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FIRST BANCORP PR

For the period ended Jun 30, 2024. Filed Aug 9, 2024.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2024 · Filed Aug 9, 2024

FBP$26.09+0.3%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 2. results of operations

for the given period.

For U.S. and

USVI income tax

purposes,

all tax

years subsequent

to 2019

remain open

to examination.

For Puerto

Rico tax

purposes, all

tax years

subsequent to

2018 remain

open to examination.

NOTE 17 –

FAIR VALUE

Measurement

820, “Fair Value

Measurement,” defines

fair value as the

exchange price that

would be received

for an asset or

paid to

transfer

a

(an

exit

price)

in

the

or

most

advantageous

market

for

the

asset

or

in

an

orderly

transaction

between market

participants on

the measurement

date. This

guidance also

establishes a

hierarchy for

classifying assets

and

liabilities, which is based on

whether the inputs to

the valuation techniques used

to measure fair value are

observable or unobservable.

One of three levels of inputs may be used to measure fair value:

Level 1

Valuations

of

Level

assets

and

are

obtained

from

readily-available

pricing

sources

for

market

transactions involving identical assets or liabilities in active markets.

Level 2

Va

luations of

Level 2 assets

and liabilities

are based on

observable inputs

other than Level

1 prices, such

as quoted

prices for similar assets or liabilities, or other inputs that are

observable or can be corroborated by observable market

data for substantially the full term of the assets or liabilities.

Level 3

Va

luations of Level 3 assets and

liabilities are based on unobservable

inputs that are supported by

little or no market

activity and

are significant to

the fair value

of the assets

or liabilities. Level

3 assets and

liabilities include financial

whose value

is determined

by using

pricing models

for

which

the determination

of fair

value

significant management judgment as to the estimation.

See Note 25 – “Fair Value,”

to the audited consolidated financial

statements included in the 2023

Annual Report on Form 10-K

for

a description of the valuation methodologies used to measure financial instruments

at fair value on a recurring basis.

There

were

no

of

assets

and

at

fair

value

between

Level

and

Level

measurements

during

the

quarters and six-month periods ended June 30, 2024 and 2023.

Assets and liabilities measured at fair value on a recurring basis are summarized below as of

June 30,2024 and December 31, 2023:

Fair Value Measurements Using

Fair Value Measurements Using

Level 1

Level 2

Level 3

Total

Level 1

Level 2

Level 3

Total

Assets:

Debt securities available for sale:

U.S. Treasury securities

$

117,073

$

$

$

117,073

$

135,393

$

$

$

135,393

Noncallable U.S. agencies debt securities

495,689

495,689

433,437

433,437

Callable U.S. agencies debt securities

1,739,738

1,739,738

1,874,960

1,874,960

MBS

2,597,712

4,567

(1)

2,602,279

2,779,994

4,785

(1)

2,784,779

1,532

1,532

1,415

1,415

1,000

1,000

Equity securities

4,867

4,867

4,893

4,893

Derivative assets

Derivative liabilities

(1) Related to private label MBS.

The table

below presents

a reconciliation

of the

beginning and

ending balances

of all

assets measured

at fair

value on

a recurring

basis using significant unobservable inputs (Level 3) for the quarters

Level 3 Instruments Only

(1)

(1)

(1)

(1)

$

6,275

$

7,605

$

6,200

$

8,495

Total gains (losses):

Included in other comprehensive income (loss) (unrealized)

(19)

(181)

Included in earnings (unrealized)

(2)

(60)

Purchases

1,000

1,000

Principal repayments and amortization

(3)

(291)

(245)

(524)

(982)

$

7,099

$

7,357

$

7,099

$

7,357

(1)

Amounts mostly related to private label MBS.

(2)

Changes in unrealized (losses) gains included in earnings were

recognized within provision for credit losses – expense

and relate to assets still held as of the reporting date.

(3)

For the six-month period ended June 30, 2023 includes a

$

0.5

million repayment of a matured debt security.

The

tables

below

present

for

assets

at

fair

value

on

a

recurring

basis

using

significant unobservable inputs (Level 3) as of June 30,2024 and December

31, 2023:

Valuation Technique

Unobservable Input

Range

Weighted

Average

Minimum

Maximum

$

4,567

16.8%

16.8%

16.8%

Prepayment rate

0.0%

5.6%

3.4%

0.2%

9.4%

4.1%

$

1,532

12.9%

12.9%

12.9%

25.9%

25.9%

25.9%

Valuation Technique

Unobservable Input

Range

Weighted

Average

Minimum

Maximum

$

4,785

16.1%

16.1%

16.1%

Prepayment rate

0.0%

6.9%

3.7%

0.1%

10.9%

4.2%

$

1,415

14.1%

14.1%

14.1%

25.8%

25.8%

25.8%

Information about Sensitivity to Changes in Significant Unobservable Inputs

MBS: The

significant unobservable

inputs in

the valuation

include probability

of default,

the loss

severity

assumption,

and prepayment

rates. Shifts

in those

inputs would

result in different

measurements. Increases

in the probability

of default,

loss

severity

assumptions,

and

prepayment

rates

in

isolation

would

result

in

an

adverse

effect

on

the

fair

value

of

the

instruments. The Corporation modeled meaningful and possible

shifts of each input to assess the effect on the fair value estimation.

Puerto Rico Government Obligation:

The significant unobservable input used in the

fair value measurement is the assumed loss rate of

the

loans

that

collateralize

a

MBS

by

the

PRHFA.

A

(decrease) in

the assumed

rate would

lead to

a (lower)

higher fair

value estimate.

2 –

“Debt Securities”

on

the methodology used to calculate the fair value of these debt securities.

Additionally, fair value

is used on a non-recurring basis to evaluate certain assets in accordance with GAAP.

For

the

quarter

and

period

ended

June

30,

2024,

the

losses

or

for

assets

recognized at fair value on a non-recurring basis and still held at June 30, 2024, as shown

in the following table:

Carrying value as of June 30, 2024

Related to losses

recorded for the Quarter

Ended June 30, 2024

Related to losses

recorded for the Six-

Month Period Ended

Losses recorded for the

Losses recorded for the

Level 3:

Loans receivable

(1)

$

25,930

$

26,117

$

(107)

$

(144)

OREO

(2)

1,044

1,292

(55)

(171)

(1)

Consists mainly of

collateral dependent

commercial and construction

loans. The

Corporation generally

measured losses

based on the

fair value of

the collateral.

The Corporation derived

the fair values from

external appraisals that

took into consideration

prices in observed

transactions involving similar

assets in similar

locations but adjusted

for specific characteristics

and

assumptions of the

collateral (e.g., absorption

rates), which are

not market observable.

The haircuts applied

on appraisals were

of

% for the quarter

(2)

derived the

fair values

from appraisals

that took

into consideration

prices in

observed transactions

involving similar

similar locations

but adjusted

for specific

characteristics and assumptions of

the properties (e.g., absorption

rates and net operating

income of income producing

properties), which are

not market observable. Losses

were related to

market valuation adjustments after the transfer of the loans to the

OREO portfolio. The haircuts applied ranged from

% to

% for the quarter and six-month period ended June 30,

For

the

quarter

and

period

ended

June

30,

2023,

the

losses

or

for

assets

recognized at fair value on a non-recurring basis and still held at June 30, 2023, as shown

in the following table:

Carrying value as of June 30, 2023

Related to (losses) gains

recorded for the Quarter

Ended June 30, 2023

Related to (losses) gains

recorded for the Six-

Month Period Ended

June 30, 2023

(Losses) gains recorded

for the Quarter Ended

June 30, 2023

(Losses) gains recorded

for the Six-Month Period

Ended June 30, 2023

Level 3:

Loans receivable

(1)

$

8,011

$

8,920

$

(6,515)

$

(6,744)

OREO

(2)

1,471

2,038

Level 2:

(3)

$

14,295

$

14,295

$

(73)

$

(73)

(1)

Consists mainly of

collateral dependent

commercial and construction

loans. The

Corporation generally

measured losses

based on the

fair value of

the collateral.

The Corporation derived

the fair values from

external appraisals that

took into consideration

prices in observed

transactions involving similar

assets in similar

locations but adjusted

for specific characteristics

and

assumptions of

the collateral

(e.g., absorption

rates), which

are not

market observable.

The haircuts

applied on

appraisals ranged

from

% to

% for

period

ended June 30, 2023.

(2)

derived the

fair values

from appraisals

that took

into consideration

prices in

observed transactions

involving similar

similar locations

but adjusted

for specific

characteristics and assumptions of

the properties (e.g., absorption

rates and net operating

income of income producing

properties), which are

not market observable. Losses

were related to

market valuation adjustments after the transfer of the

loans to the OREO portfolio. The haircuts

applied ranged from

% to

% for the quarter ended June 30, 2023, and

% to

% for the

six-month period ended June 30, 2023.

(3)

The Corporation derived the fair value of these loans based

on published secondary market prices of MBS with similar characteristics.

See Note 25 –

“Fair Value,”

on Form 10-K

for

the

fair

value

measurements

for

Level

at

fair

value

on

a

nonrecurring basis.

The

tables

present

the

value,

fair

value

and

fair

value

level

of

the

hierarchy

of

instruments as of June 30,2024 and December 31, 2023:

Total Carrying Amount

in Statement of

Financial Condition as

of June 30, 2024

Fair Value Estimate as

of

Level 1

Level 2

Level 3

Assets:

Cash and due from banks and money market investments (amortized

cost)

$

586,282

$

586,282

$

586,282

$

$

Available-for-sale debt

securities (fair value)

117,073

4,833,139

7,099

Held-to-maturity debt securities:

Held-to-maturity debt securities (amortized cost)

344,435

Less: ACL on held-to-maturity debt securities

(1,267)

Held-to-maturity debt securities, net of ACL

$

343,168

333,690

222,364

111,326

Equity securities (amortized cost)

46,170

46,170

46,170

(1)

Other equity securities (fair value)

4,867

4,867

4,867

Loans held for sale (lower of cost or market)

10,392

10,450

10,450

Loans held for investment:

Loans held for investment (amortized cost)

Less: ACL for loans and finance leases

(254,532)

Loans held for investment, net of ACL

$

12,058,472

12,058,472

MSRs (amortized cost)

25,952

44,590

44,590

Derivative assets (fair value)

(2)

Deposits (amortized cost)

$

$

16,521,923

$

$

16,521,923

$

Advances from the FHLB (amortized cost):

500,000

495,838

495,838

Other long-term borrowings (amortized cost)

161,700

159,696

159,696

Derivative liabilities (fair value)

(2)

(1) Includes FHLB stock with a carrying value of $

34.0

million, which is considered restricted.

(2) Includes interest rate swap agreements, interest rate caps, forward contracts, interest rate lock commitments, and forward loan sales commitments.

Total Carrying

Amount in Statement

of Financial Condition

as of December 31,

Fair Value Estimate as

of

Level 1

Level 2

Level 3

Assets:

Cash and due from banks and money market investments

(amortized cost)

$

663,164

$

663,164

$

663,164

$

$

Available-for-sale debt

securities (fair value)

135,393

5,088,391

6,200

Held-to-maturity debt securities:

Held-to-maturity debt securities (amortized cost)

354,178

Less: ACL on held-to-maturity debt securities

(2,197)

Held-to-maturity debt securities, net of ACL

$

351,981

346,132

235,239

110,893

Equity securities (amortized cost)

44,782

44,782

44,782

(1)

Other equity securities (fair value)

4,893

4,893

4,893

Loans held for sale (lower of cost or market)

7,368

7,476

7,476

Loans held for investment:

Loans held for investment (amortized cost)

Less: ACL for loans and finance leases

(261,843)

Loans held for investment, net of ACL

$

11,762,855

11,762,855

MSRs (amortized cost)

26,941

45,244

45,244

Derivative assets (fair value)

(2)

Deposits (amortized cost)

$

$

16,565,435

$

$

16,565,435

$

Advances from the FHLB (amortized cost)

500,000

500,522

500,522

Other long-term borrowings (amortized cost)

161,700

159,999

159,999

Derivative liabilities (fair value)

(2)

(1) Includes FHLB stock with a carrying value of $

34.6

million, which is considered restricted.

(2) Includes interest rate swap agreements, interest rate caps, forward contracts and interest rate lock commitments.

The short-term nature

of certain assets and

liabilities result in their

carrying value approximating

fair value. These include

cash and

cash

due

from

banks

and

other

assets,

such

as

FHLB

stock.

Certain

assets,

the

most

being

premises

and

equipment,

and

other

intangible

assets, are

not

and

are

not

above. Accordingly,

this fair

value

is not

to, and

does not,

value.

Many of

these assets

and

liabilities that

to the

disclosure requirements

are not

actively traded,

requiring management

fair values.

These

necessarily

involve

the

use

of

and

judgment

about

a

wide

variety

of

but

not

limited

to,

relevancy of market prices of comparable instruments, expected future cash flows,

and appropriate discount rates.

NOTE 18 – REVENUE FROM CONTRACTS WITH CUSTOMERS

Revenue Recognition

In accordance with

606, “Revenue from

Contracts with Customers” (“ASC

Topic

606”), revenues are

recognized when

control

of

promised

goods

or

is

transferred

to

customers

and

in

an

amount

that

reflects

the

to

which

the

Corporation expects to be

entitled in exchange for those

goods or services. At contract

inception, once the contract is

determined to be

scope of

606, the

Corporation assesses

the goods

or services

promised within

each contract,

identifies

the

respective

obligations,

and

assesses

whether

each

promised

good

or

service

is

distinct.

The

then

recognizes

as revenue

of the

transaction price

that is

allocated to

the respective

performance obligation

when (or

as) the

performance obligation is satisfied.

Disaggregation of Revenue

The

tables

summarize

the

revenue,

which

net

income

on

that

is

outside of

606 and

non-interest income,

disaggregated by

type of

service and

business segment

for the

six-

month periods ended June 30, 2024 and 2023:

Quarter ended June 30, 2024

Banking

Banking

Total

(1)

$

14,332

$

151,269

$

14,927

$

(4,851)

$

18,884

$

5,067

$

199,628

5,254

3,536

9,725

2,563

2,786

10,472

1,002

11,523

1,018

2,798

(1)

3,620

1,201

5,206

3,661

20,463

4,816

2,166

32,038

$

17,993

$

171,732

$

19,743

$

(4,753)

$

19,718

$

7,233

$

231,666

Quarter ended June 30, 2023

Banking

Banking

Total

(1)

$

21,360

$

142,597

$

12,933

$

(2,789)

$

19,690

$

6,024

$

199,815

5,087

3,326

9,287

2,464

2,747

10,152

11,135

1,508

1,094

3,502

(1)

3,029

1,010

3,697

1,680

(11)

9,600

Total non-interest

income

3,062

20,221

8,145

1,680

1,155

2,008

36,271

$

24,422

$

162,818

$

21,078

$

(1,109)

$

20,845

$

8,032

$

236,086

Banking

Banking

Total

Net interest income loss

(1)

$

30,155

$

300,216

$

29,855

$

(11,383)

$

37,132

$

10,173

$

396,148

10,535

7,028

1,521

19,387

7,797

8,293

20,710

1,974

22,835

2,016

1,894

1,234

5,537

(1)

6,581

2,811

9,969

6,680

43,869

9,317

1,735

4,239

66,021

$

36,835

$

344,085

$

39,172

$

(11,202)

$

38,867

$

14,412

$

462,169

Banking

Banking

Total

(1)

$

43,148

$

280,341

$

27,873

$

(3,447)

$

40,620

$

12,165

$

400,700

10,573

6,480

1,438

18,828

7,104

7,594

20,053

1,870

22,053

2,660

1,948

1,243

6,596

(1)

5,942

1,865

3,842

1,840

(6)

13,718

6,136

42,255

12,320

1,840

2,002

4,236

68,789

$

49,284

$

322,596

$

40,193

$

(1,607)

$

42,622

$

16,401

$

469,489

(1)

Most of the Corporation’s revenue is not within the scope of ASC Topic 606. The guidance explicitly excludes net interest income from financial assets and liabilities, as well as other non-interest income from loans,

leases, investment securities and derivative financial instruments.

For the quarters

and six-month periods

2024 and 2023,

most of the

revenue within

the scope of

ASC

Topic 606 was related

to performance obligations satisfied at a point in time.

See

Note

–

“Revenue

from

Contracts

with

Customers,”

to

the

audited

in

the

Annual Report on Form 10-K for a discussion of major revenue streams under

the scope of ASC Topic 606.

Contract Balances

As of

and

2023,

there

were

no

contract

assets recorded

on the

statements. Moreover, the balances of contract

liabilities as of such dates were not significant.

Other

also did

not have

any material contract

acquisition costs

and did

not make

any significant

judgments or

in recognizing revenue for financial reporting purposes.

NOTE 19 – SEGMENT INFORMATION

Based

upon

the

organizational

and

the

to

the

Chief

Officer

and

management, the

operating segments

are based

primarily on

business for

its operations

in Puerto

Rico, the

market,

and

by

geographic

areas

for

its

outside

of

Puerto

Rico.

As

of

June

30,

2024,

the

had

six

reportable

segments:

and

Investments; United States

Operations; and Virgin

Islands Operations. Management

determined the reportable

based

on

the

internal

used

to

and

to

assess

where

to

allocate

resources.

Other

such

as

the

organizational

chart,

nature

of

the

products,

distribution

channels,

and

the

characteristics

of

the

products,

were also considered in the determination of the reportable segments.

The

Banking

segment

of

the

origination,

sale,

and

of

a

variety

of

loans.

The

Banking

segment

also

acquires

and

sells

in

the

secondary

markets.

The

Banking

segment

of

lending

and deposit

-taking

mainly

through

its branch

network

and loan

centers. The Commercial and

Corporate Banking segment

consists of the Corporation’s

lending and other services

for large customers

represented

by specialized

and middle-market

clients and

the public

sector.

The Commercial

Banking segment

offers

commercial loans,

including commercial

loans, and

floor plan financings,

as well

as other

products, such

as cash

management and

business management

services. The

segment is

responsible for

and

treasury

functions

that

are

to

manage

and

enhance

liquidity.

This

segment

lends

funds

to

the

and

the

the

and

the

United

States

to

finance

their

lending

and

borrows

from

those

segments.

The

Banking

segment

also

lends

funds to

other segments.

The interest

rates charged

or credited

by the

and the

Banking

segments are

allocated based

on market

rates. The

difference between

the allocated

or expense

and the Corporation’s

actual

net

from

centralized

of funding

costs is

in the

segment.

The

Operations segment

consists of

all banking

activities conducted

by FirstBank

in the

mainland,

commercial and consumer banking

services. The Virgin

Islands Operations segment consists of all

banking activities conducted by the

Corporation in the USVI and the BVI, including commercial and consumer

banking services.

The

of

the

are

the

same

as

those

referred

to

in

Note

–

of

and

Summary

of

Significant Accounting Policies,” to the audited consolidated financial

statements included in the 2023 Annual Report on Form 10-K.

The

evaluates

the

of

the

based

on

net

income,

the

for

credit

losses,

non-

income

and

direct

expenses.

The

are

also

based

on

the

average

volume

of

their

interest-

earning assets less the ACL.

The following tables present information about the reportable segments for

the indicated periods:

Banking

(Retail) Banking

Banking

Total

Quarter ended June 30, 2024:

$

31,446

$

95,139

$

72,914

$

28,912

$

36,413

$

7,421

$

272,245

(17,114)

99,472

(57,987)

(21,820)

(2,551)

(43,342)

(11,943)

(14,978)

(2,354)

(72,617)

14,332

151,269

14,927

(4,851)

18,884

5,067

199,628

(9,794)

26,076

(1,647)

(3,524)

11,605

3,661

20,463

4,816

2,166

32,038

6,300

44,688

8,355

9,092

7,022

76,441

$

21,487

$

100,968

$

13,035

$

(5,797)

$

14,150

$

(223)

$

143,620

Average earning assets

$

2,116,306

$

3,487,340

$

4,045,222

$

5,842,575

$

2,119,230

$

419,052

$

18,029,725

Banking

(Retail) Banking

Banking

Total

Quarter ended June 30, 2023:

$

31,605

$

86,989

$

65,356

$

29,528

$

32,098

$

6,628

$

252,204

(10,245)

86,144

(52,423)

(22,739)

(737)

(30,536)

(9,578)

(11,671)

(604)

(52,389)

21,360

142,597

12,933

(2,789)

19,690

6,024

199,815

(3,829)

13,669

7,675

(16)

4,017

22,230

3,062

20,221

8,145

1,680

1,155

2,008

36,271

5,533

41,814

9,340

8,502

6,731

72,843

$

22,718

$

107,335

$

4,063

$

(2,016)

$

8,326

$

$

141,013

Average earning assets

$

2,144,340

$

3,241,768

$

3,770,463

$

6,364,024

$

2,038,621

$

371,685

$

17,930,901

Banking

Banking

Banking

Total

$

62,889

$

189,934

$

145,026

$

56,970

$

71,178

$

14,753

$

540,750

(32,734)

195,723

(115,171)

(43,292)

(4,526)

(85,441)

(25,061)

(29,520)

(4,580)

(144,602)

30,155

300,216

29,855

(11,383)

37,132

10,173

396,148

(10,054)

41,494

(4,086)

(9)

(3,442)

(131)

23,772

6,680

43,869

9,317

1,735

4,239

66,021

13,005

87,333

18,694

2,055

18,202

13,613

152,902

$

33,884

$

215,258

$

24,564

$

(13,248)

$

24,107

$

$

285,495

Average earnings assets

$

2,121,386

$

3,480,169

$

4,033,698

$

5,871,444

$

2,103,523

$

416,135

$

18,026,355

Banking

Banking

Banking

Total

$

63,512

$

170,163

$

127,699

$

56,994

$

63,212

$

13,020

$

494,600

(20,364)

163,879

(99,826)

(42,278)

(1,411)

(53,701)

(18,163)

(21,181)

(855)

(93,900)

43,148

280,341

27,873

(3,447)

40,620

12,165

400,700

(4,335)

28,893

5,139

(25)

8,672

(612)

37,732

6,136

42,255

12,320

1,840

2,002

4,236

68,789

10,620

83,441

18,705

1,870

16,806

13,556

144,998

$

42,999

$

210,262

$

16,349

$

(3,452)

$

17,144

$

3,457

$

286,759

Average earnings assets

$

2,157,626

$

3,208,146

$

3,742,205

$

6,290,669

$

2,053,154

$

369,026

$

17,820,826

The following table presents a reconciliation of the reportable segment financial information to the consolidated totals for the indicated periods:

Net income:

Total income for segments

$

143,620

$

141,013

$

285,495

$

286,759

Other operating expenses

(1)

42,241

40,074

86,703

83,187

Income before income taxes

101,379

100,939

198,792

203,572

25,541

30,284

49,496

62,219

Total consolidated net income

$

75,838

$

70,655

$

149,296

$

141,353

Average assets:

Total average earning assets for segments

$

18,029,725

$

17,930,901

$

18,026,355

$

17,820,826

Average non-earning assets

854,706

857,677

845,010

852,680

Total consolidated average assets

$

18,884,431

$

18,788,578

$

18,871,365

$

18,673,506

(1)

Expenses pertaining to corporate administrative functions that support

the operating segment, but are not specifically attributable to

or managed by any segment, are not included in the reported

financial results of the operating segments. The unallocated

corporate expenses include certain general and administrative expenses

and related depreciation and amortization expenses.

NOTE 20 – SUPPLEMENTAL

STATEMENT

OF CASH FLOWS INFORMATION

Supplemental statement of cash flows information is as follows for the

indicated periods:

Cash paid for:

Interest

$

134,995

$

84,530

Income tax

49,236

82,215

Operating cash flow from operating leases

8,693

8,630

Non-cash investing and financing activities:

Additions to OREO

4,599

10,738

Additions to auto and other repossessed assets

29,590

29,720

Capitalization of servicing assets

1,107

1,238

Loan securitizations

58,911

65,092

Loans held for investment transferred to held for sale

2,962

Loans held for sale transferred to held for investment

1,714

Payable related to unsettled purchases of investment securities

4,502

Right-of-use assets obtained in exchange for operating lease liabilities,

net of lease terminations

5,112

2,263

Payable related to unsettled common stock repurchases

NOTE 21 – REGULATORY

MATTERS, COMMITMENTS

AND CONTINGENCIES

Regulatory Matters

The

and

are

each

subject

to

various

capital

imposed

by

the

U.S.

federal

banking

agencies. Failure

to meet

minimum capital

requirements can

result in

certain mandatory

and possibly

additional discretionary

actions

by regulators

that, if

undertaken, could

have a

direct material

adverse effect

on the

and activities.

Under

capital

and

the

for

prompt

corrective

action,

the

must

meet

capital

that

involve

of

and

assets,

liabilities,

and

certain

sheet items

as calculated

under regulatory

accounting practices.

capital amounts

and classification

are also

subject

to qualitative judgments and

adjustment by the regulators with respect

to minimum capital requirements, components,

risk weightings,

and

other

factors.

As

of

June

30,

and

31,

2023,

the

and

exceeded

the

minimum

capital

ratios

for

capital

purposes and

FirstBank exceeded

the minimum

capital ratios

to

be considered

a well-

capitalized

institution

under

the

for

prompt

corrective

action.

As

of

June

30,

2024,

does

not

believe that any condition has changed or event has occurred that would have

changed the institution’s status.

The Corporation and FirstBank

compute risk-weighted assets

using the standardized approach

required by the U.S.

Basel III capital

rules (“Basel III rules”).

The

Basel

III

rules

require

the

to

an

capital

conservation

buffer

of

2.5

%

on

certain

capital

ratios

to

avoid

limitations

on

both

(i)

capital

(

e.g.

,

of

capital

instruments,

dividends

and

payments on capital instruments) and (ii) discretionary bonus payments

to executive officers and heads of major business lines.

As part

of its

response to

of COVID-19,

on March

31, 2020,

the federal

banking agencies

issued an

interim final

rule

that

the

option

to

temporarily

delay

the

effects

of

CECL

on

capital

for

two

years,

followed

by

a

three-year

period.

The

interim

final

rule

that,

at

the

election

of

a

qualified

banking

organization,

the

day

one

impact

to

retained earnings plus

% of the change in

the ACL (as defined

in the final rule) from

January 1, 2020 to

December 31, 2021 will

be

delayed

for

two

years

and

phased-in

at

%

per

year

beginning

on

January

1,

over

a

three-year

period,

in

a

total

period

of

five

years.

Accordingly,

as

of

June

30,

2024,

the

capital

of

the

and

the

Bank

$

48.6

million associated

CECL day

one impact

to retained

earnings plus

% of

the increase

in the

ACL (as

defined in

the

interim

final

rule)

from

January

1,

to

31,

2021,

and

$

16.2

million

remains

excluded

to

be

phased-in

on

January

1,

The regulatory

capital position

of the

and FirstBank

as of

2023,

which reflects

the

delay in the full effect of CECL on regulatory capital, were

as follows:

Regulatory Requirements

Actual

For Capital Adequacy Purposes

To be Well

-Capitalized

Thresholds

Amount

Ratio

Amount

Ratio

Amount

Ratio

Total Capital (to Risk-Weighted

Assets)

$

2,394,971

18.21

%

$

1,052,081

8.0

%

N/A

N/A

$

2,364,456

17.98

%

$

1,051,871

8.0

%

$

1,314,838

10.0

%

CET1 Capital (to Risk-Weighted Assets)

$

15.77

%

$

591,795

4.5

%

N/A

N/A

$

2,099,713

15.97

%

$

591,677

4.5

%

$

854,645

6.5

%

Tier I Capital (to Risk-Weighted

Assets)

$

15.77

%

$

789,061

6.0

%

N/A

N/A

$

2,199,713

16.73

%

$

788,903

6.0

%

$

1,051,871

8.0

%

Leverage ratio

$

10.63

%

$

779,944

4.0

%

N/A

N/A

$

2,199,713

11.29

%

$

779,653

4.0

%

$

974,566

5.0

%

Total Capital (to Risk-Weighted

Assets)

$

2,403,319

18.57

%

$

1,035,589

8.0

%

N/A

N/A

$

2,376,003

18.36

%

$

1,035,406

8.0

%

$

1,294,257

10.0

%

CET1 Capital (to Risk-Weighted Assets)

$

16.10

%

$

528,519

4.5

%

N/A

N/A

%

$

2,113,995

16.33

%

$

582,416

4.5

%

$

841,267

6.5

%

Tier I Capital (to Risk-Weighted

Assets)

$

16.10

%

$

776,692

6.0

%

N/A

N/A

$

2,213,995

17.11

%

$

776,554

6.0

%

$

1,035,406

8.0

%

Leverage ratio

$

10.78

%

$

773,615

4.0

%

N/A

N/A

$

2,213,995

11.45

%

$

773,345

4.0

%

$

966,682

5.0

%

The Corporation enters

into financial instruments

with off-balance sheet

risk in the normal

course of business to

meet the financing

needs

of

its

customers.

These

may

include

to

extend

credit

and

standby

letters

of

credit.

Commitments to extend credit are agreements

to lend to a customer as long

as there is no violation of any conditions

established in the

contract. Commitments

generally have fixed

expiration dates or

other termination clauses.

Since certain commitments

to

expire without

being drawn

upon, the

total commitment

amount does

not necessarily

represent future

cash requirements.

For most

of

the

lines

of

credit,

the

has

the

option

to

reevaluate

the

prior

to

disbursements.

In

the

case of credit cards and personal lines of credit, the Corporation can

cancel the unused credit facility at any time and without cause.

As

of June

commitments to

extend credit

approximately $

2.1

billion, of

which $

0.9

billion relates

to retail

credit

card

loans.

In

and

standby

letters

of

credit

as

of

June

30,

to

$

80.5

Contingencies

As

of

June

30,

2024,

First

and

its

were

defendants

in

various

legal

claims

and

other

loss

arising

in

the

ordinary

course

of

business.

On

at

least

a

basis,

the

assesses

its

and

contingencies in connection

with threatened and

outstanding legal proceedings,

claims and other

loss contingencies utilizing

the latest

available. For

legal proceedings,

claims and

other loss

contingencies where

it is

both probable

will

incur

a

loss

and

the

amount

can

be

reasonably

estimated,

the

establishes

an

accrual

for

the

loss.

Once

established,

the

accrual

is

as

appropriate

to

reflect

any

relevant

developments.

For

legal

claims

and

other

loss

where a loss is not probable or the amount of the loss cannot be estimated, no accrual

is established.

Any estimate

involves significant

judgment, given

the varying

stages of

the proceedings

(including the

fact that

some of

them are

currently in

preliminary stages),

the existence

in some

of the

current proceedings

of multiple

defendants whose

share of

liability has

yet

to

be

determined,

the

numerous

unresolved

issues

in

the

and

the

inherent

of

the

various

outcomes of such

proceedings. Accordingly,

estimate will change

from time to time,

and actual losses

may be more

or less than the current estimate.

While

the

final

outcome

of

legal

claims,

and

other

loss

is

inherently

uncertain,

based

on

currently

available,

that

the

final

disposition

of

the

legal

claims

and

other

loss

contingencies,

to

the

extent

not

for,

will

not

have

a

adverse

effect

on

the

financial position as a whole.

If management believes that, based on available information,

it is at least reasonably possible that a material loss (or material

loss in

excess

of

any

accrual)

will

be

incurred

in

with

any

legal

contingencies,

the

discloses

an

of

the

possible loss or

range of loss,

either individually or

in the aggregate,

as appropriate, if

such an estimate can

be made, or

discloses that

an estimate cannot be made. Based on the Corporation’s

assessment as of June 30, 2024, no such disclosures were necessary.

In 2023,

the FDIC

issued a

final rule

to impose

a special

assessment to

recover

certain estimated

losses to

the Deposit

Fund (“DIF”)

arising from

the closures

of Silicon

Valley

Bank and

Signature Bank.

The estimated

losses will

be recovered

through

special assessments

collected from

certain insured

depository

institutions, including

the Bank,

and collection

began

during

the

quarter

ended

June

30,

In

with

updates

made

by

the

FDIC

to

the

initial

losses

to

the

DIF,

the

charges

of

$

0.2

million

and

$

1.1

million

during

the

quarter

and

period

ended

June

30,

2024,

in the

of income

as part

of “FDIC

deposit

insurance”

which increased

the estimated

FDIC special

to

$

7.4

the

FDIC’s

loss to

the

DIF,

which

could

affect the amount of its accrued liability.

NOTE 22 – FIRST BANCORP.

(HOLDING COMPANY

ONLY) FINANCIAL

INFORMATION

condensed financial information

presents the financial

position of

at the holding

company level only

as of

2023, and

the results

of its

for the

30,

2024 and 2023:

Statements of Financial Condition

As of December 31,

Assets

$

10,516

$

11,452

Other investment securities

1,275

Investment in First Bank Puerto Rico, at equity

1,617,826

1,627,172

Investment in First Bank Insurance Agency,

at equity

22,378

18,376

Investment in FBP Statutory Trust I

1,289

1,289

Investment in FBP Statutory Trust II

3,561

3,561

Dividends receivable

1,405

Total assets

$

1,658,840

$

1,663,864

Liabilities and Stockholders’ Equity

Long-term borrowings

$

161,700

$

161,700

Accounts payable and other liabilities

5,680

4,555

Total liabilities

167,380

166,255

Stockholders’ equity

Total liabilities and stockholders’

equity

$

1,658,840

$

1,663,864

Statements of Income

Income

Interest income on money market investments

$

$

$

$

Dividend income from banking subsidiaries

81,232

78,932

162,149

157,802

Dividend income from nonbanking subsidiaries

12,000

12,000

1,605

1,605

Other income

Total income

81,419

92,695

162,500

171,720

Expense

Interest expense on long-term borrowings

3,336

3,409

6,686

6,790

Other non-interest expenses

Total expense

3,799

3,871

7,588

7,662

Income before income taxes and equity in undistributed

earnings of subsidiaries

77,620

88,824

154,912

164,058

Equity in undistributed earnings of subsidiaries

(distributions in excess of earnings)

(1,782)

(18,169)

(5,615)

(22,704)

$

75,838

$

70,655

$

149,296

$

141,353

Other comprehensive income (loss), net of tax

10,560

(4,505)

32,391

Comprehensive income

$

86,398

$

15,818

$

144,791

$

173,744

ITEM

MANAGEMENT’S

DISCUSSION

AND

ANALYSIS

OF

CONDITION

AND

RESULTS

OF

OPERATIONS (“MD&A”)

The

MD&A

relates

to

the

accompanying

of

First

(the

“Corporation,” “we,” “us,”

“our,” or “First

BanCorp.”) and should be

read in conjunction with

such financial statements and

the notes

thereto,

and our

Annual Report

on Form

10-K for

the fiscal

year ended

2023 (the

“2023 Annual

Form 10-

K”). This section

also presents certain

financial measures that

are not based

on generally accepted

accounting principles in

the United

States

of

America

(“GAAP”).

See

Measures

and

Reconciliations”

below

for

about

why

non-

GAAP

are

presented,

reconciliations

of

to

the

most

comparable

GAAP

measures, and references to non-GAAP financial measures reconciliations

presented in other sections.

EXECUTIVE SUMMARY

First BanCorp. is

a diversified financial

holding company headquartered

in San Juan, Puerto

Rico, offering

a full range of

products to

consumers and

commercial customers

through various

subsidiaries. First

is the

holding company

of FirstBank

Puerto

Rico

(“FirstBank”

or the

“Bank”)

and

Agency.

Through

its wholly

-owned

subsidiaries,

operates

in

Puerto

Rico,

the

United

States

Virgin

Islands

(“USVI”),

the

British

Virgin

Islands

(“BVI”),

and

the

state

of

Florida,

concentrating on

commercial banking,

residential mortgage loans,

credit cards, personal

loans, small loans,

auto loans and

leases, and

insurance agency activities.

Recent Developments

Economy and Market Update

The U.S. economy

grew faster than

expected for

the second quarter

of 2024

with a growth

in Gross Domestic

Product (“GDP”)

of

2.8% driven

by solid

gains in

consumer spending

and business

investment. Inflation

show progress

towards the

Federal

Reserve

(the

“FED”) inflation

target

of 2%.

The Commerce

Department’s

Bureau

of Economic

on July

26,

Personal Consumption

Expenditure (“PCE”)

price index

for the

month of

June 2024,

edged up

just 0.1%

from the

month,

putting

the

year-over-year

at

2.5%,

after

a

rise

of

2.6%

in

May.

The

FED

voted

to

leave

the

federal

funds

rate

unchanged

in its

July 2024

meeting, but

market expectations

are for

the FED

to start

cutting rates

in the

second half

of 2024

as the

inflation rate seems to be moving steadily towards the FED’s

2% target.

As it

relates to

our main

operating market,

the economy

benefit from

a high

level of

federal support

for

reconstruction

activities.

The

labor

market

remains

strong

with

reaching

5.8%

for

the

month

of

May

and

passenger activity through June 2024 up 10% year-to-date

when compared to 2023.

closed the first

half of

the year with

another quarter

of solid

operating performance

across most

franchise metrics

and remain

s

highly encouraged

by its

prospects throughout

the rest

of the

year.

Assuming current

interest rates,

the net

reached its inflection

point in the

first quarter of

2024 and, as

such, the Corporation

expects the net

to

to

for

the

of

the

year.

The

it

should

to

benefit

from

sizable

opportunities,

such

as the

ability to

redeploy

cash

inflows from

into loans

or into

higher

yielding

securities, which

will

fully materialize in the first quarter of 2025, coupled with the expected

gradual easing in deposit costs.

Moreover, loans

continued to grow in

the second quarter of 2024

driven by growth across

all business segments.

Even though asset

quality

stable,

the

to

see

early

and

trends

within

the

loans

and

finance leases portfolio returning to historical levels.

Return of Capital to Shareholders

In

the

second

quarter

of

2024,

the

returned

$76.3

or

over

100%

of

second

quarter

earnings,

to

its

shareholders

through

$50.0

million

in

of

common

stock

and

the

payment

of

$26.3

million

in

common

stock

dividends.

As

of

June

30,

2024,

the

has

authorization

to

$50.0

million

of

common stock.

Furthermore, on

July 22,

Corporation announced

that its

Directors approved

a new

under

which

the

may

up

to

an

$250

million

that

could

include

of

common

stock

or

junior

which

it

expects

to

execute

through

the

end

of

the

fourth

quarter

of

The

repayment

of

its

junior

will represent

an immediate

earnings per

share accretion

opportunity

and

will result

in

a simplified

capital

structure.

CRITICAL ACCOUNTING POLICIES AND PRACTICES

The

principles

of

the

and

the

methods

of

applying

these

principles

conform

to

GAAP.

In

preparing

the

is

to

make

estimates,

assumptions,

and

that

affect

the

amounts

recorded for assets,

liabilities and contingent

liabilities as of

the date of

the financial statements

and the reported

amounts of revenues

and

during

the

Note

of

the Notes

to

in

our

Annual

Report

on

Form

10-K,

as

supplemented

by

this

Quarterly

Report

on

Form

10-Q,

this

MD&A,

describes

the

accounting policies we used in our consolidated financial statements.

Not all significant

accounting policies require

management to make

difficult, subjective

or complex judgments.

Critical accounting

are

those

made

in

with

GAAP

that

involve

a

level

of

and

have

had

or

are

reasonably

likely

to

have

a

impact

on

the

and

results

of

The

critical accounting

estimates that

are particularly

susceptible

to significant

changes include,

but are

not limited

to, the

following:

(i)

the allowance for credit losses (“ACL”);

(ii) valuation of financial instruments;

and (iii) income taxes. For more

information regarding

instruments and

income tax

policies, assumptions,

and judgments,

see “Critical

Estimates” in

Part

II,

Item

7,

and

of

Condition

and

Results

of

(“MD&A”),”

in

the

Annual

Report

on

Form

10-K.

The

“Risk

–

Credit

Risk

section

of

this

MD&A

details

the

assumptions, and

judgments related

to the

ACL. Actual

results could

differ

from estimates

and assumptions

if different

outcomes or

conditions prevail.

Overview of Results of Operations

The

results

of operations

depend

on

its

net

income,

which

is

the

between

the

income

earned

on

its

assets,

and

loans,

and

the

expense

incurred

on

its

liabilities,

and

borrowings.

Net

income

is

by

various

the

following:

(i)

the

rate

environment;

(ii)

the

volumes,

mix,

and

of

assets,

and

liabilities; and

(iii) the

characteristics of

these assets

and liabilities.

’s

results of

operations also

depend on

the

for

credit

losses,

(such

as

personnel,

occupancy,

service

fees,

the

FDIC

premium,

and

other

costs),

income

(mainly

service

charges

and

fees

on

cards

and

income,

and

insurance income), gains (losses) on mortgage banking activities, and income

taxes.

For

the

quarter

and

period

ended

June

30,

2024,

the

had

net

income

of

$75.8

million

($0.46

per

diluted

common

share)

and

$149.3

million

($0.90

per

diluted

common

share),

to

$70.7

million

($0.39

per

diluted

common share) and $141.4 million ($0.78 per diluted

common share), respectively,

for the comparable periods in 2023. Other relevant

selected financial indicators for the periods presented are included below:

Key Performance Indicator:

(1)

Return on Average

Assets

(2)

1.61

%

1.51

%

1.59

%

1.53

%

Return on Average

Common Equity

(3)

20.80

19.66

20.17

20.31

Efficiency Ratio

(4)

51.23

47.83

51.84

48.60

(1)

These financial ratios are used by management to monitor the Corporation’s

financial performance and whether it is using its assets

efficiently.

(2)

Indicates how profitable the Corporation is in relation to its total assets

and is calculated by dividing net income on an annualized basis

by its average total assets.

(3)

Measures the Corporation’s performance

based on its average common stockholders’ equity and is calculated

by dividing net income on an annualized basis by its

average total common

stockholders’ equity.

(4)

Measures how much the Corporation incurred to generate a

dollar of revenue and is calculated by dividing non-interest expenses

by total revenue.

The key drivers of the Corporation’s

GAAP financial results for the quarter ended

June 30, 2024, compared to the

2023, include the following:

Net

income

for

the

quarter

ended

June

30,

flat

at

$199.6

to

$199.8

2023, mainly

expense due

to higher

rates paid

on interest-

bearing deposits

given the

higher interest

rate environment

and change

in deposit

mix, almost

entirely offset

by a

change in

asset mix resulting

from the deployment

of cash flows

from lower-yielding

investment securities to

fund loan growth

as well

as the

the higher

environment on

yields. See “Results

of Operations

–

Net Interest Income”

The provision for credit

losses on loans, finance

leases, unfunded loan commitments

and debt securities for the

quarter ended

$11.6

$22.0 million

for the

in the

expense was driven by a reduction in the provision

for the commercial and construction loan portfolio

due to an improvement

on the economic outlook

of certain macroeconomic

variables, particularly in variables

associated with commercial

and

a

in

the

for

the

loan

with

updated

loss

offset

by

in

levels

in

the

loans

and

finance

leases

totaled $21.0 million

for the quarter

2024, or 0.69%

of average loans

on an annualized

basis,

to

$19.3

or

an

0.67%

of

average

loans,

for

the

second

quarter

of

The

in

net

charge-offs was

mainly due to

in consumer loans

leases net charge-offs,

by the effect

of 2023

of a

$6.2 million

recorded on

a C&I

participated loan

in the

in

the power generation

industry. See

“Results of Operations

– Provision for

Credit Losses” and

“Risk Management” below

for

analyses of the ACL and non-performing assets and related ratios.

The

income

of

$32.0

million

for

the

quarter

ended

June

30,

2024,

to

$36.3

million

for

the

of 2023

Special

Items: a

$3.6 million

gain recognized

from a

legal settlement

and a

$1.6 million

gain on

the repurchase

of $21.4

junior subordinated debentures. See “Results of Operations – Non-Interest

Income”

for

the

quarter

ended

June

30,

by

$5.8

million

to

$118.7

million

reflecting,

among

other things, a

$3.1 million increase in

employees’ compensation and

benefits expenses mainly

driven by annual

increases,

a

$1.1

million

in

credit

and

debit

card

fees

due

to

higher

transactional

volumes,

and

a

$1.1

in charges

for legal and

operational reserves, partially

a $1.6 million

increase in net

gains on other

real estate owned (“OREO”)

operations, mainly driven

by a $2.3 million

realized gain on the

sale of a commercial

OREO

in

the

Puerto

Rico

region.

See

“Results

of

–

Non-Interest

Expenses”

below

for

Income tax expense decreased to

$25.5 million for the second quarter of

2024, compared to $30.3 million for

the same period

in 2023,

driven by a lower estimated

effective tax rate.

estimated effective tax

rate, excluding entities with

pre-tax losses

from which

a tax

benefit cannot

be recognized

and discrete

items, decreased

to 24.1%

for the

2024,

to

30.1%

for

the

same

period

of

2023,

due

to

the

engaging

in

certain

with

tax treatment

PR Tax

Code during

the fourth

2023 which

in a

lower effective

tax

rate

for

See

“Income Taxes”

below

and

Note 16

– “Income

Taxes,”

to the

statements herein for additional information.

As

of

June

30,

2024,

total

assets were

$18.9

a

of

$28.2

million

from

31,

2023,

primarily related to

repayments of investment

securities and a decrease

in cash and cash

equivalents in part due

to a decrease

in total deposits,

partially offset by an increase in total loans.

As of June 30, 2024, total liabilities were $17.4 billion,

a decrease of $22.0 million from December 31, 2023, which

reflects a

$27.0 million decrease in

total deposits. See “Risk Management

– Liquidity Risk” below

for additional information about

the

Corporation’s funding

sources and strategy.

The Bank’s

primary sources of funding

are consumer and commercial

core deposits, which exclude

government deposits and

brokered CDs. As of June 30, 2024

,

these core deposits, amounting to $12.7

billion, funded 67.30% of total assets.

Excluding

fully

to

$4.5

billion

as

of

June

30,

In

addition to

approximately $1.9

billion in

cash and

free high-quality

liquid assets,

maintains borrowing

capacity at

the FHLB

and the

FED’s

Discount Window.

As of

approximately $2.5

billion available

for

funding

under

the

FED’s

Window

and

$

968.1

million

for

on

FHLB

credit based

on collateral

pledged

at these

entities. On

a combined

basis, as

of June

had

$6.0 billion,

or 132%

uninsured deposits,

available to

meet liquidity

needs. See

– Liquidity

Risk” below for additional information about the Corporation’s

funding sources and strategy.

2024, the Corporation’s

total stockholders’ equity

was $1.5 billion, a

decrease of $6.1 million

from December

31,

The

was

driven

by

$100.0

million

in

common

stock

under

the

stock

common stock dividends

declared in the

first half of

2024 totaling $53.4

million or $0.32

per common share,

and a

$4.5

million

in

the

fair

value

of

debt

as

part

of

other

loss

in

the

of

condition.

These

variances

were

offset

by

the

net

income

generated

in the

CET1 capital,

tier 1

capital, total

capital, and

leverage ratios

were 15.77%, 15.77%, 18.21%,

and 10.63%, respectively,

as of June 30, 2024,

compared to CET1 capital, tier

1 capital, total

capital,

and

leverage

ratios

of

16.10%,

16.10%,

18.57%,

and

10.78%,

as

of

31,

See

“Risk

Management – Capital” below for additional information.

Total

loan

production,

refinancings,

renewals,

and

draws

from

revolving

and

non-revolving

commitments,

by

$51.0

million

to

$1.3

billion

for

the

quarter

ended

June

30,

2024,

as

to

the

second

2023, driven

by a

higher volume

in the

region.

See

“Results of Operations – Loan Production”

Total

non-performing assets

were $126.9

2024, an

increase of $1.0

million, from

2023,

a $12.5

in total

nonaccrual loans

investment mainly

due to

the inflow

of a

$16.5 million

commercial relationship

in the food

retail industry

in the

by an

$11.0

the OREO portfolio balance

in the Puerto Rico region,

mainly attributable to the

sale of a $5.3 million

commercial real estate

OREO property

and sales of

residential OREO

properties.

Management –

Nonaccrual Loans

and Non-Performing

Assets” below for additional information.

Adversely

and

loans

by

$19.3

million

to

$86.8

million

as

of

June

30,

2024,

to

31,

2023,

also

driven

by

the

inflow

to

status

of

a

$16.5

million

in

the

Puerto

Rico

region

and

the

downgrade

of

a

$5.1

million

loan

in

the

Puerto Rico region.

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

The Corporation has included in this Quarterly Report on Form 10-Q

the following financial measures that are not recognized under

GAAP,

which are referred to as non-GAAP financial measures:

Net Interest Income,

Interest Rate Spread,

and Net Interest Margin, Excluding

Valuations

,

and on a Tax

-Equivalent Basis

income, interest

rate spread,

and net

are reported

instruments and

on a

tax-equivalent basis

in order

to provide

to investors

additional information

about the

income

that management

uses and

believes should

facilitate comparability and

analysis of

the periods

presented.

The changes

in the

of derivative

instruments have

no effect

on interest

due or

interest earned

on interest-bearing

liabilities or

assets, respectively.

The tax-equivalent

adjustment to

income recognizes

the income

tax savings

when comparing

taxable

and

tax-exempt

assets

and

assumes

a

marginal

income

tax

rate.

Income

from

tax-exempt

earning

assets

is

by

an

amount

equivalent to

the taxes

that would

paid if

this income

taxable at

statutory rates.

Management believes

that it

is a

standard

practice

in

the banking

industry

to

present

net

income,

rate

spread,

and

net

margin

on

a

fully

tax-

equivalent basis. This adjustment

puts all earning assets, most notably

tax-exempt securities and tax-exempt

loans, on a common basis

that facilitates comparison of results to the results of peers.

See “Results of Operations – Net Interest Income” below,

for the table that reconciles net interest income in accordance with GAAP

to

the

measure

of

net

income,

valuations,

and

on

a

basis

for

the

indicated

periods. The table also reconciles

net interest spread and

net interest margin on

a GAAP basis to these items

excluding valuations, and

on a tax-equivalent basis.

Common Equity Ratio and Tangible

Book Value

Per Common Share

The tangible

ratio and

tangible book

value per

common share

are non-GAAP

financial measures

that management

believes are generally

used by the financial

community to evaluate

capital adequacy.

common equity is total

less goodwill

and

other

intangibles. Similarly,

assets are

total assets

less goodwill

and

other

intangibles.

common

equity ratio is tangible common

equity divided by tangible assets. Tangible

book value per common share is

tangible assets divided by

the number

shares outstanding.

Management and

many stock

analysts use

the tangible

ratio and

book

value

per

common

share

in

with

more

traditional

bank

capital

ratios

to

compare

the

capital

of

banking

organizations with significant

amounts of goodwill or

other intangible assets, typically

stemming from the use

of the purchase method

of accounting for

mergers and acquisitions.

Accordingly,

the Corporation believes

that disclosures of these

financial measures may

be

useful to

investors. Neither

tangible common

equity nor

tangible assets,

or the

related measures,

should be

considered in

isolation or

as a substitute for stockholders’

equity,

total assets, or any other

measure calculated in accordance

with GAAP.

Moreover, the

manner

in which

calculates its

tangible common

equity,

tangible assets,

and any

other related

measures may

differ from

that

of other companies reporting measures with similar names.

Management –

Capital” below

for the

table that

reconciles the

total equity

and total

with GAAP to

the tangible common

equity and tangible

assets figures used

to calculate the

non-GAAP financial measures

of tangible

common equity ratio and tangible book value per common share.

Adjusted Net Income,

Adjusted Non-Interest Income, and Adjusted Non-Interest

Expenses

To

supplement the

presented in

GAAP,

uses, and believes

that

investors

benefit

from

disclosure

of,

that

reflect

to

net

income,

income

and

non-interest expenses

to exclude

items that

management believes

are not

reflective of

core operating

performance (“Special

Items”).

The financial results for the quarters and six-month periods ended

June 30, 2024 and 2023 included the following Special Items:

Quarter and Six-Month Period Ended June 30, 2024

Charges

of $0.2

million ($0.

million

calculated based

on the

statutory tax

rate of

37.5%)

and $1.1

million ($0.

million

based

on

the

tax

rate

of

37.5%)

were

in

the

quarter

and

period

ended

June

30,

2024,

to

the

initial

FDIC

special

from

the

FDIC’s

updates

related

to

the

loss

in

with

losses

to

the

Deposit

Fund

with

protecting

the

of

certain

institutions

during

the

first

half

of

The

charges

the

FDIC

special

for

a

total

of

$7.4

which

was

the

revised

loss

reflected in the FDIC invoice

for the first quarterly collection

period with a payment date of

June 28, 2024. The FDIC special

assessment is reflected in the consolidated statements of income as part

of “FDIC deposit insurance” expenses.

Quarter and Six-Month Period Ended June 30, 2023

A

$3.6

million

($2.3

million

based

on

the

tax

rate

of

37.5%)

gain

from

a

legal

settlement reflected in the consolidated statements of income as part of other non

-interest income.

A

$1.6

million

gain

on

the

of

$21.4

million

in

junior

in

the

of

income

as

“Gain

on

early

extinguishment

of

debt.”

The

junior

are

in

the

of financial condition

as “Other long-term

borrowings.” The

purchase price

equated to

92.5% of the

$21.4

million

par

value

of

the

trust

preferred

The

7.5%

discount

in

the

gain

of

$1.6

The gain,

realized at the holding company level, had no effect on

the income tax expense in 2023.

Adjusted Net

Income

– The

following table

reconciles for

periods ended

2023, net

income to adjusted net income, a non-GAAP financial measure that excludes

the Special Items identified above.

Net income, as reported (GAAP)

$

75,838

$

70,655

$

149,296

$

141,353

Adjustments:

FDIC special assessment expense

1,099

Gain recognized from a legal settlement

(3,600)

(3,600)

(1,605)

(1,605)

Income tax impact of adjustments

(1)

(57)

1,350

(412)

1,350

Adjusted net income (Non-GAAP)

$

75,933

$

66,800

$

149,983

$

137,498

(1)

See “Adjusted Net Income, Adjusted Non-Interest Income, and

Adjusted Non-Interest Expenses” above for the individual tax

impact related to the above adjustments, which were based

on the Puerto Rico statutory tax rate of 37.5%, as applicable.

RESULTS

OF OPERATIONS

Net Interest Income

income is

the excess of

interest earned

by First BanCorp.

on its interest-earning

assets over

incurred on its

First

net

income

is

subject

to

rate

risk

due

to

the

and

mismatch

of

the

assets

and

In

sources

of

income,

such

as

loan

fees,

periodic

dividends, and

collection of

interest in

nonaccrual loans,

can fluctuate

from period

to period.

and

was $199.6

$396.1 million,

$199.8 million

and $400.7

million

for

the

comparable

periods

in

2023,

On

a

basis

and

the

changes

in

the

fair

value

of

derivative instruments,

$204.5 million

and $405.8

compared to $205.4 million and $412.6 million for the comparable periods in 2023, respectively.

The

tables

include a

detailed

of net

for

the indicated

Part I

presents

average volumes

(based

on

the

average

daily

balance)

and

rates

on

an

basis

and

Part

II

presents,

also

on

an

tax-

equivalent basis,

the extent

to which

interest rates

and changes

in the

volume of

interest-related assets

and liabilities

have

income. For

each category

of interest-earning

liabilities, the

tables

provide

on

changes

in

(i)

volume

(changes

in

volume

multiplied

by

prior

period

rates),

and

(ii)

rate

(changes

in

rate

multiplied by

prior period

volumes). The

allocated rate-volume

variances (changes

in rate

multiplied by

volume) to either the changes in volume or the changes in rate based upon the

effect of each factor on the combined totals.

income on

an adjusted

basis and

the changes

in the

of derivative

instruments is

a

measure.

For

the

definition

of

this

measure,

refer

to

the

discussion

in

Financial Measures and Reconciliations” above.

Average volume

(1)

/ expense

Average rate

(1)

Interest-earning assets:

$

667,564

$

617,356

$

9,060

$

7,880

5.44

%

5.12

%

(2)

2,619,778

2,909,204

8,947

10,973

1.37

%

1.51

%

MBS

3,359,598

3,757,425

14,339

17,087

1.71

%

1.82

%

34,032

36,265

9.64

%

8.63

%

17,637

13,739

5.55

%

1.69

%

(3)

6,698,609

7,333,989

33,408

36,778

2.00

%

2.01

%

2,807,639

2,808,465

40,686

39,864

5.81

%

5.69

%

245,219

149,783

4,955

2,903

8.10

%

7.77

%

5,528,607

5,191,040

100,919

89,290

7.32

%

6.90

%

873,908

769,316

17,255

14,714

7.92

%

7.67

%

2,817,443

2,672,912

79,888

74,192

11.37

%

11.13

%

(4)(5)

12,272,816

11,591,516

243,703

220,963

7.96

%

7.65

%

Total interest-earning assets

$

18,971,425

$

18,925,505

$

277,111

$

257,741

5.86

%

5.46

%

Interest-bearing liabilities:

$

3,002,159

$

2,511,504

$

26,588

$

15,667

3.55

%

2.50

%

Brokered certificates of deposit (“CDs”)

676,421

333,557

8,590

3,761

5.09

%

4.52

%

7,528,378

7,517,995

28,493

22,176

1.52

%

1.18

%

101,397

1,328

%

5.25

%

500,000

534,231

5,610

6,048

4.50

%

4.54

%

161,700

177,701

3,336

3,409

8.27

%

7.69

%

Total interest-bearing liabilities

$

11,868,658

$

11,176,385

$

72,617

$

52,389

2.45

%

1.88

%

Net interest income on a tax-equivalent basis and excluding

$

204,494

$

205,352

Interest rate spread

3.41

%

3.58

%

Net interest margin

4.32

%

4.35

%

Average volume

(1)

/ expense

Average rate

(1)

Interest-earning assets:

$

600,655

$

511,392

$

16,314

$

12,530

5.45

%

4.94

%

(2)

2,651,974

2,909,587

18,000

21,738

1.36

%

1.51

%

MBS

3,405,445

3,810,491

29,577

36,483

1.74

%

1.93

%

34,334

38,539

1,672

1,201

9.77

%

6.28

%

17,094

13,441

3.64

%

2.96

%

(3)

6,709,502

7,283,450

65,873

72,149

1.97

%

2.00

%

2,808,972

2,821,779

81,159

79,658

5.79

%

5.69

%

232,036

147,923

9,492

5,579

8.20

%

7.61

%

5,516,695

5,179,448

199,993

175,175

7.27

%

6.82

%

868,796

752,501

34,382

28,523

7.94

%

7.64

%

2,813,829

2,654,008

159,528

145,406

11.37

%

11.05

%

(4)(5)

12,240,328

11,555,659

484,554

434,341

7.94

%

7.58

%

Total interest-earning assets

$

18,949,830

$

18,839,109

$

550,427

$

506,490

5.83

%

5.42

%

Interest-bearing liabilities:

$

2,947,257

$

2,427,399

$

50,998

$

26,449

3.47

%

2.20

%

Brokered CDs

713,091

250,588

18,270

5,348

5.14

%

4.30

%

7,531,361

7,531,374

57,428

39,692

1.53

%

1.06

%

96,229

2,397

%

5.02

%

500,000

581,436

11,220

13,224

4.50

%

4.59

%

161,700

180,715

6,686

6,790

8.29

%

7.58

%

Total interest-bearing liabilities

$

11,853,409

$

11,067,741

$

144,602

$

93,900

2.45

%

1.71

%

Net interest income on a tax-equivalent basis and excluding

$

405,825

$

412,590

Interest rate spread

3.38

%

3.71

%

Net interest margin

4.29

%

4.42

%

(1)

On an adjusted tax-equivalent basis. The Corporation estimated the

adjusted tax-equivalent yield by dividing the interest rate

spread on exempt assets by 1 less the Puerto Rico statutory tax

rate of 37.5% and adding to it the cost of interest-bearing liabilities.

The tax-equivalent adjustment recognizes the income tax savings

when comparing taxable and tax-exempt assets.

Management believes that it is a standard practice in the banking industry

to present net interest income, interest rate spread and net

interest margin on a fully tax-equivalent basis. Therefore,

management believes these measures provide useful information

to investors by allowing them to make peer comparisons.

The Corporation excludes changes in the fair value of derivatives

from interest income because the changes in valuation do not affect

interest received. See "Non-GAAP Financial Measures

and Reconciliations" above.

(2)

Government obligations include debt issued by government-sponsored

agencies.

(3)

Unrealized gains and losses on available-for-sale debt securities

are excluded from the average volumes.

(4)

Average loan balances include

the average of nonaccrual loans.

(5)

on loans

includes $3.1

$2.9 million

for the

quarters ended

2023, respectively,

and $6.3

$6.0 million

for the

ended June 30, 2024 and 2023, respectively,

of income from prepayment penalties and late fees related to the Corporation’s

loan portfolio.

Part II

2024 Compared to 2023

2024 Compared to 2023

Variance due to:

Variance due to:

Volume

Rate

Total

Volume

Rate

Total

Interest income on interest-earning assets:

$

$

$

1,180

$

2,333

$

1,451

$

3,784

(1,039)

(987)

(2,026)

(1,841)

(1,897)

(3,738)

MBS

(1,739)

(1,009)

(2,748)

(3,690)

(3,216)

(6,906)

(51)

(168)

(2,144)

(1,226)

(3,370)

(3,306)

(2,970)

(6,276)

(12)

(366)

1,867

1,501

1,923

2,052

3,394

3,913

5,990

5,639

11,629

11,813

13,005

24,818

2,053

2,541

4,547

1,312

5,859

4,074

1,622

5,696

8,944

5,178

14,122

14,028

8,712

22,740

28,332

21,881

50,213

Total interest income

$

11,884

$

7,486

$

19,370

$

25,026

$

18,911

$

43,937

Interest expense on interest-bearing liabilities:

$

3,469

$

7,452

$

10,921

$

6,576

$

17,973

$

24,549

Brokered CDs

4,301

4,829

11,609

1,313

12,922

6,286

6,317

17,736

17,736

(1,328)

(1,328)

(2,397)

(2,397)

(384)

(54)

(438)

(1,823)

(181)

(2,004)

(319)

(73)

(750)

(104)

Total interest expense

5,770

14,458

20,228

13,215

37,487

50,702

Change in net interest income

$

6,114

$

(6,972)

$

(858)

$

11,811

$

(18,576)

$

(6,765)

Portions of the Corporation’s

interest-earning assets, mostly investments

in obligations of some U.S.

government agencies and U.S.

government-sponsored

entities (“GSEs”),

generate interest

that is

exempt from

income tax,

principally in

Puerto Rico.

Also, interest

and gains

on sales of

investments held by

international banking

entities (“IBEs”) are

tax-exempt under

tax

law

(see

Note

–

“Income

Taxes”

to

the

herein

for

information).

that

the

presentation

of

income

on

an

basis

facilitates

the

comparison

of

all

interest data

these assets. The

Corporation estimated

the tax

equivalent yield

by dividing

rate spread

on exempt

assets

by

less

the

Puerto

Rico

tax

rate

(37.5%)

and

adding

to

it

the

average

cost

of

The

computation considers the interest expense disallowance required

by Puerto Rico tax law.

that

the

presentation

of

net

income,

the

effects

of

the

changes

in

the

fair

value

of

the

(“valuations”),

about

the

net

income

and

facilitates

comparability and analysis from

period to period. The changes

in the fair value of

the derivative instruments have

no effect on interest

earned on interest-earning assets.

table reconciles

income in

GAAP to

income, excluding

valuations, and

net

income

on

an

basis

for

the

indicated

The

table

also

reconciles

net

spread

and

net

interest margin on a GAAP basis to these items excluding valuations, and

on an adjusted tax-equivalent basis:

Interest income - GAAP

$

272,245

$

252,204

$

540,750

$

494,600

Unrealized (gain) loss on derivative instruments

(3)

(2)

Interest income excluding valuations - non-GAAP

272,245

252,201

540,748

494,603

Tax-equivalent adjustment

4,866

5,540

9,679

11,887

Interest income on a tax-equivalent basis

$

277,111

$

257,741

$

550,427

$

506,490

Interest expense - GAAP

$

72,617

$

52,389

$

144,602

$

93,900

Net interest income - GAAP

$

199,628

$

199,815

$

396,148

$

400,700

Net interest income excluding valuations - non-GAAP

$

199,628

$

199,812

$

396,146

$

400,703

Net interest income on a tax-equivalent basis

$

204,494

$

205,352

$

405,825

$

412,590

Average Balances

Loans and leases

$

12,272,816

$

11,591,516

$

12,240,328

$

11,555,659

Total securities, other short-term investments and interest-bearing

cash balances

6,698,609

7,333,989

6,709,502

7,283,450

Average Interest-Earning Assets

$

18,971,425

$

18,925,505

$

18,949,830

$

18,839,109

Average Interest-Bearing Liabilities

$

11,868,658

$

11,176,385

$

11,853,409

$

11,067,741

Average Assets

(1)

$

18,884,431

$

18,788,578

$

18,871,365

$

18,673,506

Average Non-Interest-Bearing Deposits

$

5,351,308

$

5,968,892

$

5,329,920

$

5,983,896

Average Yield/Rate

Average yield on interest-earning assets - GAAP

5.76%

5.35%

5.72%

5.29%

Average rate on interest-bearing liabilities - GAAP

2.45%

1.88%

2.45%

1.71%

Net interest spread - GAAP

3.31%

3.47%

3.27%

3.58%

Net interest margin - GAAP

4.22%

4.23%

4.19%

4.29%

Average yield on interest-earning assets excluding valuations

  • non-GAAP

5.76%

5.35%

5.72%

5.29%

Average rate on interest-bearing liabilities

2.45%

1.88%

2.45%

1.71%

Net interest spread excluding valuations

  • non-GAAP

3.31%

3.47%

3.27%

3.58%

Net interest margin excluding valuations - non-GAAP

4.22%

4.23%

4.19%

4.29%

Average yield on interest-earning assets on a tax-equivalent

basis and excluding

5.86%

5.46%

5.83%

5.42%

Average rate on interest-bearing liabilities

2.45%

1.88%

2.45%

1.71%

Net interest spread on a tax-equivalent basis

3.41%

3.58%

3.38%

3.71%

Net interest margin on a tax-equivalent basis and excluding

4.32%

4.35%

4.29%

4.42%

(1) Includes, among other things, the ACL on loans and finance leases

and debt securities, as well as unrealized gains and losses on available-for-sale

debt securities.

Net interest income

amounted to $199.6

million for the quarter

2024,

a decrease of $0.2

million, when compared

to

$199.8 million for same period in 2023. The $0.2 million decrease in

net interest income was primarily due to:

A $20.2 million increase in interest expense on interest-bearing liabilities, consisting

of:

A

$10.9

million

in

expense

on

time

CDs,

of

which

$7.4

million

was

related to higher rates

paid on new issuances

and renewals, mainly on

non-government deposits, given

the overall higher

interest rate environment

,

and $3.5

million was driven

by a $490.7

in the average

The average

cost of time deposits in the second quarter

of 2024, excluding brokered CDs, increased 105

basis points (“bps”) to 3.55%

when compared to the same period in 2023.

A $6.3

expense on

saving accounts,

also driven

by the

higher

interest rate environment

and primarily reflected on

public sector deposits. The

average cost of interest-bearing

checking

and

saving

by

bps

to

1.52%

in

the

second

quarter

of

as

to

1.18%

in

the

same

  1. Excluding

public sector

deposits, the

average cost

of interest-bearing

saving accounts

for

the second quarter of 2024 was 0.75%, compared to 0.70% for the same period

a year ago.

A $4.8

in interest expense

on brokered

CDs, mainly

a $342.9

in the

average

A

$1.8

million

in

expense

on

mainly

due

to

a

$1.3

million

on

repurchase agreements, since they were not used as a funding source in

the second quarter of 2024.

A $1.8 million decrease in interest

income from total investments,

consisting of a $3.0 million net decrease

in interest income

from investment securities, of which

$3.5 million was associated with

a $687.3 million decrease in the

average balance of the

debt

offset

by

a

$1.2

million

in

income

from

cash

balances,

which

of

cash

balances

deposited

at

the

FED,

of

which

$0.6

million

was

driven

by

a

$50.2

million

increase in the average balance, and $0.6

million was due to the effect of higher market interest rates.

A $21.8

million increase in interest income on loans including:

A $12.8

million

in

on

and

loans,

driven

by

an $8.3

million

with

a

$433.0

million

in

the

average

balance,

and

a

$4.5

million

related

to

the

effect

of

higher market interest rates on the upward repricing of variable-rate

loans and on new loan originations.

As of June 30, 2024, the

interest rate on approximately 54%

commercial and construction loans was

tied to

variable rates,

with 32%

based upon

SOFR of

3 months

or less,

13% based

Prime rate

index, and

9%

based

on

other

indexes.

For

the

second

quarter

of

2024,

the

average

one-month

SOFR

bps,

the

average

three-month SOFR increased 23 bps, and the average Prime rate increased

34 bps, compared to the average rates for such

indexes during the second quarter of 2023.

An

$8.2

million

in

income

on

finance

leases,

with

a

$249.1

million increase in the average balance

of this portfolio,

mainly auto loans and finance leases,

under a higher interest rate

environment.

income

to $396.1

million

for the

a decrease

of $4.6

million, when

compared to $400.7 million for same period in 2023. The $4.6 million

decrease in net interest income was primarily due to:

A $50.7 million increase in interest expense on interest-bearing liabilities, consisting

of:

A

$24.6

million

in

expense

on

time

CDs,

of

which

$18.0

million

was

related to higher

rates paid in

the first half

of 2024 on

new issuances and

renewals,

mainly on non-government

also associated with the higher

interest rate environment,

and $6.6 million was driven

by a $519.9 million increase

in the

average balance. The

average cost of time

deposits for the

first half of 2024,

excluding brokered CDs,

increased 127 bps

to 3.47% when compared to the same period in 2023.

A $17.7 million

increase in interest expense

on interest-bearing checking

and saving accounts,

also related to

the overall

higher interest

rate environment. The

average cost of

interest-bearing checking

and saving accounts

increased by

47 bps

to 1.53%

for the

of 2024

as compared

to 1.06%

for 2023,

mostly driven

by government

deposits in

Excluding government

deposits, the

average cost

of interest-bearing

savings accounts

for the

first half of 2024 was 0.75%, compared to 0.65% for 2023.

A $12.9

million

in

interest expense

on brokered

CDs, driven

by

of

$462.5

million

in

the

average

A

$4.5

million

in

expense

on

mainly

due

to

a

$2.4

million

on

repurchase agreements since

they were not used

as a funding source

in the first half of

2024, and a $2.0

million decrease

on advances from the FHLB, mainly associated with a decrease of $81.4

million in the average balance.

A $2.2 million decrease in interest

income from total investments,

consisting of a $6.0 million net decrease

in interest income

on investment

securities, of

which $7.0

million was

a $662.7

million decrease

in the

average balance

of the

debt

,

by a

$3.8 million

from interest-bearing

cash balances,

which

consisted primarily

of cash

balances deposited

at the

FED, of

which $2.3

million was

a $89.3

in

the average balance, and $1.5 million was due to the effect

of higher market interest rates.

A $48.3 million increase in interest income on loans including:

A $26.8

million

in

on

and

loans,

driven

by

a

$16.3

million

associated with a

$421.4 million increase

in the average

balance of this

portfolio, and a

$10.5 million increase

the effect of higher market interest rates on the upward repricing of variable

-rate loans and on new loan originations.

A $20.0 million increase

in interest income on consumer

loans and finance leases, primarily

due to an increase of

$276.1

million

in

the

average

balance

of

this

mainly

auto

loans

and

finance

leases,

under

a

higher

rate

environment.

Net

margin

for

the

second

quarter

of

flat

at

4.22%,

to

4.23%

for

the

same

period

in

For the

2024, net

decreased by

10 bps

to 4.19%,

4.29% for

the

same period in 2023.

The decrease in the

net interest margin

was driven by the

higher cost of funds

associated with the higher

rate environment

combined

with a

change

in deposit

mix reflecting

a continued

migration

from non

-interest-bearing

and

other

low-

cost deposits to

higher-cost deposits.

These variances

were partially

a change

in asset mix

resulting from

the deployment

of

from lower-yielding

investment securities

to fund

as well

as the effect

of the higher

environment

on commercial and consumer loans yields.

Provision for Credit Losses

losses consists of

provisions for

credit losses on

finance leases,

unfunded loan

commitments, as

well as the debt securities portfolio. The principal changes in the provision for

credit losses by main categories follow:

loans and finance leases

was $11.9

to $20.8

million for the second quarter of 2023. The variances by major portfolio

category were as follows:

Provision for credit losses for the

residential mortgage loan portfolio was

a net benefit of $10.6 million

for the second quarter

of 2024, compared

to a net benefit

of $3.5 million for

the second quarter of

  1. The net benefit

recorded during the second

quarter of 2024 was mainly

driven by updated historical

loss experience used for determining

the ACL estimate resulting in a

downward revision

of estimated loss

severities and lower

required reserve

levels. See Note

3 – “Loans

Held for Investment”

to

the

herein

for

on

the

review

of

the

credit

models

completed by the Corporation during the second quarter of 2024.

Provision for credit

losses for the commercial

and construction loan portfolio

was a net benefit of

$4.2 million for the

second

quarter of 2024, compared

to an expense of

$10.2 million for the

second quarter of 2023.

The net benefit recorded

driven by an

improvement on

the economic outlook

of certain macroeconomic

variables,

variables associated

with commercial

property performance

,

and $1.2

recoveries of

two

commercial loans

in the

Meanwhile, the

net expense

recorded during

2023 was

mainly

due to a deterioration in the forecasted commercial real estate (“CRE”) price

index and the increase in size of this portfolio.

Provision for credit losses for the

consumer loans and finance leases portfolio

was an expense of $26.7 million

to an expense

of $14.1

provision expense

was

mainly

driven

by

in

levels

and,

to

a

lesser

extent,

updated

loss

used

for

resulting in

an upward

revision of

severities and

higher required

reserve levels

in the auto loans and finance leases portfolios.

was $24.8

half of

to $37.0

million

for the same period of 2023. The variances by major portfolio category were

as follows:

Provision for

for the

was a

of $11.1

half of

to a net

benefit of

$3.4 million

for the

in net

benefit recorded

first

half

of

was

mainly

driven

by

the

updated

loss

offset

by

newly

originated loans that have a longer life.

Provision for

for the

portfolios was

a net

benefit of

$7.0 million

for the

first

half of 2024,

an expense of

$10.7 million

for the same

period of 2023.

The net benefit

recorded during

six months of 2024 was mainly driven

by recoveries of $5.0 million associated

with a C&I loan in the Puerto Rico

the

$1.2

million

in

in

the

Florida

region,

offset

by

volume.

the

expense recorded

first six months

of 2023

due to

a deterioration

in the

forecasted CRE

price index,

a

$6.2 million charge

associated with a

nonaccrual C&I participated

loan in the

Florida region and,

to a lesser

extent, portfolio

growth.

Provision

for

for

the consumer

loan

and

was an

expense

of $42.9

million

for

half of

to an

$29.7 million

for the

in provision

expense was

mainly

driven

by

in

levels,

the

updated

loss

and

in

portfolio volumes,

by a

$9.5 million

recovery associated

bulk sale

of fully

charged-

off loans recorded during the first six months of 2024.

unfunded loan commitments

for

for

unfunded

and

loan

commitments and

standby

letters of

credit

for

the

and the

of 2024

was a

of $0.4

an expense

of

$0.7 million and $0.6 million, respectively,

for the same periods in 2023.

held-to-maturity and available-for-sale debt securities

was an

$32 thousand

and a

$0.9 million

for the

half of

an expense

of $0.8

for

the same periods

in 2023. The net

benefit recorded during

the first half of

2024 was mostly driven

by improvements in the

updated

financial information

of a

municipal bond

issuer.

Meanwhile, the

provision recorded

and the first half of 2023 was mostly driven by higher exposure risk associated

with the rising interest rate environment.

for credit losses

for available-for-sale

debt securities for

first half of

2024 was an

$60

and

a

net

benefit

of

$9

thousand,

to

a

net

benefit

of

$16

and

$25

thousand,

respectively, for the

same periods in 2023.

Non-Interest Income

income amounted

to $32.0

to $36.3

Non-interest income for the second

quarter of 2023 included

the following Special Items: the

$3.6 million gain recognized

from

a

legal

settlement,

as part

of

“other

income,”

and

the

$1.6

million

gain

on

the

of

$21.4

million

in

junior subordinated

debentures, included

as part of

“gain on early

extinguishment of

debt.” See “Non-GAAP

Financial Measures

and

Reconciliations” above for additional information.

On a non-GAAP basis, excluding the effect of

these Special Items, adjusted non-interest income increased by $0.9 million primarily

due to a

$0.6 million

increase in revenues

from mortgage banking

activities, driven by

an increase in

the net realized

gain on sales

of

loans in the

secondary market

due to higher

margins.

second quarters

of 2024

and 2023,

net realized

gains of $1.

million and $0.9

were recognized

as a result

of GNMA securitization

transactions and

whole loan

sales to U.S. GSEs amounting to $43.5 million and $51.8 million, respectively.

to $66.0

to $68.8

the

On a

non-GAAP basis,

Special Items,

adjusted non-interest

income

increased by $2.4 million primarily due to:

A

$0.7

million

in

card

and

income,

mainly

in

merchant-related

fees

due

to

higher

transactional

volumes.

A $0.7 million increase in insurance commission income,

mainly related to higher contingent commissions.

A $0.6

million

in

from

banking

activities,

driven

by

an

in

the

net

realized

gain

on

sales of residential mortgage

loans in the secondary

market due to higher

margins. During the first

and

2023, net realized gains of $2.6 million and $2.0

were recognized as a result of GNMA securitization

transactions and whole loan sales to U.S. GSEs amounting to $75.0 million and

$89.2 million, respectively.

A $0.6

in service

charges and

fees on

deposits accounts,

in part

due to

in the number

of cash

management transactions of commercial clients.

Non-Interest Expenses

expenses for

to $118.7

to $11

2.9 million

for the

same

efficiency ratio

51.23%, compared

to 47.83% for

Non-interest expenses for

the second quarter of

2024 include the $0.2

million additional FDIC special

assessment expense. See

“Non-

GAAP Financial Measures

and Reconciliations”

above for additional

information. On

a non-GAAP basis,

this

Special Item, adjusted non-interest expenses increased by $5.6 million

primarily due to:

A

$3.1

million

in employees’

and benefits

annual

and

medical insurance premium costs.

A

$1.1 million increase in credit and debit card processing fees, driven by

higher transactional volumes.

A

$0.8

million

in

service

fees,

due

to

of

$0.5

million

in

consulting

fees

driven

by

information technology infrastructure enhancements and $0.4 million

in outsourced technology service fees.

A $0.8

in occupancy

and equipment

expenses, mainly

due to

increases in

maintenance charges,

offset by a decrease in depreciation charges.

A

$0.7

million

in

other

mainly

due

to

a

$1.1

million

in

charges

for

legal

and

operational reserves, partially offset by a $0.2 million

decrease in net periodic cost of pension plans.

A $0.3 million increase in taxes, other than income taxes, primarily related

to higher municipal license taxes.

A $0.3 million increase in communication expenses.

A

$1.6 million

net gains

on OREO

operations, driven

by the

aforementioned $2.3

million realized

gain on

the

sale

of

a

real

estate

OREO

in

the

Puerto

Rico

region,

which

more

than

offset

the

in

net

realized gains on sales of residential OREO properties in the Puerto Rico region.

expenses for

to $239.6

to $228.2

the same period in 2023. The efficiency ratio for the first six months

of 2024 was 51.84%, compared to 48.60% for the first six months

of

for

the

period

ended

June

30,

include

the

$1.1

million

FDIC

special

See

Measures

and

Reconciliations”

above

for

On a

basis, excluding the effect of this Special Item, adjusted non-interest

increased by $10.3 million primarily due to:

A

$6.2

million

in employees’

and benefits

annual

and

in

stock-based

expense

of

retirement-eligible

employees,

medical

premium

costs,

and

higher matching contributions to the employees’ retirement plan.

A

$1.5

million

in

service

fees,

due

to

of

$1.4

million

in

consulting

fees

driven

by

technology

infrastructure

enhancements

and

$0.4

million

in

collections,

appraisals,

and

other

credit-related

fees, partially offset by a decrease of $0.3

million in outsourced technology service fees.

A

$1.5 million increase in credit and debit card processing fees, driven by

higher transactional volumes.

A

$0.9

million

in

occupancy

and

equipment

mainly

related

to

an

in

charges,

partially offset by a decrease in depreciation charges.

A

$0.6

million

in

other

mainly

due

to

a

$1.0

million

in

charges

for

legal

and

operational reserves, partially offset by a $0.3 million

decrease in net periodic cost of pension plans.

A $0.3 million increase in taxes, other than income taxes, primarily related

to higher municipal license taxes.

A

$1.1 million

net gains

on OREO

operations, driven

by the

aforementioned $2.3

million realized

gain on

the

sale

of

a

real

estate

OREO

in

the

Puerto

Rico

region,

which

more

than

offset

the

in

net

realized gains on sales of residential OREO properties in the Puerto Rico

region.

Income Taxes

For the second quarter of 2024, the Corporation recorded an income

tax expense of $25.5 million, compared to $30.3 million for the

  1. For the

first six months of

recorded an income

tax expense of

$49.5 million, compared

to

$62.2 million for the same period in 2023. The

decrease in income tax expense for the second quarter

and first six months of 2024 was

by a

lower effective

as a

result of

engaging in

certain business

activities with

tax

treatment under

the PR Tax

Code during

the fourth quarter

of 2023

which resulted

in a lower

effective tax

rate for

half of

2023 and for the year 2024.

annual estimated

for the

2024, excluding

entities from

which a

tax benefit

cannot be recognized

and discrete items, was

24.1%, compared to

30.1% for the same

period in 2023.

Based on current strategies,

the

expects

that

the

tax

rate

for

the

year

will

be

around

24%.

The

tax

rate

of

the

Corporation is impacted

by,

among other things,

the composition and

source of its

taxable income.

See Note 16

– “Income Taxes,

”

to

the unaudited consolidated financial statements herein for additional

30, 2024, the

a net deferred

tax asset of

$142.7 million, net

of a valuation

allowance of $141.1

million

against the deferred tax asset, compared to a net deferred tax asset of $150.1

million, net of a valuation allowance of $139.2 million, as

in the

net deferred

tax asset

the usage

of alternative

minimum tax

credits

and the decrease

in the ACL. Meanwhile,

the increase in the

valuation allowance was

related primarily to changes

in the market value

of available-for-sale debt securities which resulted in an

equal change in the net deferred tax asset without impacting earnings.

Assets

The

total

assets

were

$18.9

billion

as

of

June

30,

2024,

a

of

$28.2

million

from

31,

2023,

primarily related

to repayments of

investment securities and

a decrease in

cash and cash

equivalents,

in

total loans.

Loans Receivable, including Loans Held for Sale

As of June 30, 2024,

total loan portfolio before

the ACL amounted to $12.4

billion, an increase of

$203.0 million

to

31,

In

terms

of

geography,

the

growth

of

of

$98.5

million

in

the

Florida

region,

$97.7

Rico region,

and $6.8

On a

basis, the

growth consisted

of

of

$157.7

million

in

and

loans

and

$54.3

million

in

loans,

auto

loans

and

finance leases, partially offset by a $9.0 million decrease

in residential mortgage loans.

As of

June

30,

2024,

the

loans

held-for-investment

was comprised

of

and

loans

(48%),

and

finance

leases

(29%),

and

real

estate

loans

(23%).

Of

the

total

gross

loan

held

for

investment of $12.4 billion as of June 30, 2024, the Corporation had

credit risk concentration of approximately 80% in the Puerto Rico

region, 17% in the United States region (mainly

in the state of Florida), and 3% in the Virgin

Islands region, as shown in the following

table:

Total

$

2,163,245

$

161,057

$

485,364

$

160,093

3,681

22,183

185,957

1,697,939

62,821

662,549

2,176,489

135,456

942,632

Total commercial loans

4,034,521

201,958

1,627,364

5,863,843

Consumer loans and finance leases

3,635,389

68,540

8,070

Total loans held for investment,

gross

$

9,833,155

$

431,555

$

$

10,392

10,392

Total loans, gross

$

9,843,547

$

431,555

$

$

12,395,900

Total

$

2,187,875

$

168,131

$

465,720

$

111,664

3,737

99,376

214,777

1,725,325

65,312

526,446

2,130,368

119,040

924,824

Total commercial loans

3,967,357

188,089

1,550,646

5,706,092

Consumer loans and finance leases

3,583,272

68,498

5,895

Total loans held for investment,

gross

$

9,738,504

$

424,718

$

$

7,368

7,368

Total loans, gross

$

9,745,872

$

424,718

$

$

12,192,851

Residential Real Estate Loans

As of

2024,

total residential

loan portfolio,

for sale,

decreased by

$9.0

million, as compared

to the balance as

of December 31, 2023.

The decline in the

residential mortgage loan portfolio

reflects decreases

of $21.6 million in the Puerto Rico region and $7.0

million in the Virgin

Islands region, partially offset by an increase of

$19.6 million

in the Florida

region. The decline

was driven by

repayments, which more

than offset the

volume of new

loan originations kept

on the

balance sheet.

Approximately 50%

of the

$160.3 million

in the

region during

the

2024 consisted

of conforming

to 58%

of the

$150.0 million

originated for

of

2024, the majority

outstanding balance of

residential mortgage loans

in the Puerto Rico and

the

Virgin

Islands regions consisted

of fixed-rate loans

that traditionally carry

higher yields than

loans in the Florida

region.

In

the

Florida

region,

37%

of

the

loan

of

hybrid

adjustable-rate

mortgages. In

underwriting guidelines,

loans are

primarily fully

documented

loans, and the Corporation does not originate negative amortization loans.

Commercial and Construction Loans

As of

construction loans

by $157.7

the balance as

of December 31,

The growth included

$76.7 million in

the Florida region,

reflecting, among other

things,

the

effect

of

the

of

various

and

relationships,

each

in

excess

of

$10

of

which

$52.3

million

are

related

to

three

relationships

and

$40.0

million

are

related

to

two

C&I

relationships,

and

higher utilization

of C&I

credit, including

a $14.1

million line

utilization.

These variances

were partially

offset

by

payoffs

and paydowns of three C&I relationships totaling $47.7 million.

The Puerto

Rico region

also grew

by $67.1

million, when

to the

balance

as of

This increase

was

driven by a $48.4

million increase in construction

loans;

a $33.7 million increase

in floor plan loans;

higher utilization of C&I

credit, including two lines of

credit with utilization over $10 million

totaling $33.3 million; and

the origination of a $13.6

million C&I

loan

to

a

municipality

in

Puerto

Rico

that

is

by assigned

tax

revenues.

These

variances

were

offset

by

multiple payoffs and paydowns, including payoffs

of four commercial and construction relationships totaling $52.7 million.

In

the

Virgin

Islands

region,

and

loans

by

$13.9

as

to

the

balance

as

of

December 31, 2023, mainly associated with loans to government entities.

See “Risk Management –

Exposure to Puerto Rico Government”

and “Risk Management –

Exposure to USVI Government”

below

for information on the Corporation’s

credit exposure to PR and USVI government entities.

As of June 30, 2024, the

Corporation’s total

commercial mortgage loan exposure amounted

to $2.4 billion, or 20% of

the total loan

portfolio. In

terms of

geography,

$1.7 billion

of the

exposure was

in the

region, $0.6

billion of

the exposure

was in

the

Florida region,

and $0.1

billion of

the exposure

was in the

Virgin

The $1.7

billion exposure

in the

region

was comprised mainly of 42%

in the retail industry,

26% in office real estate,

and 20% in the hotel industry.

The $0.6 billion exposure

in the Florida region was comprised mainly of 33% in the retail industry,

23% in the hotel industry,

and 8% in office real estate. Of the

total commercial

mortgage loan

exposure of

$2.4 billion,

$573.8 million

matures within

the next

12 months

and has

a

weighted-average interest

rate of

approximately 6.74%.

loan exposure

in the

office real

estate industry,

which

matures within the next 12 months, amounted to $127.0 million and has

a weighted-average interest rate of approximately 6.56%.

As

of

each

of

June

30,

and

31,

2023,

the

total

to

shared

national

credit

(“SNC”)

loans

(including unused commitments) amounted

to $1.2 billion. As of June

30, 2024, approximately $386.6 million

of the SNC exposure is

related to the portfolio in the Puerto Rico region and $803.5 million is related to

the portfolio in the Florida region.

Consumer Loans and Finance Leases

As

of

June

30,

2024,

the

loans

and

finance

leases

by

$54.3

million

to

$3.7

mainly in

the Puerto Rico

region, reflecting growth

of $45.8 million

and $23.5 million

in the auto

loans and finance

leases portfolios,

Loan Production

relies primarily

on its

retail network

of branches

to originate

residential and

consumer loans.

may

supplement

its residential

mortgage originations

with wholesale

servicing released

mortgage loan

purchases from

mortgage bankers.

The

manages

its

and

loan

through

centralized

units

and

most

of

its

come

from

customers,

as

well

as

through

referrals

and

direct

solicitations.

Auto

loans

and

finance

leases

rely

primarily on relationships with auto dealers and dedicated sales professionals who

serve selected locations to facilitate originations.

The

table

a

breakdown

of

First

loan

production,

refinancings,

renewals

and

draws from existing revolving and non-revolving commitments by geographic

segment,

for the indicated periods:

Puerto Rico:

$

92,624

$

88,485

$

160,267

$

149,965

38,459

33,829

74,110

57,267

83,852

28,704

101,754

96,691

C&I

337,347

365,796

742,566

814,977

404,645

442,213

798,551

866,686

$

956,927

$

959,027

$

1,877,248

$

1,985,586

Virgin Islands:

$

$

$

2,122

$

1,769

3,859

3,859

C&I

12,351

65,215

23,460

74,614

8,897

11,408

16,793

21,608

$

22,404

$

81,327

$

42,960

$

101,856

Florida:

$

28,884

$

25,923

$

47,985

$

40,819

9,609

13,175

20,655

25,232

20,304

9,821

77,933

30,526

C&I

219,086

119,563

391,253

216,865

2,970

3,427

1,029

$

280,853

$

168,866

$

541,253

$

314,471

Total:

$

122,204

$

115,251

$

210,374

$

192,553

48,230

47,006

94,927

82,505

104,454

42,384

180,110

131,076

C&I

568,784

550,574

1,157,279

1,106,456

416,512

454,005

818,771

889,323

$

1,260,184

$

1,209,220

$

2,461,461

$

2,401,913

originations (excluding

government loans)

for the

30,

to

$708.4

million

and

$1.4

to

$563.6

million

and

$1.2

for

the

of $144.8

2023,

reflects growth

of $106.5

the Florida

$40.5 million

in the

region, partially

a $2.2

million

decrease in

Islands regions.

For the

increase of

$157.1 million

growth of

$217.3

million

in the

Florida region,

offset

by decreases

of $54.5

million

in the

region

and $5.7

The growth

in the

for the

2024 includes

the effect

of the

origination of

seven C&I

relationships, each

in excess of

$10 million,

with an

aggregate balance

of $116.4

million, increased

utilization of

C&I lines of

credit,

and an increase

in the commercial

mortgage loan portfolio

by $47.4 million.

Meanwhile, the decline

in the Puerto

Rico region for

the

by a

decrease of

$76.0 million

in the

C&I loan

portfolio, partially

increases of

$16.4 million in the construction loan portfolio and $5.1 million in the

commercial mortgage loan portfolio.

loan

for

the

quarter

and

period

ended

June

30,

to

$13.1

million

and

$38.8

compared to $76.3 million and $83.6 million, respectively,

for the comparable periods in 2023. Government loan

during

the

first

six

months

of

were

mainly

related

to

the

of a

$13.6

million

loan

to

a

municipality in

Puerto Rico that

is supported

by assigned property

tax revenues and

the utilization of

a line of

credit of a

entity in

On the

other hand,

government loan

originations during

of 2023 were mainly

related

to

the

line

of

credit

utilization

in

the

Virgin

Islands

region,

a

loan

to

an

agency

of

the

Puerto

Rico

for

a

low-

income housing project, and the utilization of an arranged overdraft line of

credit of a government entity in the Virgin

Originations of auto

loans (including finance

leases) for the quarter

2024 amounted to

$233.9

$462.0 million,

$250.3 million

and $495.4

for the

in

decrease in the

2023, consisted

of declines

of $14.7

Rico region and

$1.7 million

in the Virgin

The decrease in

the first six

as compared to

the

same

period

of

the

year,

of

of

$30.4

million

in

the

Puerto

Rico

region

and

$3.0

million

in

the

Virgin

Other consumer

,

other than

credit cards,

for the

to

$64.6

million

and

$124.5

to

$77.7

million

and

$149.6

for

the

Most of

the decrease

in other

consumer loan

originations for

as compared

in 2023,

was in

The utilization

activity on

the outstanding

credit card

portfolio for

the

$118.0 million

and $232.3

$125.9

million and $244.3 million, respectively,

for the comparable periods in 2023.

Investment Activities

As

part

of

its

revenue

diversification,

and

rate

risk

First

a

debt

securities portfolio classified as available for sale or held to maturity.

total available-for

-sale debt

as of

to $5.0

billion, a

$272.7 million

decrease from

.

The decrease was

by repayments of

approximately $178.8

million of U.S.

mortgage-backed

(“MBS”)

and

of

$115.1

million

to

matured

and

a

$4.5

fair value attributable

to changes in market

interest rates. These

variances were partially

offset by $28.0

purchases

of

Community

Reinvestment

Act

qualified

debt

during

the

second

quarter

of

As

of

June

30,

2024,

the

a net unrealized

loss on available-for-sale

debt securities of

$637.3 million.

This net unrealized

loss is attributable

to

on books

a lower

than market

rates. The

Corporation expects

that this

loss will

reverse

over time and it is likely

that it will not be required

to sell the securities before

their anticipated recovery.

The Corporation expects the

portfolio will

continue to

decrease and

the accumulated

other comprehensive

loss will

decrease accordingly,

impact of

market interest

rates. As

of June

approximately $500

cash inflows, which

to be

received during

the

second

half

of

from

of

the

debt

are

to

be

redeployed

to

fund loan growth, reinvested into higher-yielding

or used to repay maturing brokered CDs.

As

of

June

30,

2024,

substantially

all

of

the

debt

was

invested

in

U.S.

government and agencies

debentures and fixed-rate

GSEs’ MBS. In

addition, as of

the Corporation held

a bond issued

by

the

Puerto

Rico

Housing

Finance

(“PRHFA”),

as

for

sale,

specifically

a

MBS in

the aggregate

$3.1 million

(fair value

  • $1.5

million). This

residential pass-through

MBS issued

by the

PRHFA

is

collateralized by

certain second

mortgages originated

under a

program launched

by the

government in

2010 and

had an

unrealized loss of

$1.6 million as

2024, of which

$0.4 million is

due to credit

deterioration. During

2021, the Corporation

placed this instrument in nonaccrual status based on the delinquency status of

the underlying second mortgage loans collateral.

As

of

June

30,

2024,

the

debt

before

the

ACL,

to

$344.4

$354.2 million

as of December

by repayments

$10.5 million

of U.S.

MBS.

Held-to-maturity

debt

include

fixed-rate

GSEs’ MBS

with

a

value

of $237.0

million

(fair

value

of $222.4

million)

as

of

June

30,

2024,

to

$247.1

million

as

of

31,

Held-to-maturity

debt

also

include

arrangements

with

Puerto

Rico

issued

in

bond

form,

which

the

for

as securities,

but

which were

underwritten as

features that

are typically

found in

commercial loans.

municipal bonds

are

not

issued

in

bearer

form,

are

not

registered

with

the

SEC,

and

are

not

rated

by

credit

agencies.

These

bonds

have

seniority to the payment of operating costs and expenses of the

municipality and, in most cases, are supported by assigned

property tax

revenues. As

of June

approximately 54%

of the

municipal bonds

obligations issued

by three

of

the largest

municipalities in Puerto

Rico. The municipalities

are required by

law to levy

special property taxes

in such amounts

as are

required for the payment of all of their respective general obligation bonds

and loans.

See

–

Exposure

to Puerto

Rico

Government”

below

for

and

details

about

total

direct exposure

to the

government, including

municipalities,

and “Risk

– Credit

Risk Management”

below

and Note

2 –

“Debt Securities”

to the

unaudited consolidated

herein for

the ACL

of the

exposure to

municipal bonds.

The following table presents the carrying values of investments as of the indicated dates:

Money market investments

$

4,439

$

1,239

debt securities, at fair value:

U.S. government and agencies obligations

2,352,500

2,443,790

Puerto Rico government obligations

1,532

1,415

MBS:

2,430,965

2,633,161

171,314

151,618

Other

1,000

Total available-for-sale

debt securities, at fair value

Held-to-maturity debt securities, at amortized cost:

MBS:

138,615

146,468

98,370

100,670

107,450

107,040

ACL for held-to-maturity Puerto Rico municipal bonds

(1,267)

(2,197)

Total held-to-maturity

343,168

351,981

Equity securities, including $34.0 million and $34.6 million of FHLB stock

as of June 30, 2024 and December 31, 2023

51,037

49,675

Total money market

investments and investment securities

$

5,355,955

$

5,632,879

The carrying values of debt securities as of June 30, 2024 by contractual maturity

(excluding MBS), are shown below:

Carrying Amount

Yield %

U.S. government and agencies obligations:

$

864,132

0.88

Due after one year through five years

1,472,025

0.82

Due after five years through ten years

8,100

2.64

Due after ten years

8,243

5.69

2,352,500

0.86

Puerto Rico government and municipalities obligations:

3,178

9.30

Due after one year through five years

51,424

7.72

Due after five years through ten years

36,253

7.03

Due after ten years

18,127

7.40

108,982

7.48

MBS

2,839,264

1.72

(1,267)

Total debt securities

$

5,300,479

1.47

Net

income

in

future

periods

could

be

by

of

MBS.

Any

acceleration

in

the

of

MBS

at

a

premium

would

lower

yields

on

these

since

the

of

premiums

paid

upon

acquisition

would

accelerate. Conversely,

acceleration of the

prepayments of MBS would

increase yields on

securities purchased at

a discount, since

the

of

the

discount

would

accelerate.

These

risks

are

directly

linked

to

future

period

market

rate

fluctuations.

Net

interest income in future periods might also be affected

by the Corporation’s investment

in callable securities. As of June 30, 2024, the

approximately $1.7

billion in

callable debt

securities (U.S.

agencies debt

securities) with

an average

yield of

0.80%

approximately 64%

were purchased

at a discount

and 2% at

a premium.

See “Risk Management”

below for

further analysis

of the

effects of

changing interest

rates on

income and

risk management

strategies.

Also,

refer

to

Note

–

“Debt

Securities”

to

the

herein

for

information regarding the Corporation’s

debt securities portfolio.

RISK MANAGEMENT

General

Risks

are

inherent

in

virtually

all

aspects

of

the

and

Consequently,

risk

is

fundamental

to

the

success

of

the

Corporation.

The

primary

goals

of

risk

are

to

ensure

that

the

risk-taking activities are

consistent with the

objectives and risk

tolerance, and that

there is an appropriate

balance between risks and rewards to maximize stockholder value.

The

has

in

place

a

risk

to

monitor,

and

manage

the

risks

assumed

in

conducting its activities. First BanCorp.’s

business is subject to eleven

broad categories of risks: (i) liquidity

risk; (ii) interest rate risk;

(iii) market risk; (iv)

credit risk; (v) operational

risk; (vi) legal and

regulatory risk; (vii)

reputational risk; (viii) model

risk; (ix) capital

risk; (x)

strategic risk;

and (xi)

information technology

risk. First

BanCorp. has

adopted policies

and procedures

identify

and manage the risks to which the Corporation is exposed.

The

risk

are

below,

as

well

as

in

Part

II,

Item

7,

and

Analysis of Financial Condition and Results of Operations,” in the 2023 Annual

Report on Form 10-K.

Liquidity Risk

risk

the

ongoing

ability

to

accommodate

and

deposit

withdrawals,

fund

asset growth

and

business operations,

and meet

contractual obligations

through unconstrained

access to funding

at reasonable

market rates. Liquidity

forecasting

funding

and

sufficient

to

meet

needs

and

accommodate

fluctuations

in

asset

and

levels

due

to

changes

in

the

or

unanticipated

events.

manages liquidity

at two

levels. The

first is

the liquidity

of the

parent company,

or First

Bancorp., which

is the

holding

company

that

owns

the

banking

and

non-banking

subsidiaries.

The

second

is

the

of

the

banking

subsidiary,

FirstBank.

The

Asset

and

of

the

Board

of

is

for

overseeing

management’s

establishment

of

the

policy,

as

well

as

approving

and

contingency

and

on

an

ongoing

basis.

The

Management’s

Investment

and

Asset

(“MIALCO”),

which

reports

to

the

Board’s

Asset

and

Committee,

uses

of

developed

by

that

involve

the

use

of

several

to

review

the

on

a

monthly

basis.

The

MIALCO

oversees

interest rate risk, market risk, and other related matters.

The MIALCO is composed of

senior management officers, including

the Chief Executive Officer,

the Chief Financial Officer,

the

Chief

Risk

Officer,

the

Strategic

and

Development

Director,

the

Group

Director,

the

and

Investments Risk

Manager,

the Financial

Planning and

Asset and

Liability Management

(“ALM”) Director,

and the

Treasurer.

The

and

Division

is

for

planning

and

executing

the

funding

and

strategy,

liquidity availability

on a

daily basis,

and reviewing

liquidity measures

on a

weekly basis.

The Financial

Planning and

ALM Division is responsible for estimating the liquidity gap.

To

ensure

adequate liquidity

through the

full range

of potential

environments and

market conditions,

conducts

its

and

in

a

manner

that

is

to

preserve

and

enhance

funding

stability,

flexibility,

and

diversity.

Key

components

of

this

strategy

include

a

strong

focus

on

the

development

of

customer-based

funding, the

of direct

relationships with

wholesale

market funding

providers, and

the maintenance

of

the ability to liquidate certain assets when, and if, requirements warrant.

The

develops

and

contingency

funding

plans.

These

plans

the

under various

operating circumstances

and are

Corporation will

be able

to operate

through periods

of stress when

access to normal

sources of funds

is constrained. The

plans project funding

requirements during

a potential period

of

stress, specify and quantify sources of liquidity,

outline actions and procedures for effectively managing liquidity

through a period of

stress, and

define roles

and responsibilities

for the

employees. Under

the contingency

funding plans,

stresses the

balance sheet

and the liquidity

position to

critical levels

that mimic

difficulties in

generating funds

or even

the current

funding position

of the

Corporation and

and are

the ability

of the

Corporation and

the

Bank to honor

their respective commitments.

The Corporation has

established liquidity

triggers that the

MIALCO monitors in

order

to maintain the

ordinary funding of

the banking business.

The MIALCO has

developed contingency funding

plans for the

three

scenarios:

a

credit rating

downgrade,

an

cycle downturn

event,

and

a

concentration

event.

The

Board’s

Asset and

Liability Committee reviews and approves these plans on an annual basis.

Liquidity Risk Management

The Corporation manages

its liquidity in

a proactive manner and

in an effort

to maintain a sound

liquidity position. It uses

multiple

its liquidity

position,

core

basic

and time-based

reserve

measures. Cash

and

cash

equivalents amounted to $586.3

million as of June 30,

2024, compared to $663.2

million as of December 31,

  1. When adding $1.9

billion

of

free

high-quality

liquid

that

could

be

liquidated

or

pledged

within

one

day

(which

assets

such

as U.S.

and GSEs

obligations),

core

liquidity amounted

to $2.5

billion

as of

2024,

or 13.37%

of

total assets,

compared to $2.8 billion, or 14.93%

of total assets as of December 31, 2023.

In

to

the

$1.9

billion

in

cash

and

free

high

quality

liquid

assets,

the

had

$968.1

million

for

credit

with

the FHLB

based

on

the

value

of

loan

pledged

with

the

FHLB.

As

such,

the

basic

ratio

(which adds such

available secured lines

of credit to

the core liquidity)

was approximately 18.50%

of total assets as

2024,

compared to 19.82% of total assets as of December 31, 2023.

Further,

the

also

at

the

FED

Window

and

had

$2.5

billion

available for funding under

the FED’s

Borrower-in-Custody (“BIC”) Program

as of June 30, 2024

as an additional source

of liquidity.

Total

loans pledged

to the

FED BIC

Program

to $3.2

billion

as of

also does

not

rely on

uncommitted

inter-bank

lines

of

credit

(federal

funds

lines)

to

fund

its

On

a

combined

basis,

as

of

June

30,

2024,

the

Corporation had $6.0

billion available to meet

liquidity needs, or 132%

of estimated uninsured deposits

,

excluding fully collateralized

government deposits.

at

level

is highly

on

bank deposits,

which

fund

87.8%

of the

assets (or

84.4%

brokered CDs).

as further

discussed below,

maintains a

diversified base

of readily

available wholesale

funding

sources,

from

the

FHLB

through

pledged

capacity,

sold

under

to

repurchase, and access to brokered CDs. Funding

through wholesale funding may continue to increase

the overall cost of funding for

the Corporation and adversely affect the net interest margin.

Commitments to extend credit and standby letters of credit

As

a

provider

of

services,

the

routinely

enters

into

with

sheet

risk

to

meet

the

needs

of

its

customers.

These

may

include

loan

and

standby

letters

of

credit.

These

are

subject

to

the

same

credit

and

processes

used

for

on-balance

sheet

instruments.

These

instruments involve, to varying degrees,

elements of credit and interest rate risk

in excess of the amount recognized in the

of financial condition. As of June 30, 2024,

the Corporation’s commitments to

extend credit amounted to approximately $2.1

billion.

Commitments to

extend credit

are agreements

to lend

to a

customer as

long as

there is

no violation

of any

condition established

in

the contract.

Since certain

to expire

without being

drawn upon,

commitment

amount does

not

necessarily

future

cash

For

most

of

the

lines

of

credit,

the

has

the

option

to

reevaluate

the

prior

to

disbursements.

There

have

been

no

or

unexpected

draws

on

In the

case

cards

and personal

credit,

can cancel

the

unused credit

facility

at

any

time and without cause.

The following table summarizes commitments to extend credit and standby letters of

credit as of the indicated dates:

Financial instruments whose contract amounts represent credit risk:

Commitments to extend credit:

Construction undisbursed funds

$

294,782

$

234,974

Unused credit card lines

868,739

882,486

Unused personal lines of credit

38,326

38,956

Commercial lines of credit

863,711

862,963

Letters of credit:

Commercial letters of credit

61,109

69,543

Standby letters of credit

19,359

8,313

The

engages

in

the ordinary

course

of business

in

other

that

are not

on the

balance

sheet

or

may

be

on

the

balance

sheet

in

amounts

that

are

from

the

full

contract

or

notional

amount

of

the

transaction

and, thus,

affect

liquidity position.

These transactions

are designed

to (i)

meet the

financial needs

of

customers, (ii) manage the

Corporation’s credit,

market and liquidity risks, (iii)

diversify the Corporation’s

funding sources, and (iv)

optimize capital.

In addition to the

aforementioned off-balance

sheet debt obligations

and unfunded commitments

to extend credit, the

has obligations

and commitments

to make

future payments

under contracts,

amounting to

approximately $4.4

billion as

of June

30,

Our

cash

comprise

of

to

make

future

related

to

time

long-term

and operating

lease obligations.

We

also have

other contractual

cash obligations

related

to certain

binding agreements

we have

entered into

for services

including outsourcing

of technology

services, security,

advertising and

other

which

are

not

to

our

needs.

We

currently

anticipate

that

our

funds,

credit

facilities,

and

cash

flows from

operations will

be sufficient

to meet

our operational

cash needs

and support

and capital

plan execution

for

the foreseeable future.

Off-balance sheet

transactions are continuously

monitored to consider

their potential impact

to our liquidity

position and changes

are applied to the balance between sources and uses of funds, as deemed appropriate,

to maintain a sound liquidity position.

Sources of Funding

utilizes different

sources of

funding to

that adequate

levels of

liquidity are

available when

needed.

Diversification

of

funding

sources

is

of

great

importance

to

protect

the

from

market

disruptions.

The

sources

of

funding

are

CDs.

Additional

funding

is

by

sold

under agreements

to repurchase and

lines of credit

with the FHLB.

the Corporation also

maintains as additional

sources

borrowing capacity at the FED’s BIC Program

,

as discussed above.

The Asset and Liability Committee reviews credit availability

on a regular basis. The Corporation may

also sell mortgage loans as

a supplementary source of funding and obtain long-term funding

through the issuance of notes and long-term brokered CDs.

While

is

an

ongoing

challenge

for

all

that

the

borrowing capacity and

efforts to grow

core deposits will be

adequate to provide

the necessary funding

for the Corporation’s

plans in the next 12 months and beyond.

Retail

and

core

–

The

deposit

include

regular

saving

accounts,

demand

deposit

accounts, money

market accounts,

and retail

CDs. As

of June

core deposits,

which exclude

and

CDs,

by

$105.9

million

to

$12.7

billion

from

$12.6

billion

as

of

31,

The

$105.9

million

in such

deposits was

related

to increases

of $71.7

million

in the

Puerto

Rico region,

$21.1 million

in the

region, and $13.1 million in the Florida region. This increase includes a $162.4

million increase in time deposits.

(fully

collateralized)

–

As

of

June

30,

2024,

the

had

$2.7

billion

of

Puerto

Rico

public

sector

deposits ($2.5

billion in transactional

accounts and

$159.2 million in

time deposits),

relatively unchanged

balance as

Government deposits

are insured

by the

FDIC up

to the

applicable limits

and the

uninsured portions

are fully

collateralized.

Approximately 23% of

the public sector

deposits as of

were from municipalities

and municipal agencies

in Puerto Rico and 77% were from public corporations,

the central government and its agencies, and U.S. federal government

in Puerto Rico.

In

as

of

June

30,

2024,

the

had

$491.8

million

of

in

the

Virgin

Islands

region,

as

to

$449.4

million

as of

31,

2023,

and

$19.0

million

in

the

Florida

region

as

to

$10.2

million

as

of

December 31, 2023.

The

portions of

deposits were

by securities

and

an amortized

cost of

$3.4

billion

and $3.5

and December 31, 2023,

and an estimated

market value of

$3.1 billion as of

each of

such

In

to

and

loans,

as

of

each

of

June

30,

and

31,2023,

the

used

$175.0

million in letters of credit issued by the FHLB as pledges for a portion of public deposits

in the Virgin Islands.

Estimate of Uninsured

Deposits –

As of June 30, 2024 and December 31,

2023, the estimated amounts of uninsured

deposits totaled

$7.5

billion

and

$7.4

representing

the

portion

of

that

exceed

the

FDIC

limit

of

$250,000

and

amounts in

any other

uninsured deposit

account.

As of

each of

2023, the

fully collateralized

government deposits

$3.0 billion.

Excluding fully

collateralized government

the

amounts

of

to

$4.5

which

28.46%

of

total

(excluding

CDs), as of June 30, 2024, compared to $4.4 billion, or 28.13%, as of December

The

deposits is

the

same

methodologies

and assumptions

our bank

reporting requirements adjusted for cash held by wholly-owned subsidiaries

at the Bank.

The following table presents by contractual maturities the amount of U.S. time deposits in

excess of FDIC insurance limits (over

$250,000) and other time deposits that are otherwise uninsured as of June 30,2024:

3 months or

less

3 months to

6 months

6 months to

1 year

Over 1 year

Total

U.S. time deposits in excess of FDIC insurance limits

$

370,764

$

212,827

$

372,052

$

128,489

$

1,084,132

Other uninsured time deposits

$

10,947

$

16,493

$

18,906

$

1,644

$

47,990

Brokered

CDs

–

Total

CDs

by

$158.5

million

to

$624.8

million

as

of

June

30,

2024,

to

$783.3

The decline

reflects maturing

short-term brokered

CDs amounting

to $370.1

million with

an all-in

cost of 5.46%

that were paid

off during

the first six

by $211.7

million of new

issuances with original

average maturities of approximately 2 years and an all-in cost of 4.92%.

The average remaining term to maturity of the brokered CDs outstanding

as of June 30, 2024 was approximately 1.1 years.

The future use

of brokered

CDs will depend

on multiple factors

including excess

liquidity at each

of the regions,

future cash needs

and

any

tax implications.

Also,

depending

on

lending or

other

opportunities available,

cash

inflows from

of

investment securities

may be used

as well

to repay brokered

CDs. Brokered

CDs are insured

by the FDIC

up to regulatory

limits and

can be obtained faster than regular retail deposits.

The following table presents the remaining contractual maturities of brokered

CDs as of June 30, 2024:

Total

Three months or less

$

170,272

Over three months to six months

173,892

83,839

Over one year to three years

123,732

Over three years to five years

57,603

Over five years

15,441

Total

$

624,779

Refer to

“Net Interest

Income” above

about average

balances of

interest-bearing deposits

and the

average interest

rate paid on such deposits for the quarters and six-month periods ended June

30, 2024 and 2023.

sold

under

to

–

From

time

to

time,

the

enters

into

as

an

additional source of funding. As of June 30, 2024 and December 31,

2023, there were no outstanding repurchase agreements.

When

the

enters

into

agreements,

as is

the

case

with

contracts,

the

is

to

pledge

cash

or

qualifying

to

meet

margin

To

the

extent

that

the

value

of

pledged

as

due

to

changes

in

rates,

a

crisis

or

any

other

factor,

the

is

to

deposit

cash

or

to

meet

its

margin

requirements,

thereby

its

liquidity.

Given

the

quality

of

the

pledged,

the

has

not

experienced

margin

calls

from

counterparties

arising

from

credit-quality-related

write-

downs in valuations.

Advances

from

the

FHLB

–

The

Bank

is

a

member

of

the

FHLB

system

and

obtains

to

fund

its

under

a

with

the

FHLB

that

the

Bank

to

qualifying

and/or

as

for

advances taken. As of

each of June 30, 2024

and December 31, 2023,

the outstanding balance of

long-term fixed-rate FHLB advances

was

$500.0

Of

the

$500.0

million

in

FHLB

as

of

June

30,

2024,

$400.0

million

were

pledged

with

securities and

$100.0 million

were pledged

with mortgage

loans. As

of June

had $968.1

million available

for additional credit on FHLB lines of credit based on collateral pledged

at the FHLB of New York.

Trust

Preferred

Securities –

In 2004,

Trusts I

and II,

statutory trusts

wholly-owned by

and

not consolidated in

financial statements, sold

to institutional investors

variable-rate TRuPs and

used the proceeds of

these issuances, together

with the proceeds

of the purchases by

the Corporation of

variable rate common

securities, to purchase

junior

deferrable

debentures.

The

are

presented

in

the

of

financial condition as

other long-term borrowings.

Under the indentures,

the Corporation has the

right, from time

to time, and without

causing an

event of

default, to defer

payments of

interest on the

Junior Subordinated

Deferrable Debentures

by extending the

payment

period

at

any

time

and

from

time

to

time

during

the

term

of

the

for

up

to

twenty

consecutive

quarterly periods.

As

of

each

of

June

30,

and

31,

2023,

the

had

junior

in

the

aggregate

amount

of

$161.7

with

dates

ranging

from

June

17,

through

20,

As

of

June

30,

2024,

the

was

current

on

all

due

on

its

debt.

See

Note

–

“Other

Long-Term

Borrowings”

and Note 7 – “Non-Consolidated

Variable

Interest Entities (“VIEs”) and Servicing

Assets” to the unaudited

herein

for

Also,

see

Note

–

Equity”

to

the

herein

for

details

of

capital

actions

that

include

the

of

a

new

program

of

$250

million that could include repurchases

of common stock or junior subordinated debentures.

Other Sources

of Funds and

  • The Corporation’s

principal uses of

funds are for

the origination of

loans, the repayment

of

maturing deposits

and borrowings,

and deposits

withdrawals. Over

the years,

in connection

with its

mortgage banking

activities, the

Corporation has invested in technology and personnel to enhance the Corporation’s

secondary mortgage market capabilities.

These enhanced capabilities

improve the Corporation’s

liquidity profile as they

allow the Corporation to

derive liquidity,

if needed,

from the

sale of mortgage

loans in

the secondary

market. The

U.S. (including

Puerto Rico)

secondary mortgage

market is

still highly

liquid,

in

large

part because

of

the

sale of

through

of

the Federal

Housing

(“FHA”),

U.S.

Department of

Veterans

Affairs (“VA”),

U.S. Department

of Housing

and Urban

Development (“HUD”),

Federal National

Association (“FNMA”)

and Federal

Home Loan

Mortgage Corp.

(“FHLMC”). During

2024, loans

National

Association

(“GNMA”)

MBS

to

$59.9

Also,

during

the

first

six

months of 2024, the Corporation sold approximately $15.1 million of

performing residential mortgage loans to FNMA.

The

FED

Window

is

a

cost-efficient

source

of

funding

for

the

in

highly-volatile

market

conditions. As

previously mentioned,

as of

approximately $2.5

billion fully

available for

funding

under the FED’s Discount Window

based on collateral pledged at the FED.

Effect of Credit Ratings on Access to Liquidity

The

is

contingent

upon

its

ability

to

obtain

and

other

sources

of

funding

to

finance

its

current credit

ratings and

any downgrade

in credit

ratings can

hinder the

access to

new

forms

of

funding

and/or

cause

funding

to

be

more

expensive,

which

could,

in

turn,

affect

its

results

of

operations. Also, changes in credit ratings may further affect the

fair value of unsecured derivatives whose value takes into account

the

Corporation’s own credit risk.

does not

have any

outstanding debt

or derivative

agreements that

would be

affected by

credit rating

downgrades.

Furthermore, given the Corporation’s

non-reliance on corporate debt or

other instruments directly linked in

terms of pricing or volume

to credit

ratings, the

liquidity of

has not been

affected in

any material

way by downgrades.

ability

to access new non-deposit sources of funding, however,

could be adversely affected by credit downgrades.

As of

hereof, the

credit as

a long-term

issuer is

rated BB+

by S&P

and BB

by Fitch.

As of

hereof,

credit ratings

as a long

-term issuer

are BB+ by

S&P and

Fitch, one

notch below

the minimum

BBB- level

required to

be

considered investment grade.

credit ratings are dependent

on a number of

factors, both quantitative

and qualitative,

and are

change at

any time.

The disclosure

ratings is

not a

recommendation to

buy,

sell or

hold the

securities. Each rating should be evaluated independently of any other

rating.

Cash Flows

Cash and

cash equivalents

were $586.3

of June

a decrease

of $76.9

million when

discussion highlights

the major

activities and

transactions that

affected the

during

the

first six months of 2024 and 2023:

Cash Flows from Operating Activities

First BanCorp.’s

operating assets and

liabilities vary significantly

in the normal course

of business due to

the amount and timing

of

cash flows.

Management believes

that cash

flows from

operations, available

cash balances,

and the

ability to

generate

cash through

short and long-term

borrowings will be

sufficient to

fund the Corporation’s

operating liquidity

needs for the

foreseeable

future.

For

the

first

six

months

of

June

30,

and

2023,

net

cash

by

was

$189.4

million

and

$166.5

Net

cash

generated

from

was

higher

than

net

income

largely

as

a

result

of

adjustments for non-cash items such

as depreciation and amortization,

deferred income tax expense and the

provision for credit losses,

as well as cash generated from sales and repayments of loans held for sale.

Cash Flows from Investing Activities

investing activities primarily

relate to originating

loans to be

held for investment,

as well as

purchasing, selling,

and repaying available

-for-sale and held-to-maturity

debt securities. For

the six-month period

2024, net cash

by investing

activities was

$11.3

million, primarily

due to

repayments of

U.S. agencies

MBS and

debentures; proceeds

from sales

of

repossessed assets;

and proceeds

from sales

of loans,

by the

bulk sale

of fully

during

the

of 2024;

by net

disbursements on

and purchases

of Community

Reinvestment Act

qualified debt securities during the second quarter of 2024.

For

the

period

ended

June

30,

2023,

net

cash

by

investing

was

$25.0

due

to

repayments of U.S.

agencies MBS and debentures

and proceeds from sales

of repossessed assets,

partially offset by

net disbursements

on loans held for investment.

Cash Flows from Financing Activities

financing activities

include the

receipt of

deposits and

the issuance

of brokered

CDs, the

issuance of

and payments

on long-term

debt, the

issuance of

equity instruments,

return of

capital, and

activities related

to its

short-term funding.

For

the

period

ended

June

30,

2024,

net

cash

used

in

was

$277.6

mainly

reflecting

capital

returned to stockholders and a decrease in total deposits.

For the

2023, net

cash provided

by financing

activities was

$375.5 million,

mainly reflecting

a $675.9

million

net

in

offset

by

a

$196.0

million

net

in

borrowings

and

$104.4

million

of

capital

returned

to

stockholders.

Capital

As of

stockholders’ equity

was $1.5

billion, a

decrease of

$6.1 million

from December

was driven

by $100.0

2023 stock

common

stock

dividends declared

in the

of 2024

totaling $53.4

million or

$0.32 per

common share,

and a

$4.5 million

decrease in

available-for-sale debt

securities recorded

as part of

accumulated other

comprehensive loss

in the consolidated

statements of

financial condition. These variances were partially offset by the

net income generated in the first half of 2024.

On July 22,

2024, the Corporation’s

Board declared a

quarterly cash dividend

of $0.16 per common

share. The dividend

is payable

on September

13, 2024 to

shareholders of

record at the

close of business

on August

29, 2024.

intends to continue

to

pay quarterly dividends on common stock. However,

the Corporation’s common stock

dividends, including the declaration, timing and

amount, remain subject to the consideration and approval by the Corporation’s

Board at the relevant times.

On

July

24, 2023,

that its

Board

of Directors

a stock

under which

the

may

up

to $225

million

of its

common

stock, which

commenced

in

the fourth

quarter

During the first half of 2024, the Corporation

repurchased approximately 5.8 million shares of common

stock for a total cost of $100.0

of

which

2.8

million

shares

of

common

stock

for

a

total

cost

of

$50.0

million

were

during

the

has remaining

authorization to

repurchase approximately

$50.0 million

stock. For

more information,

see Part

II, Item

2, “Unregistered

Sales of

Equity Securities

and Use

of Proceeds,”

of this

Quarterly

Report

on

Form

10-Q.

on

July 22,

2024,

the

that

its Board

of Directors

a

new repurchase program, under which the Corporation may

repurchase up to an additional $250 million that could

include repurchases

of common stock or junior subordinated debentures, which it expects to execute

through the end of the fourth quarter of 2025.

under

the

may

be

through

open

market

share

or plans,

plans complying

with Rule

10b5-1

under

Act, and/or

redemption of

junior

debentures, and

will be

in accordance

with applicable

legal and

regulatory requirements.

to various

factors, including

capital position,

financial performance

and

alternative uses of

capital, stock trading

price, and general

market conditions.

repurchase programs do

not obligate

it to acquire any

specific number of shares

and do not have

an expiration date. The

repurchase programs may be

modified, suspended,

or

at

any

time

at

the

The

holding

company

has

no

and

depends

on

dividends,

and

other

from

its

to

fund

payments,

stock

and

to

fund

all

payments on its obligations, including debt obligations.

The tangible common

equity ratio and

tangible book value

per common share

are non-GAAP financial

measures generally used

by

the

community

to

capital

adequacy.

common

equity

is

total

common

equity

less

and

other

intangible assets. Tangible

assets are total assets less

the previously mentioned

intangible assets. See “Non-GAAP

Financial Measures

and Reconciliations” above for additional information.

The

table

is

a

reconciliation

of

the

common

equity

and

assets,

measures, to total equity and total assets, respectively,

as of June 30, 2024 and December 31, 2023, respectively:

(In thousands, except ratios and per share information)

Total common equity

  • GAAP

$

$

(9,700)

(13,383)

Tangible common

equity - non-GAAP

$

1,443,149

$

1,445,615

Total assets - GAAP

$

$

(9,700)

(13,383)

Tangible assets -

$

18,833,063

$

18,857,555

Common shares outstanding

163,865

169,303

Tangible common

equity ratio - non-GAAP

7.66%

7.67%

Tangible book

value per common share - non-GAAP

$

8.81

$

8.54

See Note 21 – “Regulatory

Matters, Commitments and Contingencies”

to the unaudited consolidated

financial statements herein for

the regulatory capital positions of the Corporation and FirstBank as of June

30, 2024 and December 31, 2023, respectively.

The

Puerto

Rico

Banking

Law

of

1933,

as

amended

(the

“Puerto

Rico

Banking

Law”),

that

a

minimum

of

10%

of

net income

for

be transferred

to a

reserve

until such

surplus

equals the

total of

paid-in-capital

on

common and preferred

stock. Amounts transferred

to the legal surplus

reserve from retained

earnings are not available

for distribution

to the Corporation without the

prior consent of the Puerto

Rico Commissioner of Financial Institutions.

The Puerto Rico Banking

Law

provides that,

expenditures of

a Puerto

Rico commercial

bank are

greater than

receipts, the

excess of

the expenditures

over

receipts

must

be

charged

against

the

undistributed

profits

of

the

bank,

and

the

balance,

if

any,

must

be

charged

against

the

legal

surplus

reserve,

as

a

thereof.

If

the

legal

surplus

reserve

is

not

sufficient

to

cover

such

balance

in

whole

or

in

part,

the

amount

must

be charged

against

the

capital

account

and

the

Bank

cannot

pay

dividends

until

it

can

replenish

the

legal

surplus reserve

to an

at least

20% of

capital contributed.

reserve, included

as part

of

retained earnings

in the

condition, amounted

to $199.6

of each

of June

30, 2024 and December 31, 2023, respectively.

There were no transfers to the legal surplus reserve during the first half of 2024.

Interest Rate Risk Management

First

BanCorp

manages

its

asset/liability

to

limit

the

effects

of

changes

in

rates

on

net

income

and

to

maintain stability

of profitability

under varying

scenarios. The

MIALCO oversees

risk and

monitors, among

other things, current

and expected conditions

in global financial

markets, competition

and prevailing rates

in the local

deposit market,

loan

pipeline,

market

values,

recent

or

proposed

changes

to

the

alternative

funding sources

and related costs,

hedging and the

possible purchase of

derivatives such as

swaps and caps,

and any tax

or regulatory

issues which may be

pertinent to these areas.

The MIALCO approves funding

decisions in light of

overall strategies

and objectives.

On

at

least

a

basis,

the

performs

a

net

income

to

the

potential change

in future

earnings from

projected changes

rates. These

simulations are

carried out

over a

one-to-five-year

time horizon.

The rate

scenarios considered

in these

simulations reflect

gradual upward

or downward

movements in

the

yield

curve,

for

gradual

(ramp)

parallel

shifts

in

the

yield

curve

of

and

bps

during

a

twelve-month

period,

or

immediate

upward or downward

changes in interest

rate movements of 200

bps, for interest

rate shock scenarios.

The Corporation carries

out the

simulations in two ways:

(1)

Using a static balance sheet, as the Corporation had on the simulation

date, and

(2)

Using a dynamic balance sheet based on recent patterns and current strategies.

The balance

sheet is

divided into

groups of

liabilities by

maturity or

repricing structure

and their

corresponding interest

yields and

costs. As interest

rates rise or

fall, these

simulations incorporate

expected future

lending rates,

expected future

funding sources

and costs,

the possible

exercise of

options, changes

in prepayment

rates, deposit

decay and

other factors,

which may

be important in projecting net interest income.

The

uses a

model

to

project

future movements

in

the

balance

sheet

and

income

statement.

The starting

point of

the projections

corresponds to

the actual

values on

the balance

sheet on

the simulation

date. These

simulations

are

highly

complex

and

are

based

on

many

that

are

to

reflect

the

general

behavior

of

the

balance

sheet

components over

the modeled

periods. It

is unlikely

that actual

events will

match these

assumptions in

all cases.

For this

reason, the

results of

these forward-looking

computations are

only approximations

of the

sensitivity of

income to

market

interest rates. Several

benchmark and market

rate curves were used

in the modeling process,

primarily,

SOFR curve, Prime Rate,

U.S.

Treasury yield curve, FHLB rates, brokered

CDs rates, repurchase agreements rates, and the mortgage commitment rate of

30 years.

As

of

June

30,

2024,

the

forecasted

the

12-month

net

income

assuming

June

30,

rate

curves

remain

constant.

Then,

net

income

was

under

rising

and

falling

rates

scenarios.

For

the

rising

rate

scenario,

a

gradual (ramp)

and immediate

(shock) parallel

upward shift

of the

yield curve

is assumed

first twelve

months (the

“+300

ramp”, “+200

ramp” and

“+200 shock”

scenarios). Conversely,

for the

falling rate

scenario, a

gradual (ramp)

and immediate

(shock)

parallel downward shift

of the yield curve

is assumed during the

first twelve months (the

“-300 ramp”, “-200

ramp” and “-200

shock”

scenarios).

The SOFR

curve for

compared with

2023, reflects

of 10

bps on

average in

the short-

term sector of the curve, or

between one to twelve months;

an increase of 52 bps

in the medium-term sector of

the curve, or between 2

to 5 years; and

an increase of 50 bps

in the long-term sector

of the curve, or

over 5-year maturities. A

similar behavior in market

rates

changes was observed

in the Constant

Maturity Treasury

yield curve with

8 bps in

the short-term sector,

49 bps in the medium-term sector, and an

increase of 46 bps in the long-term sector.

The following table presents the results of the static simulations as of June 30,2024

and December 31, 2023. Consistent with prior

years, these exclude non-cash changes in the fair value of derivatives:

Net Interest Income Risk

(% Change Projected for the next 12 months)

Gradual Change in Interest Rates:

  • 300 bps ramp

1.38

%

1.08

%

  • 200 bps ramp

0.93

%

0.73

%

  • 300 bps ramp

-3.06

%

-3.09

%

  • 200 bps ramp

-1.95

%

-2.02

%

Immediate Change in Interest Rates:

  • 200 bps shock

1.90

%

2.45

%

  • 200 bps shock

-4.94

%

-5.67

%

manage its

balance sheet

structure to

control and

limit the

overall interest

rate risk

by managing

its

asset

while

a

sound

position.

See

“Risk

–

Risk

above

for

liquidity ratios.

As of

2024, and

2023, the

income simulations

show that

have an

asset sensitive position for the next twelve months under a static balance sheet simulation.

Under

gradual

rising

scenarios,

the

net

income

shows

a

slight

in

rate

sensitivity,

when

compared with December

31, 2023, due to

lower sensitivity in the

liabilities side. The decrease

in sensitivity in

the liabilities side was

mainly

in repricing

lag, mainly

in public

sector non

-maturity

deposits, partially

offset

by

higher sensitivity

in

saving

and

time

as

a

result

of

higher

balances.

On

the

assets

side,

the

flat.

The

in

sensitivity from

the investment

due to

the level

of scheduled

maturities of

U.S. agencies

debentures over

the next

twelve months and an increase in the prepayment rate assumptions of MBS was offset

by lower sensitivity due to lower cash balances.

Gradual falling

rates scenarios

show a

slight decrease

rate sensitivity,

when compared

with December

due to

lower sensitivity

in the

assets side.

in sensitivity

due to

lower cash

balances was

by the

in

from

the

On

the

side,

the

in

a

minor

driven

by

the

in

lag,

offset

by

higher

in

time

as

a

result

of

higher

balances.

Under

the

static

simulation,

the

assumes

that

maturing

are

replaced

with

similar

at

the

repricing rate upon maturity.

The Corporation’s results may vary

significantly from the ones presented above under alternative balance

sheet compositions,

such as a

dynamic balance

sheet scenario which,

for example, would

assume that cash

flows from the

securities portfolio and loan repayments will be redeployed into higher yielding

alternatives.

Credit Risk Management

is subject

to

credit

risk

mainly

with

respect to

its portfolio

of loans

and

off-balance-sheet

instruments,

principally

loan

Loans

represents

loans

that

First

holds

for

and,

therefore,

First

BanCorp. is at risk for

the term of the loan.

Loan commitments represent commitments

to extend credit, subject

to specific conditions,

for specific amounts

and maturities. These commitments

may expose the Corporation

to credit risk and

are subject to the

same review

and

process as

for

loans

made

by

the

Bank.

–

Risk” and

–

Capital”

above

for

further

details.

The

manages

its

credit

risk

through

its

credit

policy,

underwriting,

of

loan

concentrations

and

related

credit

counterparty

credit

risk,

and

market

conditions,

and

legislative

or

mandates. The

Corporation also performs

independent loan review

and quality

control procedures,

statistical analysis, comprehensive

analysis,

committees,

and

employs

proactive

collection

and

loss

efforts.

personnel

structured

loan

workout

functions

are

for

mitigating

defaults

and

minimizing

losses

upon

default

within each

for each business

segment. In

the case of

the C&I,

loan portfolios,

the

Special Asset

Group

(“SAG”)

focuses on

strategies for

the accelerated

of non-performing

assets through

note sales,

short

sales, loss

programs, and

sales of

OREO. In

addition to

the management

of the

resolution process

for problem

loans, the

SAG

oversees

collection

efforts

for

all

loans

to

prevent

migration

to

the

and/or

status.

The

SAG

utilizes relationship officers, collection specialists and attorneys.

The

may

also

have

risk

of

default

in

the

The

held

by

the

are

principally

fixed-rate U.S. agencies

MBS and U.S. Treasury

and agencies securities. Thus,

a substantial portion

of these instruments is

backed by

mortgages, a guarantee of a U.S. GSE or the full faith and credit of the U.S. government.

Management, consisting of the Corporation’s

Chief Risk Officer,

Commercial Credit Risk Officer,

Retail Credit Risk Officer,

Chief

Credit Officer,

and other senior executives,

has the primary responsibility

for setting strategies to achieve

credit risk

goals and objectives. Management has documented these goals and objectives

in the Corporation’s Credit Policy.

Allowance for Credit Losses and Non-Performing Assets

Allowance for Credit Losses for Loans and

The ACL

leases represents

the estimate

of the

level of

reserves appropriate

to absorb

expected credit

losses

over the estimated life of the

loans. The amount of the allowance

is determined using relevant available

information, from internal and

external sources, relating

to past events, current

conditions, and reasonable

and supportable forecasts.

Historical credit loss experience

is

a

input

for

the

estimation

of

credit

losses,

as

well

as

to

loss

made

for

differences in current loan-specific

risk characteristics, such as differences

in underwriting standards, portfolio mix,

delinquency level,

or

term.

Additionally,

the

key

which

include

credit

and

indicators,

such as

rates, property

values, and

other relevant

factors to

account for

forecasted

market conditions

likely to

cause estimated

credit losses over

the life

of the

loans to differ

from historical

credit losses.

Such

factors are

regular review

and may

change to

reflect updated

performance trends

and expectations,

times of

severe

stress.

The

process

and

elements

that

may

be

subject

to

change.

Further,

the

Corporation periodically considers the need for qualitative

reserves to the ACL. Qualitative adjustments may be related

to and include,

but are

not limited

to, factors

such as

the following:

(i) management’s

assessment of

economic forecasts

used in

the model

and how

those

align

with

management’s

overall

evaluation

of

current

and

conditions;

(ii)

organization

risks such

as credit

concentrations,

specific risks,

nature

and

size of

the portfolio

and

factors that

may

ultimately

impact credit quality,

and (iii) other

limitations associated with

factors such as

changes in underwriting

and loan resolution

among others.

The ACL

leases is

reviewed at

least on

a quarterly

basis as

part of

evaluation of its asset quality.

generally applies

probability weights

to the

baseline and

alternative downside

economic scenarios

the ACL with the

baseline scenario carrying

the highest weight. The

scenarios that are chosen

each quarter and the

weighting given to

each

for

the

loan

categories

depend

on

a

variety

of

factors

recent

events,

leading

national and

regional economic indicators,

and industry

trends. As of

applied

the

for

the

and

loan

portfolios

since

it

expects

a

more

favorable

outlook

with

real

particularly

in

Rico

region.

The

used

in

the

ACL

contained

related

to

uncertainties

with

geopolitical

instability,

the

CRE

price

index,

rate,

inflation

levels,

and

future

rate

adjustments in the Federal Reserve Board’s

funds rate.

As

of

June

30,

2024,

the

ACL

model

the

for

key

in

the

probability-weighted economic scenarios:

CRE

price

index

at

the

national

level

with

an

average

contraction

of

7.58%

for

the

of

and

an

average

appreciation of

0.81% for

2025, compared

to an

average projected

contraction

of 6.88%

for the

remainder of 2024 and an average projected appreciation of 2.01%

Regional

Home

Price

Index

forecast

in

Puerto

Rico

(purchase

only

prices)

is

to

remain

flat

for

the

of 2024

and for

2025,

when compared

to the

projection

as of

For the

Florida region, the

Home Price Index

forecast shows an

improvement of 6.42%

and 6.39% for the

remainder of 2024

and for

the year 2025, respectively,

when compared to the same period as of December 31, 2023.

Average

rate in

is forecasted

at 6.08%

for the

6.27% for

2025,

compared to 7.53%

for the remainder of

2024 and 8.08%

for the year 2025

as of December 31,

  1. For the Florida

and the

U.S. mainland,

average unemployment

rate is

forecasted at

4.03%

and 4.45%, respectively,

for the remainder

and -

4.44%

and 4.84%,

for the

year 2025,

4.42% and

4.87%, respectively,

for the

2024,

and 4.12% and 4.52%, respectively,

Annualized change in

GDP in the U.S.

mainland of 1.66% for

the remainder of 2024

and 1.13%

for the year 2025,

to 0.48%

for the remainder of 2024 and 1.64%

It is difficult to estimate how potential changes

in one factor or input might affect the overall ACL because

management considers a

wide variety of

factors and inputs in

estimating the ACL.

Changes in the

factors and inputs considered

may not occur

at the same rate

and may not be consistent

across all geographies or product

types, and changes in factors

and inputs may be directionally

inconsistent,

such that improvement

in one factor

or input may

offset deterioration

in others. However,

to demonstrate the

sensitivity of credit

loss

to

as

of

June

30,

2024,

the

modeled

under

the

probability-

weighted

against

a

more

adverse

scenario.

Such

incorporates

an

adverse

and

decreases the

weight applied

to the

baseline scenario.

Under this

more adverse

scenario, as

an example,

average unemployment

rate

for the

region increases

to 6.40%

for the

to 6.08%

for the

on the

probability-

weighted economic scenario projections.

To

demonstrate

the

to

key

parameters

used

in

the

calculation

of

the

ACL

at

June

30,

2024,

the

between

the

ACL

and

this

more

adverse

scenario.

Excluding

of

adjustments,

this

would

result

in

a

hypothetical

in

the

ACL

of

$44

million

at

June

30,

This analysis

relates only

to the

modeled credit

loss estimates

and is

not intended

the overall

ACL as

it

does

not

reflect

any

changes

in

other

to

the

calculation,

which

would

also

be

influenced

by

the

judgment

applies

to

the

modeled

lifetime

loss

to

reflect

the

and

imprecision

of

these

based

on

current

circumstances

and

conditions.

Recognizing

that

of

are

inherently

uncertain,

light of

recent economic

conditions and

challenges, which

continue to

evolve, management

believes that

its process

to

consider the

available information

and associated

risks and

uncertainties is

appropriately governed

and that

its estimates

of expected

credit losses were reasonable and appropriate for the period ended

June 30, 2024.

As of June 30, 2024, the ACL for loans and finance

leases was $254.5 million, a decrease of $7.3 million, from $261.8 million

as of

31,

The

ACL

for

loans

by

$11.3

mainly

driven

by

updated

loss

in a

downward

revision

loss severities

and

lower

reserve

levels,

offset

by

newly

originated

loans

that

have

a

longer

life.

The

ACL

for

and

loans

decreased by $1.3 million, mainly due to an improvement on the

economic outlook of certain macroeconomic variables, particularly

in

variables associated with commercial real estate property performance,

partially offset by increased volume.

the

ACL

for

loans

by

$5.3

million

mainly

driven

by

in

and

delinquency levels, mainly

in credit cards;

increases in portfolio volumes

in auto loan portfolio; and

updated historical loss experience

resulting in

an upward

revision of

severities and

higher required

reserve levels

in

the

auto

loan

and

finance

lease

portfolios.

See

Note

–

“Loans

Held

for

Investment”

to

the

herein

for

on

the

review

of

the

credit

models

by

the

during

the

second

quarter of 2024.

The

ratio

of

the

ACL

for

loans

and

finance

leases

to

total

loans

held

for

to

2.06%

as

of

June

30,

2024,

compared to 2.15% as of December 31, 2023. An explanation for

the change for each portfolio follows:

The ACL to total

loans ratio for the

residential mortgage loan

portfolio decreased from

2.03% as of December

31, 2023 to

1.64% as of

mainly due to

the aforementioned updated

historical loss experience

,

by newly

originated loans that have a longer life.

The ACL

for the

from 2.61%

as of

2023 to

3.04%

as of June 30, 2024, mainly due to newly originated loans which have a longer

life.

The ACL

for the

decreased from

1.41% as

to

1.24%

as

of

June

30,

2024,

mainly

driven

by

an

improvement

on

the

outlook

of

certain

variables.

The ACL to total

loans ratio for

the C&I loan portfolio

remained relatively flat

at 1.06% as of

June 30, 2024, compared

to

1.05% as of December 31, 2023.

The ACL

for the

consumer loan

from 3.64%

as of December

to 3.73% as

of

June

30,

2024,

mainly

driven

by

in

levels

and

the

updated

loss

experience.

The ratio

of the

total ACL

leases to

nonaccrual loans

investment was

264.66% as

of June

compared to 312.81% as of December 31, 2023.

Substantially all of

loan portfolio is

located within the

boundaries of the

U.S. economy.

Whether the collateral

is

located in

and British

Virgin

Islands, or

mainland (mainly

in the

state of

Florida), the

performance of

loan portfolio and

the value of

the collateral supporting

the transactions are

dependent upon the

performance of and

within each

specific area’s

market. The

Corporation believes

it sets

adequate loan-to-value

ratios following

its

regulatory and credit policy standards.

As shown in

tables, the ACL

leases amounted

to $254.5

2024, or 2.06%

of total loans, compared with $261.8 million, or 2.15%

of total loans, as of December 31, 2023. See “Results of Operations

  • Provision

for Credit Losses” and Note 4 – “Allowance for Credit Losses for Loans and Finance

Leases” above for additional information.

ACL for loans and finance leases, beginning of year

$

263,592

$

265,567

$

261,843

$

260,464

Impact of adoption of ASU 2022-02

2,116

Provision for credit losses - (benefit) expense:

(10,593)

(3,500)

(11,057)

(3,427)

(554)

1,202

2,062

(2,976)

5,999

(2,986)

7,245

C&I

(668)

2,997

(4,028)

1,347

26,721

14,072

42,901

29,799

Total provision for credit losses

  • expense

11,930

20,770

24,847

37,026

Charge-offs:

(491)

(1,146)

(1,007)

(2,129)

(38)

(38)

(88)

(106)

C&I

(332)

(6,350)

(791)

(6,468)

(25,591)

(16,462)

(53,955)

(33,260)

Total charge offs

(26,414)

(24,084)

(55,753)

(42,001)

Recoveries:

1,254

C&I

6,077

3,613

3,451

16,343

(1)

7,281

Total recoveries

5,424

4,805

23,595

(1)

9,453

(20,990)

(19,279)

(32,158)

(32,548)

ACL for loans and finance leases, end of period

$

254,532

$

267,058

$

254,532

$

267,058

ACL for loans and finance leases to period-end total loans

held for investment

2.06%

2.28%

2.06%

2.28%

Net charge-offs (annualized) to average loans

outstanding during the period

0.69%

0.67%

0.53%

(2)

0.56%

Provision for credit losses - expense for loans and finance

leases to net charge-offs during

the period

0.57x

1.08x

0.77x

1.14x

(1)

For the six-month period ended June 30, 2024 includes a recovery totaling $9.5 million associated with the bulk sale of fully charged-off consumer loans and finance leases.

(2)

The recovery associated with the aforementioned bulk sale reduced the ratio of total net charge-offs to related average loans by 15 basis points.

The following tables set forth information concerning the composition of the

Corporation's loan portfolio and related ACL by loan

category, and the percentage

of loan balances in each category to the total of such loans as of the indicated dates:

Loans

Loans

C&I Loans

Consumer and

Finance

Leases

Loans

Total

$

$

185,957

$

$

$

$

Percent of loans in each category to total loans

%

%

%

%

%

%

$

46,051

$

5,646

$

30,078

$

34,448

$

138,309

$

254,532

Allowance for credit losses to amortized cost

1.64

%

3.04

%

1.24

%

1.06

%

3.73

%

2.06

%

Loans

Loans

C&I Loans

Consumer and

Loans

Total

$

$

214,777

$

$

$

$

Percent of loans in each category to total loans

%

%

%

%

%

%

$

57,397

$

5,605

$

32,631

$

33,190

$

133,020

$

261,843

Allowance for credit losses to amortized cost

2.03

%

2.61

%

1.41

%

1.05

%

3.64

%

2.15

%

Allowance for Credit Losses for Unfunded Loan

The Corporation estimates

expected credit losses

over the contractual

period in which

the Corporation is

exposed to credit

risk as a

result

of

a

to

extend

credit,

such as

pursuant

to unfunded

loan

and

standby

letters of

credit

for

construction loans,

unless the

obligation is

unconditionally cancellable

by the

Corporation. The

ACL for

sheet

credit

exposures

is adjusted

as a

for

credit loss

As of

2024,

the

ACL for

sheet

credit

exposures decreased by $0.1 million to $4.5 million, when compared

to December 31, 2023.

Allowance for Credit Losses for Held-to-Maturity

As of

ACL for

was entirely

financing arrangements

with Puerto

Rico municipalities

issued in bond

form, which

the Corporation accounts

for as securities,

but which

were underwritten as

features

that

are

found

in

loans.

As

of

June

30,

2024,

the

ACL

for

debt

was

$1.3

to

$2.2

million

as

of

31,

The

was

mostly

driven

by

improvements

in

the

updated financial information of a Puerto Rico municipal bond issuer.

Allowance for Credit Losses for Available

-for-Sale Debt Securities

The

ACL

for

debt

which

is

with

private

label

MBS

and

a

MBS

issued by the PRHFA, was $0.5

million as of each of June 30, 2024 and December 31, 2023.

Nonaccrual Loans and Non-Performing Assets

Total

assets consist

of nonaccrual

loans (generally

for

investment or

for

sale for

which

the

recognition of

was discontinued

loan became

90 days

past due

or earlier

if the

full and

timely collection

of

interest or principal

is uncertain), foreclosed

real estate and

other repossessed properties,

and non-performing

investment securities, if

any.

When a

loan is placed

status, any

interest previously

recognized and

not collected

is reversed

and charged

against

income.

Cash

received

are

when

collected

in

with

the

terms

of

the

loans.

The

portion

of the

payment is

used to

reduce

the principal

balance

of the

loan,

whereas the

interest portion

is recognized

on a

cash basis

(when collected).

However,

when management

believes that

the ultimate

collectability of

principal is

in doubt,

portion

is

applied

to

the

principal.

The

risk

of

this

is

diversified

as

to

and

industries, among other factors. In addition, a large portion

is secured with real estate collateral.

Nonaccrual Loans Policy

Residential Real Estate Loans

— The Corporation generally classifies real estate loans in nonaccrual

status when it has not received

interest and principal for a period of 90 days or more.

and

Loans

—

The

classifies

loans

(including

real

estate

and

construction loans) in nonaccrual

status when it has not

received interest and principal

for a period of 90

days or more or when

it does

not expect to collect all of the principal or interest due to deterioration in the financial condition

of the borrower.

— The Corporation

classifies finance leases

in nonaccrual status

when it has not

received interest and

principal for

a period of 90 days or more.

— The Corporation

classifies consumer

loans in nonaccrual

status when it

has not received

interest and

for a period of 90 days or more. Credit card loans continue to accrue finance

charges and fees until charged-off at 180

days delinquent.

Purchased

Credit Deteriorated

Loans (“PCD”)

— For

PCD loans,

the nonaccrual

status is

determined in

manner as

for

other loans,

except for

that prior

to the

adoption of

CECL were

classified as

purchased credit

impaired (“PCI”)

for

under

ASC

Subtopic

310-30,

“Receivables

–

Loans

and

Debt

Acquired

with

Deteriorated

Credit

Quality”

(“ASC

Subtopic

310-30”).

As

allowed

by

CECL,

the

elected

to

pools

of

loans

for

under

ASC

Subtopic 310-30

as “units

of accounts,”

conceptually treating

each pool

as a

single asset.

Regarding interest

income recognition,

the

prospective

approach

for

was applied

at

a

pool

level, which

froze

the

rate of

the pools

as of

January

1, 2020.

to regulatory

guidance,

the determination

of nonaccrual

or accrual

status for

with respect

to

which the Corporation has made

a policy election to maintain previously

existing pools upon adoption of CECL

should be made at the

pool level, not the individual

asset level. In addition, the guidance

provides that the Corporation can continue

accruing interest and not

report

the PCD

loans as

being

status if

criteria are

met: (i)

can reasonably

the

timing and amounts of

cash flows expected to

be collected; and (ii)

the Corporation did not

acquire the asset primarily

for the rewards

of ownership

of the

underlying collateral,

such as

the use

in operations

or improving

the collateral

for resale.

Thus, the

continues to exclude these pools of PCD loans from nonaccrual loan statistics.

Other Real Estate Owned

OREO

in

settlement

of

loans

is

carried

at

fair

value

less

costs

to

sell

the

real

estate

acquired.

Appraisals

are

obtained periodically,

generally on an annual basis.

Other Repossessed Property

The

other

repossessed

category

includes repossessed

autos

in settlement

of

loans. Repossessed

autos

are recorded at the lower of cost or estimated fair value.

Other Non-Performing Assets

This

category

of a

MBS

issued

by

the

PRHFA placed

in

status

in

the

second

quarter of 2021 based on the delinquency status of the underlying second

mortgage loans.

Loans Past-Due 90 Days and Still Accruing

These are accruing loans

that are contractually delinquent

90 days or more. These

past-due loans are either

current as to interest but

delinquent as to the

payment of principal (

i.e.

, well secured and in

process of collection) or

are insured or guaranteed

under applicable

FHA,

VA,

or

other

government-guaranteed

for

loans.

as

by

instructions

in

reports,

loans

past

due

days

and

still

include

loans

pooled

into

GNMA

for

which

the

has

the

option

but

not

the

to

loans

that

meet

GNMA’s

specified

criteria

(

e.g.

,

fail

to

make

any

payment

for

three

consecutive

months).

For

purposes,

these

GNMA

loans

subject

to

the

repurchase option are required to be reflected in

the financial statements with an offsetting liability.

In addition, loans past due 90 days

and

still

include

PCD

loans,

as

mentioned

above,

and

credit

cards

that

until

at

days.

The following table presents non-performing assets as of the indicated dates:

$

31,396

$

32,239

4,742

1,569

11,736

12,205

C&I

27,661

15,250

20,638

22,444

96,173

83,707

OREO

21,682

32,669

7,513

8,115

(1)

1,532

1,415

$

126,900

$

125,906

(2) (3) (4)

$

47,173

$

59,452

Non-performing assets to total assets

0.67

%

0.67

%

Nonaccrual loans held for investment to total loans held for investment

0.78

%

0.69

%

ACL for loans and finance leases

$

254,532

$

261,843

ACL for loans and finance leases to total nonaccrual loans held

264.66

%

312.81

%

ACL for loans and finance leases to total nonaccrual loans held

for investment, excluding residential real estate loans

392.94

%

508.75

%

(1)

Residential pass-through MBS issued by the PRHFA

held as part of the available-for-sale debt securities

(2)

Includes PCD loans previously accounted for under ASC Subtopic 310-30

for which the Corporation made the accounting policy

election of maintaining pools of loans as “units of

account” both at the time of adoption of CECL on January

1, 2020 and on an ongoing basis for credit loss measurement.

These loans will continue to be excluded from nonaccrual loan

statistics as long as the Corporation can reasonably estimate the

timing and amount of cash flows expected to be collected on

the loan pools. The portion of such loans contractually past due

90 days or more amounted to $7.4 million and $8.3 million as of

June 30, 2024 and December 31, 2023, respectively.

(3)

Includes FHA/VA

government-guaranteed residential mortgage as

loans past-due 90 days and still accruing as opposed

to nonaccrual loans. The Corporation continues accruing interest on

these loans until they have passed the 15 months delinquency mark,

taking into consideration the FHA interest curtailment process.

These balances include $11.0 million and $15.4

million

of FHA government guaranteed residential mortgage loans that were

over 15 months delinquent as of

June 30, 2024 and December 31, 2023,

(4)

These includes rebooked loans, which were previously pooled into

GNMA securities, amounting to $6.8 million and $7.9 million as

of June 30, 2024 and December 31, 2023, respectively.

Under the GNMA program, the Corporation has the option but not

the obligation to repurchase loans that meet GNMA’s

specified delinquency criteria. For accounting purposes,

the loans

subject to the repurchase option are required to be reflected

on the financial statements with an offsetting liability.

Total

assets

by

$1.0

million

to

$126.9

million

as

of

June

30,

2024,

to

$125.9

million

as

of

non-performing assets

was driven

by a

$12.5 million

total nonaccrual

for

investment, partially offset

by an $11.0

the OREO portfolio

balance in the

mainly attributable

to the sale of a $5.3 million commercial real estate OREO property and sales of

residential OREO properties.

Total nonaccrual

loans were $96.2 million as of June 30, 2024. This represents

a net increase of $12.5 million from $83.7 million as

consisting of

increases of

$15.1 million

construction loans,

by

decreases

of

$1.8

million

in

loans

and

$0.8

million

in

loans.

The

in

nonaccrual commercial

loans was

primarily driven

by the

inflow of

a $16.5

million commercial

in the

Puerto Rico region in the food retail industry.

The following table shows non-performing assets by geographic segment

as of the indicated dates:

Puerto Rico:

$

16,895

$

18,324

3,776

2,865

3,106

C&I

26,387

13,414

20,276

21,954

70,199

57,393

OREO

17,413

28,382

7,330

7,857

1,532

1,415

$

96,474

$

95,047

$

44,028

$

53,308

Virgin Islands:

$

6,446

$

6,688

8,871

9,099

C&I

1,274

1,169

17,883

18,349

OREO

4,202

4,287

$

22,268

$

22,888

$

3,145

$

6,005

United States:

$

8,055

$

7,227

C&I

8,091

7,965

OREO

$

8,158

$

7,971

$

$

The following tables present the activity of commercial and construction

nonaccrual loans held for investment for the indicated

periods:

C&I

Total

$

1,498

$

11,976

$

25,067

$

38,541

Plus:

3,300

14,800

18,107

Less:

(35)

(77)

(9,226)

(1)

(9,338)

(684)

(684)

(332)

(332)

(21)

(170)

(1,964)

(2,155)

$

4,742

$

11,736

$

27,661

$

44,139

(1)

Mainly related to the restoration to accrual status of a C&I

loan in the Florida region in the power generation industry that entered

in nonaccrual status during the first quarter of 2024.

C&I

Total

$

1,794

$

21,598

$

13,404

$

36,796

Plus:

2,691

3,130

Less:

(374)

(374)

(61)

(61)

(88)

(6,350)

(6,438)

(117)

(352)

(177)

(646)

$

1,677

$

21,536

$

9,194

$

32,407

C&I

Total

$

1,569

$

12,205

$

15,250

$

29,024

Plus:

3,300

25,841

29,148

Less:

(35)

(77)

(9,226)

(1)

(9,338)

(48)

(684)

(732)

(791)

(791)

(44)

(399)

(2,729)

(3,172)

$

4,742

$

11,736

$

27,661

$

44,139

(1)

Mainly related to the restoration to accrual status of a C&I

loan in the Florida region in the power generation industry that entered

in nonaccrual status during the first quarter of 2024.

C&I

Total

$

2,208

$

22,319

$

7,830

$

32,357

Plus:

10,161

11,271

Less:

(361)

(526)

(887)

(332)

(223)

(183)

(738)

(106)

(6,468)

(6,574)

(326)

(1,082)

(1,620)

(3,028)

Reclassification

$

1,677

$

21,536

$

9,194

$

32,407

The following table presents the activity of residential nonaccrual loans held for investment

for the indicated periods:

$

32,685

$

36,410

$

32,239

$

42,772

Plus:

3,397

3,009

7,993

5,090

Less:

(2,137)

(2,714)

(4,970)

(6,651)

(743)

(1,549)

(1,147)

(4,259)

(153)

(401)

(278)

(621)

(1,653)

(1,503)

(2,441)

(3,073)

Reclassification

(6)

$

31,396

$

33,252

$

31,396

$

33,252

The amount of nonaccrual consumer loans, including finance leases, decreased

by $1.8 million to $20.6 million as of June 30, 2024,

compared to $22.4 million as of December 31, 2023. The decrease was mainly

reflected in the auto loan and finance lease portfolios.

As

of

June

30,

2024,

$29.7

million

of

the

loans

placed

in

status,

mainly

and

mortgage loans,

were current, or had delinquencies of

less than 90 days in their interest payments.

Collections on these loans are being

recorded on a cash basis through earnings, or on a cost-recovery basis, as conditions

warrant.

During the six-month

period ended June

30, 2024, interest income

of approximately $0.2 million

related to nonaccrual

loans with a

$40.3 million

as of

2024,

mainly nonaccrual

loans, was

applied against

the

related principal balances under the cost-recovery method.

Total loans in early

delinquency (

i.e.

, 30-89 days past due loans, as defined in regulatory reporting

instructions) amounted to $147.4

million as of June 30, 2024,

a decrease of $3.4 million, compared

to $150.8 million as of December

The variances by major

portfolio categories are as follows:

Residential mortgage loans in early delinquency decreased by $4.2

million to $32.3 million.

Consumer loans in early delinquency decreased by $0.3 million to $111.7

million, mainly reflected in the auto loan portfolio.

and

loans

in

early

by

$1.1

million

to

$3.4

mainly

due

to

a

loan that

matured and

is in

the process

of renewal

but for

which the

Corporation continues

to receive

interest and principal payments from the borrower.

homeownership

preservation

assistance to

its customers

through

a loss

program.

Depending

upon

the

nature

of

a

borrower’s

condition,

or

loan

through

this

program

are

provided,

as well

as other

modifications of

individual C&I,

mortgage, construction,

and residential

mortgage loans.

For

the quarter and six-month

period ended June 30,

2024, loans modified to

borrowers experiencing financial

difficulty had an

cost

basis of

$118.9

million

and $121.4

which

$110.9

million

related

to a

that had

been

reported as

a troubled

debt restructuring

under ASC

310-40.

3 –

“Loans Held

for Investment”

to the

consolidated financial statements herein for additional information

and statistics about the Corporation’s modified

loans.

The OREO portfolio, which is part of non-performing

assets, amounted to $21.7 million as of June 30,

2024 and $32.7 million as of

following tables

show the

composition of

the OREO portfolio

as of

2023,

as well as the activity of the OREO portfolio by geographic area during the

six-month period ended

June 30, 2024:

OREO Composition by Region

Florida

$

14,035

$

1,366

$

$

15,468

1,632

1,658

1,746

2,810

4,556

$

17,413

$

4,202

$

$

21,682

Florida

$

18,809

$

1,452

$

$

20,261

1,576

1,601

7,997

2,810

10,807

$

28,382

$

4,287

$

$

32,669

OREO Activity by Region

Florida

$

28,382

$

4,287

$

$

32,669

Additions

4,532

4,599

Sales

(14,690)

(85)

(14,775)

Subsequent measurement adjustments

(169)

(169)

Other adjustments

(642)

(642)

Ending Balance

$

17,413

$

4,202

$

$

21,682

Net Charge-offs and Total

Credit Losses

totaled $21.0

2024, or

0.69% of

average loans

on an

annualized basis,

to $19.3

0.67% of

for the

For the

30,

2024,

net

totaled

$32.2

or

an

0.53%

of

average

loans,

to $32.5

or an

0.56%

of average

loans, for

period

Net charge

-offs

for

period

ended

2024 include

a $9.5

million

with

the

bulk

sale

of

fully

loans

and

finance

leases,

which

reduced

by

basis

points the ratio of total net charge-offs to average loans

for such period.

leases net

for the

of 2024

were $22.0

2.38% of

to net

of $13.0

1.51% of

loans, for

quarter

of

Net

of

loans

and

finance

leases

for

the

period

ended

June

30,

were

$37.6

2.04% of

to net

of $26.0

1.53% of

loans, for the

  1. The increase

quarter and first

was mainly driven

in charge-offs

across all major portfolio

classes which have been

trending higher towards historical

loss experience, partially

the recovery

associated with

bulk sale,

which reduced

by 52

basis points

the ratio

of consumer

finance

leases net charge-offs to related average loans for the

first six months of 2024.

C&I

loans

net

for

the

second

quarter

of

were

$0.6

or

an

0.08%

of

related

average

loans,

to net

of

$6.2 million,

or

0.87%

of related

for

C&I

loans net recoveries for

the six-month period ended

June 30, 2024 were $5.3

million, or an annualized 0.33%

of related average loans,

to net

of $6.2

0.44% of

loans,

for the

The net

for

the

second

quarter

and

first

six

months

of

include

a

$0.8

million

with

a

C&I

loan

in

the

The net recoveries

for the

months of 2024

also include

a $5.0 million

recovery associated

with a C&I

loan in

the

Puerto

the

net charge

-offs

for

the

second

quarter

six

months

of 2023

a

$6.2

million

charge-off recorded on a C&I participated loan in

the Florida region in the power generation industry.

loans net recoveries

2024 were $0.4

an

0.07%

and

0.04%,

of

related

average

loans,

to

net

of

$32

and

net

recoveries of

or an

annualized 0.01%

of related

for the

The net

for the

of 2024

include a

$0.4 million

recorded on

a commercial

loan in

the

The following table presents annualized net charge-offs

(recoveries) to average loans held-in-portfolio for the indicated periods:

0.01

%

0.06

%

0.02

%

0.06

%

(0.02)

%

(0.99)

%

(0.02)

%

(0.59)

%

(0.07)

%

0.01

%

(0.04)

%

(0.01)

%

C&I

(0.08)

%

0.87

%

(0.33)

%

0.44

%

2.38

%

1.51

%

2.04

%

(1)

1.53

%

0.69

%

0.67

%

0.53

%

(1)

0.56

%

(1)

The $9.5 million recovery associated with the bulk sale

of fully charged-off consumer loans and finance leases

during the first six months of 2024 reduced the ratios of consumer loans

and

finance leases and total net charge-offs to related

average loans by 52 basis points and 15 basis points,

The following table presents annualized net charge-offs

(recoveries) to average loans held in various portfolios by geographic

segment for the indicated periods:

PUERTO RICO:

0.01

%

0.08

%

0.03

%

0.09

%

%

(3.04)

%

%

(1.86)

%

%

0.02

%

%

0.01

%

C&I

0.04

%

0.01

%

(0.44)

%

0.01

%

2.39

%

1.51

%

2.03

%

(1)

1.47

%

0.90

%

0.56

%

0.66

%

(1)

0.57

%

VIRGIN ISLANDS:

%

(0.02)

%

%

(0.05)

%

%

3.93

%

%

1.93

%

(0.23)

%

(0.23)

%

(0.04)

%

(0.22)

%

C&I

%

%

%

(0.01)

%

2.49

%

2.02

%

0.42

%

2.10

%

0.36

%

0.34

%

0.06

%

0.31

%

FLORIDA:

%

(0.04)

%

%

(0.02)

%

(0.07)

%

(0.06)

%

(0.06)

%

(0.05)

%

(0.23)

%

%

(0.12)

%

(0.04)

%

C&I

(0.37)

%

2.67

%

(0.13)

%

1.31

%

(3.57)

%

(1.16)

%

(1.69)

%

(0.45)

%

(0.25)

%

1.23

%

(0.10)

%

0.60

%

(1)

The recovery associated with the aforementioned bulk sale reduced the ratios of consumer loans and finance leases and total net charge-offs to related average loans for the six-month period ended June 30, 2024 by 53

basis points and 20 basis points, respectively.

The following table presents information about the OREO inventory

and related gains and losses for the indicated periods:

OREO

OREO balances, carrying value:

$

15,468

$

23,621

$

15,468

$

23,621

1,658

1,892

1,658

1,892

4,556

6,058

4,556

6,058

Total

$

21,682

$

31,571

$

21,682

$

31,571

OREO activity (number of properties):

Beginning property inventory

Properties acquired

Properties disposed

(58)

(68)

(104)

(127)

Ending property inventory

Average holding period (in days)

2,541

2,178

2,541

2,178

3,342

2,580

3,342

2,580

Total average holding period (in days)

1,262

1,018

1,262

1,018

OREO operations (gain) loss:

Market adjustments and (gains) losses on sale:

$

(1,918)

$

(2,553)

$

(3,744)

$

(5,043)

(10)

(7)

(19)

(47)

(2,241)

(2,222)

Total net gain

(4,169)

(2,560)

(5,985)

(5,023)

Other OREO operations expenses

1,043

Net Gain on OREO operations

$

(3,609)

$

(1,984)

$

(5,061)

$

(3,980)

Operational Risk

The

faces

ongoing

and

emerging

risk

and

pressure

related

to

the

that

surround

the

of

banking

and

products.

Coupled

with

influences,

such

as

market

conditions,

risks,

and

legal

risks,

the

potential for

operational and

reputational loss

has increased.

To

mitigate and

control operational

risk, the

developed,

and continues

to enhance, specific

internal controls,

policies and procedures

that are designed

to identify and

manage operational

risk

at

appropriate

levels

throughout

the

organization.

The

purpose

of

these

mechanisms

is

to

provide

reasonable

assurance

that

the

Corporation’s business operations

are functioning within the policies and limits established by management.

The

classifies operational

risk

into

two

major

categories:

business-specific

and

corporate-wide

all business

lines. For business specific risks,

Enterprise Risk Management works

with the various business units to

ensure consistency in

processes

and

assessments.

With

respect

to

corporate-wide

risks,

such

as

security,

recovery,

and

legal

and

compliance,

the

has

specialized

groups,

such

as

the

Legal

Department,

Information

Security,

Compliance,

Operations and Enterprise

Risk Management. These

groups assist the lines

of business in

the development and

implementation of risk

management practices specific to the needs of the business groups.

Legal and Compliance Risk

Legal and compliance risk includes

the risk of noncompliance with applicable

legal and regulatory requirements, the

risk of adverse

legal

against

the

and

the

risk

that

a

counterparty’s

will

be

unenforceable.

The

is

subject

to

extensive

regulation

in

the

jurisdictions

in

which

it

conducts

its

and

this

scrutiny has

been significantly

increasing over

the years.

has established,

and continues

to enhance,

procedures that

are designed

to ensure

compliance with

all applicable

statutory,

and any

other legal

has a

Compliance

Director

who

reports

to

the

Chief

Risk

Officer

and

is

for

the

of

and

implementation

of an

enterprise-wide compliance

risk assessment

process.

The Compliance

division

has officer

roles in

each major

business area with direct reporting responsibilities to the Corporate Compliance

Group.

Concentration Risk

The Corporation conducts

its operations in

a geographically concentrated

area, as its main

market is Puerto

Rico. Of the total

gross

investment of

$12.4 billion

as of

credit risk

80% in

the

Puerto Rico region, 17% in the United States region, and 3% in the Virgin

Update on the Puerto Rico Fiscal and Economic Situation

A significant

portion

of the

business activities

and credit

is concentrated

in the

Commonwealth of

Puerto

Rico, which

has experienced

and fiscal

distress over

the last

decade. See

— Exposure

to Puerto

Rico

Government”

below.

Since

declaring

bankruptcy

and

benefitting

from

the

enactment

of

the

federal

Puerto

Rico

Oversight,

Management and Economic Stability Act (“PROMESA”)

in 2016, the Government of Puerto Rico has made

progress on fiscal matters

by restructuring

a large

its outstanding

public debt

and identifying

funding

sources for

its underfunded

pension

system.

Economic Indicators

On March

18, 2024,

Rico Planning

Board (“PRPB”)

an analysis

of the

economy during

fiscal

year 2023, as well as a

short-term forecast for fiscal years

2024 and 2025. According to

the preliminary estimates issued by the

PRPB,

real gross

national product

(“GNP”) grew

by 0.7%

in fiscal

year 2023,

the third

consecutive year

with a positive

year-

over-year

variance.

The

main

drivers

behind

growth

in

fiscal

year

were

personal

consumption

expenditures

and

fixed

in

both

construction,

and

machinery

and

equipment.

The

PRPB

also

revised

real

GNP

growth

estimates for fiscal years 2022 and 2021 from 3.7% to 3.8% and from 0.9%

to 1.4%, respectively.

There

are

other

indicators

that

gauge

activity

and

are

with

greater

frequency,

for

example,

the

Development

Bank

for

Puerto

Activity

Index

(“EDB-EAI”).

Although

not

a

direct

measure

of

Puerto

real

GNP,

the EDB-EAI is correlated to Puerto Rico’s

real GNP.

For April 2024, estimates showed that the EDB-EAI stood

at 123.9, down

2.0% on a year-over-year basis.

Over the 12-month period

ended April 30, 2024, the EDB-EAI

averaged 126.7, the highest level

since

April 2015

and approximately 2.0% above the comparable figure a year earlier.

Labor

market trends

remain positive.

Data published

by the

Bureau

of Labor

Statistics showed

that non-farm

payrolls as

of June

2024 in

increased by

2.0% when

June 2023,

supported by

a year-over-year

increase of

8.5% in Leisure

and

Hospitality payroll

employment and

a 5.8%

year-over-year

construction-related payroll

employment.

The unemployment

rate remained relatively at a near-record low of 5.8%.

On June

5, 2024,

the PROMESA

oversight board

certified the

2024 Fiscal

Plan for

(the “2024

Fiscal Plan”),

updated

with

the

most

recent

data

and

projections

for

and

and

renewed

roadmap

for

Puerto

Rico

to

achieve

fiscal

responsibility.

The 2024

Fiscal Plan is

made up

of four

parts: (i) progress

made in stabilizing

government finances,

(ii) Puerto Rico’s

current financial

conditions and

risks, (iii) details

of the actions

required to

achieve fiscal

responsibility and

adequate access

to credit

markets, and

(iv) description

of the

actions the

PROMESA oversight

board and

the Government must

take to complete

PROMESA’s

mandate.

The 2024

outlines

eight areas

of focus

to achieve

long-term

fiscal responsibility:

(i) improved

and revenue

forecasting,

(ii)

adoption

of

budget

best

practices,

(iii)

capital

(iv)

of

education

resources,

(v)

service

and

labor

relations,

(vi)

outcome-based,

data-driven,

and

controlled

healthcare

spending,

(vii)

improved,

transparent

reporting,

and

(viii)

optimized

fiscal

management.

Success

in

these areas, which

aim to address

the most crucial

financial management

challenges that Puerto

Rico faces, is

critical for

to fully recover from bankruptcy and to fulfill the mandate of PROMESA to achieve

fiscal responsibility.

As the

debt restructurings

come to

an end,

a significant

the uncertainty

that has

plagued the

economy over

the past

ten

years has

faded away.

To

generate revenues

resilient even

unprecedented influx

of federal

funding subsides,

fiscal

stability alone

will not

suffice. The

2024 Fiscal

Plan describes

an effort

to develop

an integrated

plan that

will serve

as a

roadmap to

unlock

future

growth.

While

that

plan

is

developed,

the

PROMESA

board

and

the

will

to

support

specific priorities

through a first

wave of economic

growth initiatives that

aim to address

the most crucial

challenges that Puerto

Rico

faces.

The

list

of

focus

areas

outlined

in

the

Fiscal

Plan

to

promote

growth

include:

(i)

integrated

for

growth,

(ii)

human

capital,

focused

on

robust,

highly-skilled,

and

health

workforce,

(iii)

focused

on

ease

of

doing

(iv)

focused

on

reforms

of

Puerto

tax

system,

and

(v)

focused on reduced cost and increased reliability of energy,

transportation, and internet connectivity.

Similar to

fiscal plans,

the 2024

an updated

macroeconomic forecast

reflecting

of fiscal

and

structural

measures,

natural disasters,

COVID-19,

and

federal

funding

in response

to natural

disasters

and

the

pandemic

on the

trajectory.

The

Fiscal

Plan

Puerto

Rico

GNP

growth

in

fiscal

year

to

be

1.0%,

followed

by

declines of 0.8% and

0.1% in fiscal year

2025 and fiscal year

2026, respectively.

On average, Puerto Rico’s

GNP is projected

to grow

approximately 0.4%

between fiscal

year 2023

and fiscal

year 2026.

Contrary to

previous fiscal

plans where

population

was projected to decline,

the 2024 Fiscal Plan includes

a stable population projection

through 2029 mainly due to

the offset between a

negative

natural

population

decline

and

positive

net

migration.

Specifically,

the

revised

fiscal

plan

projections

contemplate

a

net

inflow of over 20,000 people annually through 2029, compared to

an average of less than 5,000 people in the 2023 fiscal plan.

The 2024 Fiscal Plan projects

that approximately $54.5 billion

in total disaster relief funding,

from federal and private

sources, will

be

disbursed

as part

of

the

reconstruction

efforts

over

a

span of

years

(fiscal

years

through

2035).

These

funds

will

benefit

individuals, the

public (e.g.,

reconstruction of

major infrastructure,

roads, and

schools), and

will cover

part of

share of

the

cost

of

disaster

relief

funding.

Also,

the

Fiscal

Plan

the

$5.9

billion

in

COVID-19

relief

funds

to

be

deployed

in fiscal

years 2024

and

Additionally,

the 2024

to account

for $2.1

billion

in federal

funds

to

Puerto

Rico

from

the

Bipartisan

Infrastructure

Law

directed

towards

improving

Puerto

infrastructure

over

fiscal

years

through

Overall,

Puerto

growth

is highly

on

the

Government’s

ability

to

efficiently

deploy

these

federal funds.

Debt Restructuring

Over

80%

of

Puerto

debt

has

been

restructured

to

date.

On

March

15,

2022,

the

Plan

of

Adjustment

of

the

central

government’s

debt

became

through

the

exchange

of more

than

$33

billion

of

bonds

and

other

claims

into

$7

billion

of

new

bonds,

saving

Puerto

Rico

more

than

$50

billion

in

debt

to

creditors.

Also,

the

of

the

Puerto

Rico

Sales

Tax

Financing

(“COFINA”),

the

Highways

and

Transportation

(“HTA”),

and

the

Puerto

Rico

Aqueducts

and

Sewers

(“PRASA”)

are

to

yield

savings

of

$17.5

$3.0

and

$400

in

future

debt

service

payments.

The

main

restructuring

pending

is

that

of

the

Puerto Rico Electric Power Authority (“PREPA”).

On

February

23,

2024,

the

PROMESA

board

filed

the

fourth

amended

Plan

of

Adjustment

to

reduce

more

than

$10

billion of total asserted claims by various creditors against PREPA

by approximately 80% to $2.5 billion, excluding pension

According to the PROMESA oversight

board, bondholders who support the

plan would recover 12.5% of their original

asserted claim,

while bondholders who do not agree to the proposed plan would recover

3.5% of their asserted claim.

On June

12, 2024,

the Court

of Appeals

for the

First Circuit

(the “First

Circuit”) issued

its opinion

in the

appeal of

the Amended

Lien & Recourse

Challenge whereby it

ruled that PREPA’s

bondholders are secured

by a perfected security

interest in PREPA’s

“Net

Revenues” (as

defined in

the Trust

Agreement) and

that they hold

non-recourse claims

secured by

the Net

Revenues and

do not

hold

any unsecured

claims. As

a result

of the

First Circuit’s

ruling, the

PROMESA oversight

board expressed

its intention

of requesting

a

reopening

of

the

confirmation

hearing

record

for

the

limited

purpose

of

valuing

the

non-settling

bondholders’

share

of

the

bonds’

collateral, namely PREPA’s

net revenues and showing the court how such value as determined by the court will be

paid.

Recognizing that

parties’ views

of appropriate

next steps

may vary,

on July 10,

Court held

a conference

to address

what

further

submissions

or

proceedings

are

necessary

or

related

to

the

pending

motion

for

confirmation

of

the

PREPA

Plan.

Following the

conference, Judge

Taylor

Swain issued an

order whereby

all PREPA

confirmation and

bond-related litigation

is stayed

for at least

sixty days, through

and including September

8, 2024, unless

otherwise ordered

by the court.

In addition, the

court ordered

all parties to begin working with the mediation team throughout the duration of

the stay period.

Other Developments

Notable

progress

to

be

made

as

part

of

the

ongoing

efforts

of

prioritizing

the

restoration,

improvement,

and

modernization of

the aftermath

of Hurricane

Maria in

  1. During

the 12-month

period

ended

May 31,

2024, over

$3.5

billion

in disaster

relief funds

were disbursed

through the

Federal

Emergency

Agency

(“FEMA”) Public Assistance program and the

HUD Community Development Block Grant

(“CDBG”) program, a 20% increase

when

same period in 2023.

These funds will continue

to play a key

role in supporting

economic stability and

to have a

positive impact on

the Island’s

infrastructure. For

example, approximately 86%

of the projects

that FEMA has

obligated

to

address

damage

caused

by

Hurricane

Maria

have

resources

to

reinforce

their

among

other

hazard

mitigation measures,

that will

prepare these

facilities for

future weather

events. As

of July

15, 2024,

over 3,170

projects had

already

been

under

FEMA’s

Public

Assistance

while

over

20,800

were

active

across

stages

of

execution for

a total

cost of $10.6

billion, equivalent

to approximately

30% of

the agency’s

$35.7 billion

obligation, according

to the

Central Office for Recovery,

Reconstruction and Resiliency (“COR3”).

Exposure to Puerto Rico Government

As of

$316.7 million

of direct

exposure to

Rico government,

its municipalities

and

public

to

$297.9

million

as

of

31,

The

$18.8

million

was

mainly

due

to

the

of

a

$13.6

million

loan

to

a

municipality

in

Puerto

Rico

that

is

by

tax

and

$6.1

million

in

disbursements

on

a

loan

to

a

public

corporation

of

the

Puerto

Rico

As

of

June

30,

2024,

approximately $203.1 million of the

exposure consisted of loans and

obligations of municipalities in Puerto

Rico that are supported by

tax

and

for

which,

in

most

cases,

the

good

faith,

credit

and

unlimited

taxing

power

of

the

municipality have

been pledged

to their

repayment, and

$59.4 million

obligations which

are supported

by one

or

more

sources

of

revenues.

Approximately

69%

of

the

to

Puerto

Rico

of

senior

priority

loans

and

concentrated

in

four

of

the

largest

in

Puerto

Rico.

The

are

by

law

to

levy

special

taxes

in

such

amounts

as

are

for

the

payment

of

all

of

their

respective general

obligation bonds

and notes.

In addition

to municipalities,

direct exposure

also included

$8.8 million

in a

loan extended

to an affiliate

of PREPA,

$42.3 million

in loans to

agencies or

public corporations of

Rico government,

and

obligations of the

Puerto Rico government, specifically

a residential pass-through

MBS issued by

the PRHFA,

at an amortized

cost of

$3.1 million as part of its available-for-sale debt securities portfolio (fair value

of $1.5 million as of June 30, 2024).

The

table

details

the

total

direct

to

Puerto

Rico

according

to

their

maturities:

Investment

(Amortized

cost)

Loans

Total

Exposure

Puerto Rico Housing Finance Authority:

$

3,084

$

$

3,084

Total

Puerto Rico Housing Finance Authority

3,084

3,084

Agencies and public corporation of the Puerto Rico government:

18,973

18,973

23,352

23,352

Total agencies and public

corporation of the Puerto Rico government

42,325

42,325

Affiliate of the Puerto Rico Electric Power Authority:

8,849

8,849

Total Puerto Rico government

affiliate

8,849

8,849

Total

Puerto Rico public corporations and government affiliate

51,174

51,174

Municipalities:

3,178

40,410

43,588

51,424

43,264

94,688

36,253

71,346

107,599

16,595

16,595

Total

Municipalities

107,450

155,020

262,470

Total

Direct Government Exposure

$

110,534

$

206,194

$

316,728

In addition, as of

June 30, 2024, the Corporation

had $74.9 million in exposure

to residential mortgage loans

that are guaranteed by

the

PRHFA,

a

governmental

instrumentality

that

has

been

designated

as

a

covered

entity

under

PROMESA

(December

31,

–

$77.7

million).

loans

by

the

PRHFA

are

secured

by

the

properties

and

the

guarantees

serve to

cover shortfalls

in collateral in

the event

of a borrower

default. The

Puerto Rico government

guarantees up

to $75 million

of

the

for

all

loans

under

the

loan

program.

to

the

most

recently

released

audited

statements of the PRHFA,

as of June 30, 2023, the PRHFA’s

mortgage loans insurance program covered

loans in an aggregate amount

of approximately $388 million. The regulations adopted by

the PRHFA require the establishment

of adequate reserves to guarantee the

solvency of the mortgage

loans insurance program. As

of June 30, 2023,

the most recent date

as of which information

is available, the

PRHFA had a

liability of approximately $1.3 million as an estimate of the losses inherent in the portfolio.

As

of

each

of

June

30,

31,

2023,

the

had

$2.7

billion

of

public

sector

in

Puerto

Rico.

Approximately 23% of

the public sector deposits

as of June 30,

2024 were from municipalities

and municipal agencies

in Puerto Rico

and 77%

were from

public corporations,

Rico central

government and

agencies, and

U.S. federal

government agencies

in

Puerto Rico.

Exposure to USVI Government

The Corporation has operations in the USVI and has credit exposure

to USVI government entities.

For many years, the

USVI has been experiencing

several fiscal and economic

challenges that have deteriorated

the overall financial

and

in

the

area.

On

June

17,

2024,

the

United

States

Bureau

of

(the

“BEA”)

released

its

estimates of GDP

for 2022.

According to

the BEA, the

USVI’s

real GDP decreased

1.3% in 2022

after increasing

3.7% in 2021.

The

in

real

GDP

in

exports,

private

fixed

investment,

spending,

and

personal

consumption

expenditures. These

negative variances were

partly offset

in inventory investment,

while imports,

a subtraction item

in

the calculation of GDP,

decreased.

Over the past

three years, the

USVI has been

recovering from the

adverse impact caused

by COVID-19 and

has continued to

make

progress

on

its

rebuilding

efforts

related

to

Hurricanes

Irma

and

Maria,

which

occurred

in

to

data

published by

FEMA, over

$5.2 billion

in disaster

recovery funds

disbursed through

May 2024

and nearly

$10 billion

were

obligated

funds

pending

to

be disbursed.

Moreover,

labor

market

trends

remain

stable

with

non-farm

payrolls as

of

May

2024 in line with the comparable figure for the first quarter of 2024 and up 0.1% when

compared to the fourth quarter of 2023.

On December 14, 2023,

Fitch Ratings announced that it

withdrew the ratings of the

U.S. Virgin

Islands Water

and Power Authority

(“WAPA”)

due

to

limited

availability

of

the

authority’s

and

from

public

sources

or

from

WAPA’s

management.

Finally, PROMESA

does not apply to

the USVI and, as such,

there is currently no

federal legislation permitting the

restructuring of

the debts of the USVI and

its public corporations and instrumentalities.

To the

extent that the fiscal condition of the

USVI government

deteriorates

again,

the

U.S.

Congress

or

the

of

the

USVI

may

enact

legislation

allowing

for

the

restructuring

of

the

of

the

USVI

entities

or

imposing

a

stay

on

creditor

remedies,

by

making

PROMESA

applicable to the USVI.

31, 2023, the

Corporation had $105.0

million and $90.5

in loans to USVI

public

of

which

$69.9

million

and

$57.2

were

fully

by

cash

balances

held

at

the

Bank. As of June 30, 2024, all loans were currently performing and up

to date on principal and interest payments.

AND QUALITATIVE DISCLOSURES

ABOUT MARKET

RISK

For

market

risk

to

which

the

is

exposed,

see

the

contained

in

Part

I,

Item

2,

and

of

Condition

and

Results of

— Risk

in

this Quarterly

Report on Form 10-Q.

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

First

its

Chief

Officer

and

Chief

Officer,

the

effectiveness

of

First BanCorp.’s

disclosure controls and

procedures (as defined

in Rules 13a-15(e)

and 15d-15(e) under

the Exchange Act)

as of June

30, 2024 the

end of the

period covered by

this Quarterly Report

on Form 10-Q.

Based on this

evaluation, the

Chief Executive Officer

and

Chief Financial

Officer

concluded that

disclosure

controls

and

procedures were

as of

and provide reasonable

assurance that the information

required to be disclosed

by the Corporation

in reports that the

Corporation files

or submits

Exchange Act

is recorded,

processed, summarized

and reported

time periods

specified in

SEC rules

and

forms

and

is

and

to

the

the

Chief

Office

and

Chief

Financial Officer, as appropriate,

to allow timely decisions regarding required disclosures.

Internal Control over Financial Reporting

no changes

to the

internal control

over financial

reporting (as

defined

in Rules

13a-15(f) and

15d-15(f)

under the Exchange

Act) during our

most recent quarter

2024 that have materially

affected, or are

reasonably likely to

materially affect, the Corporation’s

internal control over financial reporting.

PART II - OTHER INFORMATION

In accordance with the instructions to Part II

of Form 10-Q, the other specified items in

this part have been omitted because they are not

applicable, or the information has been previously reported.

LEGAL PROCEEDINGS

For

a

discussion

of

legal

see

Note

–

“Regulatory

Matters,

and

Contingencies,”

to

the

consolidated financial statements herein, which is incorporated by reference

in this Part II, Item 1.

RISK FACTORS

The Corporation’s business, operating results and/or the market price of our common stock may be significantly affected by a number of

factors. A detailed

discussion of certain

risk factors that

could affect

the Corporation’s future

operations, financial

condition or results

for

future periods is set forth in Part I, Item 1A, “Risk Factors,” in the 2023 Annual Report on Form 10-K. These risk factors, and others, could

cause actual

results to

differ materially

from historical

results or

the results

contemplated by

the forward-looking

statements contained

in

this report. Also,

refer to the

discussion in

“Forward-Looking Statements” and

Part I, Item

2, “Management’s

Discussion and

Analysis of

Financial Condition and Results

of Operations,” in this Quarterly

Report on Form 10-Q

for additional information that may

supplement or

update the discussion of risk factors in the

2023 Annual Report on Form 10-K.

Other than as described below, there have been

no material changes from those risk factors previously

disclosed in Part I, Item 1A, “Risk

Factors,” in the 2023 Annual Report on Form

10-K.

The

volatility

in

the

industry,

or

rumored

of

other

depository

and

actions taken by governmental

agencies to stabilize the financial

system, could result in,

among other things, bank deposit

runoffs,

liquidity constraints,

and increased regulatory requirements and costs.

The closure and

placement into receivership

with the FDIC

of certain large

U.S. regional banks with

assets over $100 billion

in March

and

May

2023,

and

adverse

developments

other

banks,

in

heightened

levels

of

market

volatility

and

consequently

negatively

impacted

customer

confidence

in

the

safety

and

soundness

of

institutions.

These

developments

in

certain

regional banks experiencing higher than normal

deposit outflows and an elevated

level of competition for available

deposits in the market.

The impact of market

volatility from the adverse

developments in the banking industry,

along with continued elevated

interest rates on our

business and related financial results, will

depend on future developments, which are highly uncertain

and difficult to predict.

In the

aftermath of

these recent

bank failures,

the banking

agencies have

increased regulatory

requirements and

costs that

may impact

capital ratios or the FDIC deposit insurance premium. For example,

in 2023, the FDIC issued a final rule to impose a

special assessment to

recover

certain estimated

losses

to

the

Deposit

Fund

(“DIF”) arising

from

the

closures of

Silicon Valley

Bank

and

Signature

Bank. The

estimated losses

will be recovered

through quarterly special

assessments collected

from certain

insured depository

including the

Bank, and

collection began

quarter ended

  1. In

connection with

updates made

by the

FDIC to

the

initial

losses

to

the DIF,

the

Corporation recorded

charges of

$0.2

million

and $1.1

million during

and

in the

of income

as part

of “FDIC

deposit insurance”

expenses, which

increased the

estimated FDIC

special assessment

to $7.4

million. The

Corporation continues

the FDIC’s

to the

DIF, which could

affect the

its accrued

UNREGISTERED

SALES OF

EQUITY SECURITIES

AND USE OF

PROCEEDS

The Corporation did not have any unregistered sales

of equity securities during the quarter ended June

30, 2024.

Issuer Purchases of Equity Securities

table provides information

in relation to

the Corporation’s purchases

of its

common stock during

the quarter ended

June

30, 2024:

Period

Total Number of Shares

Purchased

Average Price

Paid per Share

Total Number of

Shares Purchased as

Part of Publicly

Announced Plans or

Programs

(1)

Approximate Dollar

Value of Shares that

May

Yet be Purchased

Under

the Plans or Programs

(in thousands)

(1)

April 1, 2024 - April 30, 2024

160,195

$

17.41

160,195

$

97,212

May 1, 2024 - May 31, 2024

1,234,806

17.84

1,234,806

75,179

June 1, 2024 - June 30, 2024

1,445,590

17.42

1,445,320

50,000

Total

2,840,591

(2) (3)

2,840,321

(1)

As of June 30, 2024,

the Corporation was authorized to

purchase up to $225 million

common stock under the

program that was publicly announced

on July 24, 2023,

of which $175 million

had been utilized.

The remaining $50 million

in the table represents

the remaining amount authorized

under the stock

repurchase program as of

June 30, 2024. The

program does

not obligate

to acquire

any specific

number of

shares, does

not have

an expiration date

and may

be modified,

suspended, or

terminated at

any time

at the

Corporation's

Under

the

stock

shares

may

be

through

open

market

share

and/or

transactions, including under plans complying with Rule 10b5-1 under

the Exchange Act.

(2)

Includes 2,840,321 shares of common stock repurchased in the

open market at an average price of $17.60 for a total purchase price

of approximately $50.0 million.

(3)

Includes 270

acquired by

to cover

minimum tax

withholding obligations

vesting of

equity-based awards.

intends to

continue to satisfy statutory tax withholding obligations in connection

with the vesting of outstanding restricted stock and performance

units through the withholding of shares.

OTHER INFORMATION

During the quarter ended June 30, 2024, none of the Corporation’s

directors or officers (as defined in Rule 16a-1(f) of

Act)

adopted

or

a

“Rule

10b5-1

trading

arrangement”

or

“non-Rule

10b5-1

trading

arrangement,”

as

those

terms

are

defined in Item 408 of Regulation S-K.

EXHIBITS

See the Exhibit Index below, which is incorporated by

reference herein:

EXHIBIT INDEX

Exhibit No.

Description

31.1

CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2

CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1

CEO Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of

32.2

CFO Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of

101.INS

Inline XBRL Instance Document, filed herewith. The

instance document does not appear in the interactive data file

because

its XBRL tags are embedded within the inline XBRL

document.

101.SCH

Inline XBRL Taxonomy Extension Schema Document, filed herewith

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document, filed herewith

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document, filed herewith

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document, filed herewith

101.DEF

Inline XBRL Taxonomy Extension Definitions Linkbase Document, filed herewith

The cover page of First BanCorp. Quarterly Report on Form 10-Q

for the quarter ended June 30, 2024, formatted in Inline

XBRL (included within the Exhibit 101 attachments)

SIGNATURES

Pursuant to

the requirements

of the

Securities Exchange

Act of

1934, the

duly caused

this report

to be

signed on

its

behalf by the undersigned hereunto duly authorized:

Registrant

Date:

August 8, 2024

By:

/s/ Aurelio Alemán

Aurelio Alemán

President and Chief Executive Officer

Date: August 8, 2024

By:

/s/ Orlando Berges

Orlando Berges

Executive Vice President and Chief Financial Officer

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