CHEMICAL FINANCIAL CORP (Form: 8-K, Received: 04/23/2019 16:14:02)

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 23, 2019

Chemical Financial Corporation

(Exact Name of Registrant as

Specified in its Charter)



Michigan (State or Other Jurisdiction of Incorporation)	000-08185 (Commission File Number)	38-2022454 (IRS Employer Identification No.)



333 W. Fort Street, Suite 1800 Detroit, Michigan (Address of Principal Executive Offices)		48226 (Zip Code)

Registrant's telephone number, including area code: (800) 867-9757

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 (see General Instruction A.2. below):

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).

Emerging growth company o

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 2.02	Results of Operations and Financial Condition.

On April 23, 2019 , Chemical Financial Corporation ("Chemical") issued the press release attached as Exhibit 99.1 to this Form 8-K, which is here incorporated by reference. A copy of the presentation slides which will be discussed in Chemical's webcast earnings call are also attached as Exhibit 99.2 to this Form 8-K. This Report and the Exhibits are furnished to, and not filed with, the Commission.



Item 8.01	Other Events.

On April 23, 2019 , the Board of Directors of Chemical Financial Corporation declared a quarterly dividend of $0.34 per share to be paid on June 21, 2019 to our shareholders of record on June 7, 2019 .



Item 9.01	Financial Statements and Exhibits.

99.1 Press Release dated April 23, 2019 . This Exhibit is furnished to, and not filed with, the Commission.

Earnings Presentation Slides. This Exhibit is furnished to, and not filed with, the Commission.

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.



Dated:	April 23, 2019	CHEMICAL FINANCIAL CORPORATION (Registrant)


		/s/ Dennis L. Klaeser
		Dennis L. Klaeser
		Executive Vice President and Chief Financial Officer

For further information:

David T. Provost, CEO

Dennis L. Klaeser, CFO

Chemical Financial Corporation reports first quarter 2019 net income of $62.9 million , representing $0.87 of earnings per diluted share

Chemical Financial Corporation declares cash dividend on common stock of $0.34 per share

DETROIT, MI, April 23, 2019 -- Chemical Financial Corporation ("Chemical") (NASDAQ:CHFC) today announced 2019 first quarter net income of $62.9 million , or $0.87 per diluted share, compared to 2018 fourth quarter net income of $73.0 million , or $1.01 per diluted share, and 2018 first quarter net income of $71.6 million , or $0.99 per diluted share. Net income, excluding the change in fair of value in loan servicing rights and merger expenses (collectively, "significant items"), a non-GAAP financial measure, was $73.3 million , or $1.02 per diluted share, in the first quarter of 2019 , compared to $75.3 million , or $1.04 per diluted share, in the fourth quarter of 2018 and $68.6 million , or $0.95 per diluted share, in the first quarter of 2018 . ⁽¹⁾ In addition, on April 23, 2019 , our Board of Directors declared a second quarter dividend on our common stock of $0.34 per share. The dividend will be payable on June 21, 2019 , to shareholders of record on June 7, 2019 .

"Results for the quarter continue the path of our sound operating performance reflecting strong deposit growth, low loan charge-off rates and disciplined expense management," noted David T. Provost, Chief Executive Officer of Chemical and Thomas C. Shafer, Vice Chairman of Chemical and Chief Executive Officer of Chemical Bank. "As we look forward to the remainder of the year, we believe we have a solid loan pipeline to improve loan growth and continue to grow our net interest income. As we combine this loan growth with the focused control of our core operating expenses while maintaining other solid fundamentals, we believe we are in a solid position for a successful 2019."

Return on average assets was 1.17% for the first quarter of 2019 , compared to 1.39% for the fourth quarter of 2018 and 1.47% for the first quarter of 2018 . Return on average assets, excluding significant items, a non-GAAP financial measure, was 1.36% for the first quarter of 2019 , compared to 1.44% for the fourth quarter of 2018 and 1.41% for the first quarter of 2018 . ⁽¹⁾ Return on average tangible shareholders' equity was 14.8% for the first quarter of 2019 , compared to 17.8% for the fourth quarter of 2018 and 19.0% for the first quarter of 2018 . Return on average tangible shareholders' equity, excluding significant items, a non-GAAP financial measure, was 17.2% for the first quarter of 2019 , compared to 18.3% for the fourth quarter of 2018 and 18.2% for the first quarter of 2018 . ⁽¹⁾

Net interest income was $162.8 million for the first quarter of 2019 , $0.6 million , or 0.4% , lower than the fourth quarter of 2018 and $11.0 million , or 7.2% , higher than the first quarter of 2018 . The decrease in net interest income in the first quarter of 2019 , compared to the fourth quarter of 2018 , was primarily attributable to an increase in average deposit balances and cost of funds, partially offset by the benefit from an increase in average balances and yields earned on loans and investment securities. The increase in net interest income in the first quarter of 2019 , compared to the first quarter of 2018 , was primarily attributable to increases in average balances and yields earned on loans and investment securities, partially offset by increases in average interest-bearing deposit balances and cost of funds. First quarter of 2019 net loan growth was $54.3 million , or an annualized growth rate of 1.4% , and net loan growth over the past twelve months was $1.11 billion , or 7.8% . The investment securities portfolio grew by $277.6 million , compared to the fourth quarter of 2018 , and $949.6 million , compared to the first quarter of 2018 .

Net interest margin was 3.38% in the first quarter of 2019 , compared to 3.42% in the fourth quarter of 2018 and 3.51% in the first quarter of 2018 . Net interest margin (fully taxable equivalent (FTE)), a non-GAAP financial measure, was 3.42% in the first quarter of 2019 , compared to 3.49% in the fourth quarter of 2018 and 3.56% in the first quarter of 2018 . ⁽¹⁾ The decrease in net interest margin (FTE), in the first quarter of 2019 , compared to both the fourth quarter of 2018 and the first quarter of 2018 , was primarily due to an increase in average deposit balances and cost of funds, partially offset by increases in average balances and yields earned on loans and investment securities. Average cost of funds was 1.13% in the first quarter of 2019 , compared to 1.03% in the fourth quarter of 2018 and

0.64% in the first quarter of 2018 . The average yield on the loan portfolio increased to 4.86% in the first quarter of 2019 , compared to 4.80% in the fourth quarter of 2018 and 4.48% in the first quarter of 2018 . Interest accretion from purchase accounting discounts on acquired loans contributed 22 basis points to the net interest margin (FTE), in the first quarter of 2019 , compared to 23 basis points in the fourth quarter of 2018 and 29 basis points in the first quarter of 2018 .

The provision for loan losses was $2.1 million in the first quarter of 2019 , compared to $8.9 million in the fourth quarter of 2018 and $6.3 million in the first quarter of 2018 . The decrease in total provision for loan losses in the first quarter of 2019 , compared to the fourth quarter of 2018 , was primarily the result of a decrease in originated loan growth, low loan charge-off rates and recoveries in the acquired loan portfolio. The decrease in the provision for loan losses in the first quarter of 2019 , compared to the first quarter of 2018 , was primarily the result of an improvement in overall credit quality.

Net loan charge-offs were $1.8 million , or 0.05% of average loans, in the first quarter of 2019 , compared to $3.0 million , or 0.08% of average loans, in the fourth quarter of 2018 and $3.4 million , or 0.10% of average loans, in the first quarter of 2018 .

Nonperforming loans totaled $89.3 million at March 31, 2019 , compared to $85.4 million at December 31, 2018 and $61.8 million at March 31, 2018 . Nonperforming loans comprised 0.58% of total loans at March 31, 2019 , compared to 0.56% at December 31, 2018 and 0.43% at March 31, 2018 . The increase in nonperforming loans as a percentage of total loans at March 31, 2019 , compared to March 31, 2018 , was primarily due to commercial and commercial real estate loan relationships that were downgraded to nonaccrual status during the second half of 2018. Each nonperforming loan is individually evaluated for impairment, and we have either established a specific reserve within the allowance for loan losses or charged the loan relationship down to the value of the underlying collateral.

The allowance for loan losses on the originated loan portfolio was $110.3 million , or 0.91% of originated loans, at March 31, 2019 , compared to $109.6 million , or 0.93% of originated loans, at December 31, 2018 and $94.8 million , or 0.95% of originated loans, at March 31, 2018 . The allowance for loan losses on the originated loan portfolio as a percentage of nonperforming loans decreased to 123.5% at March 31, 2019 , compared to 128.2% at December 31, 2018 and 153.3% at March 31, 2018 , primarily due to sustained low loan charge-off rates and stable overall credit quality. All acquired loans were recorded at their estimated fair value at each respective acquisition date without a carryover of the related allowance and, as of both March 31, 2019 and March 31, 2018 , it was determined that no allowance was needed for the acquired loan portfolio. As of December 31, 2018 , the allowance for loan losses on the acquired loan portfolio was $420 thousand .

Noninterest income was $24.9 million in the first quarter of 2019 , compared to $32.0 million in the fourth quarter of 2018 and $40.6 million in the first quarter of 2018 . Noninterest income in the first quarter of 2019 decreased , compared to the fourth quarter of 2018 , primarily related to the change in fair value in loan servicing rights, included within net gain on sale of loans and other mortgage banking revenue, and a decrease of $1.6 million in electronic banking fees, included within other charges and fees for customer services. Noninterest income in the first quarter of 2019 decreased , compared to the first quarter of 2018 , primarily due to the change in fair value in loan servicing rights, included within net gain on sale of loans and other mortgage banking revenue. Net gain on sale of loans and other mortgage banking revenue included a $7.6 million detriment to earnings due to a change in fair value in loan servicing rights in the first quarter of 2019 , compared to a $2.8 million detriment in the fourth quarter of 2018 and a $3.8 million benefit in the first quarter of 2018 . The change in fair value in loan servicing rights was a detriment of $0.09 to diluted earnings per share in the first quarter of 2019 , compared to a detriment of $0.03 in the fourth quarter of 2018 and a $0.04 benefit in the first quarter of 2018 .

Operating expenses were $109.0 million in the first quarter of 2019 , compared to $108.4 million in the fourth quarter of 2018 and $101.6 million in the first quarter of 2018 . Operating expenses, core, a non-GAAP financial measure that excludes the impact of merger expenses and federal historic tax credits, were $103.6 million for the first quarter of 2019 , compared to $102.6 million for the fourth quarter of 2018 and $100.0 million for the first quarter of 2018 . ⁽¹⁾ The $1.0 million increase in operating expenses, core, in the first quarter of 2019 , compared to the fourth

quarter of 2018 , was primarily due to an increase in salaries, wages and employee benefits impacted by a decrease in the deferral of loan origination costs due to lower loan production and an increase in payroll taxes due to the beginning of a new tax year. The $3.6 million increase in operating expenses, core, in the first quarter of 2019 , compared to the first quarter of 2018 , was primarily due to an increase in salaries, wages and employee benefits impacted by increases in staff to support the strategic focus on commercial lending growth and an increase in outside processing and service fees due to the substantial enhancements to our core operating systems. First quarter of 2019 included $5.4 million of merger related expenses, resulting in a detriment of $0.06 to diluted earnings per share. Impairment related to federal historic tax credits, included within other operating expense in our Consolidated Statements of Income, totaled $5.8 million in the fourth quarter of 2018 and $1.6 million in the first quarter of 2018. Expense related to our efforts to implement upgrades to our core operating systems totaled $1.6 million in the fourth quarter of 2018 and $1.0 million in the first quarter of 2018.

The efficiency ratio is a measure of operating expenses as a percentage of net interest income and noninterest income. The efficiency ratio was 58.1% in the first quarter of 2019 , compared to 55.4% in the fourth quarter of 2018 and 52.8% in the first quarter of 2018 . The adjusted efficiency ratio, a non-GAAP financial measure, which excludes, as applicable, the significant items defined above, amortization of intangibles, impairment of federal income tax credits, the net interest income FTE adjustment and gains from sale of investment securities, was 51.7% in the first quarter of 2019 , compared to 50.4% in the fourth quarter of 2018 and 51.6% in the first quarter of 2018 . ⁽¹⁾

The effective tax rate was 17.8% in the first quarter of 2019 , compared to 6.6% in the fourth quarter of 2018 and 15.3% in the first quarter of 2018 . The tax rate for the fourth quarter of 2018 and first quarter of 2018 benefited from federal historic tax credits of $5.8 million and $1.5 million , respectively. The income tax benefit from the tax credits placed into service was partially offset by the impairment recorded on the same tax credits included within other operating expenses. The effective tax rate for the fourth quarter of 2018 also benefited from adjustments to tax provisional amounts related to the one year measurement period provided by Staff Accounting Bulletin No. 118 in order to finalize items that were not available in the enactment period associated with the passing of the Tax Cuts and Jobs Act and by certain changes in estimates associated with the filing of our final 2017 tax return.

Total assets were $21.80 billion at March 31, 2019 , compared to $21.50 billion at December 31, 2018 and $19.76 billion at March 31, 2018 . The increase in total assets during the first quarter of 2019 and the twelve months ended March 31, 2019 was primarily attributable to net loan growth and additions to the investment securities portfolio.

Total loans were $15.32 billion at March 31, 2019 , an increase of $54.3 million , from total loans of $15.27 billion at December 31, 2018 and an increase of $1.11 billion , from total loans of $14.22 billion at March 31, 2018 . Originated loan growth was $297.5 million during the first quarter of 2019 , compared to $699.3 million in the fourth quarter of 2018 and $265.1 million in the first quarter of 2018 . Growth in the originated loan portfolio was partially offset by run-off in the acquired loan portfolio of $243.2 million in the first quarter of 2019 , compared to $225.8 million in the fourth quarter of 2018 and $201.6 million in the first quarter of 2018 .

The investment securities portfolio totaled $3.92 billion at March 31, 2019 , an increase of $277.6 million , compared to $3.65 billion at December 31, 2018 , and an increase of $949.6 million , compared to $2.97 billion at March 31, 2018 . The increase in the investment securities portfolio in both the first quarter of 2019 and the twelve months ended March 31, 2019 reflects our long-term plan to increase our investment securities portfolio as a percentage of total assets.

Total deposits increased to $16.06 billion at March 31, 2019 , compared to $15.59 billion at December 31, 2018 and $13.97 billion at March 31, 2018 . The increase in deposits during the first quarter of 2019 was primarily due to an increase in customer deposits of $419.3 million , with increases across all categories, and an increase in brokered deposits of $49.4 million . The increase in deposits during the twelve months ended March 31, 2019 was primarily due to increases of $1.71 billion in customer deposits and $383.1 million in brokered deposits. Collateralized customer deposits were $413.2 million at March 31, 2019 , compared to $382.7 million at December 31, 2018 and $490.1 million at March 31, 2018 . Loans, as a percentage of deposits plus collateralized customer deposits, were 93.0% at March 31, 2019 , compared to 95.6% at December 31, 2018 and 98.3% at March 31, 2018 .

Short-term borrowings were $1.74 billion at March 31, 2019 , compared to $2.04 billion at December 31, 2018 and $2.05 billion at March 31, 2018 . Short-term borrowings include short-term FHLB advances that we used to fund our short-term liquidity needs. Long-term borrowings were $426.0 million at both March 31, 2019 and December 31, 2018 , compared to $372.9 million at March 31, 2018 .

Shareholders' equity to total assets ratio was 13.3% at March 31, 2019 , compared to 13.2% at December 31, 2018 and 13.7% at March 31, 2018 . Tangible shareholders' equity to tangible assets ratio, a non-GAAP financial measure, and total risk-based capital ratio were 8.5% and 11.7% (estimated), respectively, at March 31, 2019 , compared to 8.3% and 11.5% , respectively, at December 31, 2018 and 8.3% and 11.2% , respectively, at March 31, 2018 . ⁽¹⁾ Book value was $40.50 per share at March 31, 2019 , compared to $39.69 per share at December 31, 2018 and $37.91 per share at March 31, 2018 . Tangible book value, a non-GAAP financial measure, was $24.39 per share at March 31, 2019 , compared to $23.54 per share at December 31, 2018 and $21.68 per share at March 31, 2018 . ⁽¹⁾

Please refer to the section entitled "Non-GAAP Financial Measures" in this press release and to the financial tables entitled "Reconciliation of Non-GAAP Financial Measures" for a reconciliation to the most directly comparable GAAP financial measures.

Conference Call Details

Chemical Financial Corporation will host a conference call to discuss first quarter of 2019 operating results on Wednesday, April 24, 2019 , at 10:30 a.m. ET. Anyone interested may access the conference call on a live basis by dialing toll-free at 888-378-4398 and entering 911188 for the conference ID. The call will also be broadcast live over the Internet hosted at Chemical Financial Corporation's website at www.chemicalbank.com under the "Investor Information" section. A copy of the slide-show presentation can be accessed on Chemical Financial Corporation's website and an audio replay of the call will remain available on Chemical Financial Corporation's website for at least 14 days.

About Chemical Financial Corporation

Chemical Financial Corporation is the largest banking company headquartered and operating branch offices in Michigan. We operate through our subsidiary bank, Chemical Bank, with 212 banking offices located primarily in Michigan, northeast Ohio and northern Indiana. At March 31, 2019 , we had total consolidated assets of $21.80 billion . Chemical Financial Corporation's common stock trades on The NASDAQ Stock Market under the symbol CHFC and is one of the issuers comprising The NASDAQ Global Select Market and the S&P MidCap 400 Index. More information about Chemical Financial Corporation is available by visiting the "Investor Information" section of our website at www.chemicalbank.com .

Non-GAAP Financial Measures

This press release contains references to financial measures that are not defined in generally accepted accounting principles ("GAAP"). Such non-GAAP financial measures include net income (excluding significant items), diluted earnings per share (excluding significant items), return on average assets, return on average shareholders' equity and return on average tangible shareholders' equity (each excluding significant items), tangible book value per share, tangible shareholders' equity to tangible assets, the presentation of net interest income and net interest margin on a FTE basis, core operating expenses, operating expenses-efficiency ratio, and the adjusted efficiency ratio.

Management used non-GAAP financial measures as follows; in the preparation of our operating budgets, monthly financial performance reporting, and in our presentation to investors of our performance. We believe these non-GAAP financial measures are helpful for investors to analyze and evaluate our financial condition. However, these non-GAAP financial measures have inherent limitations and should not be considered in isolation or as a substitute for GAAP measures. In addition, because non-GAAP measures are not standardized, it may not be possible to compare the non-GAAP historical measures in this press release with other companies' non-GAAP financial measures.

Reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measure may be found in the financial tables included with this press release.

Forward-Looking Statements

Statements included in this press release which are not historical in nature are intended to be, and hereby are identified as, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include, but are not limited to, statements regarding Chemical Financial loan pipeline, future loan growth, increases in net interest income, and the belief that we are in a solid position for a successful 2019. Words and phrases such as "anticipates," "believes," "plans," "continue," "estimates," "expects," "forecasts," "future," "intends," "is likely," "judgment," "look ahead," "look forward," "on schedule," "opinion," "opportunity," "potential," "predicts," "probable," "projects," "should," "strategic," "trend," "will," and variations of such words and phrases or similar expressions are intended to identify such forward-looking statements.

Management's determination of the provision and allowance for loan losses; the carrying value of acquired loans, goodwill and loan servicing rights; the fair value of investment securities (including whether any impairment on any investment security is temporary or other-than-temporary and the amount of any impairment); and management's assumptions concerning pension and other postretirement benefit plans involve judgments that are inherently forward-looking. The future effect of changes in the financial and credit markets and the national and regional economies on the banking industry, generally, and on Chemical, specifically, are also inherently uncertain.

Forward-looking statements are subject to risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results. Such risks, uncertainties and assumptions, include, among others, the following:

our inability to attract and retain new commercial lenders and other bankers as well as key operations staff in light of competition for experienced employees in the banking industry;

operational and regulatory challenges associated with our information technology systems and policies and procedures in light of our rapid growth and systems conversion in 2018;

our inability to grow deposits;

our ability to execute on our strategy to expand investments and commercial lending;

our inability to efficiently manage our operating expenses;

the possibility that our previously announced merger with TCF Financial Corporation ("TCF") does not close when expected or at all because required regulatory, shareholder or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all;

the occurrence of any event, change or other circumstance that could give rise to the right of Chemical, TCF or both to terminate the merger agreement;

the outcome of pending or threatened litigation or of matters before regulatory agencies, whether currently existing or commencing in the future, including litigation related to our proposed merger with TCF;

potential difficulty in maintaining relationships with clients, employees or business partners as a result of our proposed merger with TCF;

the possibility that the anticipated benefits of our proposed merger with TCF, including anticipated cost savings and strategic gains, are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy, competitive factors in the areas where Chemical and TCF do business, or as a result of other unexpected factors or events;

the impact of purchase accounting with respect to the proposed merger with TCF, or any change in the assumptions used regarding the assets purchased and liabilities assumed to determine their fair value;

diversion of management's attention from ongoing business operations and opportunities as a result of the proposed merger with TCF;

potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the proposed merger with TCF;

economic conditions (both generally and in our markets) may be less favorable than expected, which could result in, among other things, a deterioration in credit quality, a reduction in demand for credit and a decline in real estate values;

a general decline in the real estate and lending markets, particularly in our market areas, could negatively affect our financial results;

increased cybersecurity risk, including potential network breaches, business disruptions, or financial losses;

increases in competitive pressure in the banking and financial services industry;

increased capital requirements, other regulatory requirements or enhanced regulatory supervision;

our inability to sustain revenue and earnings growth;

the timing of when historic tax credits are placed into service could impact operating expenses;

our inability to efficiently manage operating expenses;

current or future restrictions or conditions imposed by our regulators on our operations may make it more difficult for us to achieve our goals;

legislative or regulatory changes, including changes in accounting standards and compliance requirements, may adversely affect us;

changes in the interest rate environment may reduce margins or the volumes or values of the loans we make or have acquired; and

economic, governmental, or other factors may prevent the projected population, residential, and commercial growth in the markets in which we operate.

Additional factors that could cause results to differ materially from those described above can be found in the risk factors described in Item 1A of Chemical’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2018 and Quarterly Reports on Form 10-Q. Annualized, pro forma, projected and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results. Chemical disclaims any obligation to update or revise any forward-looking statements contained in this press release, which speak only as of the date hereof, whether as a result of new information, future events or otherwise, except as required by law.

Chemical Financial Corporation Announces 2019 First Quarter Operating Results

Consolidated Statements of Financial Position (Unaudited)

Chemical Financial Corporation

(In thousands, except per share data)



	March 31, 2019			December 31, 2018			March 31, 2018

Assets
Cash and cash equivalents:
Cash and cash due from banks	$	206,372		$	228,527		$	174,173
Interest-bearing deposits with the Federal Reserve Bank and other banks and federal funds sold	311,204			267,312			379,320
Total cash and cash equivalents	517,576			495,839			553,493
Investment securities:
Carried at fair value	3,301,054			3,021,832			2,297,123
Held-to-maturity	622,519			624,099			676,847
Total investment securities	3,923,573			3,645,931			2,973,970
Loans held-for-sale	23,535			85,030			31,636
Loans:
Total loans	15,324,048			15,269,779			14,218,747
Allowance for loan losses	(110,284		)	(109,984		)	(94,762		)
Net loans	15,213,764			15,159,795			14,123,985
Premises and equipment	122,452			123,442			126,251
Loan servicing rights	64,701			71,013			68,837
Goodwill	1,134,568			1,134,568			1,134,568
Core deposit intangibles	27,195			28,556			32,833
Interest receivable and other assets	772,949			754,167			711,937
Total Assets	$	21,800,313		$	21,498,341		$	19,757,510
Liabilities
Deposits:
Noninterest-bearing	$	3,835,427		$	3,809,252		$	3,801,125
Interest-bearing	12,226,572			11,784,030			10,166,692
Total deposits	16,061,999			15,593,282			13,967,817
Collateralized customer deposits	413,199			382,687			490,107
Short-term borrowings	1,740,000			2,035,000			2,050,000
Long-term borrowings	426,035			426,002			372,908
Interest payable and other liabilities	261,571			225,110			171,975
Total liabilities	18,902,804			18,662,081			17,052,807
Shareholders' Equity
Preferred stock, no par value per share	—			—			—
Common stock, $1 par value per share	71,551			71,460			71,350
Additional paid-in capital	2,209,860			2,209,761			2,201,803
Retained earnings	654,605			616,149			472,604
Accumulated other comprehensive loss	(38,507		)	(61,110		)	(41,054		)
Total shareholders' equity	2,897,509			2,836,260			2,704,703
Total Liabilities and Shareholders' Equity	$	21,800,313		$	21,498,341		$	19,757,510

Chemical Financial Corporation Announces 2019 First Quarter Operating Results

Consolidated Statements of Income (Unaudited)

Chemical Financial Corporation

(In thousands, except per share data)



	Three Months Ended
	March 31, 2019			December 31, 2018			March 31, 2018
Interest Income
Interest and fees on loans	$	183,292		$	180,983		$	156,818
Interest on investment securities:
Taxable	20,501			18,746			12,419
Tax-exempt	7,170			6,554			5,556
Dividends on nonmarketable equity securities	1,738			2,419			1,901
Interest on deposits with the Federal Reserve Bank and other banks and federal funds sold	1,280			1,401			1,240
Total interest income	213,981			210,103			177,934
Interest Expense
Interest on deposits	38,998			34,106			15,917
Interest on collateralized customer deposits	627			721			524
Interest on short-term borrowings	9,178			9,426			8,166
Interest on long-term borrowings	2,354			2,398			1,464
Total interest expense	51,157			46,651			26,071
Net Interest Income	162,824			163,452			151,863
Provision for loan losses	2,059			8,894			6,256
Net interest income after provision for loan losses	160,765			154,558			145,607
Noninterest Income
Service charges and fees on deposit accounts	7,967			8,654			9,434
Wealth management revenue	5,872			6,457			6,311
Other charges and fees for customer services	4,824			6,506			4,783
Net gain on sale of loans and other mortgage banking revenue	894			3,977			12,535
Net gain on sale of investment securities	87			221			—
Other	5,213			6,232			7,491
Total noninterest income	24,857			32,047			40,554
Operating Expenses
Salaries, wages and employee benefits	60,017			56,828			55,557
Occupancy	8,277			7,360			8,011
Equipment and software	6,979			7,641			7,659
Outside processing and service fees	11,726			11,698			10,356
Merger expenses	5,424			—			—
Other	16,592			24,839			20,027
Total operating expenses	109,015			108,366			101,610
Income before income taxes	76,607			78,239			84,551
Income tax expense	13,665			5,200			12,955
Net Income	$	62,942		$	73,039		$	71,596
Earnings Per Common Share:
Weighted average common shares outstanding-basic	71,474			71,445			71,231
Weighted average common shares outstanding-diluted	72,141			72,079			71,906
Basic earnings per share	$	0.88		$	1.02		$	1.01
Diluted earnings per share	0.87			1.01			0.99
Diluted earnings per share, excluding significant items (non-GAAP)	1.02			1.04			0.95
Cash Dividends Declared Per Common Share	0.34			0.34			0.28
Key Ratios (annualized where applicable):
Return on average assets	1.17		%	1.39		%	1.47		%
Return on average tangible shareholders' equity, excluding significant items (non-GAAP)	17.2		%	18.3		%	18.2		%
Net interest margin (tax-equivalent basis) (non-GAAP)	3.42		%	3.49		%	3.56		%
Efficiency ratio - GAAP	58.1		%	55.4		%	52.8		%
Efficiency ratio - adjusted (non-GAAP)	51.7		%	50.4		%	51.6		%

Chemical Financial Corporation Announces 2019 First Quarter Operating Results

Selected Quarterly Information (Unaudited)

Chemical Financial Corporation

(Dollars in thousands, except per share data)



	1st Quarter 2019			4th Quarter 2018			3rd Quarter 2018			2nd Quarter 2018			1st Quarter 2018
Summary of Operations
Interest income	$213,981			$	210,103		$	198,377		$	189,582		$	177,934
Interest expense	51,157			46,651			38,896			32,045			26,071
Net interest income	162,824			163,452			159,481			157,537			151,863
Provision for loan losses	2,059			8,894			6,028			9,572			6,256
Net interest income after provision for loan losses	160,765			154,558			153,453			147,965			145,607
Noninterest income	24,857			32,047			37,917			38,018			40,554
Operating expenses, excluding merger expenses and impairment of income tax credits (non-GAAP)	103,591			102,594			106,499			102,845			99,976
Merger expenses	5,424			—			—			—			—
Impairment of income tax credits	—			5,772			3,162			1,716			1,634
Income before income taxes	76,607			78,239			81,709			81,422			84,551
Income tax expense	13,665			5,200			11,312			12,434			12,955
Net income	$	62,942		$	73,039		$	70,397		$	68,988		$	71,596
Significant items, net of tax	10,326			2,233			(735		)	23			(2,964		)
Net income, excluding significant items	$	73,268		$	75,272		$	69,662		$	69,011		$	68,632

Per Common Share Data
Net income:
Basic	$	0.88		$	1.02		$	0.99		$	0.97		$	1.01
Diluted	0.87			1.01			0.98			0.96			0.99
Diluted, excluding significant items (non-GAAP)	1.02			1.04			0.97			0.96			0.95
Cash dividends declared	0.34			0.34			0.34			0.28			0.28
Book value - period-end	40.50			39.69			39.04			38.52			37.91
Tangible book value - period-end (non-GAAP)	24.39			23.54			22.87			22.33			21.68
Market value - period-end	41.16			36.61			53.40			55.67			54.68

Key Ratios (annualized where applicable)
Net interest margin (taxable equivalent basis) (non-GAAP)	3.42		%	3.49		%	3.48		%	3.59		%	3.56		%
Efficiency ratio - adjusted (non-GAAP)	51.7		%	50.4		%	52.8		%	51.2		%	51.6		%
Return on average assets	1.17		%	1.39		%	1.37		%	1.39		%	1.47		%
Return on average assets, excluding significant items (non-GAAP)	1.36		%	1.44		%	1.36		%	1.39		%	1.41		%
Return on average shareholders' equity	8.8		%	10.4		%	10.2		%	10.2		%	10.7		%
Return on average tangible shareholders' equity (non-GAAP)	14.8		%	17.8		%	17.5		%	17.8		%	19.0		%
Return on average tangible shareholders' equity, excluding significant items (non-GAAP)	17.2		%	18.3		%	17.3		%	17.8		%	18.2		%
Average shareholders' equity as a percent of average assets	13.3		%	13.4		%	13.5		%	13.6		%	13.7		%
Capital ratios (period end):
Tangible shareholders' equity as a percent of tangible assets (non-GAAP)	8.5		%	8.3		%	8.3		%	8.3		%	8.3		%
Total risk-based capital ratio ⁽¹⁾	11.7		%	11.5		%	11.7		%	11.4		%	11.2		%

Estimated at March 31, 2019 .

Chemical Financial Corporation Announces 2019 First Quarter Operating Results

Average Balances, Fully Tax Equivalent (FTE) Interest and Effective Yields and Rates ⁽¹⁾ (Unaudited)

Chemical Financial Corporation

(Dollars in thousands)



	Three Months Ended
	March 31, 2019								December 31, 2018								March 31, 2018
	Average Balance			Interest (FTE)			Effective Yield/Rate ⁽¹⁾		Average Balance			Interest (FTE)			Effective Yield/Rate ⁽¹⁾		Average Balance			Interest (FTE)			Effective Yield/Rate ⁽¹⁾
Assets
Interest-earning assets:
Loans ⁽¹⁾⁽²⁾	$	15,323,704		$	184,058		4.86	%	$	15,058,271		$181,765			4.80	%	$	14,224,926		$157,568			4.48	%
Taxable investment securities	2,631,161			20,501			3.12		2,399,177			18,746			3.13		1,781,995			12,419			2.79
Tax-exempt investment securities ⁽¹⁾	1,154,348			9,066			3.14		1,075,377			8,286			3.08		1,010,092			7,033			2.79
Other interest-earning assets	193,326			1,738			3.65		193,333			2,419			4.97		180,084			1,901			4.28
Interest-bearing deposits with the FRB and other banks and federal funds sold	221,116			1,280			2.35		230,142			1,401			2.41		262,910			1,240			1.91
Total interest-earning assets	19,523,655			216,643			4.48		18,956,300			212,617			4.46		17,460,007			180,161			4.17
Less: allowance for loan losses	(110,852		)						(105,767		)						(92,648		)
Other assets:
Cash and cash due from banks	186,849								191,985								226,660
Premises and equipment	123,470								123,993								126,742
Interest receivable and other assets	1,791,876								1,789,195								1,737,116
Total assets	$	21,514,998							$	20,955,706							$	19,457,877
Liabilities and shareholders' equity
Interest-bearing liabilities:
Interest-bearing checking deposits	$	3,375,841		$	6,721		0.81	%	$	3,072,237		$	4,791		0.62	%	$	2,767,267		$	1,225		0.18	%
Savings deposits	4,532,107			11,257			1.01		4,436,212			10,209			0.91		4,047,004			4,937			0.49
Time deposits	4,287,346			21,020			1.99		4,029,519			19,106			1.88		3,262,568			9,755			1.21
Collateralized customer deposits	359,230			627			0.71		383,457			721			0.75		409,077			524			0.52
Short-term borrowings	1,653,222			9,178			2.25		1,693,750			9,426			2.21		2,055,556			8,166			1.61
Long-term borrowings	426,011			2,354			2.24		428,425			2,398			2.22		372,886			1,464			1.59
Total interest-bearing liabilities	14,633,757			51,157			1.42		14,043,600			46,651			1.32		12,914,358			26,071			0.82
Noninterest-bearing deposits	3,753,929			—			—		3,892,517			—			—		3,688,581			—			—
Total deposits and borrowed funds	18,387,686			51,157			1.13		17,936,117			46,651			1.03		16,602,939			26,071			0.64
Interest payable and other liabilities	271,597								221,091								186,613
Shareholders' equity	2,855,715								2,798,498								2,668,325
Total liabilities and shareholders' equity	$	21,514,998							$	20,955,706							$	19,457,877
Net Interest Spread (Average yield earned on interest-earning assets minus average rate paid on interest-bearing liabilities)							3.06	%							3.14	%							3.35	%
Net Interest Income (FTE)				$	165,486							$165,966								$154,090
Net Interest Margin (Net Interest Income (FTE) divided by total average interest-earning assets)							3.42	%							3.49	%							3.56	%
Reconciliation to Reported Net Interest Income
Net interest income, fully taxable equivalent (non-GAAP)				$	165,486							$165,966								$154,090
Adjustments for taxable equivalent interest ⁽¹⁾ :
Loans				(766		)						(782		)						(750		)
Tax-exempt investment securities				(1,896		)						(1,732		)						(1,477		)
Total taxable equivalent interest adjustments				(2,662		)						(2,514		)						(2,227		)
Net interest income (GAAP)				$	162,824							$163,452								$151,863
Net interest margin (GAAP)				3.38%								3.42		%						3.51		%

Fully taxable equivalent (FTE) basis using a federal income tax rate of 21%. The presentation of net interest income on a FTE basis is not in accordance with GAAP, but is customary in the banking industry.

Nonaccrual loans and loans held-for-sale are included in average balances reported and are included in the calculation of yields. Tax equivalent interest also includes net loan fees.

Chemical Financial Corporation Announces 2019 First Quarter Operating Results

Noninterest Income and Operating Expenses Information (Unaudited)

Chemical Financial Corporation

(Dollars in thousands)



	1st Quarter 2019			4th Quarter 2018			3rd Quarter 2018		2nd Quarter 2018			1st Quarter 2018

Noninterest income
Service charges and fees on deposit accounts	$	7,967		$	8,654		$	9,319	$	9,690		$	9,434
Wealth management revenue	5,872			6,457			6,040		7,188			6,311
Other fees for customer services ⁽¹⁾	1,372			1,379			1,067		1,050			1,164
Electronic banking fees ⁽¹⁾	3,452			5,127			4,282		3,749			3,619
Net gain on sale of loans and other mortgage banking revenue ⁽²⁾	8,540			6,804			8,905		8,874			8,783
Change in fair value in loan servicing rights ⁽²⁾	(7,646		)	(2,827		)	932		(30		)	3,752
Gain (loss) on sale of investment securities	87			221			—		3			—
Bank-owned life insurance ⁽³⁾	1,709			273			1,167		1,669			891
Other ⁽³⁾	3,504			5,959			6,205		5,825			6,600
Total noninterest income	$	24,857		$	32,047		$	37,917	$	38,018		$	40,554

Included within the line item "Other charges and fees for customer services" in the Consolidated Statements of Income.

Included within the line item "Net gain on sale of loans and other mortgage banking revenue" in the Consolidated Statements of Income.

Included within the line item "Other" noninterest income in the Consolidated Statements of Income.



	1st Quarter 2019		4th Quarter 2018		3rd Quarter 2018		2nd Quarter 2018		1st Quarter 2018

Operating expenses
Salaries and wages ⁽¹⁾	$	50,131	$	48,486	$	49,182	$	47,810	$	45,644
Employee benefits ⁽¹⁾	9,886		8,342		7,712		8,338		9,913
Occupancy	8,277		7,360		8,620		7,679		8,011
Equipment and software	6,979		7,641		8,185		8,276		7,659
Outside processing and service fees	11,726		11,698		12,660		10,673		10,356
FDIC insurance premiums ⁽²⁾	3,323		3,583		4,823		4,473		5,629
Professional fees ⁽²⁾	2,743		3,758		3,399		3,004		2,458
Intangible asset amortization ⁽²⁾	1,361		1,426		1,426		1,425		1,439
Credit-related expenses ⁽²⁾	660		829		1,239		1,467		1,306
Merger expenses	5,424		—		—		—		—
Impairment of income tax credit ⁽²⁾	—		5,772		3,162		1,716		1,634
Other ⁽²⁾	8,505		9,471		9,253		9,700		7,561
Total operating expenses	$	109,015	$	108,366	$	109,661	$	104,561	$	101,610

Included within the line item "Salaries, wages and employee benefits" in the Consolidated Statements of Income.

Included within the line item "Other" operating expenses in the Consolidated Statements of Income.

Chemical Financial Corporation Announces 2019 First Quarter Operating Results

Composition of Loans and Deposits and Additional Information on Intangible Assets (Unaudited)

Chemical Financial Corporation

(Dollars in Thousands)



					Loan Growth ⁽¹⁾								Loan Growth
	Mar 31, 2019		Dec 31, 2018		Three Months Ended March 31, 2019		Sep 30, 2018		Jun 30, 2018		Mar 31, 2018		Twelve Months Ended March 31, 2019

Composition of Loans
Commercial loan portfolio:
Commercial	$	4,054,072	$	4,002,568	5.1	%	$	3,719,922	$	3,576,438	$	3,427,285	18.3	%
Commercial real estate:
Owner-occupied	2,050,430		2,059,557		(1.8	)	1,897,934		1,863,563		1,832,824		11.9
Non-owner occupied	2,736,320		2,785,020		(7.0	)	2,739,700		2,728,103		2,680,801		2.1
Vacant land	48,419		67,510		(113.1	)	73,987		79,606		74,751		(35.2	)
Total commercial real estate	4,835,169		4,912,087		(6.3	)	4,711,621		4,671,272		4,588,376		5.4
Real estate construction	622,590		597,212		17.0		622,147		618,985		559,780		11.2
Subtotal - commercial loans	9,511,831		9,511,867		—		9,053,690		8,866,695		8,575,441		10.9
Consumer loan portfolio:
Residential mortgage	3,549,617		3,458,666		10.5		3,391,987		3,325,277		3,264,620		8.7
Consumer installment	1,504,441		1,521,074		(4.4	)	1,560,265		1,587,327		1,572,240		(4.3	)
Home equity	758,159		778,172		(10.3	)	790,310		800,394		806,446		(6.0	)
Subtotal - consumer loans	5,812,217		5,757,912		3.8		5,742,562		5,712,998		5,643,306		3.0
Total loans	$	15,324,048	$	15,269,779	1.4	%	$	14,796,252	$	14,579,693	$	14,218,747	7.8	%



					Deposit Growth ⁽¹⁾								Deposit Growth
	Mar 31, 2019		Dec 31, 2018		Three Months Ended March 31, 2019		Sep 30, 2018		Jun 30, 2018		Mar 31, 2018		Twelve Months Ended March 31, 2019
Composition of Deposits
Noninterest-bearing demand	$	3,835,427	$	3,809,252	2.7	%	$	4,015,323	$	3,894,259	$	3,801,125	0.9	%
Savings and money market accounts	4,197,044		4,092,082		10.3		4,220,658		3,841,540		3,774,975		11.2
Interest-bearing checking	3,418,864		3,316,278		12.4		3,037,289		2,514,232		2,701,055		26.6
Brokered deposits	1,034,929		985,522		20.1		915,348		1,087,959		651,846		58.8
Other time deposits	3,575,735		3,390,148		21.9		3,256,234		3,213,546		3,038,816		17.7
Total deposits	$	16,061,999	$	15,593,282	12.0	%	$	15,444,852	$	14,551,536	$	13,967,817	15.0	%



	March 31, 2019		December 31, 2018		September 30, 2018		June 30, 2018		March 31, 2018

Additional Data - Intangibles
Goodwill	$	1,134,568	$	1,134,568	$	1,134,568	$	1,134,568	$	1,134,568
Loan servicing rights	64,701		71,013		72,707		70,364		68,837
Core deposit intangibles (CDI)	27,195		28,556		29,981		31,407		32,833

Chemical Financial Corporation Announces 2019 First Quarter Operating Results

Nonperforming Assets (Unaudited)

Chemical Financial Corporation

(Dollars in thousands)



	Mar 31, 2019		Dec 31, 2018		Sep 30, 2018		Jun 30, 2018		Mar 31, 2018
Nonperforming Assets
Nonperforming Loans ⁽¹⁾ :
Nonaccrual loans:
Commercial	$	33,715	$	30,139	$	25,328	$	20,741	$	20,000
Commercial real estate:
Owner-occupied	18,234		16,056		14,936		16,103		19,855
Non-owner occupied	19,430		23,021		8,991		9,168		5,489
Vacant land	2,153		3,337		4,711		3,135		4,829
Total commercial real estate	39,817		42,414		28,638		28,406		30,173
Real estate construction	3,663		12		28,477		5,704		77
Residential mortgage	7,665		7,988		9,611		7,974		7,621
Consumer installment	1,191		1,276		1,350		945		922
Home equity	3,273		3,604		3,269		2,972		3,039
Total nonaccrual loans ⁽¹⁾	89,324		85,433		96,673		66,742		61,832
Other real estate and repossessed assets	9,106		6,256		6,584		5,828		7,719
Total nonperforming assets	$	98,430	$	91,689	$	103,257	$	72,570	$	69,551
Accruing loans contractually past due 90 days or more as to interest or principal payments, excluding acquired loans accounted for under ASC 310-30:
Commercial	$	544	$	—	$	632	$	472	$	322
Commercial real estate:
Owner-occupied	—		52		47		461		—
Non-owner occupied	—		887		—		—		—
Vacant land	—		—		—		16		—
Total commercial real estate	—		939		47		477		—
Real estate construction	—		—		38		—		—
Residential mortgage	—		—		—		—		—
Consumer installment	—		—		—		—		—
Home equity	—		488		475		713		913
Total accruing loans contractually past due 90 days or more as to interest or principal payments	$	544	$	1,427	$	1,192	$	1,662	$	1,235

Acquired loans, accounted for under Accounting Standards Codification 310-30, that are not performing in accordance with contractual terms are not reported as nonperforming loans because these loans are recorded in pools at their net realizable value based on the principal and interest we expect to collect on these loans.

Chemical Financial Corporation Announces 2019 First Quarter Operating Results

Summary of Allowance and Loan Loss Experience (Unaudited)

Chemical Financial Corporation

(Dollars in thousands)



	1st Quarter 2019			4th Quarter 2018			3rd Quarter 2018			2nd Quarter 2018			1st Quarter 2018
	1st Quarter 2019			4th Quarter 2018			3rd Quarter 2018			2nd Quarter 2018			1st Quarter 2018
Allowance for loan losses - originated loan portfolio
Allowance for loan losses - beginning of period	$	109,564		$	103,071		$	100,015		$	94,762		$	91,887
Provision for loan losses	2,479			9,444			5,058			9,572			6,256
Net loan (charge-offs) recoveries:
Commercial	(287		)	(627		)	(564		)	(517		)	(1,252		)
Commercial real estate:
Owner-occupied	(532		)	(153		)	255			(1,656		)	341
Non-owner occupied	219			(544		)	392			92			(456		)
Vacant land	(13		)	—			2			(921		)	(448		)
Total commercial real estate	(326		)	(697		)	649			(2,485		)	(563		)
Real estate construction	—			—			—			—			26
Residential mortgage	(76		)	(243		)	(773		)	(88		)	(53		)
Consumer installment	(1,133		)	(1,293		)	(1,410		)	(994		)	(997		)
Home equity	63			(91		)	96			(235		)	(542		)
Net loan charge-offs	(1,759		)	(2,951		)	(2,002		)	(4,319		)	(3,381		)
Allowance for loan losses - end of period	110,284			109,564			103,071			100,015			94,762
Allowance for loan losses - acquired loan portfolio
Allowance for loan losses - beginning of period	420			970			—			—			—
Provision for loan losses	(420		)	(550		)	970			—			—
Allowance for loan losses - end of period	—			420			970			—			—
Total allowance for loan losses	$	110,284		$	109,984		$	104,041		$	100,015		$	94,762
Net loan charge-offs as a percent of average loans (annualized)	0.05		%	0.08		%	0.05		%	0.12		%	0.10		%



	March 31, 2019			December 31, 2018			September 30, 2018			June 30, 2018			March 31, 2018
Originated loans	$	12,142,274		$	11,844,756		$	11,145,442		$	10,696,533		$	10,012,516
Acquired loans	3,181,774			3,425,023			3,650,810			3,883,160			4,206,231
Total loans	$	15,324,048		$	15,269,779		$	14,796,252		$	14,579,693		$	14,218,747

Allowance for loan losses (originated loan portfolio) as a percent of:
Total originated loans	0.91		%	0.93		%	0.93		%	0.94		%	0.95		%
Nonperforming loans	123.5		%	128.2		%	106.6		%	149.9		%	153.3		%
Credit mark as a percent of unpaid principal balance on acquired loans	1.5		%	1.7		%	1.7		%	1.8		%	1.8		%

Chemical Financial Corporation Announces 2019 First Quarter Operating Results

Reconciliation of Non-GAAP Financial Measures (Unaudited)

Chemical Financial Corporation

(Amounts in thousands)



	1st Quarter 2019			4th Quarter 2018			3rd Quarter 2018			2nd Quarter 2018			1st Quarter 2018
	1st Quarter 2019			4th Quarter 2018			3rd Quarter 2018			2nd Quarter 2018			1st Quarter 2018
Non-GAAP Operating Results
Net Income
Net income, as reported	$	62,942		$	73,039		$	70,397		$	68,988		$	71,596
Merger expenses	5,424			—			—			—			—
Loan servicing rights change in fair value (gains) losses	7,646			2,827			(932		)	30			(3,752		)
Significant items	13,070			2,827			(932		)	30			(3,752		)
Income tax benefit ⁽¹⁾	(2,744		)	(594		)	197			(7		)	788
Significant items, net of tax	10,326			2,233			(735		)	23			(2,964		)
Net income, excluding significant items	$	73,268		$	75,272		$	69,662		$	69,011		$	68,632
Diluted Earnings Per Share
Diluted earnings per share, as reported	$	0.87		$	1.01		$	0.98		$	0.96		$	0.99
Effect of significant items, net of tax	0.15			0.03			(0.01		)	—			(0.04		)
Diluted earnings per share, excluding significant items	$	1.02		$	1.04		$	0.97		$	0.96		$	0.95
Return on Average Assets
Return on average assets, as reported	1.17		%	1.39%			1.37		%	1.39		%	1.47		%
Effect of significant items, net of tax	0.19			0.05			(0.01		)	—			(0.06		)
Return on average assets, excluding significant items	1.36		%	1.44%			1.36		%	1.39		%	1.41		%
Return on Average Shareholders' Equity
Return on average shareholders' equity, as reported	8.8		%	10.4		%	10.2		%	10.2		%	10.7		%
Effect of significant items, net of tax	1.5			0.4			(0.1		)	—			(0.4		)
Return on average shareholders' equity, excluding significant items	10.3		%	10.8		%	10.1		%	10.2		%	10.3		%
Return on Average Tangible Shareholders' Equity
Average shareholders' equity	$2,855,715			$2,798,498			$2,769,101			$2,707,346			$2,668,325
Average goodwill and core deposit intangibles, net of tax	1,153,275			1,154,469			1,155,679			1,156,877			1,158,084
Average tangible shareholders' equity	$1,702,440			$1,644,029			$1,613,422			$1,550,469			$1,510,241
Return on average tangible shareholders' equity	14.8		%	17.8		%	17.5		%	17.8		%	19.0		%
Effect of significant items, net of tax	2.4			0.5			(0.2		)	—			(0.8		)
Return on average tangible shareholders' equity, excluding significant items	17.2		%	18.3		%	17.3		%	17.8		%	18.2		%

Assumes significant items are deductible at an income tax rate of 21%.

Chemical Financial Corporation Announces 2019 First Quarter Operating Results

Reconciliation of Non-GAAP Financial Measures (Unaudited)

Chemical Financial Corporation

(Amounts in thousands, except per share data)



	1st Quarter 2019			4th Quarter 2018			3rd Quarter 2018			2nd Quarter 2018			1st Quarter 2018
	1st Quarter 2019			4th Quarter 2018			3rd Quarter 2018			2nd Quarter 2018			1st Quarter 2018
Efficiency Ratio and Operating Expense, Core
Net interest income	$	162,824		$	163,452		$	159,481		$	157,537		$	151,863
Noninterest income	24,857			32,047			37,917			38,018			40,554
Total revenue - GAAP	187,681			195,499			197,398			195,555			192,417
Net interest income FTE adjustment	2,662			2,514			2,386			2,331			2,227
Loan servicing rights change in fair value (gains) losses	7,646			2,827			(932		)	30			(3,752		)
Losses (gains) from sale of investment securities	(87		)	(221		)	—			(3		)	—
Total revenue - Non-GAAP	$	197,902		$	200,619		$	198,852		$	197,913		$	190,892
Operating expenses - GAAP	$	109,015		$	108,366		$	109,661		$	104,561		$	101,610
Merger expenses	(5,424		)	—			—			—			—
Impairment of income tax credits	—			(5,772		)	(3,162		)	(1,716		)	(1,634		)
Operating expense, core - Non-GAAP	103,591			102,594			106,499			102,845			99,976
Amortization of intangibles	(1,361		)	(1,426		)	(1,426		)	(1,425		)	(1,439		)
Operating expenses, efficiency ratio - Non-GAAP	$	102,230		$	101,168		$	105,073		$	101,420		$	98,537
Efficiency ratio - GAAP	58.1		%	55.4		%	55.6		%	53.5		%	52.8		%
Efficiency ratio - adjusted Non-GAAP	51.7		%	50.4		%	52.8		%	51.2		%	51.6		%



	Mar 31, 2019			Dec 31, 2018			Sep 30, 2018			Jun 30, 2018			Mar 31, 2018
Tangible Book Value
Shareholders' equity, as reported	$	2,897,509		$	2,836,260		$	2,788,924		$	2,750,999		$	2,704,703
Goodwill and core deposit intangibles, net of tax	(1,152,705		)	(1,153,877		)	(1,155,083		)	(1,156,307		)	(1,157,505		)
Tangible shareholders' equity	$	1,744,804		$	1,682,383		$	1,633,841		$	1,594,692		$	1,547,198
Common shares outstanding	71,551			71,460			71,438			71,418			71,350
Book value per share (shareholders' equity, as reported, divided by common shares outstanding)	$	40.50		$	39.69		$	39.04		$	38.52		$	37.91
Tangible book value per share (tangible shareholders' equity divided by common shares outstanding)	$	24.39		$	23.54		$	22.87		$	22.33		$	21.68
Tangible Shareholders' Equity to Tangible Assets
Total assets, as reported	$	21,800,313		$	21,498,341		$	20,905,489		$	20,282,603		$	19,757,510
Goodwill and core deposit intangibles, net of tax	(1,152,705		)	(1,153,877		)	(1,155,083		)	(1,156,307		)	(1,157,505		)
Tangible assets	$	20,647,608		$	20,344,464		$	19,750,406		$	19,126,296		$	18,600,005
Shareholders' equity to total assets	13.3		%	13.2		%	13.3		%	13.6		%	13.7		%
Tangible shareholders' equity to tangible assets	8.5		%	8.3		%	8.3		%	8.3		%	8.3		%

2019 First Quarter Earnings Release David T. Provost Chief Executive Officer Thomas C. Shafer Vice Chairman, Chief Executive Officer of Chemical Bank Dennis L. Klaeser EVP and Chief Financial Officer

Forward-Looking Statements & Other Information Statements included in this presentation which are not historical in nature are intended to be, and hereby are identified as, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include, but are not limited to, statements regarding Chemical Financial Corporation's ("Chemical's") loan pipeline, future loan growth, increases in net interest income, and our belief that we are in a solid position for a successful 2019. Words and phrases such as "anticipates," "believes," "plans," "continue," "estimates," "expects," "forecasts," "future," "intends," "is likely," "judgment," "look ahead," "look forward," "on schedule," "opinion," "opportunity," "potential," "predicts," "probable," "projects," "should," "strategic," "trend," "will," and variations of such words and phrases or similar expressions are intended to identify such forward-looking statements. Management's determination of the provision and allowance for loan losses; the carrying value of acquired loans, goodwill and loan servicing rights; the fair value of investment securities (including whether any impairment on any investment security is temporary or other-than-temporary and the amount of any impairment); and management's assumptions concerning pension and other postretirement benefit plans involve judgments that are inherently forward-looking. The future effect of changes in the financial and credit markets and the national and regional economies on the banking industry, generally, and on Chemical, specifically, are also inherently uncertain. 2

Forward-Looking Statements & Other Information (continued) Forward-looking statements are subject to risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results. Such risks, uncertainties and assumptions, include, among others, the following: • our inability to attract and retain new commercial lenders and other bankers as well as key operations staff in light of competition for experienced employees in the banking industry; • operational and regulatory challenges associated with our information technology systems and policies and procedures in light of our rapid growth and systems conversion in 2018; • our inability to grow deposits; • our ability to execute on our strategy to expand investments and commercial lending; • our inability to efficiently manage our operating expenses; • the possibility that our previously announced merger with TCF Financial Corporation ("TCF") does not close when expected or at all because required regulatory, shareholder or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all; • the occurrence of any event, change or other circumstance that could give rise to the right of Chemical, TCF or both to terminate the merger agreement; • the outcome of pending or threatened litigation or of matters before regulatory agencies, whether currently existing or commencing in the future, including litigation related to our proposed merger with TCF; • potential difficulty in maintaining relationships with clients, employees or business partners as a result of our proposed merger with TCF; • the possibility that the anticipated benefits of our proposed merger with TCF, including anticipated cost savings and strategic gains, are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy, competitive factors in the areas where Chemical and TCF do business, or as a result of other unexpected factors or events; • the impact of purchase accounting with respect to the proposed merger with TCF, or any change in the assumptions used regarding the assets purchased and liabilities assumed to determine their fair value; • diversion of management's attention from ongoing business operations and opportunities as a result of the proposed merger with TCF; • potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the proposed merger with TCF; 3

Forward-Looking Statements & Other Information (continued) • economic conditions (both generally and in our markets) may be less favorable than expected, which could result in, among other things, a deterioration in credit quality, a reduction in demand for credit and a decline in real estate values; • a general decline in the real estate and lending markets, particularly in our market areas, could negatively affect our financial results; • increased cybersecurity risk, including potential network breaches, business disruptions, or financial losses; • increases in competitive pressure in the banking and financial services industry; • increased capital requirements, other regulatory requirements or enhanced regulatory supervision; • our inability to sustain revenue and earnings growth; • the timing of when historic tax credits are placed into service could impact operating expenses; • our inability to efficiently manage operating expenses; • current or future restrictions or conditions imposed by our regulators on our operations may make it more difficult for us to achieve our goals; • legislative or regulatory changes, including changes in accounting standards and compliance requirements, may adversely affect us; • changes in the interest rate environment may reduce margins or the volumes or values of the loans we make or have acquired; and • economic, governmental, or other factors may prevent the projected population, residential, and commercial growth in the markets in which we operate. Additional factors that could cause results to differ materially from those described above can be found in the risk factors described in Item 1A of Chemical’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2018 and in any of Chemical's subsequent filings with the Securities and Exchange Commission. Annualized, pro forma, projected and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results. Chemical disclaims any obligation to update or revise any forward-looking statements contained in this press release, which speak only as of the date hereof, whether as a result of new information, future events or otherwise, except as required by law. 4

Forward-Looking Statements & Other Information (continued) Non-GAAP Financial Measures This presentation and the accompanying presentation by management contains references to financial measures that are not defined in generally accepted accounting principles ("GAAP"). Such non-GAAP financial measures include net income (excluding significant items), diluted earnings per share (excluding significant items), return on average assets, return on average shareholders' equity and return on average tangible shareholders' equity (each excluding significant items), tangible book value per share, tangible shareholders' equity to tangible assets, the presentation of net interest income and net interest margin on a FTE basis, core operating expenses, operating expenses-efficiency ratio, and the adjusted efficiency ratio. Management used non-GAAP financial measures as follows; in the preparation of our operating budgets, monthly financial performance reporting, and in our presentation to investors of our performance. We believe these non-GAAP financial measures are helpful for investors to analyze and evaluate our financial condition. However, these non-GAAP financial measures have inherent limitations and should not be considered in isolation or as a substitute for GAAP measures. In addition, because non-GAAP measures are not standardized, it may not be possible to compare the non-GAAP historical measures in this press release with other companies' non- GAAP financial measures.See the Appendix included with this presentation for a reconciliation of the non- GAAP financial measures to the most directly comparable GAAP financial measures. 5

Additional Statements Important Additional Information and Where to Find It In connection with the proposed merger with TCF Financial Corporation (“TCF”), on March 29, 2019, Chemical filed with the SEC a Registration Statement on Form S-4 that includes the preliminary Joint Proxy Statement of Chemical and TCF and a Prospectus of Chemical, as well as other relevant documents regarding the proposed transaction. A definitive Joint Proxy Statement/Prospectus will also be sent to Chemical and TCF shareholders. INVESTORS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/ PROSPECTUS REGARDING THE MERGER ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. A free copy of the Joint Proxy Statement/Prospectus, as well as other filings containing information about Chemical and TCF, may be obtained at the SEC’s Internet site (http://www.sec.gov). You will also be able to obtain these documents, free of charge, from Chemical by accessing Chemical’s website at http://www.chemicalbank.com (which website is not incorporated herein by reference) or from TCF by accessing TCF’s website at http://www.tcfbank.com (which website is not incorporated herein by reference). Copies of the Joint Proxy Statement/Prospectus can also be obtained, free of charge, by directing a request to Chemical’s Investor Relations at Investor Relations, Chemical Financial Corporation, 333 W. Fort Street, Suite 1800, Detroit, MI 48226, by calling (800) 867-9757 or by sending an e-mail to investorinformation@chemicalbank.com, or to TCF’s Investor Relations at Investor Relations, TCF Financial Corporation, 200 Lake Street East, EXO-02C, Wayzata, MN 55391, by calling (952) 745-2760 or by sending an e-mail to investor@tcfbank.com. Participants in Solicitation Chemical and TCF and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from Chemical and TCF shareholders in respect of the transaction described in the Joint Proxy Statement/Prospectus. Information regarding Chemical’s directors and executive officers is contained in Chemical’s Annual Report on Form 10-K for the year ended December 31, 2018, its Proxy Statement on Schedule 14A, dated March 28, 2019, and certain of its Current Reports on Form 8-K, which are filed with the SEC. Information regarding TCF’s directors and executive officers is contained in TCF’s Annual Report on Form 10-K for the year ended December 31, 2018, its Proxy Statement on Schedule 14A, dated March 15, 2019, and certain of its Current Reports on Form 8-K, which are filed with the SEC. Additional information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the Joint Proxy Statement/Prospectus regarding the proposed merger. Free copies of this document may be obtained as described in the preceding paragraph. 6

First Quarter 2019 Highlights (in thousands, except per share data) Q1 2019 Q4 2018 Q1 2018 Income Statement Net Income $ 62,942 $ 73,039 $ 71,596 Net Income, excl. significant items(1) 73,268 75,272 68,632 Diluted earnings per share 0.87 1.01 0.99 Diluted earnings per share, excl. significant items(1) 1.02 1.04 0.95 Return on average assets 1.17% 1.39% 1.47% Return on average assets, excl. significant items(1) 1.36% 1.44% 1.41% Return on average tangible shareholders' equity(1) 14.8% 17.8% 19.0% Return on average tangible shareholders' equity, excl significant items(1) 17.2% 18.3% 18.2% Efficiency ratio 58.1% 55.4% 52.8% Adjusted efficiency ratio(1) 51.7% 50.4% 51.6% Net interest margin (GAAP) 3.38% 3.42% 3.51% Net interest margin (FTE)(1) 3.42% 3.49% 3.56% Balance Sheet Total loans $ 15,324,048 $ 15,269,779 $ 14,218,747 Total deposits 16,061,999 15,593,282 13,967,817 Total assets 21,800,313 21,498,341 19,757,510 Book value per share 40.50 39.69 37.91 Tangible book value per share(1) 24.39 23.54 21.68 Asset Quality Nonperforming loans/total loans 0.58% 0.56% 0.43% Net loan charge-offs/average loans 0.05% 0.08% 0.10% 7 (1) Denotes a non-GAAP financial measure. Refer to the Appendix for a reconciliation of non-GAAP financial measures.

Income Statement Summary FinancialFinancial Highlights Highlights 2019 2018 2018 Prior Quarter Comparison (in thousands except per share data) 1st Qtr. 4th Qtr. 1st Qtr. ▪ Net interest income in Q1 2019 decreased Net interest income $ 162,824 $ 163,452 $ 151,863 compared to Q4, due to higher average Provision for loan losses 2,059 8,894 6,256 balances and yields earned on loans and investment securities, more than offset by an Noninterest income 24,857 32,047 40,554 increase in average deposit balances and cost of Operating expenses 109,015 108,366 101,610 funds Merger expenses 5,424 — — ▪ Noninterest income in Q1 2019 decreased Impairment of income tax credits — 5,772 1,634 compared to Q4, primarily related to the change Operating expenses, core(1) 103,591 102,594 99,976 in fair value in loan servicing rights Net income $ 62,942 $ 73,039 $ 71,596 ▪ Operating expenses in Q1 2019 increased Net income, excl. significant items(1) $ 73,268 $ 75,272 $ 68,632 compared to Q4, primarily due to merger expenses incurred and an increase in salaries, Diluted EPS $ 0.87 $ 1.01 $ 0.99 wages and employee benefits Diluted EPS, excl. significant items(1) $ 1.02 $ 1.04 $ 0.95 ▪ Provision for loan losses decreased in Q1 2019 Return on Avg. Assets 1.17% 1.39% 1.47% primarily due to a decrease in originated loan Return on Avg. Shareholders' Equity 8.8% 10.4% 10.7% growth, low loan charge-off rates and recoveries Return on Avg. Tangible Shareholders' Equity(1) 14.8% 17.8% 19.0% in the acquired loan portfolio Return on Avg. Tangible Shareholders' Equity, Prior-Year Quarter Comparison (1) excl. significant items 17.2% 18.3% 18.2% • Net interest income in Q1 2019 increased Efficiency Ratio 58.1% 55.4% 52.8% compared to Q1 2018, primarily attributable to Efficiency Ratio - Adjusted(1) 51.7% 50.4% 51.6% increases in loans and investment securities during the prior twelve months, partially offset (1) Denotes a non-GAAP financial measure. Refer to the Appendix for a reconciliation of non-GAAP financial measures. by an increase in average deposit balances and cost of funds in the same period 8

Net Income NetNet IncomeIncome, Trending excluding Upward significant ($ Millions, items except ($ EPS Millions, data) except EPS data) 2018 Total: $282.6(1)(2) 2019 $10.4 (1)(2) $1.20 $80.0 $75.3 $2.3 (1)(2) (1)(2) $73.3 $68.6 (1)(2) $69.0 (1)(2) $69.7 (2) $1.00 (2) $1.02 $0.95 $60.0 $0.80 e m o S c P n $0.60 I $40.0 E t $73.0 e $71.6 $69.0 $70.4 N $62.9 $0.40 $20.0 $0.20 $(3.0) $(0.7) $0.0 $0.00 Q1 Q2 Q3 Q4 Q1 2018 2019 Significant items (after-tax) Net Income __ Diluted EPS, excluding significant items (non-GAAP) (2) (1)Net Income, excluding significant items. (2) Denotes a non-GAAP financial measure. Please refer to the Appendix for a reconciliation of non-GAAP financial measures. 9

Profitability Ratios Quarterly Trend 2.00% 20.0% 19.0% 17.8% 17.5% 17.8% 1.50% 15.0% 1.47% 14.8% ) 1.39% 1.39% 1 1.37% ( E T A O A 1.17% R A 1.00% 10.0% 10.7% d O 10.2% 10.2% 10.4% n R a 8.8% E A O R 0.50% 5.0% 0.00% 0.0% Q1 Q2 Q3 Q4 Q1 2018 2019 Return on average assets ___ Return on average tangible shareholders' equity (non-GAAP)(1) ___ Return on average shareholders' equity (1) Denotes a non-GAAP financial measure. Please refer to the Appendix for a reconciliation of non-GAAP financial measures. 10

Profitability Ratios, excluding significant items Quarterly Trend 2.00% 20.0% 18.3% 18.2% 17.8% 17.3% 17.2% 1.50% 15.0% ) 1.44% 1 1.41% 1.39% ( 1.36% 1.36% E T A ) O 1 ( R A d 1.00% 10.0% n A 10.8% 10.3% 10.3% a O 10.2% 10.1% ) R 1 ( E A O R 0.50% 5.0% 0.00% 0.0% Q1 Q2 Q3 Q4 Q1 2018 2019 Return on average assets, excluding significant items (non-GAAP)(1) ___ Return on average tangible shareholders' equity, excluding significant items (non-GAAP)(1) ___ Return on average shareholders' equity, excluding significant items (non-GAAP)(1) (1) Denotes a non-GAAP financial measure. Please refer to the Appendix for a reconciliation of non-GAAP financial measures. 11

Loan Portfolio Composition ($ Millions) March 31, 2018 $14,219 March 31, 2019 $15,324 Loan Growth - Twelve Months Ended $2,379 $2,262 $3,427 March 31, 2019 $4,054 $1,105 $(117) $3,550 $3,265 $1,832 $2,051 $2,737 $2,681 $285 $622 $560 $48 $75 $62 $627 $(27) $56 $219 n Commercial n CRE owner-occupied n CRE non-owner occupied n CRE vacant land n Real estate construction n Residential n Consumer 12

Loan Growth ($ Millions) Quarterly Loan Growth Trends $474 $361 $217 $63 $54 Q1 Q2 Q3 Q4 Q1 2018 - $1,115 2019 - $54 Loan Growth - 2018 Total $(143) n Commercial $1,115 n CRE owner- occupied $205 $23 n CRE non-owner- occupied $(13) $179 $617 n CRE vacant Land n RE construction $247 n Residential n Consumer 13

Loan Growth – Originated v. Acquired LoanLoan GrowthGrowth (Run-off) (Run-off) ($ ($Millions) Millions) Q1 2019 Q4 2018 Q1 2018 2018 Total Originated Loan Portfolio Commercial $ 141 $ 336 $ 78 $ 880 CRE/RE Construction 41 276 154 837 Residential 136 121 72 439 Consumer (20) (34) (39) (59) Total Originated Loan Portfolio Growth $ 298 $ 699 $ 265 $ 2,097 Acquired Loan Portfolio Commercial $ (89) $ (54) $ (37) $ (263) CRE/RE Construction (93) (100) (81) (401) Residential (45) (54) (60) (234) Consumer (17) (17) (24) (84) Total Acquired Loan Portfolio Run-off $ (244) $ (225) $ (202) $ (982) Total Loan Portfolio Commercial $ 52 $ 282 $ 41 $ 617 CRE/RE Construction (52) 176 73 436 Residential 91 67 12 205 Consumer (37) (51) (63) (143) Total Loan Portfolio Growth $ 54 $ 474 $ 63 $ 1,115 14

Deposit Composition TotalTotal DepositsDeposits ($ ($ Billions) Billions) Total Deposits – March 31, 2018 Deposit Growth Total Deposits – March 31, 2019 $14.0 billion $2.1 billion(1), 15.0%(2) $16.1 billion $0.7 $1.0 $0.3 $3.8 $3.0 $3.8 $0.7 $3.6 $0.6 $3.4 $3.8 $2.7 $0.5 $4.3 n Noninterest-bearing demand n Interest-bearing checking n Savings and money market n Other time deposits n Brokered deposits Average Deposits ($ Millions) & Cost of Deposits(3) (%) $15,949 s $15,430 1.25% t i $16,000 $14,936 s $13,975 d o $13,765 i p a e 1.00% P D e $12,000 0.99% t e a g 0.88% R a 0.75% r t s e e v 0.72% r A $8,000 e t l 0.50% n a 0.56% I t o 0.46% T $4,000 0.25% Q1 Q2 Q3 Q4 Q1 2018 2019 Deposits Cost of Deposits (1)Comprised of $1.8 billion of growth in customer deposits and $0.3 billion of growth in brokered deposits. (2)Annualized. 15 (3)Cost of deposits based on period averages.

Funding Breakdown ($ Billions) December 31, 2018 March 31, 2019 $18.4 billion $18.6 billion Average cost of wholesale Average cost of wholesale borrowings – 2.02% Interest and borrowings – 2.25% noninterest- n Deposits: bearing, checking, savings, money market n $3.4 Time deposits $3.2 $0.4 $0.4 n Collateralized customer deposits $3.4 $11.2 $3.6 $11.4 n Wholesale borrowings (at March 31, 2019: brokered deposits - $1.0 billion, short and long term borrowings - $2.2 billion) Average Cost of Funds Q4 2018 – 1.03% Average Cost of Funds Q1 2019 – 1.13% 16

Credit Quality ($ Millions, unless otherwise noted) Provision for Loan Losses vs. Net Loan Losses (Originated Loan Portfolio) $9.6 $9.4 $10.0 $6.3 $5.1 $5.0 $4.3 $3.0 $2.0 $2.5 $3.4 $1.8 $0.0 Q1 Q2 Q3 Q4 Q1 2018 2019 Provision for Loan Losses Net Loan Losses Nonperforming Loans (NPLs) and Allowance for Loan Losses (ALL) $110.0 $110.3 $120 $91.9 $73.3 $78.3 $60 $85.4 $89.3 ALL $62.2 $44.3 $63.1 NPLs $0 YE 2015 YE 2016 YE 2017 YE 2018 Q1 2019 Originated Loans ($ billions) $5.8 $7.5 $9.8 $11.9 $12.1 Acquired Loans ($ billions) 1.5 5.5 4.4 3.4 3.2 Total Loans ($ billions) $7.3 $13.0 $14.2 $15.3 $15.3 Originated ALL $73.3 $78.3 $91.9 $109.6 $110.3 Acquired ALL — — — 0.4 — Total ALL $73.3 $78.3 $91.9 $110.0 $110.3 Originated ALL/ Originated Loans 1.26% 1.05% 0.94% 0.93% 0.91% NPLs/ Total Loans 0.86% 0.34% 0.45% 0.56% 0.58% Credit Mark as a % of Unpaid Principal on Acquired Loans 4.4% 3.1% 2.4% 1.7% 1.5% 17

Net Interest Income, Net Interest Margin and Loan Yields Quarterly(Quarterly Trend Trend) Net Interest Income Net Interest Margin(1) and Loan Yields $180 5.00% 4.80% 4.86% 4.63% 4.68% 4.48% $163.5 $162.8 $159.5 $160 $157.5 $151.9 4.00% 3.56% 3.59% 3.48% 3.49% 3.42% 0.29% 0.26% 0.23% $140 0.23% 0.22% 3.00% ) s n o i l l i $120 M 2.00% ( $ $100 1.00% $80 0.00% Q1 Q2 Q3 Q4 Q1 $60 2018 2019 Q1 Q2 Q3 Q4 Q1 Loan Yields 2018 2019 Purchase Accounting Accretion on Loans (1) Net Interest Income Net Interest Margin (1) Computed on a fully taxable equivalent (FTE) basis using a federal income tax rate of 21%. The presentation of net interest income on a FTE basis 18 is not in accordance with GAAP, but is customary in the banking industry. Please refer to the Appendix for a reconciliation of non-GAAP financial measures.

Noninterest Income Quarterly $45.0 $40.6 $38.0 $37.9 $12.5 $8.8 $9.8 $32.0 $30.0 $4.0 ) s $24.9 n o $9.7 $0.9 i l $9.4 $9.3 $8.7 l i M ( $8.0 $ $7.2 $6.5 $15.0 $6.3 $6.0 $5.9 $12.4 $12.3 $12.8 $12.8 $10.1 $0.0 Q1 Q2 Q3 Q4 Q1 2018 2019 Other Wealth Management (1) Service Charges and Fees on Deposit Accounts Net Gain on Sale of Loans and other Mortgage Banking Revenue (1) Includes impact of change in fair value of loan servicing rights, which resulted in a detriment of $7.6 million in Q1 2019, a detriment of $2.8 million in Q4 2018, a benefit of $932 thousand in Q3 2018, a detriment of $30 thousand in Q2 2018 and a benefit of $3.8 million in Q1 2018. 19

Operating Expenses QuarterlyQuarterly $120.0 $109.7 $2.7 $108.4 $109.0 $3.2 $1.6 $1.0 $104.5 $3.2 $5.4 $101.6 $1.7 $5.8 $1.6 $8.1 $7.0 $7.7 $8.2 $7.8 $7.1 $8.3 $7.4 $8.0 $7.7 ) s n o i l l i $60.0 $56.2 M $56.6 $60.0 ( $55.6 $55.6 (1) $ (1) $102.6 (1) $100.0(1) $102.8(1) $106.5 $103.6 $32.4 $27.7 $28.1 $29.2 $28.3 $0.0 Q1 Q2 Q3 Q4 Q1 2018 2019 Other Compensation Occupancy Equipment Core system conversion costs (2) Impairment Related to Historic Tax Credits Merger Expenses 20 (1) Represents operating expenses, core, a non-GAAP financial measure. Refer to the Appendix for a reconciliation of non-GAAP financial measures. (2) Segregated for this chart, but otherwise included in Other, Equipment and Compensation expenses.

Capital Tangible Book Value and Capital Ratios CHFC CHFC CHFC CHFC CHFC 3/31/2018 6/30/2018 9/30/2018 12/31/2018 3/31/2019 Book Value/ Share $37.91 $38.52 $39.04 $39.69 $40.50 Tangible Book Value / Share(1) $21.68 $22.33 $22.87 $23.54 $24.39 Tangible Common Equity / Tangible Assets(1) 8.3% 8.3% 8.3% 8.3% 8.5% Tier 1 Capital(2) 10.4% 10.5% 10.9% 10.7% 10.9% Total Risk-Based Capital(2) 11.2% 11.4% 11.7% 11.5% 11.7% Tangible Book Value per Share(1) (TBV) Roll Forward $4.02 $0.04 $0.12 $24.39 $25 $21.68 $(1.30) $(0.17) $20 $15 $10 $5 $0 18 s) ds dj. ms ms 19 , 20 Item iden I A Ite ite , 20 r 31 ant iv OC ant sed r 31 Ma ific D A ific e-ba Ma @ ign Sign har @ BV cl. S S BV T (Ex T me Inco Net (1)Denotes a non-GAAP financial measure. Refer to the Appendix for a reconciliation of non-GAAP financial measures. (2)Estimated at March 31, 2019 21

Appendix: Non-GAAP Reconciliation (Dollars in thousands, except per share data) Q1 2019 Q4 2018 Q3 2018 Q2 2018 Q1 2018 Shareholders’ equity $ 2,897,509 $ 2,836,260 $ 2,788,924 $ 2,750,999 $ 2,704,703 Goodwill, CDI and non-compete agreements, net of tax (1,152,705) (1,153,877) (1,155,083) (1,156,307) (1,157,505) Tangible shareholders’ equity $ 1,744,804 $ 1,682,383 $ 1,633,841 $ 1,594,692 $ 1,547,198 Common shares outstanding 71,551 71,460 71,438 71,418 71,350 Book value per share $ 40.50 $ 39.69 $ 39.04 $ 38.52 $ 37.91 Tangible book value per share $ 24.39 $ 23.54 $ 22.87 $ 22.33 $ 21.68 Total assets $ 21,800,313 $ 21,498,341 $ 20,905,489 $ 20,282,603 $ 19,757,510 Goodwill, CDI and non-compete agreements, net of tax (1,152,705) (1,153,877) (1,155,083) (1,156,307) (1,157,505) Tangible assets $ 20,647,608 $ 20,344,464 $ 19,750,406 $ 19,126,296 $ 18,600,005 Tangible shareholders’ equity to tangible assets 8.5% 8.3% 8.3 % 8.3% 8.3 % Net income $ 62,942 $ 73,039 $ 70,397 $ 68,988 $ 71,596 Significant items, net of tax(1) 10,326 2,233 (735) 23 (2,964) Net income, excl. significant items $ 73,268 $ 75,272 $ 69,662 $ 69,011 $ 68,632 Diluted earnings per share $ 0.87 $ 1.01 $ 0.98 $ 0.96 $ 0.99 Effect of significant items, net of tax 0.15 0.03 (0.01) — (0.04) Diluted earnings per share, excl. significant items $ 1.02 $ 1.04 $ 0.97 $ 0.96 $ 0.95 Average assets $ 21,514,998 $ 20,955,706 $ 20,501,223 $ 19,850,993 $ 19,457,877 Return on average assets 1.17% 1.39% 1.37 % 1.39% 1.47 % Effect of significant items, net of tax 0.19% 0.05% (0.01)% —% (0.06)% Return on average assets, excl. significant items 1.36% 1.44% 1.36 % 1.39% 1.41 % Average shareholders’ equity $ 2,855,715 $ 2,798,498 $ 2,769,101 $ 2,707,346 $ 2,668,325 Average goodwill, CDI and noncompete agreements, net of tax 1,153,275 1,154,469 1,155,679 1,156,877 1,158,084 Average tangible shareholders' equity 1,702,440 1,644,029 1,613,422 1,550,469 1,510,241 Return on average shareholders’ equity 8.8% 10.4% 10.2 % 10.2% 10.7 % Effect of significant items, net of tax 1.5% 0.4% (0.1)% —% (0.4)% Return on average shareholders’ equity, excl. significant items 10.3% 10.8% 10.1 % 10.2% 10.3 % Return on average tangible shareholders’ equity 14.8% 17.8% 17.5 % 17.8% 19.0 % Effect of significant items, net of tax 2.4 0.5 (0.2) — (0.8) Return on average tangible shareholders’ equity, excl. significant items 17.2% 18.3% 17.3 % 17.8% 18.2 % (1) Assumes significant items are deductible/taxable at an income tax rate of 21%. 24

Appendix: Non-GAAP Reconciliation (Dollars in thousands, except per share data) Q1 2019 Q4 2018 Q3 2018 Q2 2018 Q1 2018 Efficiency Ratio and Operating Expenses, Core: Total revenue – GAAP $ 187,681 $ 195,499 $ 197,398 $ 195,555 $ 192,417 Net interest income FTE adjustment 2,662 2,514 2,386 2,331 2,227 Loan servicing rights change in fair value (gains) losses 7,646 2,827 (932) 30 (3,752) Gains from sale of investment securities (87) (221) — (3) — Total revenue – non-GAAP $ 197,902 $ 200,619 $ 198,852 $ 197,913 $ 190,892 Operating expenses – GAAP $ 109,015 $ 108,366 $ 109,661 $ 104,561 $ 101,610 Merger expenses (5,424) — — — — Impairment of income tax credits — (5,772) (3,162) (1,716) (1,634) Operating expenses, core – non-GAAP 103,591 102,594 106,499 102,845 99,976 Amortization of intangibles (1,361) (1,426) (1,426) (1,425) (1,439) Operating expenses, efficiency ratio -excluding merger expenses, impairment of income tax credits and amortization of intangibles - non-GAAP $ 102,230 $ 101,168 $ 105,073 $ 101,420 $ 98,537 Efficiency ratio – GAAP 58.1% 55.4% 55.6% 53.5% 52.8% Efficiency ratio – adjusted – non-GAAP 51.7% 50.4% 52.8% 51.2% 51.6% Net Interest Margin: Net interest income – GAAP $ 162,824 $ 163,452 $ 159,481 $ 157,537 $ 151,863 Adjustments for tax equivalent interest: Loans 766 782 767 737 750 Investment securities 1,896 1,732 1,619 1,594 1,477 Total taxable equivalent adjustments 2,662 2,514 2,386 2,331 2,227 Net interest income (on a tax equivalent basis) $ 165,486 $ 165,966 $ 161,867 $ 159,868 $ 154,090 Average interest-earning assets $19,523,655 $ 18,956,300 $ 18,490,680 $ 17,847,262 $ 17,460,007 Net interest margin – GAAP 3.38% 3.42% 3.42% 3.54% 3.51% Net interest margin – on a tax-equivalent basis– non- GAAP 3.42% 3.49% 3.48% 3.59% 3.56% 25


99.2	Earnings Presentation Slides. This Exhibit is furnished to, and not filed with, the Commission.



Exhibit Number		Document

99.1		Press Release dated April 23, 2019 This Exhibit is furnished to, and not filed with, the Commission.

99.2		Earnings Presentation Slides. This Exhibit is furnished to, and not filed with, the Commission.