Attached files
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EX-99.2 - EX-99.2 - TCF FINANCIAL CORP | a17-21095_5ex99d2.htm |
EX-99.1 - EX-99.1 - TCF FINANCIAL CORP | a17-21095_5ex99d1.htm |
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):
September 7, 2017
TCF FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
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001-10253 |
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41-1591444 |
200 Lake Street East, Mail Code EX0-03-A, Wayzata, Minnesota 55391-1693
(Address of principal executive offices, including Zip Code)
(952) 745-2760
(Registrants 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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).
o 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. o
Item 8.01 Other Events.
On September 7, 2017, TCF Financial Corporation (TCF or the Company) announced it commenced an underwritten registered public offering of depositary shares, each representing a 1/1,000th interest in a share of the Companys Series C Non-Cumulative Perpetual Preferred Stock, par value $0.01 per share (the Series C Preferred Stock).
TCF also announced that it expects to use the proceeds of the offering plus cash on hand, if needed, to redeem all or a portion of its issued and outstanding Series A Non-Cumulative Perpetual Preferred Stock (the Series A Preferred Stock). The redemption of the Series A Preferred Stock will result in the redemption of all or a portion of the related depositary shares, each representing a 1/1,000th interest in a share of the Series A Preferred Stock (the Series A Depositary Shares). TCF received approval from the Board of Governors of the Federal Reserve to use the proceeds from the offering to redeem all or a portion of the Series A Preferred Stock and the subsequent redemption of all or a portion of the Series A Depositary Shares.
This disclosure does not constitute a notice of redemption with respect to the Series A Preferred Stock or the Series A Depositary Shares.
A copy of the Companys press release containing such announcements is attached as Exhibit 99.1 to this Current Report on Form 8-K.
On September 7, 2017, the Company also announced that its public offering of 7,000,000 depositary shares, each representing a 1/1,000th interest in a share of the Companys Series C Preferred Stock, had priced at $25.00 per depositary share for gross proceeds of $175.0 million. A copy of the Companys press release containing such announcement is attached as Exhibit 99.2 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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Description |
99.1 |
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99.2 |
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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 hereunto duly authorized.
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TCF FINANCIAL CORPORATION |
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/s/ Craig R. Dahl |
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Craig R. Dahl, |
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Chairman, President and Chief Executive Officer |
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(Principal Executive Officer) |
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/s/ Brian W. Maass |
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Brian W. Maass, |
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Executive Vice President and Chief Financial Officer |
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(Principal Financial Officer) |
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/s/ Susan D. Bode |
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Susan D. Bode, |
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Senior Vice President and Chief Accounting Officer |
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(Principal Accounting Officer) |
Dated: September 7, 2017