425
Filed
by Popular, Inc. Pursuant to Rule 425 Under the Securities Act of
1933
Subject Company: Popular, Inc.
Commission File No.: 000-13818
Contact:
Investor Relations:
Jorge A. Junquera
Chief Financial Officer
Senior Executive Vice President
787-754-1685
Media Relations:
Teruca Rullán
Senior Vice President
Corporate Communications
787-281-5170 or 917-679-3596/mobile
News
For Immediate Release:
Popular, Inc. Reports Financial Results for the Quarter and Six
Months Ended June 30, 2009
San Juan, Puerto Rico, Thursday, July 16, 2009 Popular, Inc. (the Corporation) (NASDAQ: BPOP,
BPOPO, BPOPP) reported a net loss of $183.2 million for the quarter ended June 30, 2009, compared
with a net loss of $52.5 million for the quarter ended March 31, 2009, and net income of $24.3
million for the quarter ended June 30, 2008. For the six months ended June 30, 2009, the
Corporations net loss totaled $235.7 million, compared to net income of $127.5 million for the
same period in 2008. Refer to the accompanying Exhibit A Financial Summary for per common share
information and key performance ratios. Also, refer to Exhibit B for credit quality information and
to Exhibit C for summarized income statement information by reportable segment for the quarters
ended June 30, 2009, June 30, 2008 and March 31, 2009. As indicated in previous filings, in 2008,
the Corporation discontinued the operations of its U.S. mainland-based subsidiary Popular Financial
Holdings (PFH), and thus the results of PFH are presented as part of Loss from discontinued
operations, net of income tax in Exhibit A.
2- Popular, Inc. 2009 Second Quarter Results
Second quarter results reflect the continued deterioration of economic and housing market
conditions particularly in Puerto Rico due to the protracted 4-year recession that has resulted in
an unusually weak residential construction market. In response to this extraordinarily difficult
environment, we have concentrated our efforts to improve credit quality aided by the strengthening
of our collection groups to enhance detection, workouts and recovery, said Richard L. Carrión,
Chairman of the Board and Chief Executive Officer of Popular, Inc.
Carrión continued, Although the Corporation and its subsidiaries are well capitalized, on
June 8th, we announced a plan to exchange trust preferred securities and preferred stock
for common stock in order to increase our Tier 1 common equity to better position us in even more
adverse economic and credit conditions.
The Corporations continuing operations reported a net loss of $176.6 million for the quarter
ended June 30, 2009, compared with a net loss of $42.6 million for the quarter ended March 31,
2009, and net income of $59.2 million for the quarter ended June 30, 2008. For the six months ended
June 30, 2009, the Corporations net loss from continuing operations totaled $219.2 million,
compared to net income of $158.4 million for the same period in 2008.
The principal items impacting the continuing operations financial results for the quarter
ended June 30, 2009, when compared to the quarter ended March 31, 2009, were as follows:
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Non-interest income was lower by $108.9 million when compared to the quarter ended March
31, 2009, principally as a result of lower gains on the sale of investment securities.
During the second quarter of 2009, the Corporation realized gains on the sale of equity
securities of $52.3 million, compared to gains of $182.7 million in the first quarter of
2009 associated with the sale of $3.4 billion of investment securities. This unfavorable
variance was partially offset by a $10.0 million increase in trading account profit in the
second quarter of 2009. |
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Total operating expenses were $26.4 million higher in the quarter ended June 30, 2009,
compared with the first quarter of 2009. The increase was principally related to higher
FDIC insurance assessments on deposits, which considered the impact of a special assessment
of approximately $16.7 million. |
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Income tax expense of $5.4 million in the second quarter of 2009, compared to income tax |
2
3- Popular, Inc. 2009 Second Quarter Results
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benefit of $26.9 million in the first quarter of 2009. The increase in taxes was principally
related to a $28.4 million refund received from the U.S. Internal Revenue Service during the
first quarter of 2009. |
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Net interest income increased by $10.6 million, principally due to a higher net interest
yield resulting mostly from lower funding costs on deposits. |
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The provision for loan losses for the second quarter of 2009 decreased by $23.1 million
when compared with the quarter ended March 31, 2009. The lower total provision was the
result of a $53.4 million decrease in the provision related to the U.S. mainland portfolios
and a $30.3 million increase in the provision related to Puerto Rico operations. The
allowance for loan losses increased from March 31, 2009 to June 30, 2009 by $89 million.
The allowance for loan losses to loans held-in-portfolio was 4.66% at June 30, 2009,
compared to 4.19% at March 31, 2009. Refer to Exhibit B for credit quality information. |
Net Loss from Continuing Operations:
This press release should be read in conjunction with the accompanying Exhibits A, B and C
which are an integral part of this report. The Corporation has retrospectively adjusted certain
information to exclude results from discontinued operations from prior periods presented in this
press release for comparability purposes. The discussions that follow pertain to Popular, Inc.s
continuing operations, unless otherwise indicated.
Net Interest Income
Net interest income for the second quarter of 2009 was $283.1 million, compared with $272.5
million for the first quarter of 2009 and $330.3 million for the same quarter of 2008.
The following table summarizes the principal changes in average earning assets and funding
sources and their corresponding yields and costs for the quarter ended June 30, 2009, compared with
the quarter ended March 31, 2009 and the quarter ended June 30, 2008. The analysis only includes
the results of the continuing operations. The results for the previous year have been
retrospectively adjusted to exclude the discontinued operations for comparative purposes.
3
4- Popular, Inc. 2009 Second Quarter Results
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Average balances |
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Average Yields / Costs |
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2nd |
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1st |
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2nd |
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2nd |
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1st |
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2nd |
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Quarter |
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Quarter |
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Quarter |
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Quarter |
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Quarter |
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Quarter |
(Dollars in billions) |
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2009 |
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2009 |
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2008 |
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2009 |
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2009 |
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2008 |
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Money market, trading
and investment
securities |
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$ |
9.6 |
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$ |
9.8 |
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$ |
9.3 |
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3.72 |
% |
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3.60 |
% |
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4.26 |
% |
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Loans: |
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Commercial * |
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15.4 |
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15.8 |
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15.7 |
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4.87 |
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4.96 |
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5.96 |
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Mortgage |
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4.5 |
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4.5 |
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4.8 |
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6.30 |
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6.70 |
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7.09 |
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Consumer |
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4.4 |
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4.6 |
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4.9 |
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9.91 |
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9.97 |
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10.30 |
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Lease financing |
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0.7 |
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0.9 |
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1.1 |
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8.30 |
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8.45 |
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8.07 |
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Total loans |
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25.0 |
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25.8 |
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26.5 |
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6.12 |
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6.28 |
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7.06 |
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Total earning assets |
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$ |
34.6 |
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$ |
35.6 |
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$ |
35.8 |
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5.45 |
% |
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5.54 |
% |
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6.33 |
% |
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Interest bearing deposits |
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$ |
22.7 |
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$ |
23.2 |
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$ |
22.9 |
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2.27 |
% |
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2.58 |
% |
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2.96 |
% |
Borrowings |
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5.9 |
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6.8 |
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7.5 |
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4.02 |
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4.11 |
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3.57 |
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Total interest bearing
liabilities |
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28.6 |
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30.0 |
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30.4 |
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2.63 |
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2.93 |
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3.11 |
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Non-interest bearing
sources of funds |
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6.0 |
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5.6 |
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5.4 |
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Total funds |
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$ |
34.6 |
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$ |
35.6 |
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$ |
35.8 |
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2.18 |
% |
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2.47 |
% |
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2.64 |
% |
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Net interest spread |
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2.82 |
% |
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2.61 |
% |
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3.22 |
% |
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Net interest yield |
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3.27 |
% |
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3.07 |
% |
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3.69 |
% |
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* |
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Includes commercial construction loans |
The increase in net interest income for the second quarter of 2009, compared with the first
quarter of 2009 was principally due to an improvement of 20 basis points in the net interest yield,
mainly driven by a decrease in the Corporations average cost of deposits and short-term
borrowings, primarily due to management actions to lower the rates paid on certain deposits and the
maturity of high cost certificates of deposit and renewal under a lower interest rate environment.
This favorable impact to net interest income was partially offset by a lower yield on earning
assets, principally mortgage,
commercial and personal loans, which was influenced in part by an increase in non-performing
commercial and construction loans.
4
5- Popular, Inc. 2009 Second Quarter Results
The reduction in average earning assets for the quarter ended June 30, 2009, compared with the
quarter ended March 31, 2009 was principally associated with a decline in the loan portfolio in
part due to the slowdown of loan origination activity in the Puerto Rico operations and the sale of
most of the lease financing portfolio of the Corporations U.S. mainland operations, as well as
higher volume of loans charged off. Also, contributing to the decrease in earning assets was the
exiting or downsizing of certain loan origination units at Banco Popular North America (BPNA),
such as non-conventional mortgages, equipment lease financing and multi-family lending. On the
funding side, the decrease was mostly related to the deleveraging of the Corporations balance
sheet through the reduction in borrowings and a decrease in average interest bearing deposits,
principally certificates of deposit and brokered certificates of deposit. The decline in borrowings
was principally due to the maturity of unsecured senior debt and lower average balances of
short-term borrowings.
The decrease in net interest income for the second quarter of 2009, compared with the same
quarter in 2008, was primarily due to lower average balances of interest-earning assets,
principally loans, for reasons similar to those described above. The Corporations borrowings also
decreased, driven by the reduction in earning assets they fund. Contributing to the reduction in
net interest income was the decrease by the Federal Reserve (Fed) of the federal funds target
rate from 2.00% in June 30, 2008 to between 0% and 0.25% at June 30, 2009. This reduction in
short-term market rates impacted the yield of several of the Corporations earning assets during
that period, including the yield on commercial and construction loans with floating or adjustable
rates and floating rate collateralized mortgage obligations, as well as the yield of newly
originated loans in a declining interest rate environment. On the positive side, the decrease in
rates contributed to the decrease in the cost of interest-bearing deposits and short-term
borrowings. Other factors impacting negatively the Corporations net interest income for the
quarter ended June 30, 2009 when compared with the same quarter in 2008 were the increase in
non-performing loans with their related reversal of interest, and the exiting of several loan
origination activities in the U.S. mainland operations.
Provision for Loan Losses and Credit
The main factor driving the Corporations net losses in the first two quarters of 2009 has
been the increasing credit costs from several segments of the loan portfolio. Persistent adverse
5
6- Popular, Inc. 2009 Second Quarter Results
changes in the economy and negative trends in employment levels and property values in the markets
in which the Corporation operates have continued to negatively affect the Corporations provision
for loan losses in the second quarter of 2009. The provision for loan losses totaled $349.4 million
or 134% of net charge-offs for the quarter ended June 30, 2009, compared with $372.5 million or
188% of net charge-offs for the quarter ended March 31, 2009, and $189.2 million or 167% of net
charge-offs for the second quarter of 2008.
The provision for loan losses for the quarter ended June 30, 2009, when compared with the
first quarter of 2009, reflects higher net charge-offs of loans in portfolios that are part of the
continuing operations by $62 million, mostly in the Banco Popular de Puerto Rico reportable
segment. This increase in net charge-offs was mainly in construction loans ($32 million,
principally attributed to one particular credit in the Banco Popular de Puerto Rico reportable
segment), commercial loans ($29 million) and consumer loans ($9 million), partially offset by
decreases in net charge-offs for mortgage loans ($7 million) and leases ($1 million). The decline
in the provision for loan losses in the second quarter of 2009 when compared with the first quarter
of 2009 was attributable to the U.S. mainland portfolios, which in the previous quarter required
higher general reserves and higher specific reserves for loans considered impaired under SFAS No.
114. The reduction in the provision for loan losses in the U.S. mainland portfolio during the
second quarter was partially offset by an increase in the provision for the Banco Popular de Puerto
Rico loan portfolios mainly driven by higher specific reserves for impaired loans, in particular
construction credits. The rise in construction and commercial loans net charge-offs in the second
quarter of 2009 did not cause a direct increase in the provision for loan losses in the quarter
because $94 million of these loans had specific reserves pursuant to SFAS No. 114, which were
established in prior quarters when the loans were originally classified as impaired loans.
The increase in the provision for loan losses for the quarter ended June 30, 2009 compared to
the same quarter in 2008 was the result of higher general reserve requirements for commercial
loans, construction loans, U.S. mainland non-conventional residential mortgages and home equity
lines of credit, combined with specific reserves recorded for loans
considered impaired under SFAS No. 114. Net charge-offs from the continuing operations for the
quarter ended June 30, 2009, when compared
6
7- Popular, Inc. 2009 Second Quarter Results
with the second quarter in 2008, increased by $147 million, mainly in construction loans ($71
million), consumer loans ($32 million, mainly U.S. mainland home equity lines of credit),
commercial loans ($30 million) and mortgage loans ($15 million).
The allowance for loan losses increased from March 31, 2009 to June 30, 2009 by $89 million.
Exhibits A and B provide credit quality data, including certain key credit quality metrics. The
allowance for loan losses represented 4.66% of loans held-in-portfolio at June 30, 2009, compared
with 4.19% at March 31, 2009 and 2.47% at June 30, 2008. The increase from March 31, 2009 to June
30, 2009 was mainly attributable to reserves for construction loans due to the continued
deterioration of the economic and housing market conditions in Puerto Rico, and also in the U.S.
mainland. Credit deterioration trends have been reflected across all industry sectors, but have
been most noticeable in the residential construction market as a result of unprecedented reductions
in absorption levels. The most significant reserves for impaired loans during the second quarter of
2009 pertain to particular construction borrowers. Also, the Corporation recorded higher reserves
to cover inherent losses in the home equity lines of credit portfolios of the U.S. mainland
operations. The persistent declines in residential real estate values, combined with the reduced
ability of certain homeowners to refinance or repay their residential real estate obligations, have
resulted in higher delinquencies and losses in these U.S. portfolios. As previously explained,
during the first quarter of 2009, the U.S. portfolios experienced a more significant impact in the
provision for loan losses due to higher general reserve requirements and specific reserves recorded
pursuant to SFAS No. 114. Hence, a reduction in provision was reported in the second quarter of
2009 compared to the first quarter of 2009.
As of June 30, 2009, there were $1.4 billion of impaired loans with a related specific
allowance for loan losses pursuant to SFAS No. 114 of $313 million, compared with impaired loans of
$1.1 billion and a specific allowance of $279 million as of March 31, 2009. As of June 30, 2008,
there were $648 million of SFAS No. 114 impaired loans with a related specific allowance for loan
losses of $123 million.
Non-performing assets attributable to continuing operations totaled $2.1 billion at June 30,
2009, compared to $1.5 billion at March 31, 2009 and $954 million at June 30, 2008. The increase
7
8- Popular, Inc. 2009 Second Quarter Results
in non-performing assets from March 31, 2009 to June 30, 2009 was primarily related to increases in
construction loans ($332 million, principally in the Puerto Rico portfolio), commercial loans ($161
million) and mortgage loans ($89 million). The construction loans in non-performing status are
primarily residential real estate construction loans which have been adversely impacted by general
market conditions, decreases in property values and oversupply in certain areas. Several of these
construction non-performing credits in Puerto Rico were judgmentally considered impaired for SFAS
No. 114 purposes in previous quarters and specific reserves were recorded in prior periods, as
deemed necessary. Commercial non-performing loans increased both in Puerto Rico and the U.S.
mainland. The higher level of non-performing residential mortgage loans was principally attributed
to BPNAs non-conventional mortgage business and Puerto Ricos residential mortgage portfolio.
Although Puerto Ricos mortgage portfolio reported higher non-performing loans, the net charge-off
experience during 2009 has remained at a low level.
Non-performing assets from continuing operations increased by $1.1 billion from June 30, 2008
to the same date in 2009. The increases were reflected in construction loans ($556 million),
commercial loans ($299 million) and mortgage loans ($226 million).
The existing adverse economic conditions are expected to persist through 2009, thus it is
likely that the Corporation will continue to experience heightened credit losses, additional
significant provisions for loan losses, an increased allowance for loan losses and higher levels of
non-performing assets.
Non-interest Income
Non-interest income from continuing operations totaled $225.8 million for the quarter ended
June 30, 2009, compared with $334.7 million for the quarter ended March 31, 2009 and $235.8 million
for the quarter ended June 30, 2008.
As previously explained, the variance in non-interest income for the quarter ended June 30,
2009 compared with the quarter ended March 31, 2009 was principally due to smaller net gains on the
sale and valuation adjustments of investment securities by $122.4 million. During the second
quarter of 2009, the Corporation realized gains on the sale of equity securities of $52.3 million,
compared to gains of $182.7 million in the first quarter of 2009 associated to the sale of $3.4
billion of investment securities. This variance was partially offset by higher trading account
profits of $10.0
8
9- Popular, Inc. 2009 Second Quarter Results
million primarily associated with the Corporations Puerto Rico mortgage banking operations.
The decrease in non-interest income from continuing operations for the quarter ended June 30,
2009 compared with the same quarter in 2008 was principally due to losses on the sale and valuation
adjustments on loans held-for-sale for the quarter ended June 30, 2009 of $13.5 million, compared
to gains of $4.9 million for the quarter ended June 30, 2008. The loss in 2009 was primarily the
result of increased levels of reserves for loans sold by the Corporations U.S. subsidiaries given
an upward trend in repurchase requests and loss severities. Other non-interest income declined by
$15.3 million mostly as a result of a reduction in investment banking fees due to lower volume of
government debt offerings underwritten, higher losses on derivative instruments and lower gains on
the sale of real estate properties, among other factors. These unfavorable variances were
partially offset by higher net gains on the sale and valuation adjustments of investment securities
of $25.4 million. The gains on sale of securities for the quarter ended June 30, 2009 included the
previously mentioned sale of equity securities, while the results of the quarter ended June 30,
2008 were mostly impacted by gains on the sale of U.S. agency securities.
Operating Expenses
Operating expenses from continuing operations totaled $330.6 million for the quarter ended
June 30, 2009, an increase of $26.4 million, compared with $304.2 million for the first quarter of
2009. Operating expenses from continuing operations for the quarter ended June 30, 2008 totaled
$330.3 million.
The increase in operating expenses for the quarter ended June 30, 2009 when compared with the
first quarter of 2009 was principally due to higher FDIC insurance costs, which considered the
$16.7 million FDIC special assessment in the second quarter of 2009. The increase in other
operating expenses was partially offset by a $9.1 million decrease in personnel costs, mainly
related to pension, 401(k) savings plan and medical insurance costs.
Operating expenses for the quarter ended June 30, 2009 remained at levels close to those
recognized during the same quarter of the previous year. Increases in FDIC assessments were
partially offset by lower personnel costs and business promotion expenses that resulted from the
downsizing of the U.S. operations and cost control initiatives, among the principal reasons.
Income Taxes
9
10- Popular, Inc. 2009 Second Quarter Results
Income tax expense from continuing operations amounted to $5.4 million for the quarter ended
June 30, 2009, compared with an income tax benefit of $26.9 million for the quarter ended March 31,
2009 and income tax benefit of $12.6 million for the quarter ended June 30, 2008.
The unfavorable variance in income taxes for the quarter ended June 30, 2009 compared with the
quarter ended March 31, 2009 was primarily due to the reversal in the first quarter of 2009 of
$28.4 million of the deferred tax asset valuation allowance of the U.S. operations as a result of a
tax refund received from the U.S. Internal Revenue Service. The reimbursement pertained to
carryback losses of 2005 and 2006. Also, during the first quarter of 2009 a tax benefit was
recognized due to the increase in the deferred tax asset as a result of the temporary increase in
the statutory tax rate applicable to the Corporations Puerto Rico operations.
The variance in income tax from continuing operations for the second quarter of 2009 when
compared to the same quarter in 2008 was primarily due to the fact that in the second quarter of
2008 the Corporation was recording a tax benefit on the Corporations U.S. operations. Commencing
in the second half of 2008, the Corporation began to record a valuation allowance on the deferred
tax assets of the Corporations U.S. operations, thus there were no tax benefits recognized in 2009
in the U.S. operations.
Balance Sheet Comments:
The accompanying Exhibit A provides information on principal categories of the Corporations
balance sheet at June 30, 2009, March 31, 2009 and June 30, 2008, and the following sections
provide more detailed information.
Investment securities
The Corporations portfolio of investment securities available-for-sale and held-to-maturity
totaled $7.6 billion at June 30, 2009, compared with $7.3 billion at March 31, 2009. The
Corporation holds investment securities primarily for liquidity, yield enhancement and interest
rate risk management. The portfolio primarily includes very liquid, high quality securities. The
increase in the Corporations investment securities between March 31, 2009 and June 30, 2009 was
mainly associated with investments in GNMA mortgage-backed securities, U.S. agency notes and
10
11- Popular, Inc. 2009 Second Quarter Results
collateralized mortgage obligations, as a result of the re-investment of the proceeds from the sale
of securities in the first quarter of 2009.
Loans
A breakdown of the Corporations total loan portfolio at period-end, which represents the
principal category of earning assets, follows:
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(In billions) |
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June 30, 2009 |
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March 31, 2009 |
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Variance |
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June 30, 2008 |
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Variance |
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Commercial |
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$ |
13.1 |
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$ |
13.4 |
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($0.3 |
) |
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$ |
13.7 |
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($0.6 |
) |
Construction |
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2.0 |
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2.2 |
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(0.2 |
) |
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2.1 |
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(0.1 |
) |
Mortgage |
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4.7 |
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4.7 |
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4.7 |
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Consumer |
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4.3 |
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4.5 |
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(0.2 |
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4.8 |
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(0.5 |
) |
Lease financing |
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0.7 |
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0.8 |
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(0.1 |
) |
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1.1 |
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(0.4 |
) |
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Sub-total |
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24.8 |
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25.6 |
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(0.8 |
) |
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26.4 |
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(1.6 |
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PFH discontinued operations |
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1.2 |
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(1.2 |
) |
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Total |
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$ |
24.8 |
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$ |
25.6 |
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($0.8 |
) |
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$ |
27.6 |
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($2.8 |
) |
|
The reduction in commercial and construction loans between March 31, 2009 and June 30, 2009
was principally due to the increased level of charge-offs, which was described earlier in the
Provision for Loans Losses and Credit Quality section. Net charge-offs in the commercial and
construction loan portfolios amounted to $146 million on a combined basis for the quarter ended
June 30, 2009. The decrease in the commercial loan portfolio was also associated with a reduction
in loan origination activity in the Puerto Rico operations, as well as the Corporations decision
to exit or downsize certain business lines at BPNA.
The decline in the consumer loan portfolio from the end of the first quarter of 2009 to June
30, 2009 was mainly related to run-off of existing portfolios originated by Popular Finance, E-LOAN
or exited lines of businesses at the BPNA operations, as well as the reduction caused by the
consumer loans net charge-offs of $85 million recorded during the second quarter of 2009. Also, there was a
decrease in auto loans at the Corporations Puerto Rico operations.
Deposits
A breakdown of the Corporations deposits at period-end follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In billions) |
|
June 30, 2009 |
|
|
March 31, 2009 |
|
|
Variance |
|
|
June 30, 2008 |
|
|
Variance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Demand * |
|
$ |
5.1 |
|
|
$ |
4.9 |
|
|
$ |
0.2 |
|
|
$ |
5.1 |
|
|
|
|
|
Savings |
|
|
9.6 |
|
|
|
9.7 |
|
|
|
(0.1 |
) |
|
|
9.9 |
|
|
|
($0.3 |
) |
Time |
|
|
12.2 |
|
|
|
12.5 |
|
|
|
(0.3 |
) |
|
|
12.1 |
|
|
|
0.1 |
|
|
Total deposits |
|
$ |
26.9 |
|
|
$ |
27.1 |
|
|
|
($0.2 |
) |
|
$ |
27.1 |
|
|
|
($0.2 |
) |
|
|
|
|
* |
|
Includes non-interest and interest bearing demand deposits |
11
12- Popular, Inc. 2009 Second Quarter Results
Brokered certificates of deposit, which are included as time deposits, amounted to $2.7
billion at June 30, 2009 and March 31, 2009. The reduction in time deposits occurred principally in
the Corporations U.S. mainland operations in part due to deleveraging strategies, including the
closure and consolidation of branches, as well as a gradual reduction in the pricing of deposits,
including internet deposits. The increase in demand deposits was principally experienced in the
Corporations Puerto Rico banking operations and included public funds and deposits in trust.
Borrowings and capital
The accompanying Exhibit A also provides information on borrowings and stockholders equity at
June 30, 2009, March 31, 2009 and June 30, 2008.
The Corporations borrowings amounted to $5.6 billion at June 30, 2009, compared with $6.3
billion at March 31, 2009. The reduction in borrowings was principally in long-term debt, primarily
as a result of the payment during the second quarter of 2009 of $753 million in unsecured senior
debt of Popular North America, which had been used to fund the Corporations U.S. operations.
The credit ratings of the Corporations debt obligations are a relevant factor for certain
types of borrowings at the holding company level because they impact the ability to borrow, the
cost at which the Corporation can raise financing and the depth of access to funding sources. In
April and June 2009, the major rating agencies downgraded the Corporations credit ratings,
triggered in part by the announcement of suspension of dividends on the Corporations common stock
and Series A and B preferred stock. The Corporation has $350 million in senior debt issued by the
bank holding companies with interest that adjusts in the event of senior debt rating downgrades. As a
result of the most recent rating downgrades in the second quarter of 2009, the cost of this senior
debt increased prospectively by 225 basis points, which represents an increase in the annual
interest expense on the particular debt of approximately $7.9 million. No other outstanding
borrowings have rate or maturity triggers associated with credit ratings. The Corporations banking
subsidiaries do not use borrowings that are rated by the major rating agencies, as they are funded
primarily with deposits and secured
12
13- Popular, Inc. 2009 Second Quarter Results
borrowings.
Stockholders equity totaled $2.9 billion at June 30, 2009, compared with $3.1 billion at
March 31, 2009. The decrease in stockholders equity from March 31, 2009 to June 30, 2009 reflects
an increase in the Corporations accumulated deficit of $207.8 million principally due to the net
loss of $183.2 million recorded during the quarter as well as dividends declared on the
Corporations preferred stock amounting to $22.9 million for the quarter ended June 30, 2009.
Below is a summary of the Corporations regulatory capital ratios as of June 30, 2009 and
March 31, 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minimum |
|
|
|
June 30, 2009 |
|
|
March 31, 2009 |
|
|
required |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier 1 risk-based capital |
|
|
10.73 |
% |
|
|
11.16 |
% |
|
|
4.00 |
% |
Total risk-based capital |
|
|
12.02 |
% |
|
|
12.44 |
% |
|
|
8.00 |
% |
Tier 1 leverage |
|
|
8.26 |
% |
|
|
8.54 |
% |
|
|
3.00% - 4.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regulatory capital requirements for banking institutions are based on Tier 1 and Total
capital, which include both common stock and certain qualifying preferred stock. Nonetheless, as
overall economic conditions in general and credit quality in particular have continued to worsen,
there has been an increasing regulatory and market focus on Tier 1 common equity and Tier 1 common
equity to risk-weighted assets ratio of banking institutions.
Although the Corporation is well capitalized based on a ratio of Tier 1 capital to
risk-weighted assets of approximately 10.73% as of June 30, 2009, management believes that an
improvement in the composition of the Corporations regulatory capital, including Tier 1 common
equity, will better position the Corporation in a more adverse economic and credit scenario. As a
result, the Corporation is conducting the Exchange Offer described below and has structured the Exchange Offer to
increase the Corporations Tier 1 common equity by up to approximately $1.1 billion based on the
High Participation Scenario (as described in the prospectus for the Exchange Offer referred to
below). Recent losses have continued to reduce the Corporations Tier 1 common equity. The
Corporations Tier 1 common/risk-weighted assets ratio was 2.45% as of June 30, 2009 (3.13% as of
March 31, 2009). See Reconciliation of Non-GAAP Financial Measure section below for a
reconciliation of Tier 1 common to common stockholders equity and a discussion of our
13
14- Popular, Inc. 2009 Second Quarter Results
use of this non-GAAP financial measure in this press release.
Update on Exchange Offer and Dividends on Preferred Stock and Distributions on Trust Preferred
Securities:
On June 29, 2009, the Corporation commenced an offer to issue up to 390 million shares of its
common stock in exchange for its Series A preferred stock and Series B preferred stock and for the
trust preferred securities referred to in the prospectus for the exchange offer referred to below
(the Exchange Offer). In connection with the Exchange Offer, for each share of Series A preferred
stock, share of Series B preferred stock or trust preferred security accepted in accordance with
the terms of the Exchange Offer, the Corporation is offering to issue a number of shares of its
common stock equal to the Exchange Value, set forth in the prospectus for the Exchange Offer,
divided by the Relevant Price. The Relevant Price will be equal to the greater of (1) the
average Volume Weighted Average Price, or VWAP, of a share of the Corporations common stock
during the five-trading day period ending on the second business day immediately preceding the
expiration date of the Exchange Offer (which we currently expect to be July 24, 2009, unless the
Exchange Offer is extended), determined as described in the prospectus for the Exchange Offer or
(2) the Minimum Share Price of $2.50 per share of the Corporations common stock. The expiration
date for the Exchange Offer is July 28, 2009, unless the Corporation extends the Exchange Offer or
terminates it early.
The closing sale price of the Corporations common stock on the Nasdaq Stock Market on July
15, 2009, the trading day prior to this press release, was $1.41 per share, which is substantially
less than the Minimum Share Price. The Exchange Offer terms provide that in the event that the
average VWAP is less than the Minimum Share Price, the number of shares of the Corporations common
stock that participants in the Exchange Offer will receive will be calculated on the basis of the
Minimum Share Price rather than the average VWAP. In that case, participants in the Exchange Offer
would receive shares of the Corporations common stock with a value less (and possibly
significantly less) than the value of the shares of common stock such participants would receive in
the absence of the Minimum Share Price limitation.
14
15- Popular, Inc. 2009 Second Quarter Results
If participation in the Exchange Offer is low because of the application of the Minimum Share
Price, the Exchange Offer will not increase the amount of the Corporations Tier 1 common equity as
much as it would have been increased if participation had been high. As stated in the prospectus,
this could result in the Corporation taking a number of further actions to preserve or increase
Tier 1 common equity. One highly probable action is a suspension of distributions on the trust
preferred securities that, once suspended, are unlikely to be resumed for a number of years.
For further discussion of these and other matters related to the Corporation, its capital
needs and the Exchange Offer, we refer you to the prospectus and other documents the Corporation
has filed with the SEC related to the Exchange Offer, including the Risk Factors section in the
prospectus and the risk factors captioned Even if we complete the Exchange Offer, without a high
level of participation, we will not realize the intended goal of substantially increasing Tier 1
common equity on page 40 and If the Exchange Offer is successful, there may no longer be a
trading market for the shares of Preferred Stock or Trust Preferred Securities and the price for
shares of Preferred Stock or Trust Preferred Securities may be depressed on page 42.
The Corporation has filed a registration statement (including a prospectus and related
Exchange Offer materials) with the Securities and Exchange Commission (the SEC) for the Exchange
Offer. Before you decide whether to tender into the Exchange Offer, you should read the prospectus
in that registration statement and other documents the Corporation has filed with the SEC for more complete information about the Corporation and the Exchange Offer. You may obtain
these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov.
Alternatively, the Corporation will arrange to send you the prospectus if you request it by
contacting Corporate Communications, at (787) 765-9800. The complete terms and conditions of the
Exchange Offer are set forth in the prospectus and the related letters of transmittal, copies of
which will be available at www.popularinc.com/exchangeoffer and from Global Bondholder
Services Corporation, the information agent, at (866) 540-1500 or, for bankers and brokers, at
(212) 430-3774.
15
16- Popular, Inc. 2009 Second Quarter Results
This press release is not an offer to sell or purchase or an offer to exchange or a
solicitation of acceptance of an offer to sell or purchase or offer to exchange, which may be made
only pursuant to the terms of the preliminary prospectus and related letter of transmittal, as
applicable.
Reconciliation of Non-GAAP Financial Measure:
The table below presents a reconciliation of Tier 1 common equity (also referred to as Tier 1
common) to common stockholders equity. Ratios calculated based upon Tier 1 common equity have
become a focus of regulators and investors, and management believes ratios based on Tier 1 common
equity assist investors in analyzing our capital position. In connection with the Supervisory
Capital Assessment Program (SCAP), the Federal Reserve began supplementing its assessment of the
capital adequacy of a bank holding company based on a variation of Tier 1 capital, known as Tier 1
common equity. Because Tier 1 common equity is not formally defined by GAAP or, unlike Tier 1
capital, codified in the federal banking regulations, this measure is considered to be a non-GAAP
financial measure.
Non-GAAP financial measures have inherent limitations, are not required to be uniformly
applied and are not audited. To mitigate these limitations, we have procedures in place to
calculate these measures using the appropriate GAAP or regulatory components. Although these
non-GAAP financial measures are frequently used by stakeholders in the evaluation of a company,
they have limitations as analytical tools, and should not be considered in isolation, or as a substitute
for analyses of results as reported under GAAP.
The following table provides a reconciliation of common stockholders equity (GAAP) to Tier 1
common equity (non-GAAP):
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
March 31, |
(In thousands) |
|
2009 |
|
2009 |
|
|
|
|
|
|
|
|
|
|
Common stockholders equity |
|
$ |
1,412,701 |
|
|
$ |
1,646,627 |
|
|
|
|
|
|
|
|
|
|
Less: Unrealized gains on available for sale securities, net of tax (1) |
|
|
(48,296 |
) |
|
|
(76,966 |
) |
16
17- Popular, Inc. 2009 Second Quarter Results
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
March 31, |
(In thousands) |
|
2009 |
|
2009 |
|
|
|
|
|
|
|
|
|
|
Less: Disallowed deferred tax assets (2) |
|
|
(167,223 |
) |
|
|
(154,590 |
) |
|
|
|
|
|
|
|
|
|
Less: Intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
(607,164 |
) |
|
|
(606,440 |
) |
|
|
|
|
|
|
|
|
|
Other disallowed intangibles |
|
|
(25,797 |
) |
|
|
(29,768 |
) |
|
|
|
|
|
|
|
|
|
Less: Aggregate adjusted carrying value of all non-financial equity investments |
|
|
(2,147 |
) |
|
|
(2,343 |
) |
|
|
|
|
|
|
|
|
|
Add: Pension liability adjustment, net of tax and accumulated net losses on
cash flow hedges (3) |
|
|
120,256 |
|
|
|
124,962 |
|
|
|
|
|
|
|
|
|
|
|
Total Tier 1 common equity |
|
$ |
682,330 |
|
|
$ |
901,482 |
|
|
|
|
|
(1) |
|
Tier 1 capital excludes net unrealized gains (losses) on available-for-sale debt securities and net unrealized gains on
available-for-sale equity securities with readily determinable fair values, in accordance with regulatory risk-based
capital guidelines. In arriving at Tier 1 capital, institutions are required to deduct net unrealized losses on
available-for-sale equity securities with readily determinable fair values, net of tax. |
|
(2) |
|
Approximately $193 million of our $390 million of net deferred tax assets at June 30, 2009 (March 31,
2009 $181 million of our $363 million of net deferred tax assets), were included without limitation in
regulatory capital pursuant to the risk-based capital guidelines, while approximately $167 million of
such assets at June 30, 2009 (March 31, 2009 $155 million) exceeded the limitation imposed by these
guidelines and, as disallowed deferred tax assets, were deducted in arriving at Tier 1 capital.
Approximately $30 million of our other net deferred tax assets at June 30, 2009 (March 31, 2009 $27
million) represented primarily the deferred tax effects of unrealized gains and losses on
available-for-sale debt securities, which are permitted to be excluded prior to deriving the amount of
net deferred tax assets subject to limitation under the guidelines. |
|
(3) |
|
The Federal Reserve Bank has granted interim capital relief for the impact of SFAS No. 158. |
Forward-Looking Statements:
The information included in this press release may contain certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are
based on managements current expectations and involve certain risks and uncertainties that may
cause actual results to differ materially from those expressed in forward-looking statements.
Factors that might cause such a difference include, but are not limited to (i) the rate of
declining growth in the economy and employment levels, as well as general business and economic
conditions; (ii) changes in interest rates, as well as the magnitude of such changes; (iii) the
fiscal and monetary policies of the federal government and its agencies; (iv) changes in federal
bank regulatory and supervisory policies, including required levels of capital; (v) the relative
strength or weakness of the consumer and commercial credit sectors and of the real estate markets
in Puerto
17
18- Popular, Inc. 2009 Second Quarter Results
Rico and the other markets in which borrowers are located; (vi) the performance of the
stock and bond markets; (vii) competition in the financial services industry; (viii) possible
legislative, tax or regulatory changes; and (ix) difficulties in combining the operations of
acquired entities. For a discussion of such factors and certain risks and uncertainties to which
the Corporation is subject, see the Corporations Annual Report on Form 10-K for the year ended
December 31, 2008 as well as its filings with the U.S. Securities and Exchange Commission. Other
than to the extent required by applicable law, including the requirements of applicable securities
laws, the Corporation assumes no obligation to update any forward-looking statements to reflect
occurrences or unanticipated events or circumstances after the date of such statements.
* * *
Popular, Inc. is a full service financial services provider based in Puerto Rico with
operations in Puerto Rico, the United States, the Caribbean and Latin America. As the leading
financial institution in Puerto Rico, the Corporation offers retail and commercial banking services
through its principal banking subsidiary, Banco Popular de Puerto Rico, as well as auto and
equipment leasing and financing, mortgage loans, investment banking, broker-dealer and insurance
services through specialized subsidiaries. In the United States, the Corporation operates Banco
Popular North America (BPNA), including its wholly-owned subsidiary E-LOAN. BPNA is a community
bank providing a broad range of financial services and products to the communities it serves. BPNA operates
branches in New York, California, Illinois, New Jersey and Florida. E-LOAN markets deposit accounts
under its name for the benefit of BPNA and offers loan customers the option of being referred to a
trusted consumer lending partner. The Corporation, through its subsidiary EVERTEC, provides
transaction processing services throughout the Caribbean and Latin America, as well as internally
services many of its subsidiaries system infrastructures and transactional processing businesses.
The Corporation is exporting its 115 years of experience through these regions while continuing its
commitment to meet the needs of clients through innovation and to foster growth in the communities
it serves.
* * *
An electronic version of this press release can be found at the Corporations website,
www.popular.com.
18
19- Popular, Inc. 2009 Second Quarter Results
***
Exhibits A, B and C follow
19
EXHIBIT A
POPULAR, INC.
Financial Summary
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter ended |
|
|
2nd Quarter |
|
|
Quarter ended |
|
|
2nd Quarter 2009 |
|
|
|
June 30, |
|
|
2009 vs 2008 |
|
|
March 31, |
|
|
vs 1st Quarter 2009 |
|
|
|
2009 |
|
|
2008 |
|
|
$ Variance |
|
|
2009 |
|
|
$ Variance |
|
|
|
|
Summary of Operations (In thousands, except share information) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
$ |
471,046 |
|
|
$ |
565,258 |
|
|
|
($94,212 |
) |
|
$ |
489,192 |
|
|
|
($18,146 |
) |
Interest expense |
|
|
187,986 |
|
|
|
234,961 |
|
|
|
(46,975 |
) |
|
|
216,706 |
|
|
|
(28,720 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
283,060 |
|
|
|
330,297 |
|
|
|
(47,237 |
) |
|
|
272,486 |
|
|
|
10,574 |
|
Provision for loan losses |
|
|
349,444 |
|
|
|
189,165 |
|
|
|
160,279 |
|
|
|
372,529 |
|
|
|
(23,085 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income after provision for loan losses |
|
|
(66,384 |
) |
|
|
141,132 |
|
|
|
(207,516 |
) |
|
|
(100,043 |
) |
|
|
33,659 |
|
Net gain on sale and valuation adjustments of investment securities |
|
|
53,705 |
|
|
|
28,334 |
|
|
|
25,371 |
|
|
|
176,146 |
|
|
|
(122,441 |
) |
Trading account profit |
|
|
16,839 |
|
|
|
18,541 |
|
|
|
(1,702 |
) |
|
|
6,823 |
|
|
|
10,016 |
|
(Loss) gain on sale of loans and valuation adjustments on loans held-for-sale |
|
|
(13,453 |
) |
|
|
4,907 |
|
|
|
(18,360 |
) |
|
|
(13,813 |
) |
|
|
360 |
|
Other non-interest income |
|
|
168,748 |
|
|
|
184,016 |
|
|
|
(15,268 |
) |
|
|
165,575 |
|
|
|
3,173 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-interest income |
|
|
225,839 |
|
|
|
235,798 |
|
|
|
(9,959 |
) |
|
|
334,731 |
|
|
|
(108,892 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personnel costs |
|
|
136,206 |
|
|
|
155,317 |
|
|
|
(19,111 |
) |
|
|
145,291 |
|
|
|
(9,085 |
) |
Other operating expenses |
|
|
194,439 |
|
|
|
175,021 |
|
|
|
19,418 |
|
|
|
158,906 |
|
|
|
35,533 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
|
330,645 |
|
|
|
330,338 |
|
|
|
307 |
|
|
|
304,197 |
|
|
|
26,448 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income from continuing operations before income tax |
|
|
(171,190 |
) |
|
|
46,592 |
|
|
|
(217,782 |
) |
|
|
(69,509 |
) |
|
|
(101,681 |
) |
Income tax expense (benefit) |
|
|
5,393 |
|
|
|
(12,581 |
) |
|
|
17,974 |
|
|
|
(26,933 |
) |
|
|
32,326 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income from continuing operations, net of income tax |
|
|
(176,583 |
) |
|
|
59,173 |
|
|
|
(235,756 |
) |
|
|
(42,576 |
) |
|
|
(134,007 |
) |
Loss from discontinued operations, net of income tax |
|
|
(6,599 |
) |
|
|
(34,923 |
) |
|
|
28,324 |
|
|
|
(9,946 |
) |
|
|
3,347 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income |
|
|
($183,182 |
) |
|
$ |
24,250 |
|
|
|
($207,432 |
) |
|
|
($52,522 |
) |
|
|
($130,660 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income applicable to common stock |
|
|
($207,810 |
) |
|
$ |
18,247 |
|
|
|
($226,057 |
) |
|
|
($77,200 |
) |
|
|
($130,610 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Losses) earnings per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted (losses) earnings per common share from continuing operations |
|
|
($0.71 |
) |
|
$ |
0.19 |
|
|
|
|
|
|
|
($0.24 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted losses per common share from discontinued operations |
|
|
($0.03 |
) |
|
|
($0.13 |
) |
|
|
|
|
|
|
($0.03 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted (losses) earnings per common share Total |
|
|
($0.74 |
) |
|
$ |
0.06 |
|
|
|
|
|
|
|
($0.27 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends declared per common share |
|
|
|
|
|
$ |
0.16 |
|
|
|
|
|
|
$ |
0.02 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average common shares outstanding |
|
|
281,888,394 |
|
|
|
280,773,513 |
|
|
|
|
|
|
|
281,834,434 |
|
|
|
|
|
Average common shares outstanding assuming dilution |
|
|
281,888,394 |
|
|
|
280,773,513 |
|
|
|
|
|
|
|
281,834,434 |
|
|
|
|
|
Common shares outstanding at end of period |
|
|
282,031,548 |
|
|
|
280,983,132 |
|
|
|
|
|
|
|
282,034,819 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Market value per common share |
|
$ |
2.20 |
|
|
$ |
6.59 |
|
|
|
|
|
|
$ |
2.16 |
|
|
|
|
|
Book value per common share |
|
$ |
5.01 |
|
|
$ |
11.10 |
|
|
|
|
|
|
$ |
5.84 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Market Capitalization (In millions) |
|
$ |
620 |
|
|
$ |
1,852 |
|
|
|
|
|
|
$ |
609 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selected Average Balances (In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
37,048 |
|
|
$ |
40,845 |
|
|
|
($3,797 |
) |
|
$ |
38,437 |
|
|
|
($1,389 |
) |
Stockholders equity |
|
|
3,002 |
|
|
|
3,519 |
|
|
|
(517 |
) |
|
|
3,113 |
|
|
|
(111 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selected Financial Data at Period-End (In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
36,499 |
|
|
$ |
41,679 |
|
|
|
($5,180 |
) |
|
$ |
37,709 |
|
|
|
($1,210 |
) |
Loans (1) |
|
|
24,850 |
|
|
|
27,632 |
|
|
|
(2,782 |
) |
|
|
25,553 |
|
|
|
(703 |
) |
Earning assets (1) |
|
|
34,070 |
|
|
|
37,205 |
|
|
|
(3,135 |
) |
|
|
35,180 |
|
|
|
(1,110 |
) |
Deposits |
|
|
26,913 |
|
|
|
27,116 |
|
|
|
(203 |
) |
|
|
27,150 |
|
|
|
(237 |
) |
Borrowings |
|
|
5,587 |
|
|
|
10,000 |
|
|
|
(4,413 |
) |
|
|
6,311 |
|
|
|
(724 |
) |
Interest bearing liabilities |
|
|
28,092 |
|
|
|
32,634 |
|
|
|
(4,542 |
) |
|
|
29,088 |
|
|
|
(996 |
) |
Stockholders equity |
|
|
2,900 |
|
|
|
3,706 |
|
|
|
(806 |
) |
|
|
3,132 |
|
|
|
(232 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Performance Ratios |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest yield from continuing operations (2) |
|
|
3.27 |
% |
|
|
3.69 |
% |
|
|
|
|
|
|
3.07 |
% |
|
|
|
|
Return on assets |
|
|
(1.98 |
) |
|
|
0.24 |
|
|
|
|
|
|
|
(0.55 |
) |
|
|
|
|
Return on common equity |
|
|
(53.48 |
) |
|
|
2.08 |
|
|
|
|
|
|
|
(19.13 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit Quality Data (Dollars in millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loans charged-off, excluding write-downs on loans transferred to held-for-sale (3) |
|
$ |
260.3 |
|
|
$ |
113.1 |
|
|
$ |
147.2 |
|
|
$ |
198.2 |
|
|
$ |
62.1 |
|
Allowance for loan losses |
|
|
1,146 |
|
|
|
653 |
|
|
|
493 |
|
|
|
1,057 |
|
|
|
89 |
|
Non-performing loans from continuing operations |
|
|
1,978 |
|
|
|
883 |
|
|
|
1,095 |
|
|
|
1,404 |
|
|
|
574 |
|
Non-performing loans from discontinued operations |
|
|
1 |
|
|
|
151 |
|
|
|
(150 |
) |
|
|
3 |
|
|
|
(2 |
) |
Non-performing loans total |
|
|
1,979 |
|
|
|
1,034 |
|
|
|
945 |
|
|
|
1,407 |
|
|
|
572 |
|
Non-performing loans to loans held-in-portfolio (4)(5) |
|
|
8.04 |
% |
|
|
3.49 |
% |
|
|
|
|
|
|
5.56 |
% |
|
|
|
|
Allowance for loan losses to non-performing loans (4) |
|
|
57.94 |
|
|
|
70.69 |
|
|
|
|
|
|
|
75.30 |
|
|
|
|
|
Allowance for loan losses to loans held-in-portfolio (5) |
|
|
4.66 |
|
|
|
2.47 |
|
|
|
|
|
|
|
4.19 |
|
|
|
|
|
|
|
|
(1) |
|
Includes assets/liabilities from discontinued operations as follows: June 30, 2009 $1 million in loans and earning assets; March 31, 2009 $7 million in loans and earning
assets. |
|
(2) |
|
Not on a taxable equivalent basis. |
|
(3) |
|
Excludes net charge-offs from discontinued operations. |
|
(4) |
|
Non-performing loans (NPL) exclude NPL accounted pursuant to the fair value option of SFAS No. 159. Also, for the periods ended June 30, 2009 and March 31, 2009,
NPL exclude NPL from discontinued operations. |
|
(5) |
|
Loans held-in-portfolio exclude loans held-for-sale and loans accounted pursuant to the fair value option of SFAS No. 159. Loans from discontinued operations are considered
held-for-sale as of June 30, 2009 and March 31, 2009. |
Notes: Certain reclassifications have been made to prior periods to conform with this quarter presentation.
20
EXHIBIT A (CONTINUED)
POPULAR, INC.
Financial Summary
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended |
|
|
|
|
|
|
June 30, |
|
|
|
|
|
|
2009 |
|
|
2008 |
|
|
$ Variance |
|
|
|
|
Summary of Operations (In thousands, except share information) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
$ |
960,238 |
|
|
$ |
1,177,100 |
|
|
|
($216,862 |
) |
Interest expense |
|
|
404,692 |
|
|
|
511,044 |
|
|
|
(106,352 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
555,546 |
|
|
|
666,056 |
|
|
|
(110,510 |
) |
Provision for loan losses |
|
|
721,973 |
|
|
|
350,401 |
|
|
|
371,572 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income after provision for loan losses |
|
|
(166,427 |
) |
|
|
315,655 |
|
|
|
(482,082 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gain on sale and valuation adjustments of investment securities |
|
|
229,851 |
|
|
|
78,562 |
|
|
|
151,289 |
|
Trading account profit |
|
|
23,662 |
|
|
|
31,878 |
|
|
|
(8,216 |
) |
(Loss) gain on sale of loans and valuation adjustments on loans held-for-sale |
|
|
(27,266 |
) |
|
|
19,174 |
|
|
|
(46,440 |
) |
Other non-interest income |
|
|
334,323 |
|
|
|
370,935 |
|
|
|
(36,612 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-interest income |
|
|
560,570 |
|
|
|
500,549 |
|
|
|
60,021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personnel costs |
|
|
281,497 |
|
|
|
311,285 |
|
|
|
(29,788 |
) |
Other operating expenses |
|
|
353,345 |
|
|
|
342,348 |
|
|
|
10,997 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
|
634,842 |
|
|
|
653,633 |
|
|
|
(18,791 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income from continuing operations before income tax |
|
|
(240,699 |
) |
|
|
162,571 |
|
|
|
(403,270 |
) |
Income tax (benefit) expense |
|
|
(21,540 |
) |
|
|
4,159 |
|
|
|
(25,699 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income from continuing operations, net of income tax |
|
|
(219,159 |
) |
|
|
158,412 |
|
|
|
(377,571 |
) |
Loss from discontinued operations, net of income tax |
|
|
(16,545 |
) |
|
|
(30,872 |
) |
|
|
14,327 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income |
|
|
($235,704 |
) |
|
$ |
127,540 |
|
|
|
($363,244 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income applicable to common stock |
|
|
($285,010 |
) |
|
$ |
118,559 |
|
|
|
($403,569 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Losses) earnings per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted (losses) earnings per common share from continuing operations |
|
|
($0.95 |
) |
|
$ |
0.52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted losses per common share from discontinued operations |
|
|
($0.06 |
) |
|
|
($0.10 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted (losses) earnings per common share Total |
|
|
($1.01 |
) |
|
$ |
0.42 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends declared per common share |
|
$ |
0.02 |
|
|
$ |
0.32 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average common shares outstanding |
|
|
281,861,563 |
|
|
|
280,514,164 |
|
|
|
|
|
Average common shares outstanding assuming dilution |
|
|
281,861,563 |
|
|
|
280,514,164 |
|
|
|
|
|
Common shares outstanding at end of period |
|
|
282,031,548 |
|
|
|
280,983,132 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Market value per common share |
|
$ |
2.20 |
|
|
$ |
6.59 |
|
|
|
|
|
Book value per common share |
|
$ |
5.01 |
|
|
$ |
11.10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Market Capitalization (In millions) |
|
$ |
620 |
|
|
$ |
1,852 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selected Average Balances (In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
37,739 |
|
|
$ |
41,775 |
|
|
|
($4,036 |
) |
Stockholders equity |
|
|
3,057 |
|
|
|
3,425 |
|
|
|
(368 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Performance Ratios |
|
|
|
|
|
|
|
|
|
|
|
|
Net interest yield from continuing operations (1) |
|
|
3.17 |
% |
|
|
3.68 |
% |
|
|
|
|
Return on assets |
|
|
(1.26 |
) |
|
|
0.61 |
|
|
|
|
|
Return on common equity |
|
|
(35.08 |
) |
|
|
7.11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit Quality Data (Dollars in millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Net loans charged-off, excluding write-downs on loans transferred to held-for-sale (2) |
|
$ |
458.5 |
|
|
$ |
205.7 |
|
|
$ |
252.8 |
|
Allowance for loan losses |
|
|
1,146 |
|
|
|
653 |
|
|
|
493 |
|
Non-performing loans from continuing operations |
|
|
1,978 |
|
|
|
883 |
|
|
|
1,095 |
|
Non-performing loans from discontinued operations |
|
|
1 |
|
|
|
151 |
|
|
|
(150 |
) |
Non-performing loans total |
|
|
1,979 |
|
|
|
1,034 |
|
|
|
945 |
|
Non-performing loans to loans held-in-portfolio (3)(4) |
|
|
8.04 |
% |
|
|
3.49 |
% |
|
|
|
|
Allowance for loan losses to non-performing loans (3) |
|
|
57.94 |
|
|
|
70.69 |
|
|
|
|
|
Allowance for loan losses to loans held-in-portfolio (4) |
|
|
4.66 |
|
|
|
2.47 |
|
|
|
|
|
|
|
|
(1) |
|
Not on a taxable equivalent basis. |
|
(2) |
|
Excludes net charge-offs from discontinued operations. |
|
(3) |
|
Non-performing loans (NPL) exclude NPL accounted pursuant to the fair value option of SFAS No. 159. Also, for the period ended June 30, 2009, NPL exclude NPL from
discontinued operations. |
|
(4) |
|
Loans held-in-portfolio exclude loans held-for-sale and loans accounted pursuant to the fair value option of SFAS No. 159. Loans from discontinued operations are
considered held-for-sale as of June 30, 2009. |
Notes: Certain reclassifications have been made to prior periods to conform with this quarter presentation.
21
EXHIBIT B
POPULAR, INC.
Credit Quality Information
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter |
|
|
Quarter |
|
|
Quarter |
|
|
For the six |
|
|
For the six |
|
|
|
ended |
|
|
ended |
|
|
ended |
|
|
months ended |
|
|
months ended |
|
|
|
June 30, |
|
|
March 31, |
|
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
|
2009 |
|
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
|
|
|
Net loans charged-off, excluding write-downs
on loans transferred to held-for-sale (In
millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial |
|
$ |
69.9 |
|
|
$ |
41.3 |
|
|
$ |
40.4 |
|
|
$ |
111.2 |
|
|
$ |
68.7 |
|
Construction |
|
|
76.5 |
|
|
|
44.8 |
|
|
|
5.2 |
|
|
|
121.3 |
|
|
|
5.2 |
|
Mortgage |
|
|
24.7 |
|
|
|
31.1 |
|
|
|
9.6 |
|
|
|
55.8 |
|
|
|
18.7 |
|
Consumer |
|
|
85.1 |
|
|
|
76.0 |
|
|
|
53.4 |
|
|
|
161.1 |
|
|
|
103.7 |
|
Lease financing |
|
|
4.1 |
|
|
|
5.0 |
|
|
|
4.5 |
|
|
|
9.1 |
|
|
|
9.4 |
|
|
|
|
Total |
|
$ |
260.3 |
|
|
$ |
198.2 |
|
|
$ |
113.1 |
|
|
$ |
458.5 |
|
|
$ |
205.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter |
|
|
Quarter |
|
|
Quarter |
|
|
For the six |
|
|
For the six |
|
|
|
ended |
|
|
ended |
|
|
ended |
|
|
months ended |
|
|
months ended |
|
|
|
June 30, |
|
|
March 31, |
|
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
|
2009 |
|
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
|
|
|
Annualized Net Charge-Offs to Average Loans
Held-in-Portfolio |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial |
|
|
2.11 |
% |
|
|
1.22 |
% |
|
|
1.18 |
% |
|
|
1.66 |
% |
|
|
1.01 |
% |
Construction |
|
|
14.46 |
|
|
|
8.16 |
|
|
|
1.02 |
|
|
|
11.25 |
|
|
|
0.52 |
|
Mortgage |
|
|
2.27 |
|
|
|
2.83 |
|
|
|
0.85 |
|
|
|
2.55 |
|
|
|
0.82 |
|
Consumer |
|
|
7.73 |
|
|
|
6.63 |
|
|
|
4.41 |
|
|
|
7.17 |
|
|
|
4.24 |
|
Lease financing |
|
|
2.25 |
|
|
|
2.73 |
|
|
|
1.65 |
|
|
|
2.49 |
|
|
|
1.72 |
|
|
|
|
Total |
|
|
4.19 |
% |
|
|
3.12 |
% |
|
|
1.73 |
% |
|
|
3.65 |
% |
|
|
1.57 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As a % of |
|
|
|
|
|
|
|
Non-performing Loans from Continuing |
|
June 30, |
|
|
loans held-in- |
|
|
March 31, |
|
|
As a % of loans |
|
Operations (In millions) |
|
2009 |
|
|
portfolio |
|
|
2009 |
|
|
held-in-portfolio |
|
|
|
|
Commercial |
|
$ |
686 |
|
|
|
5.2 |
% |
|
$ |
525 |
|
|
|
3.9 |
% |
Construction |
|
|
767 |
|
|
|
37.7 |
|
|
|
435 |
|
|
|
20.2 |
|
Mortgage |
|
|
442 |
|
|
|
9.9 |
|
|
|
353 |
|
|
|
7.8 |
|
Consumer |
|
|
71 |
|
|
|
1.7 |
|
|
|
78 |
|
|
|
1.7 |
|
Lease financing |
|
|
12 |
|
|
|
1.6 |
|
|
|
13 |
|
|
|
1.8 |
|
|
|
|
Total |
|
$ |
1,978 |
|
|
|
8.0 |
% |
|
$ |
1,404 |
|
|
|
5.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2009 |
|
|
March 31, 2009 |
|
|
|
|
|
|
|
SFAS No. 114 |
|
|
|
|
|
|
SFAS No. 114 |
|
|
|
|
|
|
|
Allowance for |
|
|
|
|
|
|
Allowance for |
|
|
|
Recorded |
|
|
loan losses |
|
|
Recorded |
|
|
loan losses |
|
Impaired Loans (SFAS No. 114) (In millions) |
|
Investment |
|
|
(ALLL) |
|
|
Investment |
|
|
(ALLL) |
|
|
|
|
Impaired loans with ALLL required |
|
$ |
1,034.4 |
|
|
$ |
313.1 |
|
|
$ |
903.1 |
|
|
$ |
279.2 |
|
Impaired loans with no ALLL required |
|
|
410.5 |
|
|
|
|
|
|
|
238.6 |
|
|
|
|
|
|
|
|
Total impaired loans (SFAS No. 114) |
|
$ |
1,444.9 |
|
|
$ |
313.1 |
|
|
$ |
1,141.7 |
|
|
$ |
279.2 |
|
|
|
|
22
EXHIBIT C
POPULAR, INC.
Financial Summary - Segment Reporting
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter ended June 30, 2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intersegment |
|
|
Total Reportable |
|
|
|
BPPR |
|
|
BPNA |
|
|
EVERTEC |
|
|
Eliminations |
|
|
Segments |
|
|
|
|
Summary
of Operations (In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) |
|
$ |
216.9 |
|
|
$ |
80.8 |
|
|
|
($0.2 |
) |
|
|
|
|
|
$ |
297.5 |
|
Provision for loan losses |
|
|
181.6 |
|
|
|
167.8 |
|
|
|
|
|
|
|
|
|
|
|
349.4 |
|
|
|
|
Net interest income (expense) after provision for
loan losses |
|
|
35.3 |
|
|
|
(87.0 |
) |
|
|
(0.2 |
) |
|
|
|
|
|
|
(51.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gain on sale and valuation adjustments of
investment securities |
|
|
44.9 |
|
|
|
|
|
|
|
7.9 |
|
|
|
|
|
|
|
52.8 |
|
Trading account profit |
|
|
16.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16.8 |
|
Gain (loss) on sale of loans and valuation
adjustments on loans held-for-sale |
|
|
0.5 |
|
|
|
(14.0 |
) |
|
|
|
|
|
|
|
|
|
|
(13.5 |
) |
Other non-interest income (service charges on
deposits, other service fees and other) |
|
|
123.1 |
|
|
|
19.8 |
|
|
|
62.6 |
|
|
|
($36.9 |
) |
|
|
168.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-interest income |
|
|
185.3 |
|
|
|
5.8 |
|
|
|
70.5 |
|
|
|
(36.9 |
) |
|
|
224.7 |
|
Personnel costs |
|
|
75.6 |
|
|
|
30.9 |
|
|
|
20.8 |
|
|
|
(0.2 |
) |
|
|
127.1 |
|
Other operating expenses |
|
|
135.8 |
|
|
|
61.3 |
|
|
|
24.4 |
|
|
|
(36.5 |
) |
|
|
185.0 |
|
|
|
|
Total operating expenses |
|
|
211.4 |
|
|
|
92.2 |
|
|
|
45.2 |
|
|
|
(36.7 |
) |
|
|
312.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before
income tax |
|
|
9.2 |
|
|
|
(173.4 |
) |
|
|
25.1 |
|
|
|
(0.2 |
) |
|
|
(139.3 |
) |
Income tax expense (benefit) |
|
|
2.4 |
|
|
|
0.8 |
|
|
|
7.0 |
|
|
|
(0.1 |
) |
|
|
10.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations, net of
income tax |
|
|
6.8 |
|
|
|
(174.2 |
) |
|
|
18.1 |
|
|
|
(0.1 |
) |
|
|
(149.4 |
) |
Loss from discontinued operations, net of income tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
6.8 |
|
|
|
($174.2 |
) |
|
$ |
18.1 |
|
|
|
($0.1 |
) |
|
|
($149.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter ended June 30, 2009 |
|
|
|
|
|
|
|
Eliminations and |
|
|
|
|
|
|
|
|
|
|
Discontinued |
|
|
|
|
|
|
Corporate |
|
|
Operations |
|
|
Popular, Inc. |
|
|
|
|
Summary
of Operations (In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) |
|
|
($14.7 |
) |
|
$ |
0.3 |
|
|
$ |
283.1 |
|
Provision for loan losses |
|
|
|
|
|
|
|
|
|
|
349.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) after provision for loan losses |
|
|
(14.7 |
) |
|
|
0.3 |
|
|
|
(66.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gain on sale and valuation adjustments of investment securities |
|
|
0.9 |
|
|
|
|
|
|
|
53.7 |
|
Trading account profit |
|
|
|
|
|
|
|
|
|
|
16.8 |
|
Gain (loss) on sale of loans and valuation adjustments on loans held-for-sale |
|
|
|
|
|
|
|
|
|
|
(13.5 |
) |
Other non-interest income (service charges on deposits, other service fees
and other) |
|
|
2.1 |
|
|
|
(1.9 |
) |
|
|
168.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-interest income |
|
|
3.0 |
|
|
|
(1.9 |
) |
|
|
225.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personnel costs |
|
|
9.1 |
|
|
|
|
|
|
|
136.2 |
|
Other operating expenses |
|
|
10.9 |
|
|
|
(1.4 |
) |
|
|
194.5 |
|
|
|
|
Total operating expenses |
|
|
20.0 |
|
|
|
(1.4 |
) |
|
|
330.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before income tax |
|
|
(31.7 |
) |
|
|
(0.2 |
) |
|
|
(171.2 |
) |
Income tax expense (benefit) |
|
|
(4.6 |
) |
|
|
(0.1 |
) |
|
|
5.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations, net of income tax |
|
|
(27.1 |
) |
|
|
(0.1 |
) |
|
|
(176.6 |
) |
Loss from discontinued operations, net of income tax |
|
|
|
|
|
|
(6.6 |
) |
|
|
(6.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
($27.1 |
) |
|
|
($6.7 |
) |
|
|
($183.2 |
) |
|
|
|
23
EXHIBIT C
(CONTINUED)
POPULAR, INC.
Financial Summary - Segment Reporting
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter ended June 30, 2008 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intersegment |
|
|
Total Reportable |
|
|
|
BPPR |
|
|
BPNA |
|
|
EVERTEC |
|
|
Eliminations |
|
|
Segments |
|
|
|
|
Summary
of Operations (In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) |
|
$ |
243.2 |
|
|
$ |
92.4 |
|
|
|
($0.2 |
) |
|
|
|
|
|
$ |
335.4 |
|
Provision for loan losses |
|
|
107.8 |
|
|
|
81.4 |
|
|
|
|
|
|
|
|
|
|
|
189.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) after provision for
loan losses |
|
|
135.4 |
|
|
|
11.0 |
|
|
|
(0.2 |
) |
|
|
|
|
|
|
146.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gain on sale and valuation adjustments of
investment securities |
|
|
28.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28.3 |
|
Trading account profit |
|
|
18.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18.6 |
|
Gain on sale of loans and valuation adjustments on
loans held-for-sale |
|
|
0.4 |
|
|
|
4.5 |
|
|
|
|
|
|
|
|
|
|
|
4.9 |
|
Other
non-interest income (loss) (service charges on
deposits, other service fees and other) |
|
|
137.8 |
|
|
|
24.7 |
|
|
|
65.8 |
|
|
|
($37.9 |
) |
|
|
190.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-interest income (loss) |
|
|
185.1 |
|
|
|
29.2 |
|
|
|
65.8 |
|
|
|
(37.9 |
) |
|
|
242.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personnel costs |
|
|
81.3 |
|
|
|
45.5 |
|
|
|
23.0 |
|
|
|
(0.7 |
) |
|
|
149.1 |
|
Other operating expenses |
|
|
127.2 |
|
|
|
53.8 |
|
|
|
24.8 |
|
|
|
(36.6 |
) |
|
|
169.2 |
|
|
|
|
Total operating expenses |
|
|
208.5 |
|
|
|
99.3 |
|
|
|
47.8 |
|
|
|
(37.3 |
) |
|
|
318.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before
income tax |
|
|
112.0 |
|
|
|
(59.1 |
) |
|
|
17.8 |
|
|
|
(0.6 |
) |
|
|
70.1 |
|
Income tax expense (benefit) |
|
|
19.5 |
|
|
|
(24.8 |
) |
|
|
4.3 |
|
|
|
(0.2 |
) |
|
|
(1.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations, net of
income tax |
|
|
92.5 |
|
|
|
(34.3 |
) |
|
|
13.5 |
|
|
|
(0.4 |
) |
|
|
71.3 |
|
Loss from discontinued operations, net of income tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
92.5 |
|
|
|
($34.3 |
) |
|
$ |
13.5 |
|
|
|
($0.4 |
) |
|
$ |
71.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter ended June 30, 2008 |
|
|
|
|
|
|
|
Eliminations and |
|
|
|
|
|
|
|
|
|
|
Discontinued |
|
|
|
|
|
|
Corporate |
|
|
Operations |
|
|
Popular, Inc. |
|
|
|
|
Summary
of Operations (In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) |
|
|
($5.4) |
|
|
$ |
0.3 |
|
|
$ |
330.3 |
|
Provision for loan losses |
|
|
|
|
|
|
|
|
|
|
189.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) after provision for loan losses |
|
|
(5.4) |
|
|
|
0.3 |
|
|
|
141.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gain on sale and valuation adjustments of investment securities |
|
|
|
|
|
|
|
|
|
|
28.3 |
|
Trading account profit |
|
|
|
|
|
|
|
|
|
|
18.6 |
|
Gain on sale of loans and valuation adjustments on loans held-for-sale |
|
|
(1.3 |
) |
|
|
1.3 |
|
|
|
4.9 |
|
Other
non-interest income (loss) (service charges on deposits, other service
fees and other) |
|
|
1.0 |
|
|
|
(7.4 |
) |
|
|
184.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
non-interest income (loss) |
|
|
(0.3 |
) |
|
|
(6.1 |
) |
|
|
235.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personnel costs |
|
|
8.0 |
|
|
|
(1.8 |
) |
|
|
155.3 |
|
Other operating expenses |
|
|
7.6 |
|
|
|
(1.8 |
) |
|
|
175.0 |
|
|
|
|
Total operating expenses |
|
|
15.6 |
|
|
|
(3.6 |
) |
|
|
330.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before income tax |
|
|
(21.3 |
) |
|
|
(2.2 |
) |
|
|
46.6 |
|
Income tax expense (benefit) |
|
|
(12.0 |
) |
|
|
0.6 |
|
|
|
(12.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations, net of income tax |
|
|
(9.3 |
) |
|
|
(2.8 |
) |
|
|
59.2 |
|
Loss from discontinued operations, net of income tax |
|
|
|
|
|
|
(34.9 |
) |
|
|
(34.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
($9.3 |
) |
|
|
($37.7 |
) |
|
$ |
24.3 |
|
|
|
|
24
EXHIBIT C
(CONTINUED)
POPULAR, INC.
Financial Summary - Segment Reporting
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter ended March 31, 2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intersegment |
|
|
Total Reportable |
|
|
|
BPPR |
|
|
BPNA |
|
|
EVERTEC |
|
|
Eliminations |
|
|
Segments |
|
|
|
|
Summary
of Operations (In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) |
|
$ |
216.2 |
|
|
$ |
76.5 |
|
|
|
($0.2 |
) |
|
|
|
|
|
$ |
292.5 |
|
Provision for loan losses |
|
|
151.3 |
|
|
|
221.2 |
|
|
|
|
|
|
|
|
|
|
|
372.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) after provision for
loan losses |
|
|
64.9 |
|
|
|
(144.7 |
) |
|
|
(0.2 |
) |
|
|
|
|
|
|
(80.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gain (loss) on sale and valuation adjustments
of investment securities |
|
|
182.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
182.7 |
|
Trading account profit |
|
|
6.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.8 |
|
Gain (loss) on sale of loans and valuation
adjustments on loans held-for-sale |
|
|
6.7 |
|
|
|
(20.5 |
) |
|
|
|
|
|
|
|
|
|
|
(13.8 |
) |
Other non-interest income (service charges on
deposits, other service fees and other) |
|
|
114.5 |
|
|
|
24.3 |
|
|
|
61.5 |
|
|
|
($36.3 |
) |
|
|
164.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-interest income (loss) |
|
|
310.7 |
|
|
|
3.8 |
|
|
|
61.5 |
|
|
|
(36.3 |
) |
|
|
339.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personnel costs |
|
|
77.3 |
|
|
|
37.4 |
|
|
|
22.2 |
|
|
|
(0.3 |
) |
|
|
136.6 |
|
Other operating expenses |
|
|
121.6 |
|
|
|
44.2 |
|
|
|
24.1 |
|
|
|
(36.0 |
) |
|
|
153.9 |
|
|
|
|
Total operating expenses |
|
|
198.9 |
|
|
|
81.6 |
|
|
|
46.3 |
|
|
|
(36.3 |
) |
|
|
290.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before
income tax |
|
|
176.7 |
|
|
|
(222.5 |
) |
|
|
15.0 |
|
|
|
|
|
|
|
(30.8 |
) |
Income tax (benefit) expense |
|
|
(3.1 |
) |
|
|
(9.0 |
) |
|
|
5.1 |
|
|
|
|
|
|
|
(7.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations, net of
income tax |
|
|
179.8 |
|
|
|
(213.5 |
) |
|
|
9.9 |
|
|
|
|
|
|
|
(23.8 |
) |
Loss from discontinued operations, net of income tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
179.8 |
|
|
|
($213.5 |
) |
|
$ |
9.9 |
|
|
|
|
|
|
|
($23.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter ended March 31, 2009 |
|
|
|
|
|
|
|
Eliminations and |
|
|
|
|
|
|
|
|
|
|
Discontinued |
|
|
|
|
|
|
Corporate |
|
|
Operations |
|
|
Popular, Inc. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Summary
of Operations (In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) |
|
|
($20.2 |
) |
|
$ |
0.2 |
|
|
$ |
272.5 |
|
Provision for loan losses |
|
|
|
|
|
|
|
|
|
|
372.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (expense) after provision for loan losses |
|
|
(20.2 |
) |
|
|
0.2 |
|
|
|
(100.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gain (loss) on sale and valuation adjustments of investment securities |
|
|
(6.6 |
) |
|
|
|
|
|
|
176.1 |
|
Trading account profit |
|
|
|
|
|
|
|
|
|
|
6.8 |
|
Gain (loss) on sale of loans and valuation adjustments on loans held-for-sale |
|
|
|
|
|
|
|
|
|
|
(13.8 |
) |
Other non-interest income (service charges on deposits, other service fees
and other) |
|
|
3.0 |
|
|
|
(1.4 |
) |
|
|
165.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
non-interest income (loss) |
|
|
(3.6 |
) |
|
|
(1.4 |
) |
|
|
334.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personnel costs |
|
|
8.7 |
|
|
|
|
|
|
|
145.3 |
|
Other operating expenses |
|
|
6.9 |
|
|
|
(1.9 |
) |
|
|
158.9 |
|
|
|
|
Total operating expenses |
|
|
15.6 |
|
|
|
(1.9 |
) |
|
|
304.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before income tax |
|
|
(39.4 |
) |
|
|
0.7 |
|
|
|
(69.5 |
) |
Income tax (benefit) expense |
|
|
(20.2 |
) |
|
|
0.3 |
|
|
|
(26.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations, net of income tax |
|
|
(19.2 |
) |
|
|
0.4 |
|
|
|
(42.6 |
) |
Loss from discontinued operations, net of income tax |
|
|
|
|
|
|
(9.9 |
) |
|
|
(9.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
($19.2 |
) |
|
|
($9.5 |
) |
|
|
($52.5 |
) |
|
|
|
25