Investigation Overview
An investigation on behalf of investors, who currently hold shares of TCF Financial Corporation (NYSE: TCF), was announced concerning whether the takeover of TCF Financial Corporation is unfair to NYSE: TCF stockholders.
The investigation by a law firm concerns whether certain officers and directors of TCF Financial Corporation breached their fiduciary duties owed to NYSE: TCF investors in connection with the proposed acquisition.
Wayzata, MN based TCF Financial Corporation operates as the holding company for TCF National Bank that provides various financial products and services in the United States and Canada. On January 28, 2019, Chemical Financial Corporation (NASDAQ: CHFC) and TCF Financial Corporation (NYSE: TCF) announced the signing of an agreement under which the companies will combine in an all-stock merger of equals transaction. Under the terms of the transaction, TCF Financial Corporation (NYSE: TCF) shareholders will receive 0.5081 shares of Chemical common stock for each share of TCF Financial Corporation (NYSE: TCF) common stock they own; this represents a value of approximately $21.58 per share.
However, given that at least one analyst has set the high target price for NYSE: TCF shares at $26.00 per share, the investigation concerns whether the offer is unfair to NYSE: TCF stockholders. More specifically, the investigation concerns whether the TCF Financial Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.
TCF Financial Corporation reported that its annual Total Revenue rose from over $1.3 billion in 2017 to over $1.41 billion in 2018 and that its $268.63 million in 2017 to $304.35 million in 2018.
Shares of TCF Financial Corporation (NYSE: TCF) closed on February 5, 2019, at $22.55 per share.