029, which closed on July 2, 2019.

If the proposed merger with Chemical Financial Corporation closes as anticipated on August 1, 2019, the combined company Board of Directors intends to declare the third quarter 2019 common and preferred stock dividends on that date for the combined company. These dividends are expected to be payable in the third quarter of 2019.

TCF is a Wayzata, Minnesota-based national bank holding company. As of June 30, 2019, TCF had $24.6 billion in total assets and 312 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. For more information about TCF, please visit http://ir.tcfbank.com.


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Cautionary Statements for Purposes of the Safe Harbor Provisions of the Securities Litigation Reform Act
Any statements contained in this earnings release regarding the outlook for the Company's businesses and their respective markets, such as projections of future performance, targets, guidance, statements of the Company's plans and objectives, forecasts of market trends and other matters are forward-looking statements based on the Company's assumptions and beliefs. Such statements may be identified by such words or phrases as "will likely result," "are expected to," "will continue," "outlook," "will benefit," "is anticipated," "estimate," "project," "management believes" or similar expressions. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those discussed in such statements and no assurance can be given that the results in any forward-looking statement will be achieved. For these statements, TCF claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Any forward-looking statement speaks only as of the date on which it is made and we disclaim any obligation to subsequently revise any forward-looking statement to reflect events or circumstances after such date or to reflect the occurrence of anticipated or unanticipated events.

Certain factors could cause the Company's future results to differ materially from those expressed or implied in any forward-looking statements contained herein. These factors include the factors discussed in Part I, Item 1A. of the Company's Annual Report on Form 10-K for the year ended December 31, 2018 under the heading "Risk Factors" and any other cautionary statements, written or oral, which may be made or referred to in connection with any such forward-looking statements. Since it is not possible to foresee all such factors, these factors should not be considered as complete or exhaustive.
 
Use of Non-GAAP Financial Measures
Management uses the adjusted diluted earnings per common share, adjusted ROACE, ROATCE, adjusted ROATCE, adjusted efficiency ratio, net charge-off rate excluding auto finance net charge-offs, tangible book value per common share and tangible common equity to tangible assets internally to measure performance and believes that these financial measures not recognized under generally accepted accounting principles in the United States ("GAAP") (i.e. non-GAAP) provide meaningful information to investors that will permit them to assess the Company's capital and ability to withstand unexpected market or economic conditions and to assess the performance of the Company in relation to other banking institutions on the same basis as that applied by management, analysts and banking regulators. TCF adjusts certain results to exclude merger-related expenses and the settlement with the CFPB and the OCC, as management believes it is useful to investors in understanding TCF's business and operating results. In addition, TCF adjusts certain results to exclude auto finance because TCF no longer originates auto finance loans, and therefore management believes it is useful to investors in understanding TCF's business and operating results.
These non-GAAP financial measures are not defined by GAAP and other entities may calculate them differently than TCF does. Non-GAAP financial measures have inherent limitations and are not required to be uniformly applied. Although these non-GAAP financial measures are frequently used by stakeholders in the evaluation of a company, they have limitations as analytical tools and should not be considered in isolation or as a substitute for analyses of results as reported under GAAP. In particular, a measure of earnings that excludes selected items does not represent the amount that effectively accrues directly to stockholders.
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TCF FINANCIAL CORPORATION AND SUBSIDIARIES  
Consolidated Statements of Financial Condition (Unaudited)  
Change From  
(Dollars in thousands)
Jun. 30,Mar. 31,Dec. 31,Sep. 30,Jun. 30,Mar. 31, 2019  Jun. 30, 2018
20192019201820182018$%$%
ASSETS:
Cash and due from banks$555,271 $463,822 $587,057 $569,968 $581,876 $91,449 19.7 %$(26,605)(4.6)%
Investments105,659 103,644 91,654 80,672 95,661 2,015 1.9  9,998 10.5  
Debt securities held to maturity
144,919 148,024 148,852 152,881 155,962 (3,105)(2.1) (11,043)(7.1) 
Debt securities available for sale
3,109,803 2,945,342 2,470,065 2,379,546 2,249,784 164,461 5.6  860,019 38.2  
Loans and leases held for sale
74,410 64,468 90,664 114,198 291,871 9,942 15.4  (217,461)(74.5) 
Loans and leases:
Consumer real estate:
First mortgage lien2,472,066 2,480,750 2,444,380 1,960,756 1,800,885 (8,684)(0.4) 671,181 37.3  
Junior lien2,821,099 2,872,807 2,965,960 2,940,701 2,830,029 (51,708)(1.8) (8,930)(0.3) 
Total consumer real estate
5,293,165 5,353,557 5,410,340 4,901,457 4,630,914 (60,392)(1.1) 662,251 14.3  
Commercial4,185,811 3,884,106 3,851,303 3,741,164 3,706,401 301,705 7.8  479,410 12.9  
Leasing and equipment finance
4,826,785 4,674,309 4,699,740 4,601,887 4,648,049 152,476 3.3  178,736 3.8  
Inventory finance3,404,214 3,749,146 3,107,356 2,880,404 3,005,165 (344,932)(9.2) 399,049 13.3  
Auto finance1,456,138 1,704,614 1,982,277 2,275,134 2,603,260 (248,476)(14.6) (1,147,122)(44.1) 
Other18,341 17,943 21,295 21,107 20,957 398 2.2  (2,616)(12.5) 
Total loans and leases19,184,454 19,383,675 19,072,311 18,421,153 18,614,746 (199,221)(1.0) 569,708 3.1  
Allowance for loan and lease losses
(146,503)(147,972)(157,446)(160,621)(165,619)1,469 1.0  19,116 11.5  
Net loans and leases19,037,951 19,235,703 18,914,865 18,260,532 18,449,127 (197,752)(1.0) 588,824 3.2  
Premises and equipment, net
432,751 429,711 427,534 429,648 430,956 3,040 0.7  1,795 0.4  
Goodwill, net154,757 154,757 154,757 154,757 154,757 — —  — —  
Other assets1,011,309 873,244 814,164 762,583 774,468 138,065 15.8  236,841 30.6  
Total assets$24,626,830 $24,418,715 $23,699,612 $22,904,785 $23,184,462 $208,115 0.9  $1,442,368 6.2  
LIABILITIES AND EQUITY:
Deposits:
Checking$6,544,470 $6,621,261 $6,381,327 $6,382,667 $6,408,174 $(76,791)(1.2)%$136,296 2.1 %
Savings6,519,587 6,442,544 6,122,257 5,737,144 5,570,979 77,043 1.2  948,608 17.0  
Money market1,443,003 1,468,308 1,609,422 1,504,952 1,562,008 (25,305)(1.7) (119,005)(7.6) 
Certificates of deposit4,605,327 4,491,998 4,790,680 4,871,748 4,822,112 113,329 2.5  (216,785)(4.5) 
Total deposits19,112,387 19,024,111 18,903,686 18,496,511 18,363,273 88,276 0.5  749,114 4.1  
Borrowings:
Short-term borrowings350,764 355,992 — 2,324 761 (5,228)(1.5) 350,003 N.M.  
Long-term borrowings1,617,531 1,411,426 1,449,472 1,171,541 1,554,569 206,105 14.6  62,962 4.1  
Total borrowings1,968,295 1,767,418 1,449,472 1,173,865 1,555,330 200,877 11.4  412,965 26.6  
Accrued expenses and other liabilities
835,630 981,341 790,194 706,397 761,281 (145,711)(14.8) 74,349 9.8  
Total liabilities21,916,312 21,772,870 21,143,352 20,376,773 20,679,884 143,442 0.7  1,236,428 6.0  
Equity:
Preferred stock
169,302 169,302 169,302 169,302 169,302 — —  — —  
Common stock
1,731 1,733 1,736 1,736 1,735 (2)(0.1) (4)(0.2) 
Additional paid-in capital868,001 875,797 885,089 882,321 877,364 (7,796)(0.9) (9,363)(1.1) 
Retained earnings, subject to certain restrictions
1,874,308 1,810,701 1,766,994 1,708,410 1,649,449 63,607 3.5  224,859 13.6  
Accumulated other comprehensive income (loss)
37,334 5,481 (33,138)(65,259)(52,811)31,853 N.M.  90,145 N.M.  
Treasury stock at cost and other
(265,016)(246,621)(252,182)(189,652)(164,107)(18,395)(7.5) (100,909)(61.5) 
Total TCF Financial Corporation stockholders' equity
2,685,660 2,616,393 2,537,801 2,506,858 2,480,932 69,267 2.6  204,728 8.3  
Non-controlling interest in subsidiaries
24,858 29,452 18,459 21,154 23,646 (4,594)(15.6) 1,212 5.1  
Total equity2,710,518 2,645,845 2,556,260 2,528,012 2,504,578 64,673 2.4  205,940 8.2  
Total liabilities and equity
$24,626,830 $24,418,715 $23,699,612 $22,904,785 $23,184,462 $208,115 0.9  $1,442,368 6.2  
N.M. Not Meaningful
7



TCF FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Statements of Income (Unaudited)
Quarter EndedChange From
(Dollars in thousands)
Jun. 30,Mar. 31,Dec. 31,Sep. 30,Jun. 30,Mar. 31, 2019Jun. 30, 2018
2019 2019 2018 2018 2018 $%$%
Interest income:
Loans and leases$279,447 $279,594 $270,804 $264,678 $269,280 $(147)(0.1)%$10,167 3.8 %
Debt securities available for sale
22,325 18,815 17,097 14,838 12,516 3,510 18.7  9,809 78.4  
Debt securities held to maturity924 535 965 988 998 389 72.7  (74)(7.4) 
Loans held for sale and other4,247 4,301 4,631 6,678 3,529 (54)(1.3) 718 20.3  
Total interest income306,943 303,245 293,497 287,182 286,323 3,698 1.2  20,620 7.2  
Interest expense:
Deposits40,542 37,480 33,315 27,335 23,953 3,062 8.2  16,589 69.3  
Borrowings16,077 14,858 11,294 10,726 11,571 1,219 8.2  4,506 38.9  
Total interest expense56,619 52,338 44,609 38,061 35,524 4,281 8.2  21,095 59.4  
Net interest income250,324 250,907 248,888 249,121 250,799 (583)(0.2) (475)(0.2) 
Provision for credit losses13,569 10,122 18,894 2,270 14,236 3,447 34.1  (667)(4.7) 
Net interest income after provision for credit losses
236,755 240,785 229,994 246,851 236,563 (4,030)(1.7) 192 0.1  
Non-interest income:
Leasing and equipment finance42,126 41,139 55,311 45,045 42,904 987 2.4  (778)(1.8) 
Fees and service charges32,477 31,324 36,206 32,574 32,670 1,153 3.7  (193)(0.6) 
Card revenue15,632 14,243 15,078 15,065 14,962 1,389 9.8  670 4.5  
ATM revenue4,863 4,440 5,054 5,053 4,933 423 9.5  (70)(1.4) 
Gains on sales of loans, net
10,828 7,972 8,419 8,764 7,192 2,856 35.8  3,636 50.6  
Servicing fee income4,523 5,110 5,523 6,032 7,484 (587)(11.5) (2,961)(39.6) 
Gains (losses) on debt securities, net
1,066 451 167 94 24 615 136.4  1,042 N.M.  
Other1,936 2,347 2,375 3,818 3,934 (411)(17.5) (1,998)(50.8) 
Total non-interest income113,451 107,026 128,133 116,445 114,103 6,425 6.0  (652)(0.6) 
Non-interest expense:
Compensation and employee benefits
114,369 121,557 129,521 123,127 120,575 (7,188)(5.9) (6,206)(5.1) 
Occupancy and equipment41,828 41,737 42,250 42,337 40,711 91 0.2  1,117 2.7  
Lease financing equipment depreciation
19,133 19,256 19,085 19,525 17,945 (123)(0.6) 1,188 6.6  
Foreclosed real estate and repossessed assets, net
2,448 4,630 4,396 3,881 3,857 (2,182)(47.1) (1,409)(36.5) 
Merger-related expenses4,226 9,458 — — — (5,232)(55.3) 4,226 N.M.  
Other54,845 56,437 54,706 57,553 88,951 (1,592)(2.8) (34,106)(38.3) 
Total non-interest expense236,849 253,075 249,958 246,423 272,039 (16,226)(6.4) (35,190)(12.9) 
Income before income tax expense
113,357 94,736 108,169 116,873 78,627 18,621 19.7  34,730 44.2  
Income tax expense19,314 21,287 20,013 28,034 16,418 (1,973)(9.3) 2,896 17.6  
Income after income tax expense
94,043 73,449 88,156 88,839 62,209 20,594 28.0  31,834 51.2  
Income attributable to non-controlling interest
3,616 2,955 2,504 2,643 3,460 661 22.4  156 4.5  
Net income attributable to TCF Financial Corporation
90,427 70,494 85,652 86,196 58,749 19,933 28.3  31,678 53.9  
Preferred stock dividends2,494 2,493 2,494 2,494 2,494 —  — —  
Net income available to common stockholders
$87,933 $68,001 $83,158 $83,702 $56,255 $19,932 29.3  $31,678 56.3  
N.M. Not Meaningful

8



TCF FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Statements of Income (Unaudited)
Six Months Ended June 30,Change
(Dollars in thousands, except per share data)2019 2018 $%
Interest income:
Loans and leases$559,041 $529,655 $29,386 5.5   
Debt securities available for sale41,140 22,639 18,501 81.7  
Debt securities held to maturity1,459 2,017 (558)(27.7) 
Loans held for sale and other8,548 7,274 1,274 17.5  
Total interest income610,188 561,585 48,603 8.7  
Interest expense:  
Deposits78,022 46,463 31,559 67.9  
Borrowings30,935 21,124 9,811 46.4  
Total interest expense108,957 67,587 41,370 61.2  
Net interest income501,231 493,998 7,233 1.5  
Provision for credit losses23,691 25,604 (1,913)(7.5) 
Net interest income after provision for credit losses477,540 468,394 9,146 2.0  
Non-interest income:  
Leasing and equipment finance83,265 84,751 (1,486)(1.8) 
Fees and service charges63,801 63,421 380 0.6  
Card revenue29,875 28,721 1,154 4.0  
ATM revenue9,303 9,583 (280)(2.9) 
Gains on sales of loans, net18,800 16,315 2,485 15.2  
Servicing fee income9,633 15,779 (6,146)(39.0) 
Gains (losses) on debt securities, net1,517 87 1,430 N.M.  
Other4,283 7,650 (3,367)(44.0) 
Total non-interest income220,477 226,307 (5,830)(2.6) 
Non-interest expense:  
Compensation and employee benefits235,926 244,415 (8,489)(3.5) 
Occupancy and equipment83,565 81,225 2,340 2.9  
Lease financing equipment depreciation38,389 35,219 3,170 9.0  
Foreclosed real estate and repossessed assets, net7,078 8,773 (1,695)(19.3) 
Merger-related expenses13,684 — 13,684 N.M.  
Other111,282 148,387 (37,105)(25.0) 
Total non-interest expense489,924 518,019 (28,095)(5.4) 
Income before income tax expense208,093 176,682 31,411 17.8  
Income tax expense40,601 38,049 2,552 6.7  
Income after income tax expense167,492 138,633 28,859 20.8  
Income attributable to non-controlling interest6,571 6,123 448 7.3  
Net income attributable to TCF Financial Corporation160,921 132,510 28,411 21.4  
Preferred stock dividends4,987 6,600 (1,613)(24.4) 
Impact of preferred stock redemption— 3,481 (3,481)(100.0) 
Net income available to common stockholders$155,934 $122,429 $33,505 27.4  
Earnings per common share:
Basic$0.96 $0.73 $0.23 31.5   
Diluted0.96 0.73 0.23 31.5  
Dividends declared per common share$0.30 $0.30 $— —   
N.M. Not Meaningful
9


TCF FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Average Balance Sheets, Yields and Rates (Unaudited)
Quarter Ended June 30,
2019 2018 
AverageYields andAverageYields and
(Dollars in thousands)Balance
Interest(1)
Rates(1)(2)
Balance
Interest(1)
Rates(1)(2)
ASSETS:
Investments and other$392,193 $3,651 3.71 %$309,120 $2,857 3.71 %
Debt securities held to maturity146,296 924 2.53  155,779 998 2.56  
Debt securities available for sale:
Taxable2,711,984 21,117 3.11  1,262,642 8,163 2.59  
Tax-exempt(3)
222,534 1,530 2.75  828,131 5,510 2.66  
Loans and leases held for sale40,835 596 5.86  45,525 672 5.93  
Loans and leases:(4)
Consumer real estate:
Fixed-rate2,349,154 29,159 4.97  1,715,289 23,612 5.52  
Variable- and adjustable-rate2,985,714 50,673 6.81  3,026,310 48,331 6.41  
Total consumer real estate5,334,868 79,832 6.00  4,741,599 71,943 6.09  
Commercial:
Fixed-rate817,744 9,013 4.42  900,462 10,087 4.49  
Variable- and adjustable-rate3,168,127 44,843 5.68  2,802,059 38,044 5.45  
Total commercial3,985,871 53,856 5.42  3,702,521 48,131 5.21  
Leasing and equipment finance4,743,747 60,554 5.11  4,639,703 57,236 4.93  
Inventory finance3,588,051 64,967 7.26  3,299,996 57,138 6.94  
Auto finance1,575,715 21,121 5.38  2,695,943 35,632 5.30  
Other10,918 131 4.78  13,845 143 4.10  
Total loans and leases19,239,170 280,461 5.84  19,093,607 270,223 5.67  
Total interest-earning assets22,753,012 308,279 5.43  21,694,804 288,423 5.33  
Other assets1,730,810 1,430,621 
Total assets$24,483,822 $23,125,425 
LIABILITIES AND EQUITY:
Non-interest bearing deposits$3,980,811 $3,879,048 
Interest-bearing deposits:
Checking2,479,814 440 0.07  2,460,709 119 0.02  
Savings6,452,510 12,314 0.77  5,542,565 3,736 0.27  
Money market1,430,556 4,588 1.29  1,572,560 2,620 0.67  
Certificates of deposit4,527,822 23,200 2.05  4,909,422 17,478 1.43  
Total interest-bearing deposits14,890,702 40,542 1.09  14,485,256 23,953 0.66  
Total deposits18,871,513 40,542 0.86  18,364,304 23,953 0.52  
Borrowings:
Short-term borrowings321,043 2,131 2.63  3,116 18 2.33  
Long-term borrowings1,657,527 13,946 3.34  1,531,389 11,553 3.02  
Total borrowings1,978,570 16,077 3.23  1,534,505 11,571 3.02  
Total interest-bearing liabilities16,869,272 56,619 1.34  16,019,761 35,524 0.89  
Total deposits and borrowings20,850,083 56,619 1.09  19,898,809 35,524 0.72  
Accrued expenses and other liabilities969,723 714,488 
Total liabilities21,819,806 20,613,297 
Total TCF Financial Corporation stockholders' equity
2,634,386 2,483,474 
Non-controlling interest in subsidiaries29,630 28,654 
Total equity2,664,016 2,512,128 
Total liabilities and equity$24,483,822 $23,125,425 
Net interest income and margin$251,660 4.43  $252,899 4.67  
(1)Interest and yields are presented on a fully tax-equivalent basis.
(2)Annualized
(3)The yield on tax-exempt debt securities available for sale is computed on a tax-equivalent basis using a statutory federal income tax rate of 21%.
(4)Average balances of loans and leases include non-accrual loans and leases and are presented net of unearned income.

10



TCF FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Average Balance Sheets, Yields and Rates (Unaudited)
Six Months Ended June 30,
2019 2018 
AverageYields andAverageYields and
(Dollars in thousands)Balance
Interest(1)
Rates(1)(2)
Balance
Interest(1)
Rates(1)(2)
ASSETS:
Investments and other$379,513 $7,132 3.77 %$320,655 $5,633 3.54 %
Debt securities held to maturity146,922 1,459 1.99  157,450 2,017 2.56  
Debt securities available for sale:
Taxable2,418,221 37,248 3.08  1,123,017 13,976 2.49  
Tax-exempt(3)
368,952 4,927 2.67  824,906 10,966 2.66  
Loans and leases held for sale47,980 1,416 5.94  54,261 1,641 6.09  
Loans and leases:(4)
Consumer real estate:
Fixed-rate2,350,946 59,046 5.05  1,750,765 48,225 5.55  
Variable- and adjustable-rate3,013,329 102,360 6.85  3,019,212 94,212 6.29  
Total consumer real estate5,364,275 161,406 6.06  4,769,977 142,437 6.02  
Commercial:
Fixed-rate817,498 18,077 4.46  915,784 20,684 4.55  
Variable- and adjustable-rate3,090,597 88,375 5.77  2,736,267 71,204 5.25  
Total commercial3,908,095 106,452 5.49  3,652,051 91,888 5.07  
Leasing and equipment finance4,699,969 119,775 5.10  4,665,144 113,643 4.87  
Inventory finance3,521,537 127,832 7.32  3,214,618 108,333 6.80  
Auto finance1,707,690 45,336 5.35  2,857,169 74,917 5.29  
Other11,298 264 4.69  14,145 290 4.13  
Total loans and leases19,212,864 561,065 5.88  19,173,104 531,508 5.58  
Total interest-earning assets22,574,452 613,247 5.46  21,653,393 565,741 5.26  
Other assets1,721,970 1,442,117 
Total assets$24,296,422 $23,095,510 
LIABILITIES AND EQUITY:
Non-interest bearing deposits$3,950,447 $3,812,765 
Interest-bearing deposits:
Checking2,468,852 827 0.07  2,461,126 232 0.02  
Savings6,353,800 22,984 0.73  5,469,523 6,901 0.25  
Money market1,460,427 9,041 1.25  1,634,965 5,029 0.62  
Certificates of deposit4,574,710 45,170 1.99  4,953,533 34,301 1.40  
Total interest-bearing deposits14,857,789 78,022 1.06  14,519,147 46,463 0.65  
Total deposits18,808,236 78,022 0.84  18,331,912 46,463 0.51  
Borrowings:
Short-term borrowings307,347 4,088 2.65  3,532 37 2.14  
Long-term borrowings1,579,613 26,847 3.39  1,477,531 21,087 2.87  
Total borrowings1,886,960 30,935 3.27  1,481,063