Summary of DOJ’s Letter of Agreement with TCF & Huntington

COLUMBUS, Ohio - May 25, 2021

On May 10, 2021, TCF Financial Corporation, TCF National Bank (“TCF”) and Huntington Bancshares Incorporated (“Huntington”) (collectively, the “Parties”) entered into a Letter of Agreement (the “LOA”) with the Department of Justice, Antitrust Division (the “DOJ”) regarding the merger of TCF and Huntington (the “Merger”).

The LOA requires that the Parties divest 13 TCF branches located in Michigan (the “Divestiture Branches”) and must enter into a sale agreement for the Divestiture Branches prior to the close of the Merger. The Divestiture Branches and addresses are listed below. The divestitures will include all deposits and loans associated with the Divestiture Branches, as well as the Divestiture Branches’ fixed assets.

Under the LOA, the Parties may not reacquire any of the Divestiture Branches for at least 5 years after the consummation of the divestiture. Furthermore, if the Parties decide to close any Huntington or TCF branch in the state of Michigan or in the Ohio Counties of Cuyahoga, Lorain, Mahoning, Portage, or Trumbull within 3 years of the close of the Merger, the Parties must provide the DOJ prior notice and endeavor to sell or lease any such branch to a commercial bank if they are able to so.

The proposed merger is subject to the final approval of the Board of Governors of the Federal Reserve System (the “Federal Reserve Board”) and other customary conditions. The DOJ has stated that it will advise the Federal Reserve Board that it believes that the merger will not have a significantly adverse effect on competition and concurs in authorizing the consummation of the merger, provided that: the Parties divest the associated deposits, loans and fixed assets; the Parties commit to the Federal Reserve Board that they will comply with the agreement with the DOJ; and the Banks’ commitments to the DOJ are included as a condition in the event the Federal Reserve Board enters an order allowing the merger.

The Parties will work with the purchaser of the Divestiture Branches to provide as seamless a transition as possible. It is expected that the sale of the Divestiture Branches will be consummated within 180 days following completion of the merger.

Divestiture Branches

Divestiture Branches
Branch Address City County State Zip Code
Au Gres
144 W Huron Road
Au Gres
Arenac
MI
48703
1 of 13
Standish
220 South Main Street
Standish
Arenac
MI
48658
2 of 13
Grayling
2500 South I-75 Business Loop
Grayling
Crawford
MI
49738
3 of 13
Charlevoix
1425 Bridge Street
Charlevoix
Charlevoix
MI
49720
4 of 13
Fremont
211 W Main Street
Fremont
Newaygo
MI
49412
5 of 13
Cadillac North End
1408 N Mitchell Street
Cadillac
Wexford
MI
49601
6 of 13
Cadillac Downtown
302 S Mitchell Street
Cadillac
Wexford
MI
49601
7 of 13
McBain
101 N Roland Street
McBain
Missaukee
MI
49657
8 of 13
Gaylord Main
521 W Main Street
Gaylord
Otsego
MI
49735
9 of 13
Midland Circle
2910 Jefferson Avenue
Midland
Midland
MI
48640
10 of 13
Big Rapids Main
125 N Michigan Avenue
Big Rapids
Mecosta
MI
49307
11 of 13
Corunna
310 N Shiawassee Street
Corunna
Shiawassee
MI
48817
12 of 13
Owosso East
1345 E Main Street
Owosso
Shiawassee
MI
48867
13 of 13

Anyone with inquiries regarding this announcement should contact Randi Berris at TCF (news@tcfbank.com or (248) 608-5239) or Emily Smith at Huntington (emily.smith@huntington.com or (614) 480-6834).

About Huntington

Huntington Bancshares Incorporated is a regional bank holding company headquartered in Columbus, Ohio, with $123 billion of assets and a network of 839 branches, including 11 Private Client Group offices, and 1,322 ATMs across seven Midwestern states. Founded in 1866, The Huntington National Bank and its affiliates provide consumer, small business, commercial, treasury management, wealth management, brokerage, trust, and insurance services. Huntington also provides vehicle finance, equipment finance, national settlement, and capital market services that extend beyond its core states. Visit huntington.com for more information.

About TCF

TCF Financial Corporation is a Detroit, Michigan-based financial holding company with $48 billion in total assets at Dec. 31, 2020 and a top 10 deposit market share in the Midwest. TCF’s primary banking subsidiary, TCF National Bank, is a premier Midwest bank offering consumer and commercial banking, trust and wealth management, and specialty leasing and lending products and services to consumers, small businesses and commercial clients. TCF has approximately 470 branches primarily located in Michigan, Illinois and Minnesota with additional locations in Colorado, Ohio, South Dakota and Wisconsin. TCF also conducts business across all 50 states and Canada through its specialty lending and leasing businesses. To learn more about TCF, visit tcfbank.com.