First BanCorp Reports Financial Results for the Third Quarter Ended September 30, 2009

October 30, 2009 8:49 AM EDT

    --  Reported a net loss of $165.2 million, or $1.89 per diluted share, which
        includes a $152.2 million non-cash charge to increase the deferred tax
        asset valuation allowance
    --  Reported a pre-tax loss of $51.7 million, compared to a pre-tax loss of
        $176.7 million for the second quarter of 2009 and a pre-tax gain of
        $20.8 million for the third quarter of 2008
    --  Recorded a provision for loan and lease losses of $148.1 million, which
        exceeded net charge-offs for the quarter by $63.7 million, compared to a
        provision of $235.2 million for the second quarter of 2009 and $55.3
        million for the third quarter of 2008
    --  Net interest income, excluding fair value adjustments, increased to
        $132.2 million, an increase of $3.6 million compared to the second
        quarter of 2009; net interest margin, excluding fair value adjustments,
        increased to 2.68%, up 4 basis points compared to the second quarter of
        2009
    --  Recorded a realized gain on sale of investments of $34.3 million,
        compared to $10.3 million for the second quarter of 2009
    --  Reported non-interest expenses of $82.8 million, a decrease of $13.2
        million compared to the second quarter of 2009; efficiency ratio of
        46.21% compared to 62.16% for the second quarter of 2009
    --  Total non-performing loans increased by $367.5 million to $1.54 billion
        as of September 30, 2009, while the allowance for loan and lease losses
        to total loans coverage ratio increased to 3.43% from 3.11% as of June
        30, 2009
    --  Estimated Tier 1 Capital Ratio of 12.5%, estimated Total Capital Ratio
        of 13.8% and estimated Leverage Ratio of 9.0%; estimated Tier 1 and
        Total Regulatory Capital exceeded the well-capitalized minimum by $937
        million and $545 million, respectively

SAN JUAN, Puerto Rico--(BUSINESS WIRE)-- First BanCorp (the "Corporation") (NYSE: FBP) today reported a net loss for the quarter ended September 30, 2009 of $165.2 million, compared to a net loss of $78.7 million for the quarter ended June 30, 2009, and net income of $24.5 million for the quarter ended September 30, 2008. For the nine-month period ended September 30, 2009, the Corporation incurred a net loss of $222.0 million, compared to net income of $91.1 million for the same period in 2008. The third quarter and nine months losses for 2009 were largely driven by a non-cash charge of $152.2 million to increase the deferred tax asset valuation allowance and a provision for loan and lease losses in the amount of $148.1 million and $442.7 million for the quarter and nine-month period ended September 30, 2009, respectively. On a pre-tax basis, the Corporation reported a $51.7 million loss for the quarter ended September 30, 2009, compared to a loss of $176.7 million for the quarter ended June 30, 2009 and a gain of $20.8 million for the quarter ended September 30, 2008. For the nine-month period ended September 30, 2009, the pre-tax loss was $220.8 million compared to a gain of $70.2 million for the same period of 2008. This press release should be read in conjunction with the accompanying tables (Exhibit A), which are an integral part of this press release.

Mr. Aurelio Aleman, Chief Executive Officer of First BanCorp, commented, "The Corporation updated its analysis of its deferred tax asset and concluded that the valuation allowance for this asset needed to be increased by approximately $152.2 million. This increase in the valuation allowance for the deferred tax asset is a non-cash charge and has no impact on the Corporation's operations, cash flows and liquidity and has minimal impact on regulatory tier 1 and total capital ratios. Future improvement in the Corporation's financial performance and a return to profitability could permit us to reverse the valuation allowance through earnings. Our capital continues to be comfortably higher than the regulatory minimum to be considered a well-capitalized financial institution."

Regarding the third quarter performance, Mr. Aleman said, "While the Corporation's results, setting aside the valuation allowance, improved slightly in the third quarter as evidenced by a narrowing of the pre-tax loss when compared to the second quarter, we have more work ahead to unlock the earnings potential of First BanCorp. Further asset deterioration, that required an increase in the provision for loan and lease losses, remains a key hurdle in our return to profitability. While the provision was lower in the third quarter than in the second quarter, it remains substantially higher than the Corporation's historic loan and lease loss provisions. Our expectation is that relatively high delinquencies in residential and commercial credits and weakened consumer economic conditions will continue until the Federal and Commonwealth stimulus programs have their intended effect of reigniting the respective economies of our markets."

"We have been taking firm actions to improve our asset quality with additional resources and experienced talent at all fronts. We have improved revenue and controllable expenses during these unprecedented times. The Corporation has achieved an improvement in fee income, a reduction in the cost of funds and a widening of interest rate margins, despite increases in non-performing loans. In addition, our lines of business and support units have collectively reduced non-interest expenses consistent with our Business Rationalization Plan, which continues to be one of our priorities. As we move forward, we have identified additional opportunities for non-interest income and further reductions of our cost of doing business," noted Mr. Aleman.

Mr. Aleman remarked with regard to the Florida region, "Though the economy in the region continues to be weak, a renewed interest by real estate investors in new, used and foreclosed properties suggests potential stabilization that should improve our franchise performance in the state. The restructuring and consolidation of our Florida operations have resulted in efficiencies, while the hiring of additional experienced banking professionals positions our business well towards the future. The Florida region continues to be an attractive market for generating deposits."

Mr. Aleman continued, "In my new role as CEO, I am determined to return First BanCorp to profitability and maximize shareholder value. We remain focused on fortifying and leveraging our strength as the second largest banking franchise in Puerto Rico, and the largest in the Virgin Islands, executing our core business strategies to continue achieving organic growth and providing the best financial solutions and customer service in the industry to our clients. In addition, we will continue to be a proactive contributor to the economies of our markets, thereby improving the well being of our clients, employees and stockholders."

"Our strategy is to protect and improve our capital position to manage the challenges due to the continued recession, but also to enhance our opportunities to participate in the economic recovery. In order to ensure that the Corporation is positioned effectively to execute its business plans, the Board of Directors and management consistently monitor and evaluate the capital structure of First BanCorp," concluded Mr. Aleman.

THIRD QUARTER PERFORMANCE DISCUSSION

Net Interest Income

2009 Third Quarter versus 2009 Second Quarter

Compared with the 2009 second quarter, net interest income, excluding fair value adjustments ("valuations") on derivatives and financial liabilities measured at fair value, increased $3.6 million, or 3%. This reflected a 4 basis point increase in the net interest margin to 2.68% from 2.64%. The following table reconciles net interest income in accordance with generally accepted accounting principles in the United States of America (GAAP) to net interest income, excluding valuations, and to net interest income on a tax-equivalent basis. Net interest income on a tax-equivalent basis and net interest income, excluding valuations on derivative instruments and financial liabilities, are non-GAAP measures (see Basis of Presentation below for a full discussion).


                  Quarters Ended                                  Nine-month period ended

(Dollars in       September 30,   June 30, 2009   September 30,   September 30,   September 30,
thousands)        2009                            2008            2009            2008

Net interest      $ 129,133       $ 131,014       $ 144,621       $ 381,745       $ 403,685
income

Unrealized loss
(gain) on
derivative
instruments and     3,074           (2,396     )    (4,313     )    (2,957     )    (10,438    )
liabilities
measured at fair
value

Net interest
income -            132,207         128,618         140,308         378,788         393,247
excluding
valuations

Tax-equivalent      12,925          13,933          17,859          41,306          40,702
adjustment

Net interest
income excluding
valuations - on   $ 145,132       $ 142,551       $ 158,167       $ 420,094       $ 433,949
a tax-equivalent
basis

Average
interest-earning  $ 19,541,256    $ 19,561,512    $ 18,664,426    $ 19,313,697    $ 17,824,586
assets

Net interest        2.32       %    2.35       %    2.75       %    2.31       %    2.65       %
spread

Net interest
spread -            2.39       %    2.31       %    2.65       %    2.28       %    2.57       %
excluding
valuations

Net interest
spread excluding
valuations - on     2.66       %    2.60       %    3.03       %    2.57       %    2.87       %
a tax-equivalent
basis

Net interest        2.62       %    2.69       %    3.08       %    2.64       %    3.03       %
margin

Net interest
margin -            2.68       %    2.64       %    2.99       %    2.62       %    2.95       %
excluding
valuations

Net interest
margin excluding
valuations - on     2.95       %    2.92       %    3.37       %    2.91       %    3.25       %
a tax-equivalent
basis



The increase in the net interest margin, excluding valuations, resulted from continuous measures taken to improve loan pricing and spreads and from lower funding costs. Net interest income, excluding valuations, increased despite the adverse effect on interest income of the increase in non-performing loans.

The decrease in the Corporation's average cost of funds is related to the current low level of short-term interest rates and the use of short-term borrowings as a measure of interest rate risk management to match the shortening in the average life of the investment portfolio. The current low interest rate levels made available the issuance of new short-term brokered CDs at rates significantly lower than those that matured. Short-term repurchase agreements and Federal Home Loan Bank (FHLB) and Federal Reserve (FED) advances continue to be cost effective funding alternatives. Also, the decrease in funding costs reflected the benefit of lower deposit pricing.

Partially offsetting the aforementioned positive factors was a decrease in the average volume of interest-earning assets, which includes a decrease of $179.1 million in the average volume of loans. The decrease in the average volume of loans was mainly related to the repayment of a $500 million loan facility extended to the Puerto Rico Sales Tax Financing Corp. (COFINA, under its Spanish acronym), an instrumentality of the Government of Puerto Rico, that was outstanding for almost the entire second quarter of 2009 until it was paid-off on June 18, 2009. During the third quarter of 2009, the Corporation entered into a new $500 million credit facility with COFINA of which $250 million was disbursed in the latter part of the quarter, and thus, the full $500 million is not reflected in the average loan balances for the third quarter. Also contributing to the decline in average loans were payoffs, balance reductions and charge-offs on construction and consumer loans.

2009 Third Quarter versus 2008 Third Quarter

Net interest income, excluding valuations, decreased $8.1 million, or 6%, from the third quarter of 2008. Net interest income, excluding valuations, was adversely impacted by lower loan yields, resulting mainly from the significant increase in non-accrual loans and from the repricing of variable-rate construction and commercial loans tied to short-term indexes. Net interest margin, excluding valuations, decreased from 2.99% for the third quarter of 2008 to 2.68% for the third quarter of 2009. Lower loan yields more than offset the benefit of lower short-term rates in the average cost of funding and the increase in the average volume of interest-earning assets. The average 3-month LIBOR for the third quarter of 2009 was 0.41% compared to 2.91% for the same period a year ago and the Prime Rate dropped to 3.25% from 5.00% as of September 30, 2008. The increase in the average volume of interest-earning assets was mainly driven by the growth of the Corporation's commercial and industrial (C&I) loan portfolio in Puerto Rico. Approximately 40% of the increase in average commercial loans pertained to an average balance of $262.3 million related to credit facilities extended to the Puerto Rico Government (see the Financial Condition and Operating Data section below for a full discussion about credit extended to the Puerto Rico Government).

Provision for Loan and Lease Losses

The provision for loan and lease losses for the third quarter of 2009 was $148.1 million, down $87.1 million from the prior quarter and up $92.8 million from the third quarter of 2008 (see the Credit Quality Performance section below for a full discussion).

Non-interest income

2009 Third Quarter versus 2009 Second Quarter

Non-interest income increased $26.6 million to $50.0 million, from the 2009 second quarter. The increase in non-interest income reflected:

    --  A $24.0 million increase in realized gains on the sale of investment
        securities, primarily reflecting a $28.3 million gain on the sale of
        U.S. agency mortgage-backed securities (MBS), compared to realized gains
        on the sale of MBS of $9.4 million in the second quarter of 2009. The
        recent drop in mortgage pre-payments, as well as future pre-payment
        estimates, suggests longer expected lives of MBS, which in turn could
        place the Corporation's balance sheet in an less-than-optimal
        liability-sensitive position in terms of interest rate risk. In an
        effort to manage such risk, and taking advantage of favorable market
        valuations, approximately $613 million of 5.5% 30-year U.S. agency MBS
        were sold in the third quarter, which resulted in the realization of a
        gain. Also, the Corporation realized a gain of $1.9 million on the sale
        of approximately $98 million of 7-10 Year U.S. Treasury Notes, which
        carried a weighted-average yield of 3.54%, and a gain of $3.8 million on
        the sale of VISA Class A stock.
    --  A $0.9 million decrease in other-than-temporary impairment (OTTI)
        charges through earnings related to the credit loss portion of
        available-for-sale private label MBS.
    --  A $0.6 million increase in gains from mortgage banking activities.
    --  Also contributing to the increase in non-interest income from the prior
        quarter was higher fee income, mainly fees on loans and service charges
        on deposit accounts.

2009 Third Quarter versus 2008 Third Quarter

Non-interest income increased $36.1 million to $50.0 million, from the third quarter of 2008. The increase in non-interest income reflected:

    --  A $34.1 million increase in realized gains on the sale of investment
        securities, due to the aforementioned sales of MBS, U.S. Treasury Notes
        and VISA stock.
    --  A $1.8 million increase in gains from mortgage banking activities, due
        to the increased volume of loan sales and securitizations. Servicing
        assets recorded at the time of sale amounted to $1.7 million for the
        third quarter of 2009, compared to $0.4 million for the same quarter a
        year ago, an increase mainly related to $1.4 million of capitalized
        servicing assets in connection with the securitization of approximately
        $74 million FHA/VA mortgage loans into GNMA MBS. For the first time in
        several years, the Corporation has been engaged in the securitization of
        mortgage loans in 2009.
    --  Other increases in non-interest income include higher fees on loans,
        service charges on deposit accounts, ATM fee income and fees from
        services to corporate customers.

Non-interest expenses

2009 Third Quarter versus 2009 Second Quarter

Non-interest expenses decreased $13.2 million to $82.8 million, from the 2009 second quarter. The decrease in non-interest expenses reflected:

    --  An $8.0 million decrease in FDIC assessment fees, as the prior quarter
        includes $8.9 million of the FDIC special assessment.
    --  A $2.2 million decrease in occupancy and equipment expenses, as the
        prior quarter includes accruals of $2.6 million for the reassessed value
        of certain real properties.
    --  A $1.6 million decrease in the net loss of real estate owned (REO)
        operations, as the prior quarter includes a $1.5 million write-down to a
        foreclosed condo-conversion project in Florida. Also contributing to the
        decrease were lower taxes and maintenance and operating expenses related
        to properties in Florida partially offset by an increase of $0.9 million
        in write-downs to repossessed properties in Puerto Rico.
    --  A $1.0 million decrease in business promotion expenses, as compared to a
        higher level of marketing activities in the prior quarter.

All other non-interest expenses were relatively stable as management has worked to control costs through its corporate-wide Business Rationalization initiative.

2009 Third Quarter versus 2008 Third Quarter

Non-interest expenses increased $0.4 million to $82.8 million, from the third quarter of 2008. The slight increase in non-interest expenses is mainly related to:

    --  An increase of $3.9 million in the FDIC deposit insurance premium,
        related to increases in regular assessment rates, which is an
        uncontrollable expense.

The increase was almost entirely offset by reductions of $3.5 million in controllable expenses such as reductions in employees' compensation and benefits expenses, mainly due to a decrease in the accrual of bonuses, as well as reductions in business promotion, occupancy, REO losses and taxes (other than income taxes) expenses, partially offset by an increase in professional fees. Management is intensely focused on managing risks, controlling expenses and improving profitability.

The efficiency ratio for the third quarter of 2009 was 46.21% compared to 51.97% for the same period in 2008.

Income Taxes

2009 Third Quarter versus 2009 Second Quarter

For the quarter ended September 30, 2009, the Corporation recognized an income tax expense of $113.5 million, compared to an income tax benefit of $98.1 million recorded for the second quarter of 2009. The recognition of an income tax expense for the quarter mainly resulted from the non-cash charge of approximately $152.2 million to increase the valuation allowance for the Corporation's deferred tax asset. Accounting for income taxes requires that companies assess whether a valuation allowance should be recorded against their deferred tax assets based on the consideration of all available evidence, using a "more likely than not" realization standard. In making such assessment, significant weight is to be given to evidence that can be objectively verified. In accordance with authoritative accounting guidance, the Corporation has evaluated its deferred tax assets each reporting period, including an assessment of its cumulative income/loss over the prior three-year period, expected profits in future periods and tax planning strategies available, to determine if a valuation allowance was required.

Accounting guidance requires that a valuation allowance be established after an evaluation of all positive and negative evidence. A significant negative factor was that the Corporation's banking subsidiary FirstBank Puerto Rico is in a three-year historical cumulative loss as of the end of the third quarter of 2009, mainly as a result of charges to the provision for loan and lease losses during 2009 arising from the impact of the economic downturn. This, combined with uncertain near-term market and economic conditions, reduced the Corporation's ability to rely on projections of future taxable income in assessing the realization of its deferred tax assets and resulted in the increase of the valuation allowance. In future quarters, to the extent the realization of a portion, or all, of the tax asset becomes "more likely than not" based on changes in circumstances (such as, improved earnings, changes in tax laws or other relevant changes), a reversal of that portion of the deferred tax asset valuation allowance will then be recorded.

The increase in the valuation allowance does not have any impact on the Corporation's liquidity, nor does such an allowance preclude the Corporation from using tax losses, tax credits or other deferred tax assets in the future. The increase in the valuation allowance is not a result of a change in management's view of the Corporation's near or long-term outlook.

Also contributing to the fluctuation in the income tax provision, was a reduction in deferred taxes recorded in the quarter, as compared to the second quarter of 2009, mainly related to the lower provision for loan and lease losses, and the fact that the second quarter benefit includes the reversal of approximately $16.1 million in Unrecognized Tax Benefits (UTBs) for positions taken on income tax returns due to the lapse of the statute of limitations for the 2004 taxable year. Such reversal was higher than the reversal in the third quarter of $2.9 million of the remaining UTBs in connection with an agreement with the Puerto Rico Department of Treasury that concludes an income tax audit related to taxable years 2005, 2006, 2007 and 2008.

2009 Third Quarter versus 2008 Third Quarter

The income tax expense recorded in the third quarter of 2009 was $113.5 million compared to an income tax benefit of $3.7 million for the third quarter of 2008. The fluctuation is mainly a result of the $152.2 million non-cash charge to increase the deferred tax asset valuation allowance, as described above. Partially offsetting the impact of the current quarter increase in the valuation allowance, was the favorable tax benefit recorded due to the increase in the provision for loan and lease losses and the $2.9 million reversal of UTBs during the third quarter of 2009. The income tax provision in 2009 was also impacted by adjustments to deferred tax amounts as a result of changes to the enacted rates under the Puerto Rico Internal Revenue Code of 1994, as amended (the "PR Code"). On March 9, 2009, the Government of Puerto Rico approved Act No. 7 (the "Act") to stimulate Puerto Rico's economy and to reduce the Puerto Rico Government's fiscal deficit. The Act imposes a series of temporary and permanent measures, including the imposition of a 5% surtax over the total income tax determined, which is applicable to corporations, among others, whose combined income exceeds $100,000. In addition, under the Act, all International Banking Entities ("IBEs") are subject to a special 5% tax on their net income not otherwise subject to tax pursuant to the PR Code. These two temporary measures are effective for tax years that commenced after December 31, 2008 and before January 1, 2012. The effect of a higher temporary statutory tax rate over the normal statutory tax rate resulted in an additional income tax benefit of $0.5 million that was offset by an income tax provision of $2.2 million for the third quarter of 2009 related to the special 5% tax on the operations of the Corporation's IBE subsidiary. Deferred tax amounts have been adjusted for the effect of the change in the income tax rate considering the enacted tax rate expected to apply to taxable income in the period in which the deferred tax asset or liability is expected to be settled or realized.

As of September 30, 2009, the deferred tax asset, net of a valuation allowance of $157 million, amounted to $108.0 million compared to $217.8 million as of June 30, 2009.

Pre-Tax, Pre-Provision Earnings

One performance metric that management believes is useful in analyzing performance in times of market economic stress is the level of pre-tax earnings adjusted to exclude the provision for loan and lease losses and certain other items. (See Pre-tax, Pre-Provision earnings in Basis of Presentation for a full discussion of this non-GAAP financial measure).

The following table shows pre-tax, pre-provision earnings of $62.3 million in the third quarter of 2009, up 7% from the prior quarter.


               Quarter Ended                           Nine-Month Period Ended

               September 30,  June 30,     September   September 30,
                                           30,

(Dollars in    2009           2009         2008        2009          2008
thousands)

Consolidated
net (loss)     $ (165,218 )   $ (78,658 )  $ 24,546    $ (221,985 )  $ 91,129
income

Less: Income
tax expense      113,473        (98,053 )    (3,749 )    1,223         (20,952 )
(benefit)

Add:
Provision for    148,090        235,152      55,319      442,671       142,435
loan and
lease losses

Net (gain)
loss on sale
and OTTI of      (30,281  )     (9,244  )    696         (56,975  )    (5,476  )
investment
securities

Gain on VISA
shares and       (3,784   )     -            (132   )    (3,784   )    (9,474  )
related
proceeds

FDIC special     -              8,894        -           8,894         -
assessment

Core deposit     -              270          -           3,988         -
impairment

Pre-tax,
pre-provision  $ 62,280       $ 58,361     $ 76,680    $ 174,032     $ 197,662
earnings (1)

(1) See Basis
of
Presentation
for
definition



As discussed in the preceding sections, this improvement compared to the second quarter of 2009 primarily reflected lower operating expenses as well as higher fee income and net interest margins.

Credit Quality Performance

Credit quality performance for the third quarter of 2009 continued to be negatively impacted by the sustained economic weakness and declining real estate values in Puerto Rico and Florida.

The following table sets forth an analysis of the allowance for loan and lease losses during the periods indicated:


                 Quarter Ended                           Nine-Month Period Ended

                 September    June 30,      September    September 30,
                 30,                        30,

(Dollars in      2009         2009          2008         2009          2008
thousands)

Allowance for
loan and lease
losses,          $ 407,746    $ 302,531     $ 222,272    $ 281,526     $ 190,168
beginning of
period

Provision for
loan and lease
losses:

 Residential       6,896        16,659        942          36,804        8,801
 mortgage

 Commercial        19,432       25,917        4,161        48,995        1,277
 mortgage

 Commercial
 and               44,609       67,170        3,239        118,154       33,426
 Industrial

 Construction      56,883       112,611       26,869       200,050       41,192

 Consumer and
 finance           20,270       12,795        20,108       38,668        57,739
 leases

Total provision
for loan and       148,090      235,152       55,319       442,671       142,435
lease losses

Loans net
charge-offs:

 Residential       (10,882 )    (3,329   )    (1,649  )    (21,373  )    (4,017  )
 mortgage

 Commercial        (5,263  )    (14,229  )    (1,714  )    (19,983  )    (1,898  )
 mortgage

 Commercial
 and               (5,615  )    (13,738  )    (4,580  )    (26,769  )    (19,433 )
 Industrial

 Construction      (47,324 )    (82,847  )    (1,022  )    (138,694 )    (7,333  )

 Consumer and
 finance           (15,268 )    (15,794  )    (16,187 )    (45,894  )    (47,483 )
 leases

Net                (84,352 )    (129,937 )    (25,152 )    (252,713 )    (80,164 )
charge-offs

Other
adjustments        -            -             8,731        -             8,731
(1)

Allowance for
loan and lease   $ 471,484    $ 407,746     $ 261,170    $ 471,484     $ 261,170
losses, end of
period

Allowance for
loan and lease
losses to          3.43    %    3.11     %    2.06    %    3.43     %    2.06    %
period end
total loans
receivable

Net charge-offs
(annualized) to
average loans      2.53    %    3.85     %    0.80    %    2.52     %    0.88    %
outstanding
during the
period

Provision for
loan and lease
losses to net      1.76x        1.81x         2.20x        1.75x         1.78x
charge-offs
during the
period

(1) Carryover of the allowance for loan losses related to the $218 million auto
loan portfolio acquired from Chrysler.



Provision for Loan and Lease Losses

The provision for loan and lease losses decreased $87.1 million to $148.1 million, or by 37%, compared to the provision recorded for the second quarter of 2009. The decrease is mainly related to lower charges to specific reserves for impaired construction and commercial real estate loans, compared to charges recorded in the previous quarter, since the Corporation has charged-off a significant amount of collateral dependent loans to their collateral value. The lower provision for loan and lease losses was also a result of a slower migration of loans to regulatory substandard or doubtful risk categories, compared to the migration observed in the previous quarter, and the fact that previously identified substandard loans were those that caused an increase in impaired loans. The latter reflects that impaired loans were previously identified problem loans with appropriate reserves already established (see Non-performing assets discussion below for additional information).

However, the Corporation has consistently added to its reserves across the entire loan portfolio during a weak economic environment. Higher delinquencies, declines in real estate values, recent trends in charge-offs and the sustained deterioration of economic conditions have caused increases in reserve factors for criticized loans. As loans are assigned to higher risk categories, the calculated reserve increases accordingly, consistent with the Corporation's reserving methodology.

Approximately $34.4 million and $43.5 million of the total provision for loan and lease losses recorded in the third quarter of 2009 is related to construction and C&I loans in Puerto Rico, respectively, while $18.1 million pertains to the consumer and finance leases portfolio in Puerto Rico. The continued trend of rising unemployment and the depressed economy negatively impacted borrowers and is reflected in a persistent decline in the volume of sales of new housing, underperformance of other sectors of the economy and deterioration in the current and expected consumer loan credit quality.

With respect to the United States loan portfolio, the Corporation recorded a $32.3 million provision for the third quarter of 2009, or $53.4 million lower than the provision recorded in the second quarter of 2009. Most of the provision is related to construction and commercial mortgage loans. The decrease in the provision, compared to charges recorded in the second quarter of 2009, reflects the fact that about 85% of the Corporation's total exposure to construction loans in Florida was already individually measured for impairment, including those collateral dependent loans charged-off to their collateral value, before the beginning of the quarter. As of September 30, 2009, approximately 88%, or $358.7 million of the total exposure to construction loans in Florida was individually measured for impairment.

The increase of $92.8 million in the provision for loan and lease losses to $148.1 million for the third quarter of 2009, compared to the same period in 2008, reflects the increased volume of criticized loans, including non-performing and impaired loans, that required higher reserves as well as increases in general reserve factors to account for increases in charge-offs and delinquency levels affected by declining real estate values and deteriorated economic conditions in Puerto Rico and Florida. Even though the deterioration in credit quality was observed in all of our portfolios, it was more significant in the construction and commercial loan portfolios, which was affected by the stagnant housing market and further deterioration in the economies of the markets served. The overall growth of the loan portfolio also contributed to a higher provision in 2009.

Net Charge-Offs

Total net charge-offs for the third quarter of 2009 were $84.4 million or 2.53% of average loans on an annualized basis, compared to $129.9 million or an annualized 3.85% of average loans for the second quarter of 2009. Net charge-offs in the third quarter of 2008 were $25.2 million, or an annualized 0.80%.

Current quarter construction loans net charge-offs were $47.3 million, or an annualized 11.80%, down from $82.8 million, or an annualized 20.38% of related loans, in the second quarter of 2009 and up from $1.0 million, or an annualized 0.27%, in the third quarter of 2008. Condo-conversion and residential development projects in Florida continued to represent a significant portion of the losses. There were $19.0 million, $5.3 million and $5.1 million in net charge-offs during the third quarter of 2009 related to condo-conversion, residential and commercial construction projects in Florida, respectively. The Corporation is engaged in continuous efforts to identify alternatives that enable borrowers to repay their loans and protect the Corporation's investments. Also, net charge-offs of $17.9 million were recorded in connection with the construction loan portfolio in Puerto Rico, mainly residential housing projects, including charge-offs of $14.0 million on two relationships. These relationships were previously identified problem credits with prior appropriate reserves established based on impairment analyses.

Commercial mortgage loans net charge-offs for the third quarter of 2009 were $5.3 million, or an annualized 1.35%, down from $14.2 million, or an annualized 3.71% of related loans, in the second quarter of 2009. Total commercial mortgage net charge-offs in the third quarter of 2008 were $1.7 million or an annualized 0.50%. The charge-offs were spread in several loans, distributed across our geographic markets.

Total C&I net charge-offs for the third quarter of 2009 were $5.6 million, or an annualized 0.49%, down from $13.7 million, or an annualized 1.12% of related loans, in the 2009 second quarter. Total C&I net charge-offs in the third quarter of 2008 were $4.6 million, or an annualized 0.45%. C&I net charge-offs in the third quarter of 2009 were impacted by a charge-off of $4.7 million on a single relationship in Puerto Rico. The remaining charge-offs were concentrated on smaller loans distributed across several industries.

Residential mortgage net charge-offs were $10.9 million, or an annualized 1.21% of related average loans. This was up from $3.3 million, or an annualized 0.39% of related average balances in the second quarter of 2009, and from $1.6 million, or an annualized 0.19%, in the third quarter of 2008. The higher loss levels compared with prior quarters were a result of $8.4 million in charge-offs (including $6.0 million in Florida) resulting from updates, for impairment purposes, of residential mortgage loan portfolios considered homogeneous given high delinquency and loan-to-value levels, which was negatively impacted by decreases in collateral values. Total residential mortgage loan portfolios evaluated for impairment purposes amounted to $291.5 million as of September 30, 2009 and have been charged-off to their realizable value, representing approximately 66% of the total non-performing residential mortgage loan portfolio outstanding as of September 30, 2009. Historical and expected loss rates are considered when establishing the levels of general reserves for the residential mortgage loan portfolio. Net charge-offs for residential mortgage loans also includes $1.8 million related to the disposition of REO properties within a short-time period after acquisition. Consistent with the Corporation's assessment of the value of properties and current and future market conditions, management is focused on strategies to accelerate the sale of REO properties. The ratio of net charge-offs to average loans on the Corporation's residential mortgage loan portfolio of 1.21% for the quarter ended September 30, 2009 is still lower than the approximately 2.3% average charge-off rate for commercial banks in the U.S. mainland reported for the second quarter of 2009. The Puerto Rico housing market has not seen the dramatic decline in housing prices that affected the U.S. mainland; however, there is currently an oversupply of housing units compounded by a lower demand for housing due to diminished consumer purchasing power and confidence.

Total consumer and finance leases net charge-offs in the third quarter of 2009 were $15.3 million, or an annualized 3.09%, compared to net charge-offs of $15.8 million, or annualized 3.12%, for the second quarter of 2009. Net charge-offs for the third quarter of 2009 were down on an absolute basis from net charge-offs for the third quarter of 2008. However, as a result of a 9% decline in average loans, annualized net charge-offs as a percent of related loans increased to 3.09% from 2.98% for the third quarter of 2008.

The following table presents annualized net charge-offs to average loans held-in-portfolio:


                     For the Quarter Ended

                     September  June 30,  March 31,  December 31,  September
                     30, 2009   2009      2009       2008          30, 2009

Residential          1.21  %    0.39  %   0.82 %     0.26 %        0.19 %
mortgage

Commercial mortgage  1.35  %    3.71  %   0.13 %     0.47 %        0.50 %

Commercial and       0.49  %    1.12  %   0.65 %     0.31 %        0.45 %
Industrial

Construction         11.80 %    20.38 %   2.21 %     0.11 %        0.27 %

Consumer and         3.09  %    3.12  %   2.84 %     3.54 %        2.98 %
finance leases

Total loans          2.53  %    3.85  %   1.16 %     0.87 %        0.80 %



The above ratios are based on annualized net charge-offs and are not necessarily indicative of the results expected for the entire year or in subsequent periods.

The following table presents net charge-offs (annualized) to average loans held-in-portfolio by geographic segment:


              Quarter Ended                        Nine-Month Period Ended

              September 30,  June 30,  September   September 30,  September 30,
                                       30,

              2009           2009      2008        2009           2008

PUERTO RICO:

Residential   0.66  %        0.43  %   0.18 %      0.65  %        0.18 %
mortgage

Commercial    1.15  %        1.13  %   0.79 %      0.83  %        0.30 %
mortgage

Commercial
and           0.54  %        1.08  %   0.38 %      0.75  %        0.33 %
Industrial

Construction  7.23  %        8.33  %   0.55 %      6.36  %        0.22 %

Consumer and
finance       2.97  %        3.10  %   2.93 %      2.89  %        3.03 %
leases

Total loans   1.64  %        1.90  %   0.88 %      1.58  %        0.79 %

VIRGIN
ISLANDS:

Residential   0.10  %        0.19  %   0.00 %      0.11  %        0.03 %
mortgage

Commercial    0.00  %        10.61 %   0.00 %      3.57  %        0.00 %
mortgage

Commercial
and           -0.69 %        2.61  %   0.15 %      0.83  %        9.12 %
Industrial
(1)

Construction  0.00  %        0.00  %   0.00 %      0.00  %        0.00 %

Consumer and
finance       3.79  %        2.73  %   3.39 %      3.51  %        3.24 %
leases

Total loans   0.33  %        1.69  %   0.50 %      0.87  %        1.78 %

FLORIDA
OPERATIONS:

Residential   6.26  %        0.32  %   0.47 %      2.66  %        0.18 %
mortgage

Commercial    1.92  %        7.63  %   0.00 %      3.19  %        0.00 %
mortgage

Commercial
and           0.00  %        0.02  %   7.73 %      2.14  %        2.99 %
Industrial

Construction  27.23 %        50.28 %   0.00 %      26.05 %        1.36 %

Consumer and
finance       6.77  %        5.01  %   3.98 %      7.31  %        4.26 %
leases

Total loans   10.93 %        19.93 %   0.45 %      10.71 %        0.85 %

(1) For the third quarter of 2009, recoveries in commercial and industrial
loans in the Virgin Islands exceeded charge-offs.



Non-Performing Assets

Total non-performing assets as of September 30, 2009 amounted to $1.68 billion, compared to $1.31 billion as of June 30, 2009 and $552.9 million as of September 30, 2008. The increase in non-performing assets since June 30, 2009 was led by increases of $155.6 million in C&I loans, $103.2 million in construction loans and $62.1 million in commercial mortgage loans, mainly in Puerto Rico. Also, there were increases of $39.9 million in non-performing residential mortgage loans and of $6.7 million in consumer loans and finance leases. The REO portfolio increased by $9.4 million.

The $155.6 million, or 184%, increase in C&I non-performing loans reflects continued stress in the Puerto Rico portfolio, which accounts for $146.1 million of the increase, as a result of further weakened economic conditions. A decline in economic activity spread across different sectors of the economy affected the credit quality of the Corporation's C&I portfolio. C&I non-performing loans in the third quarter of 2009 were impacted by four relationships in Puerto Rico that in the aggregate accounted for $103.0 million or 66% of the increase in C&I non-performing loans. C&I non-performing loans in other geographic segments of the Corporation remained relatively stable with a $1.7 million increase in Florida and a $7.8 million increase in the Virgin Islands.

The $103.2 million, or 20%, increase in construction non-performing loans was primarily associated with residential housing construction projects in Puerto Rico, which accounted for approximately 69% of the increase, including a single $65.0 million relationship related to a high-rise residential project. To a lesser extent, construction and land loans for the development of commercial projects in Puerto Rico also contributed to the increase in construction non-performing loans, accounting for approximately 24% of the increase. In Florida, non-performing construction loans increased by approximately $6.5 million. This increase is net of approximately $37.7 million of loans placed in non-accrual status during the third quarter of 2009, including a condo-conversion loan of $18.8 million, and reductions of $31.2 million due to charge-offs, repayments and sales.

The $62.1 million, or 46% increase, in non-performing commercial mortgage loans was mainly related to rental and retail businesses in Puerto Rico, which accounted for approximately 75% of the increase. The largest commercial mortgage relationship placed in non-accrual status during the third quarter of 2009 amounted to $16.1 million. The stress of low absorption rates in residential housing projects, lower retail sales and downward pressures on rents continued to adversely affect the construction and commercial mortgage portfolios. In Florida, non-performing commercial mortgage loans increased by $8.2 million spread across several industries.

Collateral deficiencies in collateral dependent loans raise doubts about the ultimate ability to collect the principal of the loans, as well as interest, in the current economic environment. At the close of the third quarter of 2009, however, approximately $513.4 million of loans placed in non-accrual status, mainly construction and commercial loans, were current or had delinquencies of under 90 days in their interest payments, and collections are being recorded on a cash basis through earnings, or on a cost-recovery basis, as conditions warrant. In Florida, as sales of units within condo-conversion projects continue to lag, some borrowers reverted to rental projects. In several of these loans, cash collections cover interest, property taxes, insurance and other operating costs associated with the projects.

During the third quarter of 2009, interest income of approximately $2.2 million related to a $665.6 million non-performing loan portfolio, mainly non-performing construction and commercial loans, was applied against the related principal balance under the cost-recovery method. The Corporation is evaluating restructuring alternatives to mitigate losses and enable borrowers to repay their loans under revised terms seeking to preserve the value of the Corporation's interests over the long-term.

The increase in residential mortgage non-performing loans of $39.9 million is a result of weakened conditions in Puerto Rico's and Florida's economy and the continued trend of higher unemployment rates affecting consumers. The Corporation continues to address existing issues by way of loss mitigation and loan modification transactions, offering alternatives to avoid foreclosures through internal programs and programs sponsored by the Federal Government. The increase in non-performing residential mortgage loans in Puerto Rico this quarter was $23.2 million, which was 41% lower than the increase of $39.4 million (excluding mortgages purchased in the second quarter associated with a previously reported unwinding transaction with a local financial institution) reported from the first to the second quarter of 2009. The non-performing residential mortgage loan portfolio in Florida increased by $16.9 million compared to the balance as of June 30, 2009, and the non-performing residential mortgage loan portfolio in the Virgin Islands decreased by $0.2 million.

The increase in consumer and finance leases non-performing loans of $6.7 million includes an increase of $4.1 million in boat loans. The remaining increase is mainly related to auto loans which are also adversely impacted by weak economic conditions in Puerto Rico.

The allowance to non-performing loans ratio as of September 30, 2009 was 30.64%, compared to 34.81% as of June 30, 2009. The decrease in the ratio is attributable in part to the decrease in reserves related to collateral dependent loans that have been charged-off to the extent the loan amount exceeded the value of its collateral or impaired loans that did not require specific reserves based on collateral values or cash flows projections analyses performed.

The following table sets forth information concerning the ratio of allowance to non-performing loans (the coverage ratio) as of September 30, 2009 and June 30, 2009 by loan category:


Allowance to
Non-Performing
Assets:

As of                                      Commercial   Residential  Consumer
September 30,   Construction  C&I Loans    Mortgage     Mortgage     and         Total
2009            Loans                      Loans        Loans        Finance
                                                                     Leases

(Dollars in
thousands)

Non-performing
loans
charged-off to  $ 287,400     $ 22,045     $ 23,214     $ 291,520    $ -         $ 624,179
realizable
value

Other
non-performing    322,465       218,379      173,494      148,200      52,104      914,642
loans

Total
non-performing  $ 609,865     $ 240,424    $ 196,708    $ 439,720    $ 52,104    $ 1,538,821
loans

Allowance to
non-performing    23.75   %     68.94   %    23.79   %    6.92    %    160.58 %    30.64     %
loans

Allowance to
non-performing
loans,
excluding
non-performing    44.92   %     75.90   %    26.97   %    20.54   %    160.58 %    51.55     %
loans
charged-off to
realizable
value

                                           Commercial   Residential  Consumer
As of June 30,  Construction  C&I Loans    Mortgage     Mortgage     and         Total
2009            Loans                      Loans        Loans        Finance
                                                                     Leases

(Dollars in
thousands)

Non-performing
loans
charged-off to  $ 158,895     $ 12,490     $ 13,519     $ 217,201    $ -         $ 402,105
realizable
value

Other
non-performing    347,747       72,292       121,108      182,643      45,453      769,243
loans

Total
non-performing  $ 506,642     $ 84,782     $ 134,627    $ 399,844    $ 45,453    $ 1,171,348
loans

Allowance to
non-performing    26.70   %     149.50  %    24.23   %    8.61    %    173.08 %    34.81     %
loans

Allowance to
non-performing
loans,
excluding
non-performing    38.90   %     175.33  %    26.94   %    18.85   %    173.08 %    53.01     %
loans
charged-off to
realizable
value



The following table sets forth information concerning the composition of the Corporation's allowance for loan and lease losses as of September 30, 2009 and June 30, 2009 by loan category and by whether the allowance and related provisions were calculated individually for impairment purposes or through a general valuation allowance.


             As of September 30, 2009

             Construction   C&I            Commercial     Residential    Consumer and
                                           Mortgage       Mortgage

(Dollars in  Loans          Loans          Loans          Loans          Finance        Total
thousands)                                                               Leases

Impaired
loans
without
specific
reserves:

Principal
balance of
loans, net   $ 160,163      $ 51,087       $ 64,102       $ 330,917      $ -            $ 606,269
of
charge-offs

Impaired
loans with
specific
reserves:

Principal
balance of
loans, net     501,268        231,739        123,034        63,271         -              919,312
of
charge-offs

Allowance
for loan       65,876         60,663         20,929         2,488          -              149,956
and lease
losses

Allowance
for loan
and lease      13.14     %    26.18     %    17.01     %    3.93      %    0.00      %    16.31      %
losses to
principal
balance

Loans with
general
allowance

Principal
balance of     909,020        4,784,746      1,355,798      3,199,965      1,955,161      12,204,690
loans

Allowance
for loan       78,962         105,077        25,861         27,958         83,670         321,528
and lease
losses

Allowance
for loan
and lease      8.69      %    2.20      %    1.91      %    0.87      %    4.28      %    2.63       %
losses to
principal
balance

Total
portfolio,
excluding
loans held
for sale

Principal
balance of   $ 1,570,451    $ 5,067,572    $ 1,542,934    $ 3,594,153    $ 1,955,161    $ 13,730,271
loans

Allowance
for loan       144,838        165,740        46,790         30,446         83,670         471,484
and lease
losses

Allowance
for loan
and lease      9.22      %    3.27      %    3.03      %    0.85      %    4.28      %    3.43       %
losses to
principal
balance

             As of June 30, 2009

             Construction   C&I            Commercial     Residential    Consumer and
                                           Mortgage       Mortgage

(Dollars in  Loans          Loans          Loans          Loans          Finance        Total
thousands)                                                               Leases

Impaired
loans
without
specific
reserves:

Principal
balance of
loans, net   $ 107,495      $ 97,767       $ 49,201       $ 250,937      $ -            $ 505,400
of
charge-offs

Impaired
loans with
specific
reserves:

Principal
balance of
loans, net     444,836        85,576         81,757         35,221         -              647,390
of
charge-offs

Allowance
for loan       78,455         22,860         12,640         3,571          -              117,526
and lease
losses

Allowance
for loan
and lease      17.64     %    26.71     %    15.46     %    10.14     %    0.00      %    18.15      %
losses to
principal
balance

Loans with
general
allowance

Principal
balance of     1,027,876      4,155,263      1,433,975      3,335,338      1,997,529      11,949,981
loans

Allowance
for loan       56,824         103,886        19,981         30,861         78,668         290,220
and lease
losses

Allowance
for loan
and lease      5.53      %    2.50      %    1.39      %    0.93      %    3.94      %    2.43       %
losses to
principal
balance

Total
portfolio,
excluding
loans held
for sale

Principal
balance of   $ 1,580,207    $ 4,338,606    $ 1,564,933    $ 3,621,496    $ 1,997,529    $ 13,102,771
loans

Allowance
for loan       135,279        126,746        32,621         34,432         78,668         407,746
and lease
losses

Allowance
for loan
and lease      8.56      %    2.92      %    2.08      %    0.95      %    3.94      %    3.11       %
losses to
principal
balance



Compared to June 30, 2009, the allowance to loans coverage ratio for C&I loans with general allowance decreased as non-criticized C&I loans represents a higher proportion of total loans.

Given the present economic outlook in the Corporation's principal markets and in spite of the actions taken, the Corporation may experience further deterioration in its portfolios, which may result in higher credit losses and additions to reserve balances.

Financial Condition and Operating Data

Total assets increased to $20.1 billion as of September 30, 2009, up $68.3 million from $20.0 billion as of June 30, 2009. The increase in total assets was primarily a result of an increase of $620.5 million in gross loans, partially offset by a decrease of $354.4 million in investment securities, net of unsettled transactions, and a decrease of $109.9 million in deferred tax assets due to the $152.2 million non-cash charge recorded in the third quarter of 2009 to increase the deferred tax asset valuation allowance. The increase in total gross loans was mainly due to approximately $689 million in credit facilities extended to the Puerto Rico Government, which includes the $500 million extended to COFINA and $189 million extended to the Puerto Rico Government through a revolving credit facility. The latter is part of the Corporation's participation for up to $300 million in a syndicate structured by another financial institution to support the Commonwealth's 2010 Tax and Revenue Anticipation Notes (TRANs) program. Loan originations, including purchases and refinancings, for the third quarter of 2009 amounted to $1.4 billion. Refer to Exhibit A - Table 6 for a detailed breakdown of the Corporation's loan portfolio as of September 30, 2009. The Corporation's net decrease in investment securities is mainly related to the sale of approximately $613 million in U.S. agency MBS, of which $463 million are scheduled to settle in October and are recorded as a receivable as of September 30, 2009, and the sale of $98 million in U.S. Treasury Notes. Refer to the Non-interest income discussion above for additional information about sales of investment securities.

As of September 30, 2009, total liabilities amounted to $18.4 billion, an increase of approximately $210.1 million, as compared to $18.2 billion as of June 30, 2009. The increase in total liabilities was mainly attributable to an increase of $565.0 million in FED advances and an increase of $257.9 million in brokered CDs issued to finance lending and investing activities. This was partially offset by a decrease of $348.0 million in repurchase agreements, mainly short-term repurchase agreements in the latter part of the quarter, a decrease of $125.0 million in short-term FHLB advances and a reduction of $143.0 million related to an account payable outstanding as of June 30, 2009 for unsettled investments purchases. Total deposits, excluding brokered CDs, increased slightly by $5.4 million, reflecting an increase in non-time deposit accounts (e.g. savings, checking and other demand deposit accounts) of $265.0 million, partially offset by a decrease of $259.6 million in certificates of deposit.

The Corporation's stockholders' equity amounted to $1.7 billion as of September 30, 2009, a decrease of $141.8 million compared to the balance as of June 30, 2009, driven by the net loss of $165.2 million and preferred dividends paid in July amounting to $3.36 million, partially offset by an increase of $26.7 million in accumulated other comprehensive income related to changes in the fair value of investment securities. As previously reported, the Corporation decided to suspend the payment of common and preferred dividends, effective with the preferred dividend for the month of August 2009.

The Corporation is well-capitalized, having considerable margins over minimum well-capitalized regulatory requirements. As of September 30, 2009, the total regulatory capital ratio is estimated to be close to 13.8% and the Tier 1 capital ratio is estimated to be close to 12.5%. This translates to approximately $545 million and $937 million of total capital and Tier 1 capital, respectively, in excess of minimum well-capitalized requirements of 10% and 6%, respectively. A key priority for the Corporation is to maintain a sound capital position to absorb potential future credit losses should the economic environment continue to worsen.

The Corporation's tangible common equity ratio was at 3.62% as of September 30, 2009, compared to 4.35% as of June 30, 2009, and the Tier 1 common equity to risk-weighted assets ratio as of September 30, 2009 was 4.51% compared to 4.73% as of June 30, 2009. See Basis of Presentation below for a discussion of these non-GAAP measures. The following table is a reconciliation of the Corporation's tangible common equity and tangible assets for the periods ended September 30, 2009, June 30, 2009 and September 30, 2008, respectively:


                               September 30,   June 30,        September 30,

(In thousands)                 2009            2009            2008

Total equity per consolidated  $ 1,698,843     $ 1,840,686     $ 1,441,272
financial statements

Preferred equity                 (927,374   )    (926,259   )    (550,100   )

Goodwill                         (28,098    )    (28,098    )    (28,098    )

Core deposit intangible          (17,297    )    (18,130    )    (24,894    )

Tangible common equity         $ 726,074       $ 868,199       $ 838,180

Total assets per consolidated  $ 20,081,185    $ 20,012,887    $ 19,304,440
financial statements

Goodwill                         (28,098    )    (28,098    )    (28,098    )

Core deposit intangible          (17,297    )    (18,130    )    (24,894    )

Tangible assets                $ 20,035,790    $ 19,966,659    $ 19,251,448

Tangible common equity ratio     3.62       %    4.35       %    4.35       %



The following table reconciles stockholders' equity (GAAP) to Tier 1 common equity:


                                  September 30,   June 30,        September 30,

(In thousands)                    2009            2009            2008

Total equity per consolidated     $ 1,698,843     $ 1,840,686     $ 1,441,272
financial statements

Qualifying preferred stock          (927,374   )    (926,259   )    (550,100   )

Unrealized (gain) loss on
available-for-sale securities       (73,095    )    (46,382    )    47,187
(1)

Disallowed deferred tax asset       (1,721     )    (172,187   )    (65,411    )
(2)

Goodwill


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