FIRST BANCORP PR
For the period ended Jun 30, 2024. Filed Aug 9, 2024.
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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
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 6. Exhibits
SIGNATURES
Forward-Looking Statements
This Quarterly
Form 10-Q
(this “Form
10-Q”) contains
meaning of
Section 27A
of the Securities Act of 1933, as
amended (the “Securities Act”), and
Section 21E of the Securities Exchange
Act of 1934, as amended
(the “Exchange Act”),
which are subject to
the safe harbor created
by such sections. When
used in this Form
10-Q or future
filings by
First
(the
“Corporation,”
“we,”
“us,”
or
“our”)
with
the
U.S.
and
Exchange
Commission
(the
“SEC”),
in
the
Corporation’s press
releases or in other public or
stockholder communications made by
the Corporation, or in oral statements
made on
behalf
of
the
by,
or
with
the
of,
an
authorized
executive
officer
of
the
the
words
or
phrases
“would,”
“intends,”
“will,”
“expect,”
“should,”
“plans,”
“forecast,”
“anticipate,”
“look
forward,”
“believes,”
and
other
terms
of
similar meaning or import, or the
negatives of these terms or variations
of them, in connection with any discussion
of future operating,
financial or other performance are meant to identify “forward-looking
statements.”
The Corporation cautions readers
not to place undue reliance on
any such “forward-looking statements,” which
speak only as of the
date made
or,
with respect
to such
contained in
this Form
10-Q, the
date hereof,
and advises readers
that
any such
are not
guarantees of
future performance
and involve
certain risks,
uncertainties, estimates,
and
by us
difficult
to predict
.
Various
factors, some
are beyond
our
control,
could cause
actual results
to
differ materially from those expressed in, or implied by,
such forward-looking statements.
Factors
that
could
cause
results
to
differ
materially
from
those
expressed
in,
or
implied
by,
the
statements include, but are not
limited to, risks described or
referenced in Part I, Item 1A,
“Risk Factors,” in the Corporation’s
Annual
Report on Form 10-K for the fiscal year ended December 31, 2023 (the
“2023 Annual Report on Form 10-K”), Part II, Item 1A., “Risk
Factors,” in the Corporation’s Quarterly
Report on Form 10-Q for the quarter ended March 31, 2024, and the following:
the
effect
of
the
current
global
rate
environment
and
inflation
levels
or
changes
in
rates
on
the
level,
and performance
of the
liabilities, and
corresponding
effects on
net
interest income, net interest margin, loan originations,
deposit attrition, overall results of operations, and liquidity position;
the effects
of changes in the interest rate environment, including any adverse
change in the Corporation’s ability
to attract and
retain
clients
and
gain
acceptance
from
current
and
prospective
customers
for
new
and
services,
those
related to the offering of digital banking and financial services;
volatility in the
financial services industry,
including failures or
rumored failures of
other depository institutions,
and actions
taken
by
governmental
to
stabilize
the
system,
which
could
result
in,
among
other
things,
bank
deposit
runoffs, liquidity constraints, and increased regulatory
requirements and costs;
the
effect
of
changes
in
the
fiscal
and
monetary
and
of
the
United
States
(“U.S.”)
federal
government,
Rico government
and other governments,
including those
determined by
the Board
of the Governors
of
the
Federal
Reserve
System
(the
“Federal
Reserve
Board”),
the
Federal
Reserve
Bank
of
New
York
(the
“FED”),
the
Federal Deposit Insurance
Corporation (the “FDIC”),
government-sponsored housing agencies
and regulators in
the U.S.,
and the
U.S. Virgin
Islands (the
“USVI”) and
British Virgin
Islands (the
“BVI”), that
may affect
the future
results
of the Corporation;
to the
ability of
FirstBank Puerto
Rico (“FirstBank”
or the
“Bank”), to
retain its core
deposits and
generate sufficient
cash flow through
its wholesale funding
sources, such as
securities sold under
to
repurchase,
Federal
Home
Loan
Bank
(“FHLB”)
advances,
and
certificates
of
deposit
(“brokered
CDs”), which may require us to sell investment securities at a loss;
adverse changes
in general political
and economic
conditions in Puerto
Rico, the U.S.,
and the USVI
and the BVI,
in the interest rate environment,
unemployment rates, market liquidity,
housing absorption rates, real estate
markets, and U.S.
capital markets, which may affect
funding sources, loan portfolio performance
and credit quality,
market prices of investment
and
demand
for
and services,
and which
may
reduce
the
revenues and
earnings and the value of the Corporation’s
assets;
of government
financial assistance
for hurricane
recovery and
other disaster
relief on
economic activity
in Puerto
Rico, and the timing and pace of disbursements of funds earmarked for disaster
relief;
the ability
of the
FirstBank,
and
third-party
service providers
to identify
and prevent
cyber-security
incidents,
such
as
data
breaches,
ransomware,
malware,
“denial
of
service”
attacks,
“hacking,”
identity
theft,
and
state-
sponsored
cyberthreats,
and
the
of
and
response
to
any
incidents
that
occur,
which
may
result
in
misuse
or
misappropriation
of
confidential
or
proprietary
information,
disruption,
or
damage
to
our
systems
or
those
of
third-party
service providers on which we rely,
increased costs and losses and/or adverse effects
to our reputation;
general
competitive
factors
and
other
market
risks
as
well
as
the
implementation
of
existent
or
planned
growth
opportunities,
risks,
uncertainties,
and
other
factors
or
events
related
to
any
acquisitions,
dispositions,
partnerships,
operational
investments,
systems
conversions,
and
any
anticipated
efficiencies
or
other expected results related thereto;
to the
implementation of
the debt
restructuring plan
Rico (“Plan
of Adjustment”
or “PoA”)
and the
fiscal
plan
for
Puerto
Rico
as certified
on
June 5,
(the “2024
Fiscal Plan”)
by
the oversight
board
by the
Oversight, Management,
and Economic
Stability Act
(“PROMESA”),
or any
revisions to
it, on
our clients
and
loan portfolios, and any potential impact from future economic or political
developments and tax regulations in Puerto Rico;
the
impact
of
changes
in
or
determinations
and
in
applying
those
and
of
forecasts of economic variables considered for the determination of the
allowance for credit losses (“ACL”);
the ability of FirstBank to realize the benefits of its net deferred tax assets;
the ability of FirstBank to generate sufficient cash flow to pay dividends
to the Corporation;
environmental, social, and governance matters, including our climate-related
initiatives and commitments;
the impacts
of natural
or man-made
disasters, the
emergence or
continuation of
widespread health
emergencies, geopolitical
conflicts (including
sanctions, war or
armed conflict, such
as the ongoing
conflict in Ukraine,
the conflict between
Israel and
Hamas, and
the possible
expansion of
such conflicts
in surrounding
areas and
potential geopolitical
consequences),
terrorist
attacks,
or
other
catastrophic external
events,
impacts of
such
events on
general economic
and
on the
Corporation’s assumptions regarding
forecasts of economic variables;
the
risk
that
portions
of
the
losses in
the
debt
are
to
be
credit-related, resulting
in additional
charges to
the provision
losses on
and
the
for
credit
losses
that
could
emerge
from
the
downgrade
of
the
U.S.’s
Long-Term
Foreign-
Currency Issuer Default Rating to ‘AA+’ from ‘AAA’
in August 2023 and subsequent negative ratings outlooks;
the
impacts
of
legislative,
tax,
or
changes
or
changes
in
legislative,
tax,
or
priorities,
shutdowns, and
political impasses,
uncertainties regarding
debt ceiling
and federal
budget,
as
well
as
of
the
U.S.
and
Puerto
Rico
general
election,
on
the
or
performance;
the
risk
of
possible
failure
or
circumvention
of
the
internal
controls
and
and
the
risk
that
the
Corporation’s risk management
policies may not be adequate;
the risk that the FDIC may
further increase the deposit insurance
premium and/or require further special assessments,
causing
an additional increase in the Corporation’s
non-interest expenses;
any need to recognize impairments on the Corporation’s
financial instruments, goodwill, and other intangible assets;
the risk
impact
of the
of any
of
these uncertainties
on the
capital would
preclude
further
growth of FirstBank and preclude the Corporation’s
Board of Directors (the “Board”) from declaring dividends; and
to whether
FirstBank will
be able
to continue
to satisfy
its regulators
regarding,
among other
things, its
asset
plans,
of
capital
levels,
and
with
laws,
and
related
The
does
not
undertake
to,
and
specifically
disclaims
any
to
update
any
“forward-looking
statements”
to
reflect
occurrences
or
unanticipated
events
or
circumstances
after
the
date
of
such
except
as
by
the
federal
securities laws.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In thousands, except for share information)
ASSETS
$
581,843
$
661,925
Money market investments:
Time deposits with other financial institutions
Other short-term investments
3,939
Total money market investments
4,439
1,239
Available-for-sale debt securities, at fair value (amortized cost of $
5,595,164
as of June 30, 2024 and
$
5,863,294
as of December 31, 2023; ACL of $
as of December 31, 2023)
Held-to-maturity debt securities, at amortized cost, net of ACL
of $
1,267
2,197
as of December 31, 2023 (fair value of $
333,690
346,132
as of December 31, 2023)
343,168
351,981
Equity securities
51,037
49,675
Total investment securities
5,351,516
5,631,640
Loans, net of ACL of $
254,532
261,843
as of December 31, 2023
Mortgage loans held for sale, at lower of cost or market
10,392
7,368
Total loans, net
12,141,368
11,931,008
Accrued interest receivable on loans and investments
77,895
77,716
Premises and equipment, net
138,554
142,016
Other real estate owned (“OREO”)
21,682
32,669
Deferred tax asset, net
142,725
150,127
38,611
38,611
9,700
13,383
373,041
229,215
Total assets
$
$
LIABILITIES
Non-interest-bearing deposits
$
5,406,054
$
5,404,121
Interest-bearing deposits
11,122,902
11,151,864
Total deposits
Long-term advances from the FHLB
500,000
500,000
Other long-term borrowings
161,700
161,700
Accounts payable and other liabilities
199,258
194,255
Total liabilities
17,389,914
17,411,940
Commitments and contingencies (See Note 21)
(nil)
(nil)
STOCKHOLDERS’ EQUITY
Common stock, $
0.10
par value,
2,000,000,000
shares authorized;
223,663,116
shares issued;
shares outstanding as of June 30, 2024 and
169,302,812
as of December 31, 2023
22,366
22,366
Additional paid-in capital
961,254
965,707
Retained earnings, includes legal surplus reserve of
$
199,576
as of each of June 30, 2024 and December 31, 2023
1,846,112
Treasury stock (at cost),
shares as of June 30, 2024 and
54,360,304
shares as of December 31, 2023
(697,406)
Accumulated other comprehensive loss, net of tax of
$
8,581
as of each of June 30, 2024 and December 31, 2023
(639,170)
Total stockholders’ equity
Total liabilities and stockholders’ equity
$
$
CONSOLIDATED STATEMENTS OF INCOME
Interest and dividend income:
Loans
$
239,927
$
218,066
$
477,056
$
428,702
Investment securities
23,258
26,258
47,380
53,368
Money market investments and interest-bearing cash accounts
9,060
7,880
16,314
12,530
Total interest and dividend income
272,245
252,204
540,750
494,600
Interest expense:
Deposits
63,671
41,604
126,696
71,489
Short-term securities sold under agreements to repurchase
1,328
2,397
Advances from the FHLB:
Short-term
4,776
5,610
5,613
11,220
8,448
Other long-term borrowings
3,336
3,409
6,686
6,790
Total interest expense
72,617
52,389
144,602
93,900
Net interest income
199,628
199,815
396,148
400,700
Provision for credit losses - expense (benefit):
Loans and finance leases
11,930
20,770
24,847
37,026
Unfunded loan commitments
(417)
(136)
Debt securities
(939)
Provision for credit losses - expense
11,605
22,230
23,772
37,732
Net interest income after provision for credit losses
188,023
177,585
372,376
362,968
Non-interest income:
9,725
9,287
19,387
18,828
Mortgage banking activities
3,419
2,860
6,301
5,672
1,605
1,605
2,786
2,747
8,293
7,594
11,523
11,135
22,835
22,053
Other non-interest income
4,585
8,637
9,205
13,037
32,038
36,271
66,021
68,789
Non-interest expenses:
Employees’ compensation and benefits
57,456
54,314
116,962
110,736
Occupancy and equipment
21,851
21,097
43,232
42,283
Business promotion
4,359
4,167
8,201
8,142
Professional service fees
12,431
11,596
25,107
23,569
Taxes, other than income taxes
5,408
5,124
10,537
10,236
FDIC deposit insurance
2,316
2,143
5,418
4,276
Net gain on OREO operations
(3,609)
(1,984)
(5,061)
(3,980)
Credit and debit card processing expenses
7,607
6,540
13,358
11,858
Communications
2,261
1,992
4,358
4,208
Other non-interest expenses
8,602
7,928
17,493
16,857
Total non-interest expenses
118,682
112,917
239,605
228,185
Income before income taxes
101,379
100,939
198,792
203,572
25,541
30,284
49,496
62,219
$
75,838
$
70,655
$
149,296
$
141,353
Net income attributable to common stockholders
$
75,838
$
70,655
$
149,296
$
141,353
Net income per common share:
Basic
$
0.46
$
0.39
$
0.90
$
0.79
Diluted
$
0.46
$
0.39
$
0.90
$
0.78
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
$
75,838
$
70,655
$
149,296
$
141,353
Other comprehensive income (loss), net of tax:
Available-for-sale debt securities:
Net unrealized holding gains (losses) on debt securities
(1)
10,560
(4,505)
32,391
Other comprehensive income (loss) for the period
10,560
(4,505)
32,391
Total comprehensive income
$
86,398
$
15,818
$
144,791
$
173,744
(1)
Net unrealized holding gains (losses) on available-for-sale debt securities have no tax effect because securities are either tax-exempt, held by an International Banking Entity (“IBE”), or have a full deferred tax asset
valuation allowance.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Cash flows from operating activities:
$
149,296
$
141,353
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation and amortization
9,313
10,071
Amortization of intangible assets
3,683
4,026
Provision for credit losses
23,772
37,732
Deferred income tax expense
7,402
2,419
Stock-based compensation
4,847
3,997
(1,605)
Unrealized gain on derivative instruments
(353)
(291)
Net gain on disposals or sales, and impairments of premises
and equipment and other assets
(69)
(235)
Net gain on sales of loans and loans held-for-sale valuation adjustments
(1,599)
(989)
Net amortization of discounts, premiums, and deferred loan fees
and costs
Originations and purchases of loans held for sale
(76,592)
(88,696)
Sales and repayments of loans held for sale
74,222
85,398
Amortization of broker placement fees
Net amortization of premiums and discounts on investment securities
2,181
2,117
(Increase) decrease in accrued interest receivable
(142)
1,849
Increase in accrued interest payable
9,351
9,369
Increase in other assets
(2,889)
(5,566)
Decrease in other liabilities
(13,656)
(35,307)
Net cash provided by operating activities
189,389
166,456
Cash flows from investing activities:
Net disbursements on loans held for investment
(307,677)
(226,714)
Proceeds from sales of loans held for investment
10,162
3,183
Proceeds from sales of repossessed assets
37,499
26,360
Purchases of available-for-sale debt securities
(28,037)
(961)
Proceeds from principal repayments and maturities of available-for-sale
293,931
217,745
Proceeds from principal repayments of held-to-maturity debt securities
10,726
13,832
Additions to premises and equipment
(5,857)
(16,211)
Proceeds from sales of premises and equipment and other assets
1,317
Net (purchases) redemptions of other investment securities
(1,388)
7,219
Proceeds from the settlement of insurance claims - investing activities
Net cash provided by investing activities
11,346
25,031
Cash flows from financing activities:
Net (decrease) increase in deposits
(122,546)
675,911
Net repayments of short-term borrowings
(476,199)
Repayments of long-term borrowings
(19,795)
Proceeds from long-term borrowings
300,000
Repurchase of outstanding common stock
(101,599)
(53,217)
Dividends paid on common stock
(53,472)
(51,158)
Net cash (used in) provided by financing activities
(277,617)
375,542
Net (decrease) increase in cash and cash equivalents
(76,882)
567,029
Cash and cash equivalents at beginning of year
663,164
480,505
Cash and cash equivalents at end of period
$
586,282
$
1,047,534
Cash and cash equivalents include:
$
581,843
$
1,046,534
Money market investments
4,439
1,000
$
586,282
$
1,047,534
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’
EQUITY
Common Stock
$
22,366
$
22,366
$
22,366
$
22,366
Additional Paid-In Capital:
959,319
959,912
965,707
970,722
Stock-based compensation expense
1,922
1,922
4,847
3,997
(11)
(9,347)
(13,139)
961,254
962,229
961,254
962,229
Retained Earnings:
1,892,714
1,688,176
1,846,112
1,644,209
Impact of adoption of Accounting Standards Update (“ASU”) 2022-02
(1,357)
75,838
70,655
149,296
141,353
Dividends on common stock ($
0.16
per share and $
0.14
per share for the quarters ended
June 30, 2024 and 2023, respectively; $
0.32
per share and $
0.28
per share for the
six-month periods ended June 30, 2024 and 2023, respectively)
(26,572)
(25,334)
(53,428)
(50,708)
1,733,497
1,733,497
Treasury Stock (at cost):
(740,447)
(547,311)
(697,406)
(506,979)
Common stock repurchases (See Note 13)
(50,005)
(102,359)
(53,217)
9,347
13,139
(24)
(395)
(47)
(649)
(547,706)
(547,706)
Accumulated Other Comprehensive Loss, net
of tax:
(654,235)
(717,550)
(639,170)
(804,778)
Other comprehensive income (loss), net of tax
10,560
(4,505)
32,391
(772,387)
(772,387)
Total stockholders’ equity
$
$
1,397,999
$
$
1,397,999
INDEX TO NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
PAGE
Note 1 –
Basis of Presentation and Significant Accounting Policies
Note 2 –
Note 3 –
Loans Held for Investment
Note 4
–
Allowance for Credit Losses for Loans and Finance Leases
Note 5 –
Other Real Estate Owned (“OREO”)
Note 6 –
Goodwill and Other Intangibles
Note 7 –
Non-Consolidated Variable Interest Entities (“VIEs”) and Servicing Assets
Note 8 –
Deposits
Note 9 –
Advances from the Federal Home Loan Bank (“FHLB”)
Note 10 –
Other Long-Term Borrowings
Note 11 –
Earnings per Common Share
Note 12 –
Stock-Based Compensation
Note 13 –
Stockholders’ Equity
Note 14 –
Accumulated Other Comprehensive Loss
Note 15 –
Employee Benefit Plans
Note 16 –
Income Taxes
Note 17
–
Note 18
–
Revenue from Contracts with Customers
Note 19 –
Segment Information
Note 20 –
Supplemental Statement of Cash Flows Information
Note 21 –
Regulatory Matters, Commitments, and Contingencies
Note 22 –
First BanCorp. (Holding Company Only) Financial Information
STATEMENTS
NOTE 1 – BASIS
OF PRESENTATION AND
SIGNIFICANT
ACCOUNTING
POLICIES
The
(unaudited)
for
the
quarter
and
period
ended
June
30,
(the
“unaudited
statements”) of
(the “Corporation”)
prepared in
conformity with
the accounting
stated
in
the
Audited
for
the
fiscal
year
ended
31,
(the
“audited
statements”) included
in the
2023 Annual
Form 10-K,
as updated
by the
information contained
in this
report.
Certain
and
note
normally
in
the
prepared
in
with
accepted accounting principles in the United States of America
(“GAAP”) have been condensed or omitted from these statements pursuant
to
the
rules
and
of
the
SEC
and,
accordingly,
these
should
be
read
in
with
the
audited
consolidated financial statements, which are included in the 2023 Annual Report on Form 10-K. All adjustments (consisting only of normal
recurring adjustments) that are, in the opinion of management,
necessary for a fair presentation of the statement of
financial position, results
of operations and cash flows
for the interim periods have
been reflected. All significant
intercompany accounts and transactions
eliminated in consolidation. The Corporation evaluates subsequent events through
the date of filing with the SEC.
The results
of operations
for the
are not
necessarily indicative
of the
results to
be
for the
entire year.
Adoption of New Accounting Requirements
The Corporation was not impacted by the adoption
of the following ASU during 2024:
ASU
2023-02,
“Investments
Equity
Method
and
Joint
Ventures
(Topic
323):
for
in
Tax
Credit
Structures Using the Proportional Amortization Method”
ASU 2023-01, “Leases (Topic 842):
Common Control Arrangements”
ASU 2022-03,
“Fair Value
Measurements (Topic
820): Fair
Value Measurement
of Equity
Securities Subject
to Contractual
Sale Restrictions”
Recently Issued Accounting Standards Not Yet
Effective or Not Yet
Adopted
The Corporation does not expect to be impacted by the following ASUs
issued during 2024 that are not yet effective
or have not yet been
adopted:
ASU 2024-02, “Codification Improvements – Amendments to
Remove References to the Concepts Statements”
ASU 2024-01, “Compensation – Stock Compensation (Topic 718):
Stock Application of Profits Interest and Similar Awards”
For
other
issued
standards
not
yet
or
not
yet
adopted,
see
Note
–
of
and
Summary
of
Significant Accounting Policies”, to the audited consolidated financial
statements included in the 2023 Annual Report on Form 10-K.
NOTE 2 – DEBT SECURITIES
Available-for-Sale
The amortized
cost, gross
unrealized gains
and losses,
ACL, estimated
fair value,
and weighted-average
yield of
debt securities by contractual maturities as of June 30, 2024 and December
31, 2023 were as follows:
(1)
Gross Unrealized
ACL
(2)
Gains
Losses
U.S. Treasury securities:
$
100,370
$
$
2,156
$
$
98,214
0.70
19,901
1,042
18,859
0.65
U.S. government-sponsored entities' (“GSEs”) obligations:
782,777
16,859
765,918
0.91
1,564,870
111,755
1,453,166
0.82
8,850
8,100
2.64
8,228
8,243
5.69
Puerto Rico government obligation:
(3)
3,084
1,166
1,532
United States and Puerto Rico government obligations
2,488,080
133,728
2,354,032
0.86
Mortgage-backed securities (“MBS”):
Freddie Mac (“FHLMC”) certificates:
4.31
16,204
15,450
2.06
138,723
12,739
125,984
1.55
948,539
172,740
775,805
1.41
1,103,470
186,233
917,243
1.44
Ginnie Mae (“GNMA”) certificates:
3.29
11,837
11,189
0.93
31,168
2,783
28,387
1.77
191,483
25,966
165,618
2.65
235,329
29,405
206,027
2.45
Fannie Mae (“FNMA”) certificates:
26,921
1,236
25,685
2.11
272,851
23,789
249,062
1.74
988,450
165,091
823,361
1.36
1,288,222
190,116
1,098,108
1.45
Collateralized mortgage obligations (“CMOs”) issued
or guaranteed by the FHLMC, FNMA, and GNMA:
259,830
54,810
205,020
1.52
Private label:
1,322
1,000
8.93
5,359
1,634
3,567
7.34
6,681
1,951
4,567
7.65
2,893,532
462,515
2,430,965
1.55
44,240
7,121
37,128
2.18
22,121
2,795
19,326
2.16
146,191
31,331
114,860
1.98
212,552
41,247
171,314
2.04
3,106,084
503,762
2,602,279
1.58
Other:
2.35
2.35
1,000
1,000
2.35
Total available-for-sale debt securities
$
5,595,164
$
$
637,490
$
$
1.26
(1)
Excludes accrued interest receivable on available-for-sale debt securities that totaled $
10.0
million as of June 30, 2024 reported as part of accrued interest receivable on loans and investment securities in the consolidated
statements of financial condition, and excluded from the estimate of credit losses.
(2)
465.5
million (amortized cost - $
538.5
million) that was pledged at the FHLB as collateral for borrowings and letters of credit as well as $
2.7
billion (amortized cost - $
3.1
billion) pledged as collateral for the
uninsured portion of government deposits. The secured parties are not permitted to sell or repledge the collateral.
(3)
Consists of a residential pass-through MBS issued by the Puerto Rico Housing Finance Authority (the “PRHFA”) that is collateralized by certain second mortgages originated under a program launched by the Puerto Rico
government in 2010 and is in nonaccrual status based on the delinquency status of the underlying second mortgage loans collateral.
(1)
Gross Unrealized
ACL
(2)
Gains
Losses
U.S. Treasury securities:
$
80,314
$
$
2,144
$
$
78,170
0.66
60,239
3,016
57,223
0.75
U.S. GSEs’ obligations:
542,847
15,832
527,015
0.77
1,899,620
135,347
1,764,322
0.86
8,850
8,163
2.64
8,891
8,897
5.49
Puerto Rico government obligation:
(3)
3,156
1,346
1,415
United States and Puerto Rico government obligations
2,603,917
158,374
2,445,205
0.85
MBS:
19,561
18,693
2.06
153,308
12,721
140,587
1.55
991,060
161,197
829,878
1.41
1,163,929
174,786
989,158
1.44
3.27
16,882
16,010
1.19
27,916
2,247
25,677
1.62
206,254
22,786
183,555
2.57
251,306
25,908
225,493
2.38
32,489
1,423
31,066
2.11
293,492
23,146
270,346
1.70
1,047,298
156,344
891,037
1.37
1,373,279
180,913
1,192,449
1.46
CMOs issued or guaranteed by the FHLMC, FNMA,
and GNMA:
273,539
52,263
221,276
1.54
Private label:
7,086
2,185
4,785
7.66
3,069,139
436,055
2,633,161
1.55
45,022
6,898
38,124
2.17
22,386
2,685
19,701
2.16
122,830
29,037
93,793
1.36
190,238
38,620
151,618
1.64
3,259,377
474,675
2,784,779
1.55
Total available-for-sale debt securities
$
5,863,294
$
$
633,049
$
$
1.24
(1)
Excludes accrued interest receivable on available-for-sale debt securities that totaled $
10.6
million as of December 31, 2023 reported as part of accrued interest receivable on loans and investment securities in the
consolidated statements of financial condition, and excluded from the estimate of credit losses.
(2)
477.9
million (amortized cost - $
527.2
million) that was pledged at the FHLB as collateral for borrowings and letters of credit as well as $
2.8
billion (amortized cost - $
3.2
billion) pledged as collateral for the
uninsured portion of government deposits. The secured parties are not permitted to sell or repledge the collateral.
(3)
Consists of a residential pass-through MBS issued by the PRHFA that is collateralized by certain second mortgages originated under a program launched by the Puerto Rico government in 2010 and is in nonaccrual
status based on the delinquency status of the underlying second mortgage loans collateral.
During
the
second
quarter
of
2024,
the
$
28.0
million
of
Community
Reinvestment
Act
qualified investments, which were classified as available-for-sale debt securities.
Maturities
of
debt
are
based
on
the
period
of
final
maturity.
Expected
might
differ
from
because
they
may
be
subject
to
and/or
call
options.
The
yield
on
debt
is
based
on
cost
and,
therefore,
does
not
give
effect
to
changes
in
fair
value.
The
net
unrealized loss
on available-for-sale
is presented
as part
of accumulated
other comprehensive
loss in
the consolidated
statements of financial condition.
The
tables
present
the
fair
value
and
gross
losses
of
the
debt
aggregated by
investment category
and length of
time that individual
securities have
been in a
continuous unrealized
loss position, as
of June 30, 2024 and December 31, 2023. The tables also include debt securities for
which an ACL was recorded.
Total
Losses
Losses
Losses
U.S. Treasury and U.S. GSEs’
$
$
$
2,338,381
$
132,562
$
2,339,256
$
132,562
1,532
1,166
(1)
1,532
1,166
MBS:
FHLMC
1,191
915,156
186,218
916,347
186,233
GNMA
11,188
188,231
29,282
199,419
29,405
FNMA
8,135
1,088,394
190,017
1,096,529
190,116
CMOs issued or guaranteed by the FHLMC,
202,963
54,810
202,963
54,810
4,567
1,951
(1)
4,567
1,951
28,715
136,652
40,819
165,367
41,247
$
50,104
$
$
4,875,876
$
636,825
$
4,925,980
$
637,490
(1)
Unrealized losses do not include the credit loss component recorded
as part of the ACL. As of June 30, 2024, the PRHFA
bond and private label MBS had an ACL of $
0.4
$
0.2
Total
Losses
Losses
Losses
U.S. Treasury and U.S. GSEs’
$
2,544
$
$
2,428,784
$
157,026
$
2,431,328
$
157,028
1,415
1,346
(1)
1,415
1,346
MBS:
FHLMC
988,092
174,786
988,101
174,786
GNMA
12,257
202,390
25,808
214,647
25,908
FNMA
1,183,275
180,913
1,183,275
180,913
CMOs issued or guaranteed by the FHLMC,
221,276
52,263
221,276
52,263
4,785
2,185
(1)
4,785
2,185
11,370
140,248
38,602
151,618
38,620
$
26,180
$
$
5,170,265
$
632,929
$
5,196,445
$
633,049
(1)
Unrealized losses do not include the credit loss component recorded
as part of the ACL. As of December 31, 2023, the
PRHFA bond and private label MBS
had an ACL of $
0.4
million
and $
0.1
Assessment for Credit Losses
Debt securities
issued by
U.S. government
agencies,
U.S. GSEs,
and
Treasury,
notes and
MBS, accounted
for
substantially
all
of
the
total
as
of
June
30,
2024,
and
the
expects
no
credit
losses
on
these
given
the
explicit
and
implicit
guarantees
by
the
U.S.
federal
Because
the
decline
in
fair
value
is
attributable
to
changes
in
rates,
and
not
credit
and
because,
as
of
June
30,
2024,
the
did
not
have
the
intent to
sell these
U.S. government
and agencies
and determined
that it
was likely
that it
will not
be required
to sell
these
before
their
anticipated
recovery,
the
does
not
consider
impairments
on
these
to
be
credit
related. The Corporation’s
credit loss assessment was
concentrated mainly on
private label MBS and
on Puerto Rico government
debt
securities, for which credit losses are evaluated on a quarterly basis.
held as part
available for sale
portfolio consist of
trust certificates issued
by an unaffiliated
party
backed
by
fixed-rate,
single-family
loans
in
the
U.S.
mainland
with
FICO
scores
over
and
moderate
ratios (under
%), as
well
as moderate
levels.
The interest
rate
on
these
private label
MBS is
variable, tied
to 3-month
CME Term
Secured Overnight
Financing Rate
(“SOFR”) plus
a tenor
spread adjustment
of
0.26161
% and
the
spread
limited
to
the
coupon
of
the
collateral.
The
the
ACL
for
private
label
MBS
based
on
a
risk-adjusted
discounted
cash
flow
methodology
that
considers
the
and
terms
of
the
instruments.
The
utilized
probability
of default
(“PDs”)
and
loss-given
default
(“LGDs”)
that
considered,
among
other
things, historical
payment performance,
loan-to-value attributes,
and relevant
macroeconomic variables,
such as
rates and
the housing
price index.
Under this
approach, expected
(interest and
principal)
were discounted
at the U.S.
Treasury yield
curve as of
the reporting
date. See
Note 17 –
“Fair Value
”
for the significant
used in the valuation of the private label MBS as of June 30, 2024 and December
31 2023.
For the residential
pass-through MBS issued by
the PRHFA
held as part of
available-for-sale portfolio
backed by
second
loans
in
Puerto
Rico,
the
ACL
was
based
on
a
discounted
cash
flow
methodology
that
considered the structure and
terms of the debt security.
The expected cash flows were
discounted at the U.S. Treasury
yield curve plus
a spread as of
the reporting date and
amortized cost. The
Corporation utilized PDs and
LGDs that considered,
among
other
things,
payment
attributes,
and
relevant
current
and
variables, such as
rates, the housing
price index,
and expected recovery
from the PRHFA
guarantee. PRHFA,
not the
government, provides
a guarantee
in the event
of default
and subsequent
foreclosure of
the properties underlying
the
second
loans.
In
the
event
that
the
second
loans
default
and
the
is
insufficient
to
satisfy
the
balance
of
this
MBS,
PRHFA’s
ability
to
honor
such
will
depend
on,
among
other
its
at
the
time
such
becomes
due
and
payable.
Deterioration
of
the
Puerto
Rico
economy
or
fiscal health of the PRHFA
could impact the value of this security,
resulting in additional losses to the Corporation.
a roll-forward
of the ACL
on available-for-sale
debt securities by
major security
type for
MBS
Obligation
Total
MBS
Obligation
Total
$
$
$
$
$
$
Provision for credit losses – expense (benefit)
(16)
(16)
Net recoveries
ACL on available-for-sale debt securities
$
$
$
$
$
$
MBS
Obligations
Total
MBS
Obligations
Total
$
$
$
$
$
$
Provision for credit losses - benefit
(9)
(9)
(25)
(25)
Net recoveries
ACL on available-for-sale debt securities
$
$
$
$
$
$
Held-to-Maturity Debt Securities
The
cost,
gross
gains
and
losses,
fair
value,
ACL,
yield
and
maturities of held-to-maturity debt securities as of June 30, 2024
and December 31, 2023 were as follows:
(1) (2)
Gross Unrecognized
Gains
Losses
ACL
Puerto Rico municipal bonds:
$
3,178
$
$
$
3,160
$
9.30
51,424
51,776
7.72
36,253
3,393
39,445
7.03
16,595
16,945
8.78
Total Puerto Rico municipal bonds
107,450
4,715
111,326
1,267
7.70
MBS:
14,243
13,665
3.03
17,879
1,146
16,733
4.35
32,122
1,724
30,398
3.76
15,047
14,096
3.30
64,591
3,927
60,664
4.19
CMOs issued or guaranteed by
FHLMC, FNMA, and GNMA:
26,855
1,640
25,215
3.49
138,615
8,242
130,373
3.86
9,352
9,051
3.48
89,018
6,078
82,940
3.15
98,370
6,379
91,991
3.18
236,985
14,621
222,364
3.58
$
344,435
$
4,715
$
15,460
$
333,690
$
1,267
4.86
(1)
Excludes accrued interest receivable on held-to-maturity debt securities that totaled $
4.8
million as of June 30, 2024 reported as part of accrued interest receivable on loans and investment securities in the consolidated
statements of financial condition, and excluded from the estimate of credit losses.
(2)
189.7
million (fair value - $
184.4
million) that serves as collateral for the uninsured portion of government deposits. The secured parties are not permitted to sell or repledge the collateral.
(1) (2)
Gross Unrecognized
Gains
Losses
ACL
Puerto Rico municipal bonds:
$
3,165
$
$
$
3,135
$
9.30
51,230
51,514
1,266
7.78
36,050
3,540
39,380
7.13
16,595
16,864
8.87
Total Puerto Rico municipal bonds
107,040
4,811
110,893
2,197
7.78
MBS:
16,469
15,913
3.03
18,324
17,610
4.32
34,793
1,270
33,523
3.71
16,265
15,476
3.32
67,271
2,486
64,785
4.18
CMOs issued or guaranteed by
FHLMC, FNMA, and GNMA:
28,139
1,274
26,865
3.49
146,468
5,819
140,649
3.84
9,444
9,147
3.48
91,226
5,783
85,443
3.15
100,670
6,080
94,590
3.18
247,138
11,899
235,239
3.57
$
354,178
$
4,811
$
12,857
$
346,132
$
2,197
4.84
(1)
Excludes accrued interest receivable on held-to-maturity debt securities that totaled $
4.8
million as of December 31, 2023 reported as part of accrued interest receivable on loans and investment securities in the
consolidated statements of financial condition, and excluded from the estimate of credit losses.
(2)
126.6
million (fair value - $
125.9
million) that serves as collateral for the uninsured portion of government deposits. The secured parties are not permitted to sell or repledge the collateral.
The
tables
present
the
debt
securities’
fair
value
and
gross
losses,
aggregated by
category and
length of
time that
individual securities
in a
continuous unrecognized
loss position,
as of
June
30, 2024 and December 31, 2023, including debt securities for which
an ACL was recorded:
Total
Losses
Losses
Losses
$
$
$
26,147
$
$
26,147
$
MBS:
FHLMC certificates
30,398
1,724
30,398
1,724
GNMA certificates
14,096
14,096
FNMA certificates
60,664
3,927
60,664
3,927
CMOs issued or guaranteed by FHLMC,
25,215
1,640
25,215
1,640
91,991
6,379
91,991
6,379
$
$
$
248,511
$
15,460
$
248,511
$
15,460
Total
Losses
Losses
Losses
$
$
$
34,682
$
$
34,682
$
MBS:
FHLMC certificates
33,523
1,270
33,523
1,270
GNMA certificates
15,476
15,476
FNMA certificates
64,785
2,486
64,785
2,486
CMOs issued or guaranteed by FHLMC,
26,865
1,274
26,865
1,274
94,590
6,080
94,590
6,080
$
$
$
269,921
$
12,857
$
269,921
$
12,857
The
classifies
the
debt
into
the
major
types:
MBS
issued
or
guaranteed by
GSEs and
underlying collateral
and Puerto
bonds. The
Corporation does
not recognize
an ACL
for MBS
issued or guaranteed by GSEs since they are highly rated by major rating agencies and have a long history of no credit losses. In the case of
Puerto Rico municipal
bonds, the Corporation
determines the ACL
based on the product
of a cumulative
PD and LGD, and
the amortized
cost
basis
of
the
bonds
over
their
life
as
in
Note
–
of
and
Summary
of
Significant
Accounting Policies,” to the audited financial statements included in the
2023 Annual Report on Form 10-K.
performs periodic
credit quality
reviews on
these issuers.
All of
bonds were
current as
to
scheduled contractual
payments as
of June
30, 2024.
The ACL
bonds decreased
to $
1.3
of June
30,
2024, from $
2.2
million as of December 31, 2023, mostly related to updated financial information
of a bond issuer received during the first
quarter
The following tables present
the activity in the
ACL for held-to-maturity
debt securities by major
security type for the
six-month periods ended June 30, 2024 and 2023:
Puerto Rico Municipal Bonds
$
1,235
$
7,646
Provision for credit losses – expense
$
1,267
$
8,401
Puerto Rico Municipal Bonds
$
2,197
$
8,286
(930)
$
1,267
$
8,401
of 2019,
the oversight
board established
by PROMESA
the designation
as
covered
instrumentalities
under
PROMESA.
Municipalities
may
be
by
the
negative
and
other
effects
from
expense,
revenue,
or
cash
taken
by
the
Puerto
Rico
to
address
its
fiscal
situation, or measures included
in its fiscal plan or
fiscal plans of other
government entities. Given the inherent
uncertainties about the
fiscal situation of the Puerto
Rico central government and
the measures taken, or to
be taken, by other government
entities in response
to
and
fiscal
challenges,
the
cannot be
certain
whether
future charges
to
the ACL
on
these
securities will
be
required.
From
time
to
time,
the
has
with
an
of
three
months
or
less
that
are
cash
and
cash
equivalents
and
are
as
money
market
in
the
of
condition. As
of
June
30,
and
31,
2023,
the
had
no
that
were
classified as cash and cash equivalents.
Credit Quality Indicators:
The held-to-maturity debt securities
portfolio consisted of GSEs’
MBS and financing arrangements
with Puerto Rico municipalities
issued in
bond form.
As previously
mentioned, the
Corporation expects
no credit
losses on
GSEs’ MBS.
The Puerto
bonds
are
for
as
but
are
underwritten
as
loans
with
features
that
are
found
in
loans.
Accordingly, the
Corporation monitors the credit quality of these municipal bonds through the use of
internal credit-risk ratings, which
are generally updated
on a quarterly basis.
The Corporation considers
a municipal bond
as a criticized asset
if its risk rating
is Special
Mention,
Substandard,
Doubtful,
or
Loss.
Puerto
Rico
bonds
that
do
not
meet
the
criteria
for
classification
as
criticized
assets are considered to be Pass-rated
securities. For the definitions of
the internal-credit ratings, see Note 3
– “Debt Securities,” to the
audited consolidated financial statements included in the 2023 Annual
Report on Form 10-K.
The
periodically
reviews
its Puerto
Rico
bonds
to
if
they are
properly
classified,
and to
measure
credit losses on
these securities. The
frequency of these
reviews will depend
on the amount
of the aggregate
outstanding debt, and
the
risk rating classification of the obligor.
The
has
a
Loan
Review
Group
that
reports
directly
to
the
Risk
and
administratively
to
the
Chief
Risk
Officer.
The
Loan
Review
Group
performs
annual
credit
process
reviews
of
the
loan
portfolios,
the
above-mentioned
Puerto
Rico
bonds
for
as
debt
The objective
of
these
loan
reviews is
to
assess accuracy
of the
and
of
loan
risk
rating
and
its
adherence
to
lending
practices
and
procedures.
The
performed
by
this
group
contributes
to
the
of
with
credit
and
underwriting
the
of
the
current
level
of
credit
risk,
the
evaluation of
the effectiveness
of the credit
management process,
and the identification
of any deficiency
that may arise
in the credit-
granting process. Based
on its findings, the
Loan Review Group recommends
corrective actions, if
necessary,
that help in maintaining
a sound credit process. The Loan Review Group reports the results of the credit
process reviews to the Risk Management Committee.
As of June 30, 2024 and December 31, 2023, all Puerto Rico municipal bonds classified
as held-to-maturity were classified as Pass.
No
held-to-maturity debt
securities were
on nonaccrual
status, 90
days past
due and
still accruing,
or past
due as
of June
and
31,
A
is
to
be
past
due
once
it
is
days
contractually
past
due
under
the
terms
of
the
agreement.
NOTE 3 – LOANS HELD FOR INVESTMENT
The
following table
provides information
about
the
loan
portfolio held
for
investment by
portfolio segment
and
disaggregated by
geographic locations
as of the indicated
dates:
As of December 31,
Puerto Rico and Virgin Islands region:
$
2,324,302
$
2,356,006
163,774
115,401
1,760,760
1,790,637
Commercial and Industrial (“C&I”) loans
2,311,945
2,249,408
3,703,929
3,651,770
$
10,264,710
$
10,163,222
Florida region:
$
485,364
$
465,720
22,183
99,376
662,549
526,446
942,632
924,824
8,070
5,895
$
$
Total:
$
$
185,957
214,777
(1)
(2)
ACL on loans and finance leases
(254,532)
(261,843)
Loans held for investment, net
$
$
(1)
As of June 30, 2024 and December 31, 2023, includes $
785.5
787.5
million, respectively, of commercial loans that were secured by real estate and for
which the primary source of repayment at origination was
not dependent upon such real estate.
(2)
Includes accretable fair value net purchase discounts of $
22.9
24.7
million as of June 30, 2024 and December 31, 2023, respectively.
Various
loans
were
as
for
time
accounts,
and
related
unused
The
value
of
loans
pledged
as
to
$
5.4
billion
and
$
4.6
billion
as
of
June
30,
and
As of
loans pledged
as collateral
include $
1.9
billion
and
$
1.8
that
were
pledged
at
the
FHLB
as
for
borrowings
and
letters
of
credit;
$
3.2
billion
pledged
as
collateral to secure
borrowing capacity
at the FED
Discount Window,
$
2.5
2023; and $
165.4
million pledged
to secure
as collateral
for the uninsured
government deposits,
$
166.9
.
aging of
the loan
portfolio held
for investment,
as well
as information
about nonaccrual
no ACL,
by
portfolio classes as of June 30, 2024 and December 31, 2023 are as follows:
Days Past Due and Accruing
Current
30-59
60-89
90+
(1) (2) (3)
(4)
Total loans held
Loans with no
ACL
(5)
Residential mortgage loans, mainly secured by first mortgages:
FHA/VA government-guaranteed
loans
(1) (3) (6)
$
70,479
$
$
2,753
$
22,911
$
$
96,143
$
(2) (6)
2,644,019
29,506
8,602
31,396
2,713,523
1,453
181,215
4,742
185,957
(2) (6)
2,409,272
1,047
1,189
11,736
6,795
3,217,351
1,157
1,112
7,296
27,661
1,580
1,895,003
60,591
11,760
14,669
1,982,023
861,235
14,271
2,229
2,577
880,312
367,140
6,183
2,643
1,999
377,965
304,688
5,275
3,181
7,175
320,319
144,352
3,840
1,795
1,393
151,380
Total loans held for investment
$
12,094,754
$
92,364
$
55,044
$
47,173
$
96,173
$
$
11,304
(1)
It is the Corporation’s policy to report delinquent Federal Housing Authority (“FHA”)/U.S. Department of Veterans
Affairs (“VA”) government-guaranteed residential mortgage loans as past-due loans 90 days and still
accruing as opposed to nonaccrual loans. The Corporation continues accruing interest on these loans until they have passed the 15-month delinquency mark, taking into consideration the FHA interest curtailment
process. These balances include $
11.0
million of residential mortgage loans guaranteed by the FHA that were over 15 months delinquent as of June 30,2024.
(2)
Includes purchased credit deteriorated (“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 the current expected credit loss (“CECL”) methodology 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, amounting to $
7.4
million as of June 30, 2024 ($
6.5
million conventional residential mortgage loans and $
0.9
million commercial mortgage loans), is presented in the loans past due 90 days or more and still
accruing category in the table above.
(3)
Include rebooked loans, which were previously pooled into GNMA securities, amounting to $
6.8
million as of June 30,2024. 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, these loans subject to the repurchase option are required to be reflected on the financial statements with an offsetting
(4)
Nonaccrual loans in the Florida region amounted to $
8.1
million as of June 30,2024, primarily residential mortgage loans.
(5)
no
nonaccrual loans with no ACL in the Florida region as of June 30,2024.
(6)
According to the Corporation’s delinquency policy and consistent with the instructions for the preparation of the Consolidated Financial Statements for Bank Holding Companies (FR Y-9C)
required by the Federal
Reserve Board, residential mortgage, commercial mortgage, and construction loans are considered past due when the borrower is in arrears on two or more monthly payments. FHA/VA
government-guaranteed loans,
conventional residential mortgage loans, and commercial mortgage loans past due 30-59 days, but less than two payments in arrears, as of June 30, 2024 amounted to $
7.8
million, $
67.7
million, and $
1.2
Days Past Due and Accruing
Current
30-59
60-89
90+
(1)(2)(3)
(4)
Total loans held
Loans with no
ACL
(5)
Residential mortgage loans, mainly secured by first mortgages:
FHA/VA government-guaranteed
loans
(1) (3) (6)
$
68,332
$
$
2,592
$
29,312
$
$
100,236
$
(2) (6)
2,644,344
33,878
11,029
32,239
2,721,490
1,742
210,911
2,297
1,569
214,777
(2) (6)
2,303,753
1,108
12,205
2,536
3,148,254
1,130
1,143
8,455
15,250
1,687
1,846,652
60,283
13,753
15,568
1,936,256
837,881
13,786
1,861
3,287
856,815
370,746
5,873
2,815
1,841
381,275
313,360
5,012
3,589
7,251
329,212
147,278
3,084
1,997
1,748
154,107
Total loans held for investment
$
11,891,511
$
89,185
$
61,628
$
59,452
$
83,707
$
$
6,953
(1)
It is the Corporation’s policy to report delinquent FHA/VA
government-guaranteed residential mortgage loans as past-due loans 90 days and still accruing as opposed to nonaccrual loans. The Corporation continues
accruing interest on these loans until they have passed the 15-month delinquency mark, taking into consideration the FHA interest curtailment process. These balances include $
15.4
million of residential mortgage loans
guaranteed by the FHA that were over 15 months delinquent as of December 31, 2023.
(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, amounting to $
8.3
million as of December 31, 2023 ($
7.4
million conventional
residential mortgage loans, and $
0.9
million commercial mortgage loans), is presented in the loans past due 90 days or more and still accruing category in the table above.
(3)
Include rebooked loans, which were previously pooled into GNMA securities, amounting to $
7.9
million as of December 31, 2023. 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, these loans subject to the repurchase option are required to be reflected on the financial statements with an offsetting liability.
(4)
Nonaccrual loans in the Florida region amounted to $
8.0
million as of December 31, 2023, primarily nonaccrual residential mortgage loans and C&I loans.
(5)
no
loans with no ACL in the Florida region as of December 31, 2023.
(6)
According to the Corporation’s delinquency policy and consistent with the instructions for the preparation of the Consolidated Financial Statements for Bank Holding Companies (FR Y-9C)
required by the Federal
Reserve Board, residential mortgage, commercial mortgage, and construction loans are considered past due when the borrower is in arrears on two or more monthly payments. FHA/VA
government-guaranteed loans,
conventional residential mortgage loans, and commercial mortgage loans past due 30-59 days, but less than two payments in arrears, as of December 31, 2023 amounted to $
8.2
million, $
69.9
million, and $
1.1
When
a
loan
is placed
in
status,
any
accrued
but uncollected
income
is reversed
and
charged
against interest
income
and the
amortization of
any net
deferred fees
is suspended.
The amount
of accrued
interest reversed
against interest
income
totaled $
0.7
$
1.5
compared $
0.5
million
and
$
1.1
million
for
the
same
periods
in
2023,
For
the
quarter
and
period
ended
June
30,
2024,
the
cash
interest income recognized on nonaccrual
loans amounted to $
0.3
0.9
compared to $
0.5
$
1.0
million for the same periods in 2023, respectively.
As of
June
30,
2024,
the recorded
on
loans collateralized
by
real
that
were in
the process
of foreclosure
$
35.1
million, including
$
12.8
FHA/VA
government-guaranteed
loans, and
$
5.2
acquired prior
to the
adoption, on
January 1,
2020, of
CECL. The
Corporation commences
the
foreclosure
process
on
real
estate
loans
when
a
borrower
becomes
days
delinquent.
Foreclosure
and
timelines
vary
depending
on
whether
the
is
located
in
a
judicial
or
non-judicial
state.
Occasionally,
foreclosures
may
be
delayed due to, among other reasons, mandatory mediations, bankruptcy,
court delays, and title issues.
Credit Quality Indicators:
categorizes loans
into risk
categories based
on relevant
about the
ability of
the borrowers
to service
their debt
such as
current financial
information, historical
payment experience,
credit documentation,
public information,
and current
trends,
among
other
factors.
The
analyzes
non-homogeneous
loans,
such
as commercial
C&I,
and
loans
individually
to
classify
the
loans’
credit
risk.
As
mentioned
above,
the
periodically
reviews
its
and
loans
to
if
they
are
properly
classified.
The
frequency
of
these
reviews
will
depend
on
the
the aggregate
outstanding debt,
and the
risk rating
classification of
the obligor.
renewal and
annual
review process of
applicable credit facilities, the
Corporation evaluates the
corresponding loan grades.
The Corporation uses
definition
for
risk
ratings
as
those
for
Puerto
Rico
bonds
for
as
debt
as
discussed in Note
3 – “Debt Securities,”
included in the 2023
Annual Report on Form
10-K.
For residential mortgage and consumer loans, the Corporation evaluates credit
quality based on its interest accrual status.
Based on
the most
recent analysis
performed, the
loans by portfolio
classes and
by
year based
on the
internal credit
-risk category
as of
gross charge
-offs for
2024 by
portfolio classes
and by
origination year,
and the
loans by
classes based on the internal credit-risk category as of December 31,
2023, were as follows:
Puerto Rico and Virgin Islands Regions
As of
(1)
Prior
Loans
Total
Total
Pass
$
12,154
$
88,978
$
41,129
$
9,748
$
$
3,655
$
$
155,664
$
113,170
2,881
3,300
1,929
8,110
2,231
Loss
$
12,154
$
91,859
$
44,429
$
9,748
$
$
5,584
$
$
163,774
$
115,401
$
$
$
$
$
$
$
$
Pass
$
99,566
$
172,589
$
375,881
$
140,689
$
313,516
$
473,812
$
5,640
$
1,581,693
$
1,618,404
3,758
4,284
30,168
110,922
149,132
146,626
29,817
29,935
25,607
Loss
$
99,566
$
176,347
$
380,283
$
140,689
$
343,684
$
614,551
$
5,640
$
1,760,760
$
1,790,637
$
$
$
$
$
$
$
$
C&I
Pass
$
87,957
$
417,655
$
288,105
$
141,237
$
150,596
$
336,955
$
804,023
$
2,226,528
$
2,173,939
2,466
33,981
37,628
40,376
13,984
28,662
4,384
47,789
35,093
Loss
$
88,153
$
420,122
$
288,105
$
155,759
$
151,158
$
366,260
$
842,388
$
2,311,945
$
2,249,408
$
$
$
$
$
$
$
$
As of
Florida Region
(1)
Prior
Loans
Basis
Total
Total
Pass
$
$
2,978
$
$
$
$
$
17,626
$
22,183
$
99,376
Loss
$
$
2,978
$
$
$
$
$
17,626
$
22,183
$
99,376
$
$
$
$
$
$
$
$
Pass
$
47,220
$
28,888
$
227,461
$
105,696
$
39,272
$
178,650
$
22,070
$
649,257
$
525,453
12,299
12,299
Loss
$
47,220
$
28,888
$
239,760
$
105,696
$
40,265
$
178,650
$
22,070
$
662,549
$
526,446
$
$
$
$
$
$
$
$
C&I
Pass
$
124,032
$
147,761
$
226,861
$
159,672
$
39,165
$
79,980
$
153,687
$
931,158
$
879,195
11,474
11,474
42,046
3,583
Loss
$
124,032
$
147,761
$
226,861
$
159,672
$
39,165
$
91,454
$
153,687
$
942,632
$
924,824
$
$
$
$
$
$
$
$
As of
Total
(1)
Prior
Loans
Total
Total
Pass
$
12,967
$
91,956
$
41,129
$
10,514
$
$
3,655
$
17,626
$
177,847
$
212,546
2,881
3,300
1,929
8,110
2,231
Loss
$
12,967
$
94,837
$
44,429
$
10,514
$
$
5,584
$
17,626
$
185,957
$
214,777
$
$
$
$
$
$
$
$
Pass
$
146,786
$
201,477
$
603,342
$
246,385
$
352,788
$
652,462
$
27,710
$
2,230,950
$
2,143,857
3,758
16,583
30,168
110,922
161,431
146,626
29,817
30,928
26,600
Loss
$
146,786
$
205,235
$
620,043
$
246,385
$
383,949
$
793,201
$
27,710
$
$
$
$
$
$
$
$
$
$
C&I
Pass
$
211,989
$
565,416
$
514,966
$
300,909
$
189,761
$
416,935
$
957,710
$
3,157,686
$
3,053,134
2,466
12,117
33,981
49,102
82,422
13,984
28,662
4,384
47,789
38,676
Loss
$
212,185
$
567,883
$
514,966
$
315,431
$
190,323
$
457,714
$
996,075
$
$
$
$
$
$
$
$
$
$
tables present the
amortized cost of
loans by portfolio
classes and by
origination year
accrual
status as
of June
30,
2024,
the gross
for the
2024 by
origination year,
and
the
amortized cost of residential mortgage loans by portfolio classes based on accrual
status as of December 31, 2023:
As of
(1)
Prior
Loans
Total
Total
Puerto Rico and Virgin Islands Regions:
$
$
$
$
1,165
$
$
92,407
$
$
95,451
$
99,293
$
$
$
$
1,165
$
$
92,407
$
$
95,451
$
99,293
$
79,507
$
169,119
$
158,182
$
65,952
$
28,397
$
1,704,353
$
$
2,205,510
$
2,231,701
23,273
23,341
25,012
$
79,507
$
169,119
$
158,250
$
65,952
$
28,397
$
1,727,626
$
$
2,228,851
$
2,256,713
Total
$
79,507
$
169,591
$
159,074
$
67,117
$
28,912
$
1,796,760
$
$
2,300,961
$
2,330,994
23,273
23,341
25,012
$
79,507
$
169,591
$
159,142
$
67,117
$
28,912
$
1,820,033
$
$
2,324,302
$
2,356,006
$
$
$
$
$
$
$
$
1,007
(1)
As of
(1)
Prior
Loans
Total
Total
Florida Region:
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
45,841
$
88,172
$
75,703
$
43,001
$
28,195
$
195,705
$
$
476,617
$
457,550
7,807
8,055
7,227
$
45,841
$
88,172
$
75,951
$
43,001
$
28,195
$
203,512
$
$
484,672
$
464,777
Total
$
45,841
$
88,172
$
75,703
$
43,001
$
28,195
$
196,397
$
$
477,309
$
458,493
7,807
8,055
7,227
$
45,841
$
88,172
$
75,951
$
43,001
$
28,195
$
204,204
$
$
485,364
$
465,720
$
$
$
$
$
$
$
$
(1)
As of
(1)
Prior
Loans
Total
Total
Total:
$
$
$
$
1,165
$
$
93,099
$
$
96,143
$
100,236
$
$
$
$
1,165
$
$
93,099
$
$
96,143
$
100,236
$
125,348
$
257,291
$
233,885
$
108,953
$
56,592
$
1,900,058
$
$
2,682,127
$
2,689,251
31,080
31,396
32,239
$
125,348
$
257,291
$
234,201
$
108,953
$
56,592
$
1,931,138
$
$
2,713,523
$
2,721,490
Total
$
125,348
$
257,763
$
234,777
$
110,118
$
57,107
$
1,993,157
$
$
2,778,270
$
2,789,487
31,080
31,396
32,239
$
125,348
$
257,763
$
235,093
$
110,118
$
57,107
$
2,024,237
$
$
$
$
$
$
$
$
$
$
$
1,007
(1)
The
the
cost
of
loans
by
classes
and
by origination
year
accrual
status as of
the gross charge
-offs for
the six-month period
2024 by portfolio
classes and by
year, and the amortized cost of consumer loans
by portfolio classes based on accrual status as of December 31,2023:
As of
(1)
Prior
Loans
Total
Total
Puerto Rico and Virgin Islands Regions:
$
324,653
$
568,467
$
465,596
$
326,080
$
145,856
$
136,207
$
$
1,966,859
$
1,919,583
3,506
3,353
2,835
1,280
3,419
14,665
15,556
$
324,925
$
571,973
$
468,949
$
328,915
$
147,136
$
139,626
$
$
1,981,524
$
1,935,139
$
$
4,897
$
5,248
$
2,891
$
$
1,964
$
$
16,027
$
130,114
$
290,290
$
221,226
$
132,985
$
54,545
$
48,575
$
$
877,735
$
853,528
2,577
3,287
$
130,114
$
290,790
$
221,939
$
133,426
$
54,713
$
49,330
$
$
880,312
$
856,815
$
$
1,053
$
1,841
$
$
$
$
$
4,526
$
73,338
$
143,064
$
94,185
$
23,833
$
11,961
$
27,005
$
$
373,386
$
379,161
1,999
1,841
$
73,379
$
143,745
$
94,983
$
24,052
$
12,002
$
27,224
$
$
375,385
$
381,002
$
$
3,668
$
5,253
$
1,099
$
$
1,078
$
$
11,517
$
$
$
$
$
$
$
320,319
$
320,319
$
329,212
$
$
$
$
$
$
$
320,319
$
320,319
$
329,212
$
$
$
$
$
$
$
12,426
$
12,426
$
39,101
$
55,374
$
23,186
$
7,070
$
4,479
$
5,821
$
9,997
$
145,028
$
147,913
1,361
1,689
$
39,152
$
55,932
$
23,498
$
7,163
$
4,516
$
5,991
$
10,137
$
146,389
$
149,602
$
$
5,039
$
2,820
$
$
$
$
$
9,393
Total
$
567,206
$
1,057,195
$
804,193
$
489,968
$
216,841
$
217,608
$
330,316
$
3,683,327
$
3,629,397
5,245
5,176
3,588
1,526
4,563
20,602
22,373
$
567,570
$
1,062,440
$
809,369
$
493,556
$
218,367
$
222,171
$
330,456
$
3,703,929
$
3,651,770
$
$
14,657
$
15,162
$
5,415
$
1,697
$
3,972
$
12,751
$
53,889
(1)
As of
(1)
Prior
Loans
Total
Total
Florida Region:
$
$
$
$
$
$
$
$
$
1,105
$
$
$
$
$
$
$
$
$
1,117
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
2,460
$
$
$
$
$
$
$
2,580
$
$
2,460
$
$
$
$
$
$
$
2,580
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
2,067
$
1,706
$
4,959
$
4,446
$
$
$
$
$
$
2,084
$
1,721
$
4,991
$
4,505
$
$
$
$
$
$
$
$
Total
$
3,007
$
$
$
$
$
2,562
$
1,706
$
8,034
$
5,824
$
3,007
$
$
$
$
$
2,583
$
1,721
$
8,070
$
5,895
$
$
$
$
$
$
$
$
(1)
As of
(1)
Prior
Loans
Total
Total
Total:
$
324,653
$
568,467
$
465,596
$
326,080
$
145,856
$
136,702
$
$
1,967,354
$
1,920,688
3,506
3,353
2,835
1,280
3,423
14,669
15,568
$
324,925
$
571,973
$
468,949
$
328,915
$
147,136
$
140,125
$
$
1,982,023
$
1,936,256
$
$
4,897
$
5,248
$
2,891
$
$
2,030
$
$
16,093
$
130,114
$
290,290
$
221,226
$
132,985
$
54,545
$
48,575
$
$
877,735
$
853,528
2,577
3,287
$
130,114
$
290,790
$
221,939
$
133,426
$
54,713
$
49,330
$
$
880,312
$
856,815
$
$
1,053
$
1,841
$
$
$
$
$
4,526
$
75,798
$
143,113
$
94,185
$
23,904
$
11,961
$
27,005
$
$
375,966
$
379,434
1,999
1,841
$
75,839
$
143,794
$
94,983
$
24,123
$
12,002
$
27,224
$
$
377,965
$
381,275
$
$
3,668
$
5,253
$
1,099
$
$
1,078
$
$
11,517
$
$
$
$
$
$
$
320,319
$
320,319
$
329,212
$
$
$
$
$
$
$
320,319
$
320,319
$
329,212
$
$
$
$
$
$
$
12,426
$
12,426
$
39,648
$
55,427
$
23,232
$
7,289
$
4,800
$
7,888
$
11,703
$
149,987
$
152,359
1,393
1,748
$
39,699
$
55,985
$
23,544
$
7,382
$
4,837
$
8,075
$
11,858
$
151,380
$
154,107
$
$
5,039
$
2,820
$
$
$
$
$
9,393
Total
$
570,213
$
1,057,297
$
804,239
$
490,258
$
217,162
$
220,170
$
332,022
$
3,691,361
$
3,635,221
5,245
5,176
3,588
1,526
4,584
20,638
22,444
$
570,577
$
1,062,542
$
809,415
$
493,846
$
218,688
$
224,754
$
332,177
$
$
$
$
14,657
$
15,162
$
5,415
$
1,697
$
4,038
$
12,751
$
53,955
(1)
As of June 30, 2024 and December 31, 2023, the balance of revolving loans
converted to term loans was
no
t material.
Accrued
on
loans
totaled
$
63.1
million
as
of
June
30,
($
62.3
million
as
of
31,
2023),
was
reported as part
of accrued interest receivable
on loans and
investment securities in
of financial condition,
and is excluded from the estimate of credit losses.
The
tables
present
about
loans
that
were
individually
for
purposes
of
determining the ACL as of June 30, 2024 and December 31, 2023
:
Collateral Dependent Loans -
With Allowance
Collateral Dependent
Loans - With No
Related Allowance
Collateral Dependent Loans - Total
Related
Related
Residential mortgage loans:
$
24,449
$
1,103
$
$
24,449
$
1,103
3,300
4,256
43,708
43,708
22,549
2,642
6,618
29,167
2,642
$
50,449
$
4,015
$
51,282
$
101,731
$
4,015
Collateral Dependent Loans -
With Allowance
Collateral Dependent
Loans - With No
Related Allowance
Collateral Dependent Loans - Total
Related
Related
Residential mortgage loans:
$
25,355
$
1,732
$
$
25,355
$
1,732
4,454
40,683
45,137
9,390
1,563
6,780
16,170
1,563
$
39,350
$
3,443
$
48,419
$
87,769
$
3,443
The
for
and
loans consisted
of
single-family
properties,
and for
construction loans
consisted primarily
of office
buildings, multifamily
residential properties,
and
retail
establishments.
The
coverage
for
loans
as
of
June
30,
was
%,
% as of
2023, mainly
a $
16.5
million nonaccrual
commercial relationship
in the Puerto
Rico
region in the food retail industry,
with a loan-to-value over
%, classified as collateral dependent.
Purchases and Sales of Loans
In
the
ordinary
course
of
the
enters
into
and
whole
loan
sales
with
GNMA
and
GSEs, such
as FNMA
and FHLMC.
2024, loans
GNMA MBS
$
59.9
million, compared to
$
66.4
million, for the
first six months
of 2023, for
which the Corporation
recognized a net
gain on sale
of
$
2.3
$
1.4
Also, during
of 2024
and 2023,
sold approximately
$
15.1
million
and
$
22.8
of
loans
to
FNMA,
for
which
the
recognized a net
gain on sale of
$
0.3
0.6
continuing involvement with
the loans
that it
sells consists
primarily of
servicing the
loans. In
addition, the
Corporation agrees
loans if
it breaches
any of
the
representations
and
warranties
in
the
sale
agreement.
These
representations
and
warranties
are
consistent
with
the
GSEs’
selling and servicing guidelines (
i.e.
, ensuring that the mortgage was properly underwritten according to established
guidelines).
For loans
GNMA MBS,
the Corporation,
as servicer,
holds an
option to
repurchase individual
delinquent loans
issued
on or after
January 1, 2003,
when certain delinquency
criteria are met. This
option gives the
Corporation the unilateral
ability,
but not
the obligation, to
repurchase the delinquent
loans at par without
prior authorization from
GNMA. Since the
Corporation is considered
to
have
regained
control
over
the
loans,
it
is
to
recognize
the
loans
and
a
corresponding
regardless of
its intent
the loans.
As of
2023, rebooked
GNMA delinquent
loans that
were included in the residential mortgage loan portfolio amounted
to $
6.8
7.9
During the first
and 2023, the Corporation
repurchased, pursuant to
the aforementioned repurchase
option, $
0.9
million
and
$
1.9
of
loans
pooled
into
GNMA
MBS.
The
balance
of
these
loans
is
fully
guaranteed,
and the
risk of
loss related
to the
repurchased loans
is generally
limited to
the difference
between the
delinquent interest
payment advanced
to GNMA, which
is computed at
the loan’s
interest rate,
and the interest
payments reimbursed
by FHA, which
are
computed
at a
pre-determined
debenture
rate.
of GNMA
loans allow
the
among
other
things, to
acceptable
rates
on
GNMA
pools
and
remain
as
a
seller
and
servicer
in
good
standing
with
GNMA.
Historically, losses
on these repurchases of
GNMA delinquent loans have
been immaterial and no provision has
been made at the time
of sale.
Loan sales to FNMA and FHLMC are without recourse in relation
to the future performance of the loans.
The Corporation’s risk of
loss
with
respect
to
these
loans
is
also
minimal
as
these
loans
are
loans
with
documentation
deficiencies.
purchased commercial
loan participations
in the
totaling $
79.1
million, which consisted
of approximately $
13.7
million in the commercial
mortgage portfolio and $
65.4
million in the C&I portfolio.
In addition, during the first six
months of 2023, the Corporation
purchased C&I loan participations in
the Florida region totaling $
28.0
During
the
first
six
months
of
2024,
the
a
$
9.5
million
with
the
bulk
sale
of
fully
loans,
net
of
a
$
0.5
million
There
were
no
sales
of
loans
during
the
first
six
months of 2023, other than those sales of conforming residential mortgage
loans mentioned above.
Loan Portfolio Concentration
primary
lending area
is Puerto
Rico. The
FirstBank, also
lends in
the USVI
and the BVI markets and
in the United States (principally
in the state of Florida).
Of the total gross loans held
for investment portfolio
of $
12.4
credit risk concentration
was approximately
% in Puerto
Rico,
% in the
U.S., and
% in the
USVI and the BVI.
As
of
June
30,
2024,
the
had
$
206.2
million
in
loans
to
the
Puerto
Rico
government,
its
and
public
to
$
187.7
million
as
of
31,
As
of
June
30,
2024,
$
129.4
million
of
loans
to
in
Puerto
Rico
that
are
general
by
tax
revenues,
and $
25.7
million
of
loans which
are supported
by one
or
more
specific sources
of municipal
revenues. The
vast
majority
of
of the
in
the
loan
are
independent
of
budgetary
subsidies
by
the
Puerto
Rico
central
These
are
by
law
to
levy
special
taxes
in
such
amounts
as
are
to
satisfy
the
payment
of
all
of
their
respective
general
bonds
and
notes.
In
to
loans
to municipalities,
to the
Puerto
Rico government
as of
2024 included
$
8.8
million
in
loans granted
to an
affiliate of
Rico Electric
Power Authority
(“PREPA”)
and $
42.3
loans to
agencies or
public
corporations of the Puerto Rico government.
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 government
instrumentality that
has been designated
as a covered
entity under PROMESA,
$
77.7
million
as
of
31,
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 Corporation also
has credit exposure
to USVI government entities.
had
$
105.0
loans to
USVI government
public corporations,
$
90.5
As of
2024, all
loans
were currently performing and up to date on principal and interest payments.
Loss Mitigation Program for Borrowers Experiencing
Financial Difficulty
The Corporation provides assistance to
its customers through a loss mitigation
program. Depending upon the
nature of a borrower’s
condition,
or
loan
through
this
program
are
provided,
as
well
as
other
of
C&I,
construction,
and
loans.
The
may
also
modify
terms to comply with regulations regarding the treatment of certain bankruptcy
filings and discharge situations.
The
loan
granted
to
that
are
with
payment
delays
include the following:
Forbearance plans –
Payments of either interest
and/or principal are
deferred for a pre-established
period of time, generally
not
exceeding
six
months
in
any
given
year.
The
and/or
is
repaid
as
either
a
lump
sum
payment
at
maturity date or by extending the loan’s
maturity date by the number of forbearance months granted.
Payment
plans
–
Borrowers
are
allowed
to
pay
the
regular
monthly
payment
plus
the
pre-established
delinquent
amounts
during a period generally not exceeding
six months.
At the end of the payment plan, the
borrower is required to resume making
its regularly scheduled loan payments.
Trial modifications
– These types of loan
modifications are granted for
residential mortgage loans. Borrower
s
continue making
reduced monthly payments during
the trial period, which is
generally of up to six
months. The reduced payments
that are made
by the
borrower during
the trial
period will
result in
a payment
delay with
respect to
contractual terms
of the
loan
since
the
loan
has
not
yet
been
contractually
modified.
After
successful
completion
of
the
trial
period,
the
loan
is
contractually modified.
Modifications
in
the
form
of
a
in
rate,
term
extension,
an
other-than-insignificant
payment
delay,
or
any
combination
of
these
types
of
loan
that
have
occurred
in
the
current
period
for
a
borrower
are
disclosed
in
the
tables
below.
Many
factors
are
when
whether
there
is
an
other-than-
insignificant
payment
delay,
such as
the significance
of the
restructured
payment
amount relative
to the
unpaid
principal balance
or
collateral value of the loan or the relative significance of the delay to
the original loan terms.
The
below
relate
to
loan
granted
to
in
which
there
was
a
change
in
the
timing
and/or
amount
of
cash
flows
in
the
form
of
any
of
the
types
of
modifications,
that
in
a
more-than-insignificant
payment
delay.
These
exclude
$
2.3
million
and
$
3.8
million in restructured residential
mortgage loans that are
government-guaranteed (e.g.,
FHA/VA
loans) and were modified
quarter
and
period
ended
June
30,
2024,
to
$
1.6
million
and
$
2.5
for
the
comparable periods in 2023.
the amortized
cost basis
as of
2023 of
loans modified
to borrowers
during
the
and
periods
ended
June
30,
and
2023,
by
classes
and
type
of
modification granted, and
the percentage of these
modified loans relative
to the total period-end
amortized cost basis of
receivables in
the portfolio class:
Trial
Term
Rate
Term
Other
Total
Classes
$
$
$
$
$
$
$
$
0.02%
115,981
115,981
4.79%
(1)
1,148
0.06%
0.02%
(2)
0.28%
(1)
0.21%
$
$
$
$
$
116,305
$
$
$
118,860
Trial
Term
Rate
Term
Other
Total
Classes
$
$
$
$
$
$
$
$
0.01%
30,170
30,170
1.30%
0.01%
(1)
0.04%
0.03%
(2)
0.15%
(1)
0.13%
$
$
$
$
$
$
30,350
$
$
32,263
Trial
Term
Rate
Term
Other
Total
Classes
$
$
$
$
$
$
$
$
0.03%
115,981
115,981
4.79%
0.00%
1,926
(1)
2,397
0.12%
0.03%
1,406
(2)
1,406
0.44%
(1)
0.32%
$
$
$
$
1,418
$
116,622
$
$
1,964
$
121,365
Trial
Term
Rate
Term
Other
Total
Classes
$
$
$
$
$
$
$
$
1,139
0.04%
30,170
30,170
1.30%
0.01%
1,155
(1)
1,425
0.08%
0.04%
(2)
0.23%
(1)
0.27%
$
$
$
$
$
1,198
$
30,549
$
1,187
$
34,208
(1)
Modification consists of court mandated reduction to 0% interest rate for remaining loan term to borrowers in bankruptcy proceedings unless dismissal occurs.
(2)
Modification consists of reduction in interest rate and revocation of revolving line privileges.
The
tables
present
by
classes
the
effects
of
the
granted
to
financial difficulty,
other than those associated to
payment delay,
during the quarters and
six-month periods ended
June 30, 2024 and
- The financial
effects of the
modifications associated to
payment delay were
discussed above and,
as such, were
excluded from
the tables below:
(%)
(%)
%
0.50
%
%
%
%
%
%
%
%
3.29
%
%
2.99
%
17.55
%
%
%
3.34
%
(%)
(%)
%
%
%
%
%
0.25
%
%
%
%
3.96
%
%
5.41
%
16.26
%
%
%
1.87
%
(%)
(%)
%
3.50
%
%
%
%
%
13.00
%
%
%
2.57
%
%
3.44
%
17.11
%
%
%
3.31
%
(%)
(%)
%
2.40
%
%
%
%
0.25
%
%
%
%
3.64
%
%
5.11
%
16.15
%
%
%
1.92
%
The following tables present by portfolio classes the performance of loans modified
during the last twelve months ended June 30,
2024 and during the six-month period ended June 30, 2023 that were granted
to borrowers experiencing financial difficulty:
Last Twelve Months Ended June 30, 2024
30-59
60-89
90+
Total
Delinquency
Current
Total
$
$
$
$
$
1,424
$
1,424
118,190
118,190
3,323
3,546
1,749
2,008
$
$
$
$
$
125,695
$
126,308
30-59
60-89
90+
Total
Delinquency
Current
Total
$
$
$
$
$
1,139
$
1,139
30,170
30,170
1,415
1,425
$
$
$
$
$
34,096
$
34,208
$
0.2
$
0.3
loans modified
to borrowers
experiencing financial
difficulty which
had a
payment default
during
and had
been modified
last twelve
months preceding
the payment
default.
No
loans modified to borrowers experiencing financial difficulty
had a payment default during the quarter
and six-month period ended June
30, 2023.
NOTE 4 – ALLOWANCE
FOR CREDIT LOSSES FOR LOANS AND FINANCE LEASES
The following tables present the activity in the ACL on loans and finance leases by portfolio
segment for the indicated periods:
Loans
Loans
C&I
Loans
Total
ACL:
$
56,689
$
6,186
$
32,661
$
34,490
$
133,566
$
263,592
(10,593)
(554)
(2,976)
(668)
26,721
11,930
(491)
(332)
(25,591)
(26,414)
3,613
5,424
$
46,051
$
5,646
$
30,078
$
34,448
$
138,309
$
254,532
Loans
Loans
C&I
Loans
Total
ACL:
$
64,403
$
3,231
$
36,460
$
31,235
$
130,238
$
265,567
(3,500)
1,202
5,999
2,997
14,072
20,770
(1,146)
(38)
(88)
(6,350)
(16,462)
(24,084)
3,451
4,805
$
60,514
$
4,804
$
42,427
$
28,014
$
131,299
$
267,058
Loans
Loans
C&I
Loans
Total
ACL:
$
57,397
$
5,605
$
32,631
$
33,190
$
133,020
$
261,843
(11,057)
(2,986)
(4,028)
42,901
24,847
(1,007)
(791)
(53,955)
(55,753)
6,077
16,343
(1)
23,595
$
46,051
$
5,646
$
30,078
$
34,448
$
138,309
$
254,532
(1) Includes recoveries totaling $
9.5
million associated with the bulk sale of fully charged-off consumer loans.
Loans
Loans
C&I
Loans
Total
ACL:
$
62,760
$
2,308
$
35,064
$
32,906
$
127,426
$
260,464
Impact of adoption of ASU 2022-02
(1)
2,056
2,116
(3,427)
2,062
7,245
1,347
29,799
37,026
(2,129)
(38)
(106)
(6,468)
(33,260)
(42,001)
1,254
7,281
9,453
$
60,514
$
4,804
$
42,427
$
28,014
$
131,299
$
267,058
(1) Recognized as a result of the adoption of ASU 2022-02, for which the Corporation elected to discontinue the use of a discounted cash flow methodology for restructured accruing loans, which had a corresponding
decrease, net of applicable taxes, in beginning retained earnings as of January 1, 2023.
The
the
ACL
the
methodologies
in
Note
–
of
and
Summary
of
Significant Accounting
Policies” to
the audited
statements included
in the
2023 Annual
Form 10-K,
as updated by the information contained in this report, for each portfolio segment
.
generally applies
probability weights
to the
baseline and
alternative downside
economic scenarios
the
ACL with
the
the highest
weight.
The
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
31, 2023, the
Corporation applied
the
for
the
and
loan
portfolios
since
it
expects
a
more
favorable
outlook
with
real
particularly
in
At least every other
year, the
Corporation reviews the
credit models used
in determining the
ACL. Such exercise
consists primarily
in
updating
the
model
with
recent
losses
and
determining
if
other
changes
are
for
purposes
of
estimating
credit
losses.
During
the
second
quarter
the
the
review
for
the residential
auto
loan,
lease
portfolios,
for
Rico
region.
The residential
loan
which
has
recently
experienced a
historically low level
losses, as a
result of
high collateral
values in the
resulted in a
lower
required reserve
level. For the
auto loan
lease portfolios historical
loss trends were
updated and
resulted in an
the required reserve levels as the loss experience in such portfolios have been
trending higher towards historical loss experience.
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
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
levels,
mainly
in
credit cards;
increases in
portfolio volumes
in the
auto loan
portfolio;
and, to
a lesser
extent, updated
historical loss
experience used
for determining the
ACL estimate resulting
in an upward revision
of estimated loss
severities and higher
required reserve levels
in the
auto loan and finance lease portfolios.
Net charge-offs were
$
21.0
32.2
million for the second quarter
and first six months of 2024,
respectively, compared
to
$
19.3
32.5
for the same periods in 2023. The $
1.7
million increase in net charge-offs for
an increase in
leases charge-offs
across all major
portfolio classes,
partially offset by
a $
6.2
million charge-off
recorded on a C&I participated
loan in the Florida region
in the power generation industry
during the second
quarter of 2023.
The $
0.3
net charge-offs
for the first
the
$
9.5
million
with
the
bulk
sale of
fully
a
$
5.0
million
with a
C&I loan
in the
region recorded
2024, and
$
6.2
million charge-
off recorded
on a
C&I participated
loan in
the Florida
region during
- This
increase was
by
the aforementioned increase in consumer loans and finance leases charge-offs.
The tables below
present the ACL
related to loans
and finance leases
and the carrying
values of loans
by portfolio segment
as of
June 30, 2024 and December 31, 2023:
Loans
Loans
Commercial Mortgage
Loans
C&I
Loans
Total
$
$
185,957
$
$
$
$
46,051
5,646
30,078
34,448
138,309
254,532
Allowance for credit losses to
1.64
%
3.04
%
1.24
%
1.06
%
3.73
%
2.06
%
Loans
Loans
Commercial Mortgage
Loans
C&I
Loans
Total
$
$
214,777
$
$
$
$
57,397
5,605
32,631
33,190
133,020
261,843
Allowance for credit losses to
2.03
%
2.61
%
1.41
%
1.05
%
3.64
%
2.15
%
In
the
credit
losses
over
the
period
in
which
the
is
exposed
to
credit
risk
via
a
to
extend
credit,
such
as
unfunded
loan
and
standby
letters
of
credit
for
and
loans,
unless
the
is
unconditionally
cancellable
by
the
Corporation.
See
Note
–
“Regulatory
Matters,
and
Contingencies”
for
on
sheet
exposures
as
of
June
30,
and
Corporation estimates
the ACL
for these
sheet exposures
following the
methodology described
in
Note
1 –
of Business
and
Summary
of Significant
Policies”
to
the audited
on Form 10-K.
2024, the ACL
for off-balance
sheet credit exposures
$
4.5
million, compared to $
4.6
million as of December 31, 2023.
table presents
the activity
in the
ACL for
unfunded loan
commitments and
standby letters
for the
$
4,919
$
4,168
$
4,638
$
4,273
(417)
(136)
$
4,502
$
4,889
$
4,502
$
4,889
NOTE 5
–
OTHER REAL ESTATE
OWNED (“OREO”)
The following table presents the OREO inventory as of the indicated dates:
OREO balances, carrying value:
(1)
$
15,468
$
20,261
1,658
1,601
(2)
4,556
10,807
Total
$
21,682
$
32,669
(1)
Excludes $
11.3
16.6
million as of June
30, 2024 and December
31, 2023, respectively,
of foreclosures that met
the conditions of ASC
Subtopic 310-40 “Reclassification
of
Residential Real
Estate Collateralized Consumer
Mortgage Loans upon
Foreclosure,” and
are presented as
a receivable as
part of other
condition.
(2)
Decrease was mainly associated with the sale of a $
5.3
million commercial real estate OREO property in Puerto Rico during the
second quarter of 2024 at a gain of $
2.3
See Note 17 – “Fair
Value”
for information on subsequent measurement
adjustments recorded on OREO properties
reported as part
of “Net gain on OREO operations”
in the consolidated statements of
income during the quarters and six-month
periods ended June 30,
2024 and 2023.
NOTE 6 – GOODWILL AND OTHER INTANGIBLES
as of
each
of
and
31,
to
$
38.6
The Corporation’s policy is to assess
goodwill and other intangibles for impairment on an annual basis during the fourth quarter of each year, and more frequently if events
or circumstances lead management to believe that the values of goodwill or other intangibles may be impaired. During the fourth
quarter of 2023, management performed a qualitative analysis of the carrying amount of each relevant reporting units’ goodwill and
concluded that it is more-likely-than-not that the fair value of the reporting units exceeded their carrying value. This assessment
involved identifying the inputs and assumptions that most affect fair value, including evaluating significant and relevant events
impacting each reporting entity, and evaluating such factors to determine if a positive assertion can be made that it is more-likely-
than-not that the fair value of the reporting units exceeded their carrying amount. As of December 31, 2023, the Corporation
concluded that it is more-likely-than-not that the fair value of the reporting units exceeded their carrying value. The Corporation
determined that there have been no significant events since the last annual assessment that could indicate potential goodwill
impairment on reporting units for which the goodwill is allocated. As a result, no impairment charges for goodwill were recorded
during the first six months of 2024.
There
were
no
changes
in
the
amount
of
during
the
and
periods
ended
June
30,
and
Other Intangible Assets
The
table
presents
the
gross
amount
and
of
the
intangible
assets
subject
to
amortization as of the indicated dates:
As of
As of
Core deposit intangible:
Gross amount
$
87,544
$
87,544
Accumulated amortization
(77,844)
(74,161)
Net carrying amount
$
9,700
$
13,383
Remaining amortization period (in years)
5.5
6.0
During
the
quarter
and
period
ended
June
30,
2024,
the
$
1.9
million
and
$
3.7
in amortization
expense
on its
other intangibles
amortization,
$
2.0
million
and $
4.0
the same periods in 2023, respectively
The Corporation amortizes core deposit intangibles based on the projected useful lives of the related deposits. Core deposit
intangibles are analyzed annually for impairment, or sooner if events and circumstances indicate possible impairment. Factors that
may suggest impairment include customer attrition and run-off. Management is unaware of any events and/or circumstances that
would indicate a possible impairment to the core deposit intangibles as of June 30, 2024.
The estimated
aggregate annual
amortization expense
related to the
intangible assets
subject to amortization
for future periods
was
as follows as of June 30, 2024
:
$
2,733
3,509
2029 and after
NOTE 7 – NON-CONSOLIDATED
VARIABLE
INTEREST ENTITIES (“VIEs”) AND SERVICING
ASSETS
transfers residential
mortgage loans
in sale
or securitization
transactions in
which it
has continuing
involvement,
responsibilities
and
arrangements.
All
such
have
been
for
as
sales
as
by
applicable accounting guidance.
When
the
need
to
consolidate
counterparties
to
which
the
has
transferred
assets,
or
with
which
the
entered into
other transactions,
first determines
if the
counterparty is
an entity
for which
a variable
exists.
If
no
scope
exception
is
and
a
exists,
the
then
evaluates
whether
it
is
the
primary beneficiary of the VIE and whether the entity should be consolidated
or not.
Below is a summary of transactions with VIEs for which the Corporation has retained
some level of continuing involvement:
Trust-Preferred
Securities (“TRuPs”)
In April 2004,
FBP Statutory Trust
I, a financing
trust that is wholly
owned by the
Corporation, sold to
institutional investors $
million of its variable
-rate TRuPs. FBP Statutory
Trust I used
the proceeds of the
issuance, together with the
proceeds of the purchase
by
the
of
$
3.1
million
of
FBP
Statutory
Trust
I
variable-rate
common
securities, to
purchase
$
103.1
million
aggregate
amount
of
the
Junior
Subordinated
Deferrable
Debentures.
In
2004,
FBP
Statutory
Trust
II,
a
trust that
is wholly
owned by
the Corporation,
sold to
institutional investors
$
its variable-rate
TRuPs. FBP
Statutory Trust
II used
the proceeds of
the issuance,
together with
the proceeds of
the purchase by
of $
3.9
Trust
II variable-rate
common securities,
to purchase
$
128.9
million aggregate
principal amount
of the
Junior
Subordinated
Deferrable
Debentures.
The
net
of
related
issuance
costs,
are
presented
in
the
consolidated statements of financial
condition as other long-term borrowings.
These TRuPs are variable-rate
instruments indexed to
3-
month CME Term SOFR
plus a
tenor spread
adjustment of
0.26161
% and the
original spread
of
2.75
% for the
Trust I
and
2.50
% for
the FBP
Statutory Trust
II.
The Junior Subordinated Deferrable Debentures mature on June 17, 2034, and September
20, 2034, respectively; however, under certain circumstances, the maturity of Junior Subordinated Deferrable Debentures may be
shortened (such shortening would result in a mandatory redemption of the variable-rate TRuPs).
As
of
each
of
June
30,
and
December 31, 2023, these Junior Subordinated Deferrable Debentures amounted
to $
161.7
Under the indentures of these instruments,
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
interest payment
period at
any time
and from
time to
time during
the term
of the
subordinated debentures
for up
to twenty
consecutive quarterly
periods. As
of June
30,
2024,
the Corporation was current on all interest payments due on its subordinated debt.
On
July
22,
2024,
the
as
part
of
its
capital
actions
the
of
a
new
program
of
$
million
that could
include the
of junior
debentures.
13 –
Equity” to
the unaudited
consolidated financial statements herein for additional details of capital actions.
Private Label MBS
During
and
2005,
an unaffiliated
party,
referred
to in
this subsection
as the
seller,
a
series of
trusts
to
effect
the
of
loans
and
the
sale
of
trust
certificates
(“private
label
MBS”).
The
seller
initially
the
servicing for
a fee, which
is senior to
the obligations to
pay private label
MBS holders. The
seller then entered
into a sales
through
which
it sold
and
issued
the
private
label
MBS in
favor
of
the
banking
subsidiary,
FirstBank.
Currently,
the
Bank is
the sole
owner of
these private
label MBS;
the servicing
of the
residential mortgages
that generate
the principal
and interest
cash flows is
performed by
another third
party,
which receives
a servicing
fee. These
private label
MBS are variable
-rate
securities indexed
to
plus a
tenor
spread
adjustment
of
0.26161
% and
spread
limited to
the
coupon
of
the
collateral.
The
from
the
loans
are
remitted
to
a
paying
agent
(servicer),
who
then
remits
to
the
Bank.
Interest
income
is
shared
to
a
certain
extent
with
the
FDIC,
which
has
an
interest only strip (“IO”) tied to the
cash flows of the underlying loans
and is entitled to receive the excess
of the interest income less a
fee
over
the
rate
income
that
the
Bank
earns
on
the
The
FDIC
became
the
owner
of
the
IO
upon
its
intervention of the seller,
a failed financial institution.
No recourse agreement exists, and
the Bank, as the sole
holder of the securities,
absorbs all risks
from losses on
non-accruing loans
and repossessed collateral.
the amortized cost
and fair
value
of these private
label MBS amounted to
$
6.7
4.6
with a weighted-average yield
of
7.65
%, which is
included as part
available-for-sale debt
securities portfolio.
As described
in Note 2
– “Debt Securities,”
the ACL
on these private label MBS amounted to $
0.2
million as of June 30, 2024.
Servicing Assets, or Mortgage Servicing Rights (“MSRs”)
The
first
lien
loans in
with
GNMA
in
which the
loans are
exchanged for
cash or
securities that
are readily
redeemed for
cash proceeds
and servicing
rights. The
issued
through
these
are
by
GNMA
and,
under
seller/servicer
agreements,
the
is
to
service
the
loans
in
with
the
issuers’
and
standards.
As of
June
30,
2024,
serviced
loans
securitized
through
GNMA
with
a
balance
of
$
2.1
billion.
Also,
certain
conventional
conforming
loans
are
sold
to
FNMA
or
FHLMC
with
retained.
The
recognizes
as
separate
assets
the
rights
to
service
loans
for
others,
whether those servicing
assets are originated or
purchased. MSRs are included
as part of other
assets in the consolidated
statements of
financial condition.
The changes in MSRs are shown below for the indicated periods:
$
26,355
$
28,431
$
26,941
$
29,037
Capitalization of servicing assets
1,107
1,238
Amortization
(1,038)
(1,102)
(2,075)
(2,230)
Temporary impairment
Other
(1)
(12)
(2)
(21)
(16)
$
25,952
$
28,034
$
25,952
$
28,034
(1)
Mainly represents adjustments related to the repurchase
of loans serviced for others.
Impairment
charges
are
through
a
for
each
stratum
of
assets.
The
is adjusted
to reflect
the amount,
if any,
by which
the cost
basis of
the servicing
asset for
a given
stratum of
loans being
serviced exceeds its fair value. Any fair value in excess of the cost basis of the servicing
asset for a given stratum is not recognized.
Changes in the impairment allowance were as follows for the indicated periods:
$
$
$
$
Temporary impairment
(1)
(5)
$
$
$
$
The components
of net servicing
income, included as
part of mortgage
banking activities in
of income,
are shown below for the indicated periods:
Servicing fees
$
2,605
$
2,660
$
5,178
$
5,378
Late charges and prepayment penalties
Other
(1
)
(12)
(2)
(21)
(16)
Servicing income, gross
2,774
2,869
5,527
5,772
Amortization and impairment of servicing assets
(1,038)
(1,101)
(2,075)
(2,225)
Servicing income, net
$
1,736
$
1,768
$
3,452
$
3,547
(1)
Mainly represents adjustments related to the repurchase of loans serviced
for others.
MSRs are subject
to prepayment
and interest rate
risks. Key economic
assumptions used
in determining
value at the time of sale of the related mortgages for the indicated periods
ranged as follows:
Weighted Average
Maximum
Minimum
Constant prepayment rate:
6.8
%
17.1
%
3.2
%
6.8
%
15.9
%
2.9
%
6.2
%
7.6
%
4.4
%
Discount rate:
11.5
%
11.5
%
11.5
%
9.5
%
9.5
%
9.5
%
11.5
%
12.5
%
11.0
%
Constant prepayment rate:
6.7
%
11.6
%
4.8
%
7.4
%
16.0
%
3.8
%
5.9
%
9.0
%
2.1
%
Discount rate:
11.5
%
11.5
%
11.5
%
9.5
%
9.5
%
9.5
%
12.9
%
14.0
%
11.5
%
The weighted
averages of the
key economic
assumptions that the
Corporation used
in its valuation
model and the
sensitivity of the
current
fair
value
to
immediate
%
and
%
adverse
changes
in
those
for
loans
were
as
follows
as
of
the
indicated dates:
Carrying amount of servicing assets
$
25,952
$
26,941
$
44,590
$
45,244
Weighted-average
expected life (in years)
7.69
7.79
Constant prepayment rate (weighted-average annual
rate)
6.30
%
6.27
%
Decrease in fair value due to 10% adverse change
$
$
Decrease in fair value due to 20% adverse change
$
1,720
$
1,731
Discount rate (weighted-average annual rate)
10.70
%
10.68
%
Decrease in fair value due to 10% adverse change
$
1,890
$
1,927
Decrease in fair value due to 20% adverse change
$
3,641
$
3,712
These sensitivities are hypothetical and should be used with caution. As the figures indicate, changes in fair value based on a 10%
variation in assumptions generally cannot be extrapolated because the relationship between the change in assumption and the change
in fair value may not be linear. Also, in this table, the effect of a variation in a particular assumption on the fair value of the MSR is
calculated without changing any other assumption. In reality, changes in one factor may result in changes in another (for example,
increases in market interest rates may result in lower prepayments), which may magnify or counteract the sensitivities
.
NOTE 8 – DEPOSITS
The following table summarizes deposit balances as of the indicated dates:
Type of account:
Non-interest-bearing deposit accounts
$
5,406,054
$
5,404,121
Interest-bearing checking accounts
3,831,677
3,937,945
Interest-bearing saving accounts
3,629,326
3,596,855
3,037,120
2,833,730
Brokered certificates of deposits ("CDs")
624,779
783,334
Total
$
$
The following table presents the remaining contractual maturities of time deposits,
including brokered CDs, as of June 30, 2024:
Total
Three months or less
$
966,977
Over three months to six months
829,519
1,102,165
Over one year to two years
474,119
Over two years to three years
70,269
Over three years to four years
126,118
Over four years to five years
70,897
Over five years
21,835
Total
$
3,661,899
Total
Puerto Rico and
U.S. time deposits
with balances of
more than $250,000
amounted to $
1.6
billion and $
1.4
June
30,
and
31,
2023,
This
amount
does
not
include
CDs
that
are
participated
out
by
brokers in
less than
the FDIC
insurance limit.
As of
2023, unamortized
broker placement
fees amounted
to $
1.2
$
1.0
which are
amortized over
the contractual
maturity of
the brokered
CDs
under the interest method.
NOTE 9 – ADVANCES
FROM THE FEDERAL HOME LOAN BANK (“FHLB”)
The following is a summary of the advances from the FHLB as of the indicated dates:
Fixed
-rate advances from the FHLB
(1)
$
500,000
$
500,000
(1)
Weighted-average interest rate of
4.45
% as of each of June 30, 2024 and December 31, 2023, respectively.
Advances from the FHLB mature as follows as of the indicated date:
$
180,000
Over one to five years
320,000
Total
(1)
$
500,000
(1) Average remaining term to maturity of
1.99
years.
NOTE 10 – OTHER LONG-TERM BORROWINGS
Junior Subordinated Debentures
Junior subordinated debentures, as of the indicated dates, consisted of:
Long-term floating rate junior subordinated debentures (FBP Statutory Trust I)
(1) (3)
$
43,143
$
43,143
Long-term floating rate junior subordinated debentures (FBP Statutory Trust II)
(2) (3)
118,557
118,557
$
161,700
$
161,700
(1)
Amount represents junior subordinated interest-bearing debentures
due in 2034 with a floating interest rate of
2.75
% over
plus a
0.26161
% tenor spread
adjustment as of June 30, 2024 and December 31, 2023 (
8.35
% as of June 30,2024 and
8.39
% as of December 31, 2023).
(2)
Amount represents junior subordinated interest-bearing debentures
due in 2034 with a floating interest rate of
2.50
% over
plus a
0.26161
% tenor spread
adjustment as of June 30, 2024 and December 31, 2023 (
8.11
% as of June 30, 2024 and
8.13
% as of December 31, 2023).
(3)
See Note 7 - “Non-Consolidated Variable
Interest Entities (“VIEs”) and Servicing Assets,”
for additional information on these debentures.
See
Note
–
Equity”
to
the
herein
for
details
of
capital
actions
that
include
the
of
a
new
program
of
$
million
that
could
include
of
common
stock
or
junior subordinated debentures.
NOTE 11 – EARNINGS PER COMMON
.
SHARE
The
calculations
of
per
common
share
for
the
and
periods
ended
June
30,
and
are
as
follows:
Net income attributable to common stockholders
$
75,838
$
70,655
$
149,296
$
141,353
Shares:
Average common
shares outstanding
164,945
178,926
166,043
179,567
Average potential
dilutive common shares
Average common
shares outstanding - assuming dilution
165,543
179,277
166,670
180,253
Earnings per common share:
Basic
$
0.46
$
0.39
$
0.90
$
0.79
Diluted
$
0.46
$
0.39
$
0.90
$
0.78
Earnings
per
common
share
is
computed
by
dividing
net
income
attributable
to
common
stockholders
by
the
number
of
common
shares
issued
and
outstanding.
Basic
common
shares
exclude
unvested shares
of
restricted stock that do not contain non-forfeitable dividend rights
.
Potential dilutive
common
shares consist
of unvested
stock
and
units (if
any
of the
are
met
as
of
the
end
of
the
period)
that
do
not
contain
non-forfeitable
or
equivalent
rights
using the
treasury stock
method. This
method assumes
that proceeds
equal to
of compensation
cost attributable
to future
is
used
to
shares
on
the
open
market
at
the
average
market
price
for
the
period.
The
between
the
number
of
dilutive
shares
issued
and
the
shares
is
added
as
incremental
shares
to
the
actual
number
of
shares
to
compute
diluted
per
share.
Unvested
shares
of
stock
during
the
period
that
result
in
lower potentially
dilutive shares issued
than shares purchased
treasury stock method
are not included
in the computation
of
dilutive
per
share
since
their
inclusion
would
have an
antidilutive
effect
on
per
share.
There
were
no
antidilutive
shares of common stock during the quarters and six-month periods ended
June 30, 2024 and 2023.
NOTE 12 – STOCK-BASED
.
COMPENSATION
The First Bancorp
Omnibus Incentive
Plan (the “Omnibus
Plan”), which is
effective until
May 24, 2026,
provides for equity-based
and non-equity-based
compensation incentives
(the “awards”).
The Omnibus
Plan authorizes
the issuance
of up
to
14,169,807
shares
of
common
stock, subject
to adjustments
for
stock splits,
reorganizations
and
other
similar events.
As of
2024,
there
were
2,593,029
authorized shares
stock available
for issuance
Omnibus Plan.
Directors,
the recommendation
of the
Compensation
and Benefits
Committee of
the Board,
has the
power and
authority to
determine
those
eligible
to
receive
awards
and
to
establish
the
terms
and
of
any
awards,
subject
to
various
limits
and
vesting
restrictions that apply to individual and aggregate awards.
Restricted Stock
Under the
Omnibus Plan,
may grant
to plan
participants, subject
to forfeiture
events until
the dates
specified in
the participant’s
award agreement.
While the
is subject
to forfeiture
and
does
not
contain
non-forfeitable
rights,
participants
may
exercise
full
voting
rights
with
respect
to
the
shares
of
stock
granted
to
them.
The
fair
value
of
the
shares
of
stock
granted
was
based
on
the
market
price
of
the
common
stock on
of the
respective grant.
The shares
of restricted
stocks granted
to employees
to the
vesting period:
fifty percent
(
%) of
those shares
vest on
the two-year
anniversary of
the grant
date and
the remaining
% vest
on
the three-year
anniversary of
the grant
date. The
granted to
directors are
generally subject
to vesting
on the
one-year
anniversary
of the
grant
date.
issued
398,569
shares during
in
connection with restricted stock awards, which were reissued from
treasury shares.
The following table
summarizes the restricted stock
activity under the Omnibus
Plan during the six-month
periods ended June 30,
2024 and 2023:
Number of
Number of
Average
Average
stock
stock
Unvested shares outstanding at beginning of year
889,642
$
12.30
938,491
$
9.14
Granted (1)
398,569
17.35
495,891
11.99
Forfeited
(3,464)
13.30
(57,491)
11.29
Vested
(253,504)
12.26
(481,536)
5.93
Unvested shares outstanding at end of period
1,031,243
$
14.26
895,355
$
12.31
(1)
For the six-month period ended June 30, 2024,
2,280
shares of restricted stock awarded to independent
directors and
396,289
shares of restricted stock awarded to employees,
of
which
84,122
shares were granted to retirement-eligible employees
and thus charged to earnings as of the grant date.
For the six-month period ended June 30, 2023,
3,502
shares
of restricted stock awarded
to independent directors
and
492,389
shares of restricted
stock awarded to
employees, of which
33,718
shares were granted
to retirement-eligible employees
and thus charged to earnings as of the grant date.
For the quarter
recognized $
1.3
3.7
of stock-based compensation expense related to restricted
stock awards, compared to $
1.4
3.0
million for the same period
30, 2024, there
was $
7.0
total unrecognized
compensation cost
unvested shares
of restricted
stock that the Corporation expects to recognize over a weighted-average period
of
1.8
years.
Performance Units
Under the Omnibus Plan, the Corporation may award
performance units to participants, with each unit representing
the value of one
share
of
the
common
stock.
These awards, which are granted to executives, do not contain non-forfeitable rights to
dividend equivalent amounts and can only be settled in shares of the Corporation’s common stock.
Performance units granted during the six-month periods ended June 30, 2024 and 2023 vest on the third anniversary of the effective
date of the award based on actual achievement of two performance metrics weighted equally: relative total shareholder return
(“Relative TSR”), compared to companies that comprise the KBW Nasdaq Regional Banking Index, and the achievement of a tangible
book value per share (“TBVPS”) goal, which is measured based upon the growth in the tangible book value during the performance
cycle, adjusted for certain allowable non-recurring transactions. The participant may earn 50% of their target opportunity for threshold
level performance and up to 150% of their target opportunity for maximum level performance, based on the individual achievement of
each performance goal during a three-year performance cycle. Amounts between threshold, target and maximum performance will
vest in a proportional amount.
table summarizes
the performance
units activity
Omnibus Plan
during
periods ended
June
30, 2024 and 2023:
Number
Number
of
Average
of
Average
Performance
Performance
Units
Units
Performance units at beginning of year
534,261
$
12.25
791,923
$
7.36
Additions
(1)
165,487
18.39
216,876
12.24
Vested
(2)
(150,716)
11.26
(474,538)
4.08
Performance units at end of period
549,032
$
14.37
534,261
$
12.25
(1)
Units granted during the six-month periods ended June 30, 2024 and 2023 are based on the achievement of the Relative TSR and TBVPS performance goals during a three-year performance cycle beginning January 1,
2024 and January 1, 2023, respectively, and ending on December 31, 2026 and December 31, 2025, respectively.
(2)
Units vested during the six-month periods ended June 30, 2024 and 2023 are related to performance units granted in 2021 and 2020, respectively, that met the pre-established target and were settled with shares of
common stock reissued from treasury shares.
The fair value of the performance units awarded during the six-month periods ended June 30, 2024 and 2023, that was based on the
TBVPS goal component, was calculated based on the market price of the Corporation’s common stock on the respective date of the
grant and assuming attainment of 100% of target opportunity. As of June 30, 2024, there have been no changes in management’s
assessment of the probability that the pre-established TBVPS goal will be achieved; as such, no cumulative adjustment to
compensation expense has been recognized. The fair value of the performance units awarded, that was based on the Relative TSR
component, was calculated using a Monte Carlo simulation. Since the Relative TSR component is considered a market condition, the
fair value of the portion of the award based on Relative TSR is not revised subsequent to grant date based on actual performance.
table summarizes
the valuation
assumptions used
to calculate
the Relative
TSR component
of the
performance units granted under the Omnibus Plan during the six-month
periods ended June 30, 2024 and 2023:
Risk-free interest rate
(1)
4.41
%
3.98
%
Correlation coefficient
73.80
77.16
Expected dividend yield
(2)
Expected volatility
(3)
34.65
41.37
Expected life (in years)
2.78
2.79
(1)
Based on the yield on zero-coupon U.S. Treasury
Separate Trading of Registered Interest and
Principal of Securities as of the grant date for a period equal to the simulation
term.
(2)
Assumes that dividends are reinvested at each ex-dividend date.
(3)
Calculated based on the historical volatility of the Corporation's
stock price with a look-back period equal to the simulation term
using daily stock prices.
For the quarter
recognized $
0.6
1.1
of stock-based
compensation expense related
to performance units,
compared to $
0.5
1.0
million for the
same periods in
- As of
there was $
4.9
million of total
unrecognized compensation
cost related to unvested
performance units that
the Corporation expects to recognize over a weighted-average period of
2.1
years.
Shares withheld
During
six
months
withheld
136,308
shares (first
six
months
of
2023 –
287,835
shares)
of the
stock
and
units
that vested
during
such
period to
cover
the participants’
payroll
and
income
tax withholding
liabilities;
these
shares
are
held
as
treasury
shares.
The
paid
in
cash
any
fractional
share
of
salary
stock
to
which
an
officer
was entitled.
In
the consolidated
the
presents shares
withheld
for
tax purposes
as common
stock repurchases.
NOTE 13 –
STOCKHOLDERS’
EQUITY
Stock Repurchase Programs
On
July
24,
2023,
the
that
its Board
a stock
under
which
may repurchase up
to $
million of its outstanding
common stock, which commenced
in the fourth quarter
of 2023. During the
first
half of 2024,
the Corporation repurchased
5,846,872
shares of common
stock through open
market transactions at
an average price
of
$
17.10
for a
total cost
$
100.0
million under
this stock
2,840,321
common
stock
at
an
average
price
of
$
17.60
for
a
total
cost
of
$
50.0
million
were
during
the
second
quarter
of
- As
remaining authorization
approximately $
50.0
million of common
stock
under this program.
Furthermore, on July
22, 2024, the
Corporation announced that
its Board of
Directors approved a new
under which
may
up to
an
$
million
that
could
include
of
common
stock or junior subordinated debentures,
which it expects to execute through the end of the fourth quarter of 2025.
under
these
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
.
repurchase program
s
to various
factors, including
capital position,
financial performance
and
alternative uses
of capital, stock
trading price, and
general market conditions.
do not obligate
it to acquire any
specific number of shares
and do not have
an expiration date. The
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.
Common Stock
table shows
the change
in shares
stock outstanding
for the
30, 2024 and 2023:
Total
Number of Shares
Common stock outstanding, beginning balance
166,707,047
179,788,698
169,302,812
182,709,059
Common stock repurchased
(1)
(2,840,591)
(5,983,180)
(3,865,375)
549,285
970,429
(1,559)
(32,076)
(3,464)
(57,491)
Common stock outstanding, ending balance
179,756,622
179,756,622
(1)
For the quarter and six-month period ended June
30, 2024 includes
and
136,308
shares, respectively of common stock surrendered to cover plan participants'
payroll and income taxes.
For the six-month period ended June 30, 2023 includes
287,835
shares of common stock surrendered to cover plan participants' payroll
and income taxes.
For the
total cash
dividends declared
on shares
stock amounted
to
$
26.6
million
($
0.16
per
share)
and
$
53.4
million
($
0.32
per
share),
to
$
25.3
million
($
0.14
per
share)
and
$
50.7
million ($
0.28
per share),
for the
same periods
On
July 22, 2024
, the
declared
a
cash
of
$
0.16
per
common
share.
The
is payable
on
September 13, 2024
to
shareholders
of
record at the
close of business on
August 29, 2024
. The Corporation
intends to continue
to pay quarterly dividends
on common stock.
However,
dividends, including
the declaration,
timing, and
amount, remain
and approval by the Corporation’s
Board Directors at the relevant times.
Preferred Stock
has
50,000,000
authorized shares of
preferred stock with
a par value
of $
1.00
, subject to
certain terms. This
stock
may
be
issued
in
series
and
the
shares
of
each
series
have
such
rights
and
preferences
as
are
fixed
by
the
Board
of
when
authorizing
the
issuance
of
that
particular
series
and
are
redeemable
at
the
option.
No
shares
of
preferred stock were outstanding as of June 30, 2024 and December 31, 2023.
Treasury Stock
The following table shows the change in shares of treasury stock for the quarters and six-month
periods ended June 30, 2024 and
2023:
Total
Number of Shares
Treasury stock, beginning balance
56,956,069
43,874,418
54,360,304
40,954,057
Common stock repurchased
2,840,591
5,983,180
3,865,375
(556)
(549,285)
(970,429)
1,559
32,076
3,464
57,491
Treasury stock, ending balance
43,906,494
43,906,494
FirstBank Statutory Reserve (Legal Surplus)
The
Puerto
Rico
Banking
Law
of
1933,
as
amended
(the
“Puerto
Rico
Banking
Law”),
that
a
minimum
of
%
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, when the 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 reduction thereof. If the legal surplus reserve is not sufficient to cover such balance in whole or in part, the
outstanding amount must be charged against the capital account and the Bank cannot pay dividends until it can replenish the legal
surplus reserve to an amount of at least 20% of the original 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. There were
no
transfers to the legal surplus reserve during the first half of 2024.
NOTE 14 – ACCUMULATED
OTHER COMPREHENSIVE LOSS
The
table
presents the
changes
in
other
loss for
and
periods
ended
June 30, 2024 and 2023:
Changes in Accumulated Other Comprehensive
Loss by Component
(1)
Unrealized net holding losses on available-for-sale
$
(655,617)
$
(718,744)
$
(640,552)
$
(805,972)
Other comprehensive income (loss)
(2)
10,560
(4,505)
32,391
$
(645,057)
$
(773,581)
$
(645,057)
$
(773,581)
Adjustment of pension and postretirement
benefit plans:
$
1,382
$
1,194
$
1,382
$
1,194
Other comprehensive income (loss)
$
1,382
$
1,194
$
1,382
$
1,194
(1)
All amounts presented are net of tax.
(2)
Net unrealized holding gains (losses) on available-for-sale debt securities have no tax effect because securities are either tax-exempt, held by an IBE, or have a full deferred tax asset valuation allowance.
NOTE 15 – EMPLOYEE BENEFIT PLANS
maintains two frozen
qualified noncontributory
defined benefit pension
plans (the “Pension
Plans”), and
a related
complementary
post-retirement
benefit
plan
(the
“Postretirement
Benefit
Plan”)
covering
medical
benefits
and
life
after
retirement
that
it
obtained
in
the
Banco
Santander
Puerto
Rico
(“BSPR”)
acquisition
on
1,
One
defined
benefit
pension
plan covers
substantially all
of BSPR’s
former
employees who
were active
before January
1, 2007,
while the
other defined
benefit pension plan covers personnel of an institution previously acquired
by BSPR. Benefits are based on salary and years of service.
The accrual of benefits under the Pension Plans is frozen to all participants.
The following table presents the components of net periodic (benefit) cost for
the indicated periods:
Affected Line Item
in the Consolidated
Statements of Income
Net periodic (benefit) cost, pension plans:
Interest cost
$
$
$
1,802
$
1,900
Expected return on plan assets
(1,018)
(885)
(2,036)
(1,771)
Net periodic (benefit) cost, pension plans
(117)
(234)
Net periodic cost, postretirement plan
Net periodic (benefit) cost
$
(101)
$
$
(202)
$
NOTE 16 –
INCOME TAXES
The Corporation is subject to Puerto Rico income tax on
its income from all sources. Under the Puerto Rico Internal
Revenue Code,
as amended (the “PR Tax
Code”), the Corporation and its subsidiaries are treated as
separate taxable entities and are not entitled to file
consolidated tax returns. However,
certain subsidiaries that are
organized as limited liability
companies with a partnership
election are
treated as
pass-through entities
for Puerto
Rico tax
purposes. Furthermore,
conducts business
through certain
entities
that
have
special
tax
treatments,
doing
through
an
IBE
unit
of
the
Bank
and
through
Overseas
each
of
which
are
exempt
from
Puerto
Rico
income
taxation
under
the
International
Banking
Entity
Act
of
(“IBE Act”),
and through
a wholly-owned
subsidiary that
engages in
certain Puerto
Rico qualified
investing and
lending
activities that have certain tax advantages under Act 60 of 2019.
For the second quarter
of 2024, the Corporation
recorded an income tax
expense of $
25.5
million, compared to $
30.3
million in the
- For the first
recorded an income
tax expense of
$
49.5
to $
62.2
million for the
- The decrease
in income
tax expense for
the second quarter
and first six
a lower
effective tax
rate 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
the second half
of 2023
and for
- The
maintained an
lower than
Rico maximum
rate of
37.5
%. The
estimated annual
tax rate,
excluding entities
with pre-tax
losses from
which a
tax benefit
cannot be recognized and discrete items, was
24.1
% for the first six months of 2024, compared to
30.1
% for the same period in 2023.
Income
tax
expense
also
USVI
income
taxes,
as
well
as
U.S.
federal
and
state
taxes.
As
a
Puerto
Rico
corporation, FirstBank
is treated as
a foreign corporation
for U.S. and
USVI income tax
purposes and is
generally subject to
U.S. and
USVI income
tax only
on its
income from
sources within
and USVI
or income
effectively
connected with
the conduct
of a
trade or business in those jurisdictions.
Such tax paid in the U.S. and USVI
is also creditable against the Corporation’s
Puerto Rico tax
liability,
certain conditions
and limitations.
For the
FirstBank incurred
current income
tax expense
$
2.9
$
5.1
its U.S.
operations, compared
to
$
1.5
4.0
for the comparable periods in 2023.
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
The net deferred
tax asset
of the
FirstBank, amounted
to $
142.7
of
June
30,
2024,
net
of
a
of
$
113.2
to
a
net
tax
asset
of
$
150.1
net
of
a
valuation allowance
of $
111.4
in the
net deferred
tax asset was
mainly related
to 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.
The
a
full
for
its
tax
assets
with
capital loss carryforwards, NOL carryforwards and unrealized losses of available
-for-sale debt securities.
See Note 22
– “Income Taxes,”
on Form 10-K
on the
tax treatment
of net
operating loss
(“NOL”) carryforwards
and dividend
received deduction
PR Tax
Code and the limitation under Section 382 of the U.S. Internal Revenue
Code.
The
for
uncertain
tax
positions
under
the
provisions
of
ASC
Topic
740,
Income
Taxes.
The
policy
is
to
report
and
penalties
related
to
tax
positions
in
income
tax
As
of
June
30,
2024,
the
$
0.2
accrued interest
and penalties
uncertain tax
positions in
of $
0.8
million that
it
from
BSPR,
which,
if
recognized,
would
the
income
tax
rate
in
future
The
amount
of
tax benefits
may increase
or decrease
in the
future
for various
reasons,
adding
amounts for
current tax
year
positions, expiration of open income
tax returns due to the statute of limitations,
changes in management’s
judgment about the level of
uncertainty,
the
status of
examinations,
litigation
and
legislative
activity,
and
the
or
elimination
of uncertain
tax
positions.
The
statute
of
limitations
under
the
PR
Tax
Code
is
four
years
after
a
tax
return
is
due
or
filed,
whichever
is
later;
the
statute
of
limitations for
U.S. and USVI
income tax
purposes is three
years after
a tax return
is due or
filed, whichever
is later.
The completion
of an audit by
the taxing authorities or
the expiration of the statute
of limitations for a
given audit period could
result in an adjustment
to
the
for
income
taxes.
Any
such
adjustment
could
be
to
the
results
of
for
any
given
quarterly or annual
period based, in
part, upon the
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.