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OFG BANCORP - Quarter Report: 2015 June (Form 10-Q)

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

     EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2015

 

or

 

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

       EXCHANGE ACT OF 1934

 

For the transition period from ______________ to ______________

 

Commission File Number 001-12647

 

OFG Bancorp

Incorporated in the Commonwealth of Puerto Rico, IRS Employer Identification No. 66-0538893

 

Principal Executive Offices:

254 Muñoz Rivera Avenue

San Juan, Puerto Rico 00918

Telephone Number: (787) 771-6800

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large Accelerated Filer ý              Accelerated Filer o               Non-Accelerated Filer                 Smaller Reporting Company                                                                                            (Do not check if a smaller reporting company)

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No x

 

 

Number of shares outstanding of the registrant’s common stock, as of the latest practicable date:

 

 43,867,909  common shares ($1.00 par value per share) outstanding as of July 31, 2015

 


 

TABLE OF CONTENTS

 

 

PART I – FINANCIAL INFORMATION

Page

Item 1.

Financial Statements

 

 

Unaudited Consolidated Statements of Financial Condition

1

 

Unaudited Consolidated Statements of Operations

2

 

Unaudited Consolidated Statements of Comprehensive (Loss) Income

3

 

Unaudited Consolidated Statements of Changes in Stockholders’ Equity

4

 

Unaudited Consolidated Statements of Cash Flows

5

 

Notes to Unaudited Consolidated Financial Statements

 

 

 

Note 1 – Organization, Consolidation and Basis of Presentation

7

 

 

Note 2 – Restricted Cash

8

 

 

Note 3 – Investment Securities

8

 

 

Note 4 – Loans

15

 

 

Note 5 – Allowance for Loan and Lease Losses

39

 

 

Note 6 – FDIC Indemnification Asset and True-Up Payment Obligation

48

 

 

Note 7 – Servicing Assets

50

 

 

Note 8 – Derivatives

52

 

 

Note 9 – Accrued Interest Receivable and Other Assets

54

 

 

Note 10 – Deposits and Related Interest

55

 

 

Note 11 – Borrowings and Related Interest

57

 

 

Note 12 – Offsetting of  Financial Assets and Liabilities

60

 

 

Note 13 – Related Party Transactions

61

 

 

Note 14 – Income Taxes

62

 

 

Note 15 – Regulatory Capital Requirements

63

 

 

Note 16 – Stockholders’ Equity

65

 

 

Note 17 – Accumulated Other Comprehensive Income

66

 

 

Note 18 – (Loss) Earnings per Common Share

68

 

 

Note 19 – Guarantees

69

 

 Note 20 – Commitments and Contingencies

71

 

 Note 21 – Fair Value of Financial Instruments

73

 

 Note 22 – Business Segments

82

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

85

 

 

Critical Accounting Policies and  Estimates

85

 

 

Overview of Financial Performance:

86

 

 

Selected Financial Data

86

 

 

Financial Highlights of the Second Quarter of 2015

88

 

 

Analysis of Results of Operations

93

 

 

Analysis of Financial Condition

107

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

132

Item 4.

Controls and Procedures

136

PART II – OTHER INFORMATION

 

Item 1.

Legal Proceedings

137

Item 1A.

Risk Factors

137

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

140

Item 3.

Default upon Senior Securities

140

Item 4.

Mine Safety Disclosures

140

Item 5.

Other Information

140

Item 6.

Exhibits

141

SIGNATURES

142

EXHIBIT INDEX

 

  

 


 

FORWARD-LOOKING STATEMENTS

 

The information included in this quarterly report on Form 10-Q contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may relate to the financial condition, results of operations, plans, objectives, future performance and business of OFG Bancorp (“we,” “our,” “us” or the “Company”), including, but not limited to, statements with respect to the adequacy of the allowance for loan losses, delinquency trends, market risk and the impact of interest rate changes, capital markets conditions, capital adequacy and liquidity, and the effect of legal proceedings and new accounting standards on the Company’s financial condition and results of operations. All statements contained herein that are not clearly historical in nature are forward-looking, and the words “anticipate,” “believe,” “continues,” “expect,” “estimate,” “intend,” “project” and similar expressions and future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “can,” “may,” or similar expressions are generally intended to identify forward-looking statements.

 

These statements are not guarantees of future performance and involve certain risks, uncertainties, estimates and assumptions by management that are difficult to predict. Various factors, some of which by their nature are beyond the Company’s control, could cause actual results to differ materially from those expressed in, or implied by, such forward-looking statements. Factors that might cause such a difference include, but are not limited to:

 

·      the rate of growth in the economy and employment levels, as well as general business and economic conditions;

·      changes in interest rates, as well as the magnitude of such changes;

·      the fiscal and monetary policies of the federal government and its agencies;

·      a credit default or potential restructuring by the Commonwealth of Puerto Rico or any of its agencies, municipalities or instrumentalities;

·      changes in federal bank regulatory and supervisory policies, including required levels of capital;

·      the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) on the

Company’s businesses, business practices and cost of operations;

·      the relative strength or weakness of the consumer and commercial credit sectors and of the real estate market in

Puerto Rico;

·      the performance of the securities markets;

·      competition in the financial services industry;

·      additional Federal Deposit Insurance Corporation (“FDIC”) assessments; and

·      possible legislative, tax or regulatory changes.

 

Other possible events or factors that could cause results or performance to differ materially from those expressed in these forward-looking statements include the following: negative economic conditions that adversely affect the general economy, housing prices, the job market, consumer confidence and spending habits which may affect, among other things, the level of non-performing assets, charge-offs and provision expense; changes in interest rates and market liquidity which may reduce interest margins, impact funding sources and affect the ability to originate and distribute financial products in the primary and secondary markets; adverse movements and volatility in debt and equity capital markets; changes in market rates and prices which may adversely impact the value of financial assets and liabilities; liabilities resulting from litigation and regulatory investigations; changes in accounting standards, rules and interpretations; increased competition; the Company’s ability to grow its core businesses; decisions to downsize, sell or close units or otherwise change the Company’s business mix; and management’s ability to identify and manage these and other risks.

All forward-looking statements included in this quarterly report on Form 10-Q are based upon information available to the Company as of the date of this report, and other than as required by law, including the requirements of applicable securities laws, the Company assumes no obligation to update or revise any such forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements.

 

 

ITEM 1.     FINANCIAL STATEMENTS

 


OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

AS OF JUNE 30, 2015 AND DECEMBER 31, 2014

  

 

June 30,

 

December 31,

 

 

2015

 

2014

 

 

(In thousands)

ASSETS

 

 

 

 

 

 

Cash and cash equivalents:

 

 

 

 

 

 

    Cash and due from banks

 

$

547,740

 

$

568,752

    Money market investments

 

 

5,795

 

 

4,675

        Total cash and cash equivalents

 

 

553,535

 

 

573,427

Restricted cash

 

 

6,086

 

 

8,407

Investments:

 

 

 

 

 

 

    Trading securities, at fair value, with amortized cost of $1,327 (December 31, 2014 - $2,419)

 

 

786

 

 

1,594

    Investment securities available-for-sale, at fair value, with amortized cost of $1,023,573 (December 31, 2014 - $1,187,679)

 

 

1,044,319

 

 

1,216,538

    Investment securities held-to-maturity, at amortized cost, with fair value of $547,776 (December 31, 2014 - $164,154)

 

 

550,553

 

 

162,752

    Federal Home Loan Bank (FHLB) stock, at cost

 

 

20,826

 

 

21,169

    Other investments

 

 

3

 

 

3

        Total investments

 

 

1,616,487

 

 

1,402,056

Loans:

 

 

 

 

 

 

    Mortgage loans held-for-sale, at lower of cost or fair value

 

 

20,768

 

 

14,539

    Non-covered loans, net of allowance for loan and lease losses of $102,877 (December 31, 2014 - $69,517)

 

 

4,396,665

 

 

4,513,196

    Covered loans, net of allowance for loan and lease losses of $71,452 (December 31, 2014 - $64,245)

 

 

222,034

 

 

298,911

        Total loans, net

 

 

4,639,467

 

 

4,826,646

Other assets:

 

 

 

 

 

 

    FDIC indemnification asset

 

 

22,704

 

 

97,378

    Foreclosed real estate covered under shared-loss agreements with the FDIC

 

 

38,941

 

 

47,514

    Foreclosed real estate not covered under shared-loss agreements with the FDIC

 

 

42,392

 

 

48,147

    Accrued interest receivable

 

 

19,254

 

 

21,345

    Deferred tax asset, net

 

 

138,406

 

 

108,708

    Premises and equipment, net

 

 

76,486

 

 

80,599

    Customers' liability on acceptances

 

 

16,040

 

 

17,989

    Servicing assets

 

 

5,791

 

 

13,992

    Derivative assets

 

 

4,376

 

 

8,107

    Goodwill

 

 

86,069

 

 

86,069

    Other assets

 

 

132,291

 

 

108,725

                Total assets

 

$

7,398,325

 

$

7,449,109

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

    Demand deposits

 

$

1,936,617

 

 

1,997,108

    Savings accounts

 

 

1,333,202

 

 

1,385,824

    Time deposits

 

 

1,479,865

 

 

1,541,474

        Total deposits

 

 

4,749,684

 

 

4,924,406

Borrowings:

 

 

 

 

 

 

    Securities sold under agreements to repurchase

 

 

1,161,136

 

 

980,087

    Advances from FHLB

 

 

333,391

 

 

334,331

    Subordinated capital notes

 

 

102,109

 

 

101,584

    Other borrowings

 

 

2,090

 

 

4,004

        Total borrowings

 

 

1,598,726

 

 

1,420,006

Other liabilities:

 

 

 

 

 

 

    Derivative liabilities

 

 

8,739

 

 

11,221

    Acceptances executed and outstanding

 

 

16,040

 

 

17,989

    Accrued expenses and other liabilities

 

 

113,537

 

 

133,290

            Total liabilities

 

 

6,486,726

 

 

6,506,912

Commitments and contingencies (See Note 20)

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

    Preferred stock; 10,000,000 shares authorized;

 

 

 

 

 

 

        1,340,000 shares of Series A, 1,380,000 shares of Series B, and 960,000 shares of Series D

 

 

 

 

 

 

             issued and outstanding, (December 31, 2014 - 1,340,000; 1,380,000; and 960,000) $25 liquidation value

 

 

92,000

 

 

92,000

        84,000 shares of Series C issued and outstanding (December 31, 2014 - 84,000); $1,000 liquidation value

 

 

84,000

 

 

84,000

    Common stock, $1 par value; 100,000,000 shares authorized; 52,625,869 shares issued:

 

 

 

 

 

 

        44,367,909 shares outstanding (December 31, 2014 - 52,625,869; 44,613,615)

 

 

52,626

 

 

52,626

    Additional paid-in capital

 

 

539,669

 

 

539,311

    Legal surplus

 

 

69,934

 

 

70,467

    Retained earnings

 

 

159,737

 

 

181,152

    Treasury stock, at cost, 8,257,960 shares (December 31, 2014 - 8,012,254 shares)

 

 

(100,668)

 

 

(97,070)

    Accumulated other comprehensive income, net of tax of -$185 (December 31, 2014  $447)

 

 

14,301

 

 

19,711

            Total stockholders’ equity

 

 

911,599

 

 

942,197

                Total liabilities and stockholders’ equity

 

$

7,398,325

 

$

7,449,109

 

 

 

 

 

 

 

See notes to unaudited consolidated financial statements.

  

1


OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE QUARTERS AND SIX-MONTH PERIODS ENDED JUNE 30, 2015 AND 2014

 

Quarter Ended June 30,

 

Six-Month Period Ended June 30,

 

2015

 

2014

 

2015

 

2014

 

(In thousands, except per share data)

 

(In thousands, except per share data)

Interest income:

 

 

 

 

 

 

 

 

 

 

 

        Non-covered loans

$

77,746

 

$

88,064

 

$

159,725

 

$

173,307

        Covered loans

 

12,758

 

 

24,879

 

 

28,262

 

 

48,267

                    Total interest income from loans

 

90,504

 

 

112,943

 

 

187,987

 

 

221,574

        Mortgage-backed securities

 

7,998

 

 

11,984

 

 

16,587

 

 

24,400

        Investment securities and other

 

911

 

 

973

 

 

1,840

 

 

3,000

                    Total interest income

 

99,413

 

 

125,900

 

 

206,414

 

 

248,974

Interest expense:

 

 

 

 

 

 

 

 

 

 

 

        Deposits

 

6,604

 

 

9,165

 

 

13,708

 

 

18,143

        Securities sold under agreements to repurchase

 

7,394

 

 

7,372

 

 

14,558

 

 

14,784

        Advances from FHLB and other borrowings

 

2,248

 

 

2,289

 

 

4,483

 

 

4,583

        Subordinated capital notes

 

875

 

 

996

 

 

1,738

 

 

1,988

                    Total interest expense

 

17,121

 

 

19,822

 

 

34,487

 

 

39,498

Net interest income

 

82,292

 

 

106,078

 

 

171,927

 

 

209,476

Provision for non-covered loan and lease losses

 

15,644

 

 

13,220

 

 

53,027

 

 

23,282

(Recovery) Provision for covered loan and lease losses

 

(105)

 

 

1,595

 

 

4,705

 

 

3,224

                    Total provision for loan and lease losses

 

15,539

 

 

14,815

 

 

57,732

 

 

26,506

Net interest income after provision for loan and lease losses

 

66,753

 

 

91,263

 

 

114,195

 

 

182,970

Non-interest income:

 

 

 

 

 

 

 

 

 

 

 

        Banking service revenue

 

10,212

 

 

9,995

 

 

20,417

 

 

20,552

        Wealth management revenue

 

7,285

 

 

7,336

 

 

14,440

 

 

14,203

        Mortgage banking activities

 

1,862

 

 

1,554

 

 

3,725

 

 

3,249

                    Total banking and financial service revenues

 

19,359

 

 

18,885

 

 

38,582

 

 

38,004

        FDIC shared-loss expense, net:

 

 

 

 

 

 

 

 

 

 

 

            FDIC indemnification asset expense

 

(22,512)

 

 

(17,499)

 

 

(34,733)

 

 

(35,121)

            Change in true-up payment obligation

 

(733)

 

 

(856)

 

 

(1,596)

 

 

(1,721)

 

 

(23,245)

 

 

(18,355)

 

 

(36,329)

 

 

(36,842)

        Net gain (loss) on:

 

 

 

 

 

 

 

 

 

 

 

            Sale of securities

 

-

 

 

-

 

 

2,572

 

 

4,366

            Derivatives

 

77

 

 

(247)

 

 

(13)

 

 

(470)

            Other non-interest (loss) income

 

(847)

 

 

224

 

 

(2,587)

 

 

678

                    Total non-interest (loss) income, net

 

(4,656)

 

 

507

 

 

2,225

 

 

5,736

 

 

 

 

 

 

 

 

 

 

 

 

Non-interest expense:

 

 

 

 

 

 

 

 

 

 

 

        Compensation and employee benefits

 

19,260

 

 

20,707

 

 

39,440

 

 

42,494

        Professional and service fees

 

4,143

 

 

3,512

 

 

8,324

 

 

7,719

        Occupancy and equipment

 

8,883

 

 

8,605

 

 

17,519

 

 

16,914

        Insurance

 

2,251

 

 

2,333

 

 

4,204

 

 

4,407

        Electronic banking charges

 

5,851

 

 

4,796

 

 

11,218

 

 

9,449

        Information technology expenses

 

1,543

 

 

1,485

 

 

2,997

 

 

3,300

        Advertising, business promotion, and strategic initiatives

 

1,558

 

 

1,669

 

 

3,186

 

 

3,450

        Foreclosure, repossession and other real estate expenses

 

10,337

 

 

6,656

 

 

15,783

 

 

13,043

        Loan servicing and clearing expenses

 

2,594

 

 

1,669

 

 

4,947

 

 

3,728

        Taxes, other than payroll and income taxes

 

2,703

 

 

3,776

 

 

4,182

 

 

7,511

        Communication

 

770

 

 

813

 

 

1,460

 

 

1,770

        Printing, postage, stationary and supplies

 

582

 

 

645

 

 

1,219

 

 

1,200

        Director and investor relations

 

289

 

 

293

 

 

583

 

 

544

        Other

 

3,673

 

 

2,889

 

 

5,707

 

 

5,723

                    Total non-interest expense

 

64,437

 

 

59,848

 

 

120,769

 

 

121,252

(Loss) income before income taxes

 

(2,340)

 

 

31,922

 

 

(4,349)

 

 

67,454

        Income tax expense

 

769

 

 

10,613

 

 

1,748

 

 

22,398

Net (loss) income

 

(3,109)

 

 

21,309

 

 

(6,097)

 

 

45,056

        Less: dividends on preferred stock

 

(3,466)

 

 

(3,466)

 

 

(6,931)

 

 

(6,931)

Net (loss) income available to common shareholders

$

(6,575)

 

$

17,843

 

$

(13,028)

 

$

38,125

(Loss) earnings per common share:

 

 

 

 

 

 

 

 

 

 

 

        Basic

$

(0.15)

 

$

0.40

 

$

(0.29)

 

$

0.84

        Diluted

$

(0.15)

 

$

0.38

 

$

(0.29)

 

$

0.80

Average common shares outstanding and equivalents

 

51,774

 

 

52,352

 

 

51,876

 

 

52,476

Cash dividends per share of common stock

$

0.10

 

$

0.08

 

$

0.20

 

$

0.16

 

 

 

 

 

 

 

 

 

 

 

 

See notes to unaudited consolidated financial statements.

2


OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

FOR THE QUARTERS AND SIX-MONTH PERIODS ENDED JUNE 30, 2015 AND 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Quarter Ended June 30,

 

Six-Month Period Ended June 30,

 

2015

 

2014

 

2015

 

2014

 

(In thousands)

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income

$

(3,109)

 

$

21,309

 

$

(6,097)

 

$

45,056

Other comprehensive (loss) income before tax:

 

 

 

 

 

 

 

 

 

 

 

     Unrealized (loss) gain on securities available-for-sale

 

(12,916)

 

 

14,941

 

 

(5,541)

 

 

24,504

     Realized (loss) gain on investment securities included in net income

 

-

 

 

-

 

 

(2,572)

 

 

(4,366)

     Unrealized (loss) gain on cash flow hedges

 

2,016

 

 

14

 

 

2,071

 

 

391

Other comprehensive (loss) income before taxes

 

(10,900)

 

 

14,955

 

 

(6,042)

 

 

20,529

     Income tax effect

 

877

 

 

(1,221)

 

 

632

 

 

(1,965)

Other comprehensive (loss) income after taxes

 

(10,023)

 

 

13,734

 

 

(5,410)

 

 

18,564

Comprehensive (loss) income

$

(13,132)

 

$

35,043

 

$

(11,507)

 

$

63,620

 

 

 

 

 

 

 

 

 

 

 

 

See notes to unaudited consolidated financial statements.

3


OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2015 AND 2014

 

 

 

 

 

 

 

  

Six-Month Period Ended June 30,

  

2015

 

2014

 

(In thousands)

Preferred stock:

 

 

 

 

 

Balance at beginning of period

$

176,000

 

$

176,000

       Balance at end of period

 

176,000

 

 

176,000

Common stock:

 

 

 

 

 

Balance at beginning of period

 

52,626

 

 

52,707

Exercised stock options

 

-

 

 

23

       Balance at end of period

 

52,626

 

 

52,730

Additional paid-in capital:

 

 

 

 

 

Balance at beginning of period

 

539,311

 

 

538,071

Stock-based compensation expense

 

794

 

 

946

Exercised stock options

 

-

 

 

242

Lapsed restricted stock units

 

(436)

 

 

(323)

       Balance at end of period

 

539,669

 

 

538,936

Legal surplus:

 

 

 

 

 

Balance at beginning of period

 

70,467

 

 

61,957

Transfer (to) from retained earnings

 

(533)

 

 

4,481

       Balance at end of period

 

69,934

 

 

66,438

Retained earnings:

 

 

 

 

 

Balance at beginning of period

 

181,152

 

 

133,629

Net (loss) income

 

(6,097)

 

 

45,056

Cash dividends declared on common stock

 

(8,920)

 

 

(7,218)

Cash dividends declared on preferred stock

 

(6,931)

 

 

(6,931)

Transfer from (to) legal surplus

 

533

 

 

(4,481)

       Balance at end of period

 

159,737

 

 

160,055

Treasury stock:

 

 

 

 

 

Balance at beginning of period

 

(97,070)

 

 

(80,642)

Stock repurchased

 

(4,238)

 

 

(10,393)

Lapsed restricted stock units

 

640

 

 

323

       Balance at end of period

 

(100,668)

 

 

(90,712)

Accumulated other comprehensive income, net of tax:

 

 

 

 

 

Balance at beginning of period

 

19,711

 

 

3,191

Other comprehensive (loss) income, net of tax

 

(5,410)

 

 

18,564

       Balance at end of period

 

14,301

 

 

21,755

Total stockholders’ equity

$

911,599

 

$

925,202

 

 

 

 

 

 

See notes to unaudited consolidated financial statements.

4


OFG BANCORP

  UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2015 AND 2014

 

 

 

 

 

 

 

  

Six-Month Period Ended June 30,

  

2015

 

2014

 

(In thousands)

Cash flows from operating activities:

 

 

 

 

 

Net (loss) income

$

(6,097)

 

$

45,056

Adjustments to reconcile net (loss) income to net cash provided by operating activities:

 

 

 

 

 

Amortization of deferred loan origination fees, net of costs

 

1,813

 

 

1,330

Amortization of fair value premiums, net of discounts, on acquired loans

 

2,766

 

 

6,884

Amortization of investment securities premiums, net of accretion of discounts

 

5,931

 

 

203

Amortization of core deposit and customer relationship intangibles

 

953

 

 

1,085

Amortization of fair value premiums on acquired deposits

 

478

 

 

2,908

FDIC shared-loss expense, net

 

36,329

 

 

36,842

Depreciation and amortization of premises and equipment

 

5,930

 

 

4,826

Deferred income tax (benefit) expense, net

 

(1,316)

 

 

13,211

Provision for covered and non-covered loan and lease losses, net

 

57,732

 

 

26,506

Stock-based compensation

 

794

 

 

946

(Gain) loss on:

 

 

 

 

 

Sale of securities

 

(2,572)

 

 

(4,366)

Sale of mortgage loans held-for-sale

 

(2,010)

 

 

(2,447)

Derivatives

 

(113)

 

 

646

Foreclosed real estate

 

(706)

 

 

5,052

Sale of other repossessed assets

 

3,427

 

 

3,305

Sale of premises and equipment

 

10

 

 

(10)

Originations of loans held-for-sale

 

(111,433)

 

 

(86,058)

Proceeds from sale of loans held-for-sale

 

46,678

 

 

47,834

Net (increase) decrease in:

 

 

 

 

 

Trading securities

 

808

 

 

256

Accrued interest receivable

 

2,091

 

 

(3,774)

Servicing assets

 

1,216

 

 

146

Other assets

 

(19,813)

 

 

11,651

Net increase (decrease) in:

 

 

 

 

 

Accrued interest on deposits and borrowings

 

(608)

 

 

(932)

Accrued expenses and other liabilities

 

24,219

 

 

(16,247)

Net cash provided by operating activities

 

46,507

 

 

94,853

Cash flows from investing activities:

 

 

 

 

 

Purchases of:

 

 

 

 

 

Investment securities available-for-sale

 

(1,671)

 

 

(217,974)

Investment securities held-to-maturity

 

(399,206)

 

 

(26,707)

FHLB stock

 

-

 

 

(76,725)

Maturities and redemptions of:

 

 

 

 

 

Investment securities available-for-sale

 

121,121

 

 

295,013

Investment securities held-to-maturity

 

10,725

 

 

-

FHLB stock

 

343

 

 

76,794

Proceeds from sales of:

 

 

 

 

 

Investment securities available-for-sale

 

103,831

 

 

163,235

Foreclosed real estate and other repossessed assets

 

34,136

 

 

22,991

Premises and equipment

 

10

 

 

20

Mortgage servicing rights

 

5,927

 

 

-

Origination and purchase of loans, excluding loans held-for-sale

 

(414,725)

 

 

(347,691)

Principal repayment of loans, including covered loans

 

491,330

 

 

339,102

Reimbursements from the FDIC on shared-loss agreements

 

31,657

 

 

18,700

Additions to premises and equipment

 

(1,838)

 

 

(4,100)

Net change in securities purchased under agreements to resell

 

-

 

 

60,000

Net change in restricted cash

 

2,321

 

 

67,029

Net cash (used) provided by investing activities

 

(16,039)

 

 

369,687

 

 

 

 

 

 

5


OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2015 AND 2014 – (CONTINUED)

 

 

 

 

 

 

  

Six-Month Period Ended June 30,

  

2015

 

2014

 

(In thousands)

Cash flows from financing activities:

 

 

 

 

 

Net increase (decrease) in:

 

 

 

 

 

Deposits

 

(209,272)

 

 

(235,062)

Securities sold under agreements to repurchase

 

181,129

 

 

(255,000)

FHLB advances, federal funds purchased, and other borrowings

 

(2,845)

 

 

24,279

Subordinated capital notes

 

525

 

 

787

Exercise of stock options and restricted units lapsed, net

 

204

 

 

265

Purchase of treasury stock

 

(4,238)

 

 

(10,393)

Dividends paid on preferred stock

 

(6,931)

 

 

(6,931)

Dividends paid on common stock

 

(8,932)

 

 

(7,269)

Net cash used in financing activities

 

(50,360)

 

 

(489,324)

Net change in cash and cash equivalents

 

(19,892)

 

 

(24,784)

Cash and cash equivalents at beginning of period

 

573,427

 

 

621,269

Cash and cash equivalents at end of period

$

553,535

 

$

596,485

Supplemental Cash Flow Disclosure and Schedule of Non-cash Activities:

 

 

 

 

 

Interest paid

$

34,403

 

$

42,667

Income taxes paid

 

6,730

 

$

319

Mortgage loans securitized into mortgage-backed securities

$

61,854

 

$

46,505

Transfer from loans to foreclosed real estate and other repossessed assets

$

15,390

 

$

47,852

Reclassification of loans held-for-investment portfolio to held-for-sale portfolio

$

1,473

 

$

473

Reclassification of loans held-for-sale portfolio to held-for-investment portfolio

$

156

 

$

26,376

 

 

 

 

 

 

See notes to unaudited consolidated financial statements.

6


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 ORGANIZATION, CONSOLIDATION AND BASIS OF PRESENTATION  

 

Nature of Operations

 

OFG Bancorp (the “Company”) is a publicly-owned financial holding company incorporated under the laws of the Commonwealth of Puerto Rico. The Company operates through various subsidiaries including, a commercial bank, Oriental Bank (the “Bank”), a securities broker-dealer, Oriental Financial Services Corp. (“Oriental Financial Services”), an insurance agency, Oriental Insurance, Inc. (“Oriental Insurance”) and a retirement plan administrator, Oriental Pension Consultants, Inc. (“OPC”), formerly known as Caribbean Pension Consultants, Inc. Through these subsidiaries and their respective divisions, the Company provides a wide range of banking and financial services such as commercial, consumer and mortgage lending, auto loans, financial planning, insurance sales, money management and investment banking and brokerage services, as well as corporate and individual trust services.  

 

On April 30, 2010, the Bank acquired certain assets and assumed certain deposits and other liabilities of Eurobank, a Puerto Rico commercial bank, in an FDIC-assisted acquisition. On December 18, 2012, the Company acquired a group of Puerto Rico-based entities that included Banco Bilbao Vizcaya Argentaria Puerto Rico (“BBVAPR”), a Puerto Rico commercial bank, as well as a securities broker-dealer and an insurance agency, which is referred to herein as the “BBVAPR Acquisition.” The businesses acquired in these acquisitions have been integrated with the Company’s existing business.  

 

 

Recent Accounting Developments

 

In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 requires that all costs incurred to issue debt be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability rather than as an asset. The standard does not affect the recognition and measurement of debt issuance costs; therefore, the amortization of such costs shall continue to be reported as interest expense. ASU 2015-03 will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015, with early adoption permissible for financial statements that have not been previously issued. The new guidance is to be applied on a retrospective basis to all prior periods. The Company does not expect the adoption of ASU 2015-03 to have a material impact on its consolidated financial statements.

 

Other than the accounting pronouncement disclosed above, there were no other new accounting pronouncements issued during the second quarter of 2015 that could have a material impact on the Company’s financial position, operating results or financials statement disclosures.

  

7


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 2 – RESTRICTED CASH

 

The following table includes the composition of the Company’s restricted cash:

 

   

June 30,

 

December 31,

 

2015

 

2014

 

(In thousands)

Cash pledged as collateral to other financial institutions to secure:

 

 

 

 

 

    Derivatives

$

2,980

 

$

2,980

    Obligations under agreement of loans sold with recourse

 

3,106

 

 

5,427

 

$

6,086

 

$

8,407

 

At June 30, 2015 and December 31, 2014, the Bank’s international banking entities, Oriental International Bank Inc. (“OIB”) and Oriental Overseas, each held unencumbered certificates of deposit in the amount of $300 thousand as the legal reserve required for international banking entities under Puerto Rico law. Each certificate of deposit cannot be withdrawn by OIB or Oriental Overseas without prior written approval of the Office of the Commissioner of Financial Institutions (“OCFI”).

 

As part of its derivative activities, the Company has entered into collateral agreements with certain financial counterparties.  At June 30, 2015 and December 31, 2014, the Company had delivered $3.0 million of cash as collateral for such derivatives activities.

 

As part of the BBVA Acquisition, the Company assumed a contract with FNMA which required collateral to guarantee the repurchase, if necessary, of loans sold with recourse. At June 30, 2015 and December 31, 2014, the Company delivered as collateral cash amounting to $3.1 million and $5.4 million, respectively.

 

The Bank is required by Puerto Rico law to maintain average weekly reserve balances to cover government demand deposits. The amount of those minimum average reserve balances for the week that covered June 30, 2015 was $152.7 million (December 31, 2014 - $141.5 million). At June 30, 2015 and December 31, 2014, the Bank complied with the requirement. Cash and due from bank as well as other short-term, highly liquid securities are used to cover the required average reserve balances.

 

NOTE 3 – INVESTMENT SECURITIES

 

Money Market Investments

 

The Company considers as cash equivalents all money market instruments that are not pledged and that have maturities of three months or less at the date of acquisition. At June 30, 2015 and December 31, 2014, money market instruments included as part of cash and cash equivalents amounted to $5.8 million and $4.7 million, respectively.

 

 

8


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Investment Securities

 

The amortized cost, gross unrealized gains and losses, fair value, and weighted average yield of the securities owned by the Company at June 30, 2015 and December 31, 2014 were as follows:

 

  

June 30, 2015

 

 

 

Gross

 

Gross

 

 

 

Weighted

 

Amortized

 

Unrealized

 

Unrealized

 

Fair

 

Average

  

Cost

 

Gains

 

Losses

 

Value

 

Yield

 

(In thousands)

Available-for-sale

 

 

 

 

 

 

 

 

 

 

 

 

 

    Mortgage-backed securities

 

 

 

 

 

 

 

 

 

 

 

 

 

        FNMA and FHLMC certificates

$

832,127

 

$

30,638

 

$

1,192

 

$

861,573

 

3.01%

        GNMA certificates

 

3,625

 

 

249

 

 

-

 

 

3,874

 

5.03%

        CMOs issued by US government-sponsored agencies

 

157,884

 

 

83

 

 

2,921

 

 

155,046

 

1.83%

            Total mortgage-backed securities

 

993,636

 

 

30,970

 

 

4,113

 

 

1,020,493

 

2.83%

    Investment securities

 

 

 

 

 

 

 

 

 

 

 

 

 

        Obligations of US government-sponsored agencies

 

6,114

 

 

14

 

 

-

 

 

6,128

 

1.36%

        Obligations of Puerto Rico government and

            political subdivisions

 

20,988

 

 

-

 

 

6,259

 

 

14,729

 

5.41%

        Other debt securities

 

2,835

 

 

134

 

 

-

 

 

2,969

 

2.99%

            Total investment securities

 

29,937

 

 

148

 

 

6,259

 

 

23,826

 

4.35%

               Total securities available for sale

$

1,023,573

 

$

31,118

 

$

10,372

 

$

1,044,319

 

2.87%

Held-to-maturity

 

 

 

 

 

 

 

 

 

 

 

 

 

    Mortgage-backed securities

 

 

 

 

 

 

 

 

 

 

 

 

 

        FNMA and FHLMC certificates

 

525,504

 

 

978

 

 

3,757

 

 

522,725

 

2.28%

    Investment securities

 

 

 

 

 

 

 

 

 

 

 

 

 

        US Treasury securities

 

25,049

 

 

6

 

 

4

 

 

25,051

 

0.49%

               Total securities held to maturity

 

550,553

 

 

984

 

 

3,761

 

 

547,776

 

2.20%

Total

$

1,574,126

 

$

32,102

 

$

14,133

 

$

1,592,095

 

2.64%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

December 31, 2014

 

 

 

Gross

 

Gross

 

 

 

Weighted

 

Amortized

 

Unrealized

 

Unrealized

 

Fair

 

Average

  

Cost

 

Gains

 

Losses

 

Value

 

Yield

 

(In thousands)

Available-for-sale

 

 

 

 

 

 

 

 

 

 

 

 

 

    Mortgage-backed securities

 

 

 

 

 

 

 

 

 

 

 

 

 

        FNMA and FHLMC certificates

$

972,836

 

$

37,876

 

$

1,203

 

$

1,009,509

 

3.12%

        GNMA certificates

 

4,473

 

 

288

 

 

8

 

 

4,753

 

4.94%

        CMOs issued by US government-sponsored agencies

 

179,146

 

 

136

 

 

3,153

 

 

176,129

 

1.81%

            Total mortgage-backed securities

 

1,156,455

 

 

38,300

 

 

4,364

 

 

1,190,391

 

2.92%

    Investment securities

 

 

 

 

 

 

 

 

 

 

 

 

 

        Obligations of US government-sponsored agencies

 

7,148

 

 

33

 

 

-

 

 

7,181

 

1.34%

        Obligations of Puerto Rico government and

            public instrumentalities

 

20,939

 

 

-

 

 

5,267

 

 

15,672

 

5.41%

        Other debt securities

 

3,137

 

 

157

 

 

-

 

 

3,294

 

2.95%

            Total investment securities

 

31,224

 

 

190

 

 

5,267

 

 

26,147

 

4.23%

                Total securities available-for-sale

$

1,187,679

 

$

38,490

 

$

9,631

 

$

1,216,538

 

2.96%

Held-to-maturity

 

 

 

 

 

 

 

 

 

 

 

 

 

    Mortgage-backed securities

 

 

 

 

 

 

 

 

 

 

 

 

 

        FNMA and FHLMC certificates

 

162,752

 

 

1,402

 

 

-

 

 

164,154

 

2.48%

Total

 

$

1,350,431

 

$

39,892

 

$

9,631

 

$

1,380,692

 

2.90%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

The amortized cost and fair value of the Company’s investment securities at June 30, 2015, by contractual maturity, are shown in the next table. Securities not due on a single contractual maturity date, such as collateralized mortgage obligations, are classified in the period of final contractual maturity. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

 

June 30, 2015

  

Available-for-sale

 

Held-to-maturity

 

Amortized Cost

 

Fair Value

 

Amortized Cost

 

Fair Value

 

(In thousands)

 

(In thousands)

Mortgage-backed securities

 

 

 

 

 

 

 

 

 

 

 

    Due after 5 to 10 years

 

 

 

 

 

 

 

 

 

 

 

        FNMA and FHLMC certificates

$

18,125

 

$

18,401

 

$

-

 

$

-

            Total due after 5 to 10 years

 

18,125

 

 

18,401

 

 

-

 

 

-

    Due after 10 years

 

 

 

 

 

 

 

 

 

 

 

        FNMA and FHLMC certificates

 

814,002

 

 

843,172

 

 

525,504

 

 

522,725

        GNMA certificates

 

3,625

 

 

3,874

 

 

-

 

 

-

        CMOs issued by US government-sponsored agencies

 

157,884

 

 

155,046

 

 

-

 

 

-

            Total due after 10 years

 

975,511

 

 

1,002,092

 

 

525,504

 

 

522,725

                Total  mortgage-backed securities

 

993,636

 

 

1,020,493

 

 

525,504

 

 

522,725

Investment securities

 

 

 

 

 

 

 

 

 

 

 

    Due from 1 to 5 years

 

 

 

 

 

 

 

 

 

 

 

        US Treasury securities

 

-

 

 

-

 

 

25,049

 

 

25,051

        Obligations of Puerto Rico government and political subdivisions

 

10,521

 

 

8,444

 

 

-

 

 

-

            Total due from 1 to 5 years

 

10,521

 

 

8,444

 

 

25,049

 

 

25,051

    Due after 5 to 10 years

 

 

 

 

 

 

 

 

 

 

 

        Obligations of US government and sponsored agencies

 

6,114

 

 

6,128

 

 

-

 

 

-

            Total due after 5 to 10 years

 

6,114

 

 

6,128

 

 

-

 

 

-

    Due after 10 years

 

 

 

 

 

 

 

 

 

 

 

        Obligations of Puerto Rico government and political subdivisions

 

10,467

 

 

6,285

 

 

-

 

 

-

        Other debt securities

 

2,835

 

 

2,969

 

 

-

 

 

-

            Total due after 10 years

 

13,302

 

 

9,254

 

 

-

 

 

-

                Total  investment securities

 

29,937

 

 

23,826

 

 

25,049

 

 

25,051

Total securities available-for-sale

$

1,023,573

 

$

1,044,319

 

$

550,553

 

$

547,776

 

 

 

 

 

 

 

 

 

 

 

 

10


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The Company, as part of its asset/liability management, may purchase U.S. Treasury securities and U.S. government-sponsored agency discount notes close to their maturities as alternatives to cash deposits at correspondent banks or as a short term vehicle to reinvest the proceeds of sale transactions until investment securities with attractive yields can be purchased. During the six-month period ended June 30, 2015 and 2014, the Company sold $63.5 million and $48.1 million, respectively, of available-for-sale Government National Mortgage Association (“GNMA”) certificates that were sold as part of its recurring mortgage loan origination and securitization activities. These sales did not realize any gains or losses during such periods.

 

For the six-month periods ended June 30, 2015 and 2014, the Company recorded a net gain on sale of securities of $2.6 million and $4.4 million, respectively. The table below presents the gross realized gains by category for such periods:

 

 

Six-Month Period Ended June 30,2015

 

 

 

Book Value

 

 

 

 

Description

Sale Price

 

at Sale

 

Gross Gains

 

Gross Losses

 

(In thousands)

Sale of securities available-for-sale

 

 

 

 

 

 

 

 

 

 

 

    Mortgage-backed securities

 

 

 

 

 

 

 

 

 

 

 

        FNMA and FHLMC certificates

$

40,307

 

$

37,735

 

$

2,571

 

$

-

        GNMA certificates

 

63,524

 

 

63,523

 

 

1

 

 

-

Total

$

103,831

 

$

101,258

 

$

2,572

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30,2014

 

 

 

Book Value

 

 

 

 

Description

Sale Price

 

at Sale

 

Gross Gains

 

Gross Losses

 

(In thousands)

Sale of securities available-for-sale

 

 

 

 

 

 

 

 

 

 

 

    Mortgage-backed securities

 

 

 

 

 

 

 

 

 

 

 

        FNMA and FHLMC certificates

$

115,158

 

$

110,792

 

$

4,366

 

$

-

        GNMA certificates

 

48,077

 

 

48,077

 

 

-

 

 

-

            Total mortgage-backed securities

$

163,235

 

$

158,869

 

$

4,366

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

11


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following tables show the Company’s gross unrealized losses and fair value of investment securities available-for-sale and held-to-maturity, aggregated by investment category and the length of time that individual securities have been in a continuous unrealized loss position at June 30, 2015 and December 31, 2014:

 

 

June 30, 2015

  

12 months or more

  

Amortized

 

Unrealized

 

Fair

  

Cost

 

Loss

 

Value

 

(In thousands)

Securities available-for-sale

 

 

 

 

 

 

 

 

    CMOs issued by US government-sponsored agencies

$

115,483

 

$

2,807

 

$

112,676

    Obligations of Puerto Rico government and political subdivisions

 

20,988

 

 

6,259

 

 

14,729

 

$

136,471

 

$

9,066

 

$

127,405

 

 

 

 

 

 

 

 

 

  

Less than 12 months

  

Amortized

 

Unrealized

 

Fair

  

Cost

 

Loss

 

Value

 

(In thousands)

Securities available-for-sale

 

 

 

 

 

 

 

 

    CMOs issued by US Government-sponsored agencies

$

28,596

 

$

114

 

$

28,482

    FNMA and FHLMC certificates

 

163,733

 

 

1,192

 

 

162,541

 

 

192,329

 

 

1,306

 

 

191,023

Securities held-to-maturity

 

 

 

 

 

 

 

 

    FNMA and FHLMC Certificates

 

358,591

 

 

3,757

 

 

354,834

    US Treausury Securities

 

10,024

 

 

4

 

 

10,020

 

 

368,615

 

 

3,761

 

 

364,854

 

$

560,944

 

$

5,067

 

$

555,877

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Total

  

Amortized

 

Unrealized

 

Fair

  

Cost

 

Loss

 

Value

 

(In thousands)

Securities available-for-sale

 

 

 

 

 

 

 

 

    CMOs issued by US government-sponsored agencies

$

144,079

 

$

2,921

 

$

141,158

    FNMA and FHLMC certificates

 

163,733

 

 

1,192

 

 

162,541

    Obligations of Puerto Rico government and political subdivisions

 

20,988

 

 

6,259

 

 

14,729

 

 

328,800

 

 

10,372

 

 

318,428

Securities held-to-maturity

 

 

 

 

 

 

 

 

    FNMA and FHLMC Certificates

 

358,591

 

 

3,757

 

 

354,834

    US Treasury Securities

 

10,024

 

 

4

 

 

10,020

 

 

368,615

 

 

3,761

 

 

364,854

 

$

697,415

 

$

14,133

 

$

683,282

 

 

 

 

 

 

 

 

 

12


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

December 31, 2014

  

12 months or more

  

Amortized

 

Unrealized

 

Fair

  

Cost

 

Loss

 

Value

 

(In thousands)

Securities available-for-sale

 

 

 

 

 

 

 

 

    Obligations of Puerto Rico government and political subdivisions

$

20,939

 

$

5,267

 

$

15,672

    CMOs issued by US government-sponsored agencies

 

143,928

 

 

3,086

 

 

140,842

    FNMA and FHLMC certificates

 

113,376

 

 

1,172

 

 

112,204

    GNMA certificates

 

77

 

 

8

 

 

69

 

$

278,320

 

$

9,533

 

$

268,787

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Less than 12 months

  

Amortized

 

Unrealized

 

Fair

  

Cost

 

Loss

 

Value

 

(In thousands)

Securities available-for-sale

 

 

 

 

 

 

 

 

    CMOs issued by US government-sponsored agencies

 

15,172

 

 

67

 

 

15,105

    FNMA and FHLMC certificates

 

63,736

 

 

31

 

 

63,705

 

$

78,908

 

$

98

 

$

78,810

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Total

  

Amortized

 

Unrealized

 

Fair

  

Cost

 

Loss

 

Value

 

(In thousands)

Securities available-for-sale

 

 

 

 

 

 

 

 

    CMOs issued by US government-sponsored agencies

 

159,100

 

 

3,153

 

 

155,947

    FNMA and FHLMC certificates

 

177,112

 

 

1,203

 

 

175,909

    Obligations of Puerto Rico government and political subdivisions

 

20,939

 

 

5,267

 

 

15,672

    GNMA certificates

 

77

 

 

8

 

 

69

 

$

357,228

 

$

9,631

 

$

347,597

 

 

 

 

 

 

 

 

 

13


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The Company performs valuations of the investment securities on a monthly basis. Moreover, the Company conducts quarterly reviews to identify and evaluate each investment in an unrealized loss position for other-than-temporary impairment. Any portion of a decline in value associated with credit loss is recognized in the statements of operations with the remaining noncredit-related component recognized in other comprehensive income (loss). A credit loss is determined by assessing whether the amortized cost basis of the security will be recovered by comparing the present value of cash flows expected to be collected from the security, discounted at the rate equal to the yield used to accrete current and prospective beneficial interest for the security. The shortfall of the present value of the cash flows expected to be collected in relation to the amortized cost basis is considered to be the “credit loss.” Other-than-temporary impairment analysis is based on estimates that depend on market conditions and are subject to further change over time. In addition, while the Company believes that the methodology used to value these exposures is reasonable, the methodology is subject to continuing refinement, including those made as a result of market developments. Consequently, it is reasonably possible that changes in estimates or conditions could result in the need to recognize additional other-than-temporary impairment charges in the future.

 

Most of the investments ($676.4 million, amortized cost, or 97%) with an unrealized loss position at June 30, 2015 consist of securities issued or guaranteed by the U.S. Treasury or U.S. government-sponsored agencies, all of which are highly liquid securities that have a large and efficient secondary market. Their aggregate losses and their variability from period to period are the result of changes in market conditions, and not due to the repayment capacity or creditworthiness of the issuers or guarantors of such securities.

 

The remaining investments ($21.0 million, amortized cost, or 3%) with an unrealized loss position at June 30, 2015 consist of obligations issued or guaranteed by the government of Puerto Rico and its political subdivisions or instrumentalities. The decline in the market value of these securities is mainly attributed to an increase in volatility as a result of changes in market conditions that reflect the significant economic and fiscal challenges that Puerto Rico is facing, including a protracted economic recession, sizable government debt-service obligations and structural budget deficits, high unemployment and a shrinking population. Moreover, the negative rating decisions taken by the credit rating agencies have affected the market value and liquidity of these securities.

 

As of June 30, 2015, the Company applied a discounted cash flow analysis to the Puerto Rico government bonds to calculate the cash flows expected to be collected and determine if any portion of the decline in market value of these investments was considered an other-than-temporary impairment. The analysis derives an estimate of value based on the present value of risk-adjusted future cash flows of the underlying investments, and included the following components:

 

·         The contractual future cash flows of the bonds are projected based on the key terms as set forth in the official statements for each investment. Such key terms include among others the interest rate, amortization schedule, if any, and maturity date.

·         The risk-adjusted cash flows are calculated based on a monthly default probability and recovery rate assumptions based on the credit rating of each investment. Constant monthly default rates are assumed throughout the life of the bonds which are based on the respective security’s credit rating as of the date of the analysis.

·         The adjusted future cash flows are then discounted at the original effective yield of each investment based on the purchase price and expected risk-adjusted future cash flows as of the purchase date of each investment.

 

The discounted cash flow analysis for the investments showed a cumulative default probability at maturity in the range of 5.953% to 38.650%, thus reflecting that it is more likely than not that the bonds will not default at all during their remaining terms (range between 61.349% and 94.046%). Based on this analysis, the Company determined that it is more likely than not that it will recover all interest and principal invested in the Puerto Rico government bonds and is therefore not required to recognize a credit loss as of June 30, 2015.

 

Also, the Bank’s conclusion is based on the assessment of the specific source of repayment of each outstanding bond, and the bonds continue to perform.  No principal is due on the bonds until July 1st, 2017, except for PRHTA that started the principal repayments on July 1st 2014 and was paid as scheduled.  All scheduled interest payments are being collected from the three different issuers.  The Bank has cash flow capacity, sufficient liquidity and a strong capital position to maintain the bonds and does not need to sell them in a loss position.

14


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 4 - LOANS 

 

The Company’s loan portfolio is composed of covered loans and non-covered loans. Covered loans are subject to loss sharing agreements with the FDIC and non-covered loans are not subject to FDIC loss sharing agreements. The risks of covered loans are different from the risks of non-covered loans because of the loss protection provided by the FDIC to covered loans. Loans acquired in the BBVAPR Acquisition are included as non-covered loans in the unaudited consolidated statements of financial condition. Non-covered loans are further subdivided between originated and other loans, acquired loans accounted for under ASC 310-20 (loans with revolving feature and/or acquired at a premium), and acquired loans accounted for under ASC 310-30 (loans acquired with deteriorated credit quality, including those by analogy).

 

The composition of the Company’s loan portfolio at June 30, 2015 and December 31, 2014 was as follows:

 

 

June 30,

 

December 31,

 

2015

 

2014

 

(In thousands)

Non-covered loans:

 

 

 

 

 

    Originated and other loans and leases held for investment:

 

 

 

 

 

        Mortgage 

$

757,187

 

$

791,751

        Commercial

 

1,363,851

 

 

1,289,732

        Consumer

 

212,629

 

 

186,760

        Auto and leasing

 

623,198

 

 

575,582

 

 

2,956,865

 

 

2,843,825

    Acquired loans:

 

 

 

 

 

     Accounted for under ASC 310-20 (Loans with revolving feature and/or

 

 

 

 

 

        acquired at a premium)

 

 

 

 

 

        Commercial

 

8,448

 

 

12,675

        Consumer

 

41,505

 

 

45,344

        Auto

 

142,570

 

 

184,782

 

 

192,523

 

 

242,801

     Accounted for under ASC 310-30 (Loans acquired with deteriorated 

 

 

 

 

 

         credit quality, including those by analogy)

 

 

 

 

 

        Mortgage 

 

631,807

 

 

656,122

        Commercial

 

406,447

 

 

452,201

        Construction

 

93,263

 

 

106,361

        Consumer

 

18,869

 

 

29,888

        Auto

 

195,891

 

 

247,233

 

 

1,346,277

 

 

1,491,805

 

 

4,495,665

 

 

4,578,431

        Deferred loan cost , net

 

3,877

 

 

4,282

    Loans receivable

 

4,499,542

 

 

4,582,713

        Allowance for loan and lease losses on loans not accounted for under ASC 310-30

 

(102,877)

 

 

(69,517)

    Loans receivable, net

 

4,396,665

 

 

4,513,196

        Mortgage loans held-for-sale

 

20,768

 

 

14,539

    Total non-covered loans, net

 

4,417,433

 

 

4,527,735

Covered loans:

 

 

 

 

 

    Loans secured by 1-4 family residential properties

 

117,840

 

 

117,171

    Construction and development secured by 1-4 family residential properties

 

19,152

 

 

19,562

    Commercial and other construction

 

153,199

 

 

221,917

    Consumer

 

3,295

 

 

4,506

    Total covered loans

 

293,486

 

 

363,156

        Allowance for loan and lease losses on covered loans

 

(71,452)

 

 

(64,245)

    Total covered loans, net

 

222,034

 

 

298,911

Total loans, net

$

4,639,467

 

$

4,826,646

15


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Non-covered Loans

 

Originated and Other Loans and Leases Held for Investment

 

The Company’s originated and other loans held for investment are encompassed within four portfolio segments: mortgage, commercial, consumer, and auto and leasing.

 

The following tables present the aging of the recorded investment in gross originated and other loans held for investment as of June 30, 2015 and December 31, 2014 by class of loans. Mortgage loans past due included delinquent loans in the GNMA buy-back option program. Servicers of loans underlying GNMA mortgage-backed securities must report as their own assets the defaulted loans that they have the option (but not the obligation) to repurchase, even when they elect not to exercise that option.

 

 

June 30, 2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans 90+

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Days Past

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

Due and

 

30-59 Days

 

60-89 Days

 

90+ Days

 

Total Past

 

in Non-

 

Current

 

 

 

Still

 

Past Due

 

Past Due

 

Past Due

 

Due

 

 Accrual 

 

Accruing

 

Total Loans

 

Accruing

 

(In thousands)

 

 

 

Mortgage

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Traditional (by origination year):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Up to the year 2002

$

4,342

 

$

2,258

 

$

3,076

 

$

9,676

 

$

-

 

$

51,533

 

$

61,209

 

$

42

        Years 2003 and 2004

 

8,460

 

 

4,616

 

 

6,260

 

 

19,336

 

 

-

 

 

84,968

 

 

104,304

 

 

-

        Year 2005

 

5,338

 

 

2,012

 

 

3,926

 

 

11,276

 

 

-

 

 

45,881

 

 

57,157

 

 

-

        Year 2006

 

6,496

 

 

3,315

 

 

7,601

 

 

17,412

 

 

170

 

 

64,292

 

 

81,874

 

 

-

        Years 2007, 2008

            and 2009

 

4,781

 

 

2,359

 

 

10,757

 

 

17,897

 

 

-

 

 

75,309

 

 

93,206

 

 

1,025

        Years 2010, 2011, 2012, 2013

            2014 and 2015

 

3,399

 

 

1,528

 

 

9,063

 

 

13,990

 

 

-

 

 

205,934

 

 

219,924

 

 

168

 

 

32,816

 

 

16,088

 

 

40,683

 

 

89,587

 

 

170

 

 

527,917

 

 

617,674

 

 

1,235

        Non-traditional

 

1,450

 

 

543

 

 

3,784

 

 

5,777

 

 

-

 

 

27,705

 

 

33,482

 

 

-

        Loss mitigation program

 

11,542

 

 

6,076

 

 

14,627

 

 

32,245

 

 

5,016

 

 

61,389

 

 

98,650

 

 

3,547

 

 

45,808

 

 

22,707

 

 

59,094

 

 

127,609

 

 

5,186

 

 

617,011

 

 

749,806

 

 

4,782

    Home equity secured personal loans

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

420

 

 

420

 

 

-

    GNMA's buy-back option program

 

-

 

 

-

 

 

6,961

 

 

6,961

 

 

-

 

 

-

 

 

6,961

 

 

-

 

 

45,808

 

 

22,707

 

 

66,055

 

 

134,570

 

 

5,186

 

 

617,431

 

 

757,187

 

 

4,782

Commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Commercial secured by real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Corporate

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

201,251

 

 

201,251

 

 

-

        Institutional

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

35,113

 

 

35,113

 

 

-

        Middle market

 

3,929

 

 

-

 

 

2,180

 

 

6,109

 

 

8,216

 

 

183,736

 

 

198,061

 

 

-

        Retail

 

611

 

 

153

 

 

7,280

 

 

8,044

 

 

2,048

 

 

193,319

 

 

203,411

 

 

-

        Floor plan

 

-

 

 

-

 

 

50

 

 

50

 

 

-

 

 

3,047

 

 

3,097

 

 

-

        Real estate

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

16,646

 

 

16,646

 

 

-

 

 

4,540

 

 

153

 

 

9,510

 

 

14,203

 

 

10,264

 

 

633,112

 

 

657,579

 

 

-

    Other commercial and industrial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Corporate

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

65,344

 

 

65,344

 

 

-

        Institutional

 

-

 

 

-

 

 

-

 

 

-

 

 

197,559

 

 

207,661

 

 

405,220

 

 

-

        Middle market

 

-

 

 

-

 

 

225

 

 

225

 

 

479

 

 

102,281

 

 

102,985

 

 

-

        Retail

 

325

 

 

284

 

 

772

 

 

1,381

 

 

930

 

 

92,935

 

 

95,246

 

 

-

        Floor plan

 

153

 

 

77

 

 

23

 

 

253

 

 

-

 

 

37,224

 

 

37,477

 

 

-

 

 

478

 

 

361

 

 

1,020

 

 

1,859

 

 

198,968

 

 

505,445

 

 

706,272

 

 

-

 

 

5,018

 

 

514

 

 

10,530

 

 

16,062

 

 

209,232

 

 

1,138,557

 

 

1,363,851

 

 

-

16


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

June 30, 2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans 90+

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Days Past

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

Due and

 

30-59 Days

 

60-89 Days

 

90+ Days

 

Total Past

 

in Non-

 

Current

 

 

 

Still

 

Past Due

 

Past Due

 

Past Due

 

Due

 

 Accrual 

 

Accruing

 

Total Loans

 

Accruing

 

(In thousands)

 

 

 

Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Credit cards

 

303

 

 

120

 

 

319

 

 

742

 

 

-

 

 

19,381

 

 

20,123

 

 

-

        Overdrafts 

 

22

 

 

2

 

 

-

 

 

24

 

 

-

 

 

293

 

 

317

 

 

-

        Personal lines of credit

 

97

 

 

17

 

 

63

 

 

177

 

 

22

 

 

2,083

 

 

2,282

 

 

-

        Personal loans

 

1,532

 

 

858

 

 

716

 

 

3,106

 

 

320

 

 

170,202

 

 

173,628

 

 

-

        Cash collateral personal loans

 

87

 

 

51

 

 

-

 

 

138

 

 

-

 

 

16,141

 

 

16,279

 

 

-

 

 

2,041

 

 

1,048

 

 

1,098

 

 

4,187

 

 

342

 

 

208,100

 

 

212,629

 

 

-

Auto and leasing

 

47,451

 

 

18,593

 

 

7,420

 

 

73,464

 

 

365

 

 

549,369

 

 

623,198

 

 

-

    Total 

$

100,318

 

$

42,862

 

$

85,103

 

$

228,283

 

$

215,125

 

$

2,513,457

 

$

2,956,865

 

$

4,782

17


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

December 31, 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans 90+

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Days Past

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

Due and

 

30-59 Days

 

60-89 Days

 

90+ Days

 

Total Past

 

in Non-

 

Current

 

 

 

Still

 

Past Due

 

Past Due

 

Past Due

 

Due

 

 Accrual 

 

Accruing

 

Total Loans

 

Accruing

 

(In thousands)

 

 

 

Mortgage

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Traditional (by origination year):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Up to the year 2002

$

4,128

 

$

3,157

 

$

4,395

 

$

11,680

 

$

-

 

$

54,064

 

$

65,744

 

$

134

        Years 2003 and 2004

 

10,484

 

 

4,735

 

 

6,489

 

 

21,708

 

 

455

 

 

87,506

 

 

109,669

 

 

-

        Year 2005

 

3,824

 

 

2,205

 

 

4,454

 

 

10,483

 

 

131

 

 

49,858

 

 

60,472

 

 

-

        Year 2006

 

5,706

 

 

3,298

 

 

8,667

 

 

17,671

 

 

548

 

 

67,331

 

 

85,550

 

 

89

        Years 2007, 2008

            and 2009

 

5,283

 

 

1,809

 

 

7,646

 

 

14,738

 

 

761

 

 

77,990

 

 

93,489

 

 

-

        Years 2010, 2011, 2012, 2013

            and 2014

 

3,684

 

 

2,992

 

 

6,900

 

 

13,576

 

 

-

 

 

190,848

 

 

204,424

 

 

365

 

 

33,109

 

 

18,196

 

 

38,551

 

 

89,856

 

 

1,895

 

 

527,597

 

 

619,348

 

 

588

        Non-traditional

 

1,477

 

 

584

 

 

3,223

 

 

5,284

 

 

-

 

 

30,916

 

 

36,200

 

 

-

        Loss mitigation program

 

8,199

 

 

7,106

 

 

14,114

 

 

29,419

 

 

6,358

 

 

57,666

 

 

93,443

 

 

2,766

 

 

42,785

 

 

25,886

 

 

55,888

 

 

124,559

 

 

8,253

 

 

616,179

 

 

748,991

 

 

3,354

    Home equity secured personal loans

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

517

 

 

517

 

 

-

    GNMA's buy-back option program

 

-

 

 

-

 

 

42,243

 

 

42,243

 

 

-

 

 

-

 

 

42,243

 

 

-

 

 

42,785

 

 

25,886

 

 

98,131

 

 

166,802

 

 

8,253

 

 

616,696

 

 

791,751

 

 

3,354

Commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Commercial secured by real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Corporate

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

133,076

 

 

133,076

 

 

-

        Institutional 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

36,611

 

 

36,611

 

 

-

        Middle market

 

-

 

 

645

 

 

396

 

 

1,041

 

 

8,494

 

 

154,515

 

 

164,050

 

 

-

        Retail 

 

330

 

 

561

 

 

7,275

 

 

8,166

 

 

1,445

 

 

166,017

 

 

175,628

 

 

-

        Floor plan

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

1,650

 

 

1,650

 

 

-

        Real estate

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

12,628

 

 

12,628

 

 

-

 

 

330

 

 

1,206

 

 

7,671

 

 

9,207

 

 

9,939

 

 

504,497

 

 

523,643

 

 

-

    Other commercial and industrial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Corporate

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

63,746

 

 

63,746

 

 

-

        Institutional 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

478,935

 

 

478,935

 

 

-

        Middle market

 

-

 

 

-

 

 

618

 

 

618

 

 

-

 

 

91,716

 

 

92,334

 

 

-

        Retail 

 

866

 

 

412

 

 

1,061

 

 

2,339

 

 

1,047

 

 

86,785

 

 

90,171

 

 

-

        Floor plan

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

40,903

 

 

40,903

 

 

-

 

 

866

 

 

412

 

 

1,679

 

 

2,957

 

 

1,047

 

 

762,085

 

 

766,089

 

 

-

 

 

1,196

 

 

1,618

 

 

9,350

 

 

12,164

 

 

10,986

 

 

1,266,582

 

 

1,289,732

 

 

-

18


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

December 31, 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans 90+

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Days Past

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

Due and

 

30-59 Days

 

60-89 Days

 

90+ Days

 

Total Past

 

in Non-

 

Current

 

 

 

Still

 

Past Due

 

Past Due

 

Past Due

 

Due

 

 Accrual 

 

Accruing

 

Total Loans

 

Accruing

 

(In thousands)

 

 

 

Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Credit cards

 

360

 

 

139

 

 

375

 

 

874

 

 

-

 

 

18,197

 

 

19,071

 

 

-

        Overdrafts 

 

20

 

 

-

 

 

-

 

 

20

 

 

-

 

 

287

 

 

307

 

 

-

        Personal lines of credit

 

102

 

 

25

 

 

102

 

 

229

 

 

9

 

 

1,962

 

 

2,200

 

 

-

        Personal loans

 

1,822

 

 

743

 

 

678

 

 

3,243

 

 

337

 

 

144,359

 

 

147,939

 

 

-

        Cash collateral personal loans

 

275

 

 

39

 

 

9

 

 

323

 

 

-

 

 

16,920

 

 

17,243

 

 

-

 

 

2,579

 

 

946

 

 

1,164

 

 

4,689

 

 

346

 

 

181,725

 

 

186,760

 

 

-

Auto and leasing

 

47,658

 

 

16,916

 

 

7,420

 

 

71,994

 

 

145

 

 

503,443

 

 

575,582

 

 

-

    Total 

$

94,218

 

$

45,366

 

$

116,065

 

$

255,649

 

$

19,730

 

$

2,568,446

 

$

2,843,825

 

$

3,354

 

At June 30, 2015 and December 31, 2014, the Company had $347.5 million and $450.2 million, respectively, in loans granted to the Puerto Rico government, including its instrumentalities, public corporations and municipalities as part of the institutional commercial loan segment. All loans granted to Puerto Rico government were current at June 30, 2015 and December 31, 2014. We, as part of the bank syndicate, agreed in August 2014 to extend our credit facilities with PREPA to March 31, 2015, and are currently extended to September 15, 2015. After the first extension, the Company classified the credit as substandard and a troubled-debt restructuring. The Company conducted an impairment analysis considering the probability of collection of principal and interest, which included a financial model to project the future liquidity status of PREPA under various scenarios and its capacity to service its financial obligations, and concluded that the PREPA had sufficient cash flows for the repayment of the line of credit. Despite the Company’s analysis showing PREPA’s capacity to repay the line of credit, the Company placed its participation in non-accrual and recorded a $24 million provision during the first quarter of 2015. The impairment analysis was updated for the second quarter with no change in provision. For the quarter ended June 30, 2015, interest payments are being applied to principal

 

 

 

19


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Acquired Loans Accounted for under ASC 310-20 (Loans with revolving feature and/or acquired at a premium)

 

Credit cards, retail and commercial revolving lines of credits, floor plans and performing auto loans with FICO scores over 660 acquired at a premium  as part of the non-covered portfolio are accounted for under the guidance of ASC 310-20, which requires that any contractually required loan payment receivable in excess of the Company’s initial investment in the loans be accreted into interest income on a level-yield basis over the life of the loan. Loans accounted for under ASC 310-20 are placed on non-accrual status when past due in accordance with the Company’s non-accrual policy and any accretion of discount or amortization of premium is discontinued. Loans acquired in the non-covered portfolio that were accounted for under the provisions of ASC 310-20 are removed from the acquired loan category at the end of the reporting period upon refinancing, renewal or normal re-underwriting.

 

The following tables present the aging of the recorded investment in gross acquired loans accounted for under ASC 310-20 as of June 30, 2015 and December 31, 2014, by class of loans:

 

 

June 30, 2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans 90+

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Days Past

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

Due and

 

30-59 Days

 

60-89 Days

 

90+ Days

 

Total Past

 

in Non-

 

Current

 

 

 

Still

 

Past Due

 

Past Due

 

Past Due

 

Due

 

 Accrual 

 

Accruing

 

Total Loans

 

Accruing

 

(In thousands)

 

 

 

Commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Commercial secured by real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Retail

$

-

 

$

-

 

$

344

 

$

344

 

$

-

 

$

-

 

$

344

 

$

-

        Floor plan

 

-

 

 

-

 

 

496

 

 

496

 

 

-

 

 

2,267

 

 

2,763

 

 

-

 

 

-

 

 

-

 

 

840

 

 

840

 

 

-

 

 

2,267

 

 

3,107

 

 

-

    Other commercial and industrial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Retail

 

145

 

 

32

 

 

173

 

 

350

 

 

2

 

 

3,608

 

 

3,960

 

 

-

        Floor plan

 

87

 

 

130

 

 

26

 

 

243

 

 

4

 

 

1,134

 

 

1,381

 

 

-

 

 

232

 

 

162

 

 

199

 

 

593

 

 

6

 

 

4,742

 

 

5,341

 

 

-

 

 

232

 

 

162

 

 

1,039

 

 

1,433

 

 

6

 

 

7,009

 

 

8,448

 

 

-

    Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Credit cards

 

1,005

 

 

361

 

 

1,023

 

 

2,389

 

 

-

 

 

35,870

 

 

38,259

 

 

-

        Personal loans

 

104

 

 

19

 

 

52

 

 

175

 

 

-

 

 

3,071

 

 

3,246

 

 

-

 

 

1,109

 

 

380

 

 

1,075

 

 

2,564

 

 

-

 

 

38,941

 

 

41,505

 

 

-

    Auto 

 

9,364

 

 

3,209

 

 

1,075

 

 

13,648

 

 

65

 

 

128,857

 

 

142,570

 

 

-

       Total

$

10,705

 

$

3,751

 

$

3,189

 

$

17,645

 

$

71

 

$

174,807

 

$

192,523

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

December 31, 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans 90+

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Days Past

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

Due and

 

30-59 Days

 

60-89 Days

 

90+ Days

 

Total Past

 

in Non-

 

Current

 

 

 

Still

 

Past Due

 

Past Due

 

Past Due

 

Due

 

 Accrual 

 

Accruing

 

Total Loans

 

Accruing

 

(In thousands)

 

 

 

Commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Commercial secured by real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Retail

$

-

 

$

-

 

$

351

 

$

351

 

$

-

 

$

-

 

$

351

 

$

-

        Floor plan

 

-

 

 

62

 

 

345

 

 

407

 

 

-

 

 

3,724

 

 

4,131

 

 

-

 

 

-

 

 

62

 

 

696

 

 

758

 

 

-

 

 

3,724

 

 

4,482

 

 

-

    Other commercial and industrial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Retail

 

155

 

 

67

 

 

192

 

 

414

 

 

2

 

 

3,705

 

 

4,121

 

 

-

        Floor plan

 

202

 

 

134

 

 

223

 

 

559

 

 

10

 

 

3,503

 

 

4,072

 

 

-

 

 

357

 

 

201

 

 

415

 

 

973

 

 

12

 

 

7,208

 

 

8,193

 

 

-

 

 

357

 

 

263

 

 

1,111

 

 

1,731

 

 

12

 

 

10,932

 

 

12,675

 

 

-

    Consumer 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Credit cards

 

1,376

 

 

654

 

 

1,399

 

 

3,429

 

 

-

 

 

38,419

 

 

41,848

 

 

-

        Personal loans

 

151

 

 

47

 

 

77

 

 

275

 

 

-

 

 

3,221

 

 

3,496

 

 

-

 

 

1,527

 

 

701

 

 

1,476

 

 

3,704

 

 

-

 

 

41,640

 

 

45,344

 

 

-

    Auto 

 

11,003

 

 

3,453

 

 

1,262

 

 

15,718

 

 

76

 

 

168,988

 

 

184,782

 

 

-

       Total

$

12,887

 

$

4,417

 

$

3,849

 

$

21,153

 

$

88

 

$

221,560

 

$

242,801

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquired Loans Accounted for under ASC 310-30 (including those accounted for under ASC 310-30 by analogy)

 

Acquired loans that are part of the non-covered portfolio, except for credit cards, retail and commercial revolving lines of credits, floor plans and performing auto loans with FICO scores over 660 acquired at a premium, are accounted for by the Company in accordance with ASC 310-30.

 

The carrying amount corresponding to non-covered loans acquired with deteriorated credit quality, including those accounted under ASC 310-30 by analogy, in the statements of financial condition at June 30, 2015 and December 31, 2014 is as follows:

 

 

 

June 30,

 

December 31,

 

 

2015

 

2014

 

 

(In thousands)

Contractual required payments receivable

 

$2,208,242

 

$2,394,378

Less: Non-accretable discount

 

$449,917

 

$456,627

Cash expected to be collected

 

1,758,325

 

1,937,751

Less: Accretable yield

 

412,048

 

445,946

Carrying amount, gross

 

1,346,277

 

1,491,805

Less: allowance for loan and lease losses

 

18,359

 

13,481

Carrying amount, net

 

$1,327,918

 

$1,478,324

 

 

 

 

 

 

At June 30, 2015 and December 31, 2014, the Company had $167.8 million and $168.8 million, respectively, in loans granted to the Puerto Rico government, including its instrumentalities, public corporations and municipalities as part of its non-covered acquired loans accounted for under ASC 310-30.  This entire amount was current at June 30, 2015 and December 31, 2014.

 

21


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following tables describe the accretable yield and non-accretable discount activity of acquired loans accounted for under ASC 310-30 for the quarters and six-month periods ended June 30, 2015 and 2014, excluding covered loans:

 

 

Quarter Ended June 30, 2015

 

Mortgage

 

Commercial

 

Construction

 

Auto

 

Consumer

 

Total

 

(In thousands)

Accretable Yield Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

284,612

 

$

57,330

 

$

19,390

 

$

47,097

 

$

5,601

 

$

414,030

    Accretion

 

(8,813)

 

 

(9,597)

 

 

(2,143)

 

 

(6,163)

 

 

(1,287)

 

 

(28,003)

    Change in Expected Cash Flows

 

-

 

 

23,695

 

 

9,867

 

 

-

 

 

-

 

 

33,562

    Transfer (to) from non-accretable discount

 

81

 

 

135

 

 

(2,501)

 

 

(9,403)

 

 

4,147

 

 

(7,541)

Balance at end of period

$

275,880

 

$

71,563

 

$

24,613

 

$

31,531

 

$

8,461

 

$

412,048

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Accretable Discount Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

392,609

 

$

15,826

 

$

3,957

 

$

14,543

 

$

23,576

 

$

450,511

    Change in actual and expected losses

 

(3,421)

 

 

(4,921)

 

 

536

 

 

(256)

 

 

(73)

 

 

(8,135)

    Transfer from (to) accretable yield

 

(81)

 

 

(135)

 

 

2,501

 

 

9,403

 

 

(4,147)

 

 

7,541

Balance at end of period

$

389,107

 

$

10,770

 

$

6,994

 

$

23,690

 

$

19,356

 

$

449,917

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six- Month Period Ended June 30, 2015

 

Mortgage

 

Commercial

 

Construction

 

Auto

 

Consumer

 

Total

 

(In thousands)

Accretable Yield Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

298,364

 

$

61,196

 

$

25,829

 

$

53,998

 

$

6,559

 

$

445,946

    Accretion

 

(17,800)

 

 

(20,356)

 

 

(5,953)

 

 

(13,151)

 

 

(2,213)

 

 

(59,473)

    Change in Expected Cash Flows

 

-

 

 

23,695

 

 

9,867

 

 

-

 

 

-

 

 

33,562

    Transfer (to) from non-accretable discount

 

(4,684)

 

 

7,028

 

 

(5,130)

 

 

(9,316)

 

 

4,115

 

 

(7,987)

Balance at end of period

$

275,880

 

$

71,563

 

$

24,613

 

$

31,531

 

$

8,461

 

$

412,048

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Accretable Discount Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

389,839

 

$

23,069

 

$

3,486

 

$

16,215

 

$

24,018

 

$

456,627

    Change in actual and expected losses

 

(5,416)

 

 

(5,271)

 

 

(1,622)

 

 

(1,841)

 

 

(547)

 

 

(14,697)

    Transfer from (to) accretable yield

 

4,684

 

 

(7,028)

 

 

5,130

 

 

9,316

 

 

(4,115)

 

 

7,987

Balance at end of period

$

389,107

 

$

10,770

 

$

6,994

 

$

23,690

 

$

19,356

 

$

449,917

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

22


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

Quarter Ended June 30, 2014

 

Mortgage

 

Commercial

 

Construction

 

Auto

 

Consumer

 

Total

 

(In thousands)

Accretable Yield Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

278,468

 

$

82,637

 

$

35,005

 

$

74,635

 

$

11,256

 

$

482,001

    Accretion

 

(9,363)

 

 

(12,217)

 

 

(5,973)

 

 

(10,593)

 

 

(1,568)

 

 

(39,714)

    Transfer (to) from non-accretable discount

 

-

 

 

71

 

 

1,640

 

 

578

 

 

30

 

 

2,319

Balance at end of period

$

269,105

 

$

70,491

 

$

30,672

 

$

64,620

 

$

9,718

 

$

444,606

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Accretable Discount Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

458,648

 

$

41,551

 

$

7,248

 

$

29,328

 

$

26,519

 

$

563,294

    Change in actual and expected losses

 

(2,859)

 

 

(430)

 

 

(220)

 

 

(1,471)

 

 

(1,271)

 

 

(6,251)

    Transfer from (to) accretable yield

 

-

 

 

(71)

 

 

(1,640)

 

 

(578)

 

 

(30)

 

 

(2,319)

Balance at end of period

$

455,789

 

$

41,050

 

$

5,388

 

$

27,279

 

$

25,218

 

$

554,724

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six- Month Period Ended June 30 , 2014

 

Mortgage

 

Commercial

 

Construction

 

Auto

 

Consumer

 

Total

 

(In thousands)

Accretable Yield Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

287,841

 

 

96,139

 

 

42,993

 

 

77,845

 

 

12,735

 

 

517,553

    Accretion

 

(18,732)

 

 

(24,934)

 

 

(10,459)

 

 

(22,418)

 

 

(3,440)

 

 

(79,983)

    Transfer (to) from non-accretable discount

 

(4)

 

 

(714)

 

 

(1,862)

 

 

9,193

 

 

423

 

 

7,036

Balance at end of period

$

269,105

 

 

70,491

 

 

30,672

 

 

64,620

 

 

9,718

 

 

444,606

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Accretable Discount Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

463,166

 

 

42,515

 

 

5,851

 

 

39,645

 

 

28,410

 

 

579,587

    Change in actual and expected losses

 

(7,381)

 

 

(2,179)

 

 

(2,325)

 

 

(3,173)

 

 

(2,769)

 

 

(17,827)

    Transfer from (to) accretable yield

 

4

 

 

714

 

 

1,862

 

 

(9,193)

 

 

(423)

 

 

(7,036)

Balance at end of period

$

455,789

 

 

41,050

 

 

5,388

 

 

27,279

 

 

25,218

 

 

554,724

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Covered Loans

 

The carrying amount of covered loans at June 30, 2015 and December 31, 2014 is as follows:

 

 

June 30

 

December 31

 

2015

 

2014

 

(In thousands)

Contractual required payments receivable

$

419,259

 

$

535,425

Less: Non-accretable discount

 

21,132

 

 

62,410

Cash expected to be collected

 

398,127

 

 

473,015

Less: Accretable yield

 

104,641

 

 

109,859

Carrying amount, gross

 

293,486

 

 

363,156

Less: Allowance for covered loan and lease losses

 

71,452

 

 

64,245

Carrying amount, net

$

222,034

 

$

298,911

 

 

 

 

 

 

23


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following tables describe the accretable yield and non-accretable discount activity of covered loans for the quarters and six-month periods ended June 30, 2015 and 2014:

 

 

Quarter Ended June 30, 2015

 

Loans Secured by   1-4 Family Residential Properties

 

Commercial and Other Construction

 

Construction & Development Secured by 1-4 Family Residential Properties

 

Leasing

 

Consumer

 

Total

 

(In thousands)

Accretable Yield Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

58,332

 

$

33,481

 

$

20,806

 

$

1,665

 

$

2,004

 

$

116,288

    Accretion

 

(3,276)

 

 

(8,047)

 

 

(405)

 

 

(937)

 

 

(93)

 

 

(12,758)

    Transfer from (to) non-accretable discount

 

750

 

 

2,039

 

 

(2,052)

 

 

375

 

 

(1)

 

 

1,111

Balance at end of period

$

55,806

 

$

27,473

 

$

18,349

 

$

1,103

 

$

1,910

 

$

104,641

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Accretable Discount Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

12,557

 

$

10,493

 

$

-

 

$

-

 

$

9,662

 

$

32,712

    Change in actual and expected losses

 

(405)

 

 

(8,454)

 

 

(2,052)

 

 

375

 

 

67

 

 

(10,469)

    Transfer from (to) accretable yield

 

(750)

 

 

(2,039)

 

 

2,052

 

 

(375)

 

 

1

 

 

(1,111)

Balance at end of period

$

11,402

 

$

-

 

$

-

 

$

-

 

$

9,730

 

$

21,132

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six- Month Period Ended June 30, 2015

 

Loans Secured by   1-4 Family Residential Properties

 

Commercial and Other Construction

 

Construction & Development Secured by 1-4 Family Residential Properties

 

Leasing

 

Consumer

 

Total

 

(In thousands)

Accretable Yield Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

47,636

 

$

37,919

 

$

20,753

 

$

2,479

 

$

1,072

 

$

109,859

    Accretion

 

(6,794)

 

 

(17,902)

 

 

(1,024)

 

 

(2,329)

 

 

(213)

 

 

(28,262)

    Transfer from (to) non-accretable discount

 

14,964

 

 

7,456

 

 

(1,380)

 

 

953

 

 

1,051

 

 

23,044

Balance at end of period

$

55,806

 

$

27,473

 

$

18,349

 

$

1,103

 

$

1,910

 

$

104,641

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Accretable Discount Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

27,348

 

$

24,464

 

$

-

 

$

-

 

$

10,598

 

$

62,410

    Change in actual and expected losses

 

(982)

 

 

(17,008)

 

 

(1,380)

 

 

953

 

 

183

 

 

(18,234)

    Transfer from (to) accretable yield

 

(14,964)

 

 

(7,456)

 

 

1,380

 

 

(953)

 

 

(1,051)

 

 

(23,044)

Balance at end of period

$

11,402

 

$

-

 

$

-

 

$

-

 

$

9,730

 

$

21,132

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

24


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

Quarter Ended June 30, 2014

 

Loans Secured by   1-4 Family Residential Properties

 

Commercial and Other Construction

 

Construction & Development Secured by 1-4 Family Residential Properties

 

Leasing

 

Consumer

 

Total

 

(In thousands)

Accretable Yield Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

54,619

 

$

83,200

 

$

209

 

$

7,332

 

$

2,407

 

$

147,767

    Accretion

 

(4,033)

 

 

(17,141)

 

 

(1,070)

 

 

(2,377)

 

 

(259)

 

 

(24,880)

    Transfer from (to) non-accretable discount

 

-

 

 

4,168

 

 

861

 

 

145

 

 

-

 

 

5,174

Balance at end of period

$

50,586

 

$

70,227

 

$

-

 

$

5,100

 

$

2,148

 

$

128,061

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Accretable Discount Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

31,340

 

$

67,136

 

$

-

 

$

-

 

$

8,847

 

$

107,323

    Change in actual and expected losses

 

(1,481)

 

 

(16,372)

 

 

861

 

 

145

 

 

(78)

 

 

(16,925)

    Transfer (to) from accretable yield

 

-

 

 

(4,168)

 

 

(861)

 

 

(145)

 

 

-

 

 

(5,174)

Balance at end of period

$

29,859

 

$

46,596

 

$

-

 

$

-

 

$

8,769

 

$

85,224

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six- Month Period Ended June 30, 2014

 

Loans Secured by   1-4 Family Residential Properties

 

Commercial and Other Construction

 

Construction & Development Secured by 1-4 Family Residential Properties

 

Leasing

 

Consumer

 

Total

 

(In thousands)

Accretable Yield Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

53,250

 

$

95,093

 

$

1,690

 

$

10,238

 

$

2,688

 

$

162,959

    Accretion

 

(8,197)

 

 

(31,993)

 

 

(2,150)

 

 

(5,388)

 

 

(540)

 

 

(48,268)

    Transfer from (to) non-accretable discount

 

5,533

 

 

7,127

 

 

460

 

 

250

 

 

-

 

 

13,370

Balance at end of period

$

50,586

 

$

70,227

 

$

-

 

$

5,100

 

$

2,148

 

$

128,061

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Accretable Discount Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

39,182

 

$

81,092

 

$

-

 

$

-

 

$

9,203

 

$

129,477

    Change in actual and expected losses

 

(3,790)

 

 

(27,369)

 

 

460

 

 

250

 

 

(434)

 

 

(30,883)

    Transfer (to) from accretable yield

 

(5,533)

 

 

(7,127)

 

 

(460)

 

 

(250)

 

 

-

 

 

(13,370)

Balance at end of period

$

29,859

 

$

46,596

 

$

-

 

$

-

 

$

8,769

 

$

85,224

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

25


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Non-accrual Loans

 

The following table presents the recorded investment in loans in non-accrual status by class of loans as of June 30, 2015 and December 31, 2014:

 

 

June 30,

 

December 31,

 

2015

 

2014

 

(In thousands)

Originated and other loans and leases held for investment

 

 

 

 

 

Mortgage

 

 

 

 

 

    Traditional (by origination year):

 

 

 

 

 

        Up to the year 2002

$

3,104

 

$

4,427

        Years 2003 and 2004

 

6,317

 

 

7,042

        Year 2005

 

3,926

 

 

4,585

        Year 2006

 

7,861

 

 

9,274

        Years 2007, 2008 and 2009

 

9,991

 

 

8,579

        Years 2010, 2011, 2012, 2013, 2014 and 2015

 

9,183

 

 

7,365

 

 

40,382

 

 

41,272

        Non-traditional

 

3,784

 

 

3,224

        Loss mitigation program

 

19,504

 

 

20,934

 

 

63,670

 

 

65,430

Commercial

 

 

 

 

 

    Commercial secured by real estate

 

 

 

 

 

        Middle market

 

14,325

 

 

9,534

        Retail

 

9,557

 

 

9,000

 

 

23,882

 

 

18,534

    Other commercial and industrial

 

 

 

 

 

        Institutional

 

197,559

 

 

-

        Middle market

 

703

 

 

618

        Retail

 

1,797

 

 

2,527

        Floor plan

 

23

 

 

-

 

 

200,082

 

 

3,145

 

 

223,964

 

 

21,679

Consumer

 

 

 

 

 

    Credit cards

 

319

 

 

375

    Personal lines of credit

 

86

 

 

110

    Personal loans

 

1,107

 

 

1,092

    Cash collateral personal loans

 

-

 

 

13

 

 

1,512

 

 

1,590

Auto and leasing

 

8,587

 

 

8,668

    Total Non-accrual originated loans

$

297,733

 

$

97,367

 

 

 

 

 

 

26


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

June 30,

 

December 31,

 

2015

 

2014

 

(In thousands)

Acquired loans accounted under ASC 310-20

 

 

 

 

 

Commercial

 

 

 

 

 

    Commercial secured by real estate

 

 

 

 

 

        Retail

$

344

 

$

351

        Floor plan

 

496

 

 

407

 

 

840

 

 

758

    Other commercial and industrial

 

 

 

 

 

        Retail

 

178

 

 

195

        Floor plan

 

30

 

 

234

 

 

208

 

 

429

 

 

1,048

 

 

1,187

Consumer

 

 

 

 

 

    Credit cards

 

1,023

 

 

1,399

    Personal loans

 

52

 

 

77

 

 

1,075

 

 

1,476

Auto

 

1,277

 

 

1,512

    Total non-accrual acquired loans accounted under ASC 310-20

 

3,400

 

 

4,175

            Total non-accrual loans

$

301,183

 

$

101,542

 

 

 

 

 

 

 

Loans accounted for under ASC 310-30 are excluded from the above table as they are considered to be performing due to the application of the accretion method, in which these loans will accrete interest income over the remaining life of the loans using estimated cash flow analyses.

 

Delinquent residential mortgage loans insured or guaranteed under applicable FHA and VA programs are classified as non-performing loans when they become 90 days or more past due, but are not placed in non-accrual status until they become 18 months or more past due, since they are insured loans. Therefore, these loans are included as non-performing loans but excluded from non-accrual loans.

 

During the quarter ended March 31, 2015, the revolving line of credit to PREPA was classified as non-accrual. At June 30, 2015, this line of credit had an unpaid principal balance of $197.6 million. For the quarter ended June 30, 2015, interest payments received were applied to principal. As of June 30, 2015, the specific reserve was maintained at $24 million.

 

At June 30, 2015 and December 31, 2014, loans whose terms have been extended and which are classified as troubled-debt restructurings that are not included in non-accrual loans amounted to $88.8 million and $274.4 million, respectively, as they are performing under their new terms. At December 31, 2014, the balance included the revolving line of credit to PREPA.

27


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Impaired Loans

 

The Company evaluates all loans, some individually and others as homogeneous groups, for purposes of determining impairment. The total investment in impaired commercial loans was $243.4 million and $236.9 million at June 30, 2015 and December 31, 2014, respectively. Impaired commercial loans at June 30, 2015 and December 31, 2014 included the PREPA line of credit with an unpaid principal balance of $197.6 million and $200.0 million, respectively. The impaired commercial loans were measured based on the fair value of collateral or the present value of cash flows, including those identified as troubled-debt restructurings. The valuation allowance for impaired commercial loans amounted to $27.4 million and $841 thousand at June 30, 2015 and December 31, 2014, respectively. The valuation allowance for impaired commercial loans amounted to $27.4 million including $24.0 million of PREPA allowance placed during Q1 2015.The total investment in impaired mortgage loans was $89.3 million and $94.2 million at June 30, 2015 and December 31, 2014, respectively. Impairment on mortgage loans assessed as troubled-debt restructurings was measured using the present value of cash flows. The valuation allowance for impaired mortgage loans amounted to approximately $8.3 million and $9.0 million at June 30, 2015 and December 31, 2014, respectively.

 

Originated and Other Loans and Leases Held for Investment

 

The Company’s recorded investment in non-covered commercial and mortgage loans categorized as originated and other loans and leases held for investment that were individually evaluated for impairment and the related allowance for loan and lease losses at June 30, 2015 and December 31, 2014 are as follows:

 

 

June 30, 2015

 

 

  

Unpaid

 

Recorded

 

Related

 

  

 

 

  

Principal

 

Investment

 

Allowance

 

Coverage

 

 

 

(In thousands)

 

 

Impaired loans with specific allowance:

 

 

 

 

 

 

 

 

 

 

 

 

        Commercial

$

215,139

 

$

211,186

 

$

27,401

 

13%

 

 

        Residential troubled-debt restructuring

 

95,881

 

 

89,303

 

 

8,268

 

9%

 

 

Impaired loans with no specific allowance:

 

 

 

 

 

 

 

 

 

 

 

 

        Commercial

 

34,305

 

 

30,786

 

 

N/A

 

N/A

 

 

            Total investment in impaired loans

$

345,325

 

$

331,275

 

$

35,669

 

11%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2014

 

 

  

Unpaid

 

Recorded

 

Related

 

  

 

 

  

Principal

 

Investment

 

Allowance

 

Coverage

 

 

 

(In thousands)

 

 

Impaired loans with specific allowance

 

 

 

 

 

 

 

 

 

 

 

 

        Commercial

$

6,349

 

$

6,226

 

$

841

 

14%

 

 

        Residential troubled-debt restructuring

 

99,947

 

 

94,185

 

 

8,968

 

10%

 

 

Impaired loans with no specific allowance

 

 

 

 

 

 

 

 

 

 

 

 

        Commercial

 

237,806

 

 

230,044

 

 

N/A

 

N/A

 

 

            Total investment in impaired loans

$

344,102

 

$

330,455

 

$

9,809

 

3%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

28


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Acquired Loans Accounted for under ASC 310-20 (Loans with revolving feature and/or acquired at a premium)

The Company’s recorded investment in non-covered commercial loans categorized as non-covered acquired loans accounted for under ASC 310-20 that were individually evaluated for impairment and the related allowance for loan and lease losses at June 30, 2015 and December 31, 2014 are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2015

  

Unpaid

 

Recorded

 

Related

 

  

  

Principal

 

Investment

 

Allowance

 

Coverage

 

(In thousands)

Impaired loans with no specific allowance

 

 

 

 

 

 

 

 

 

 

        Commercial

$

1,435

 

$

1,429

 

 

N/A

 

N/A

            Total investment in impaired loans

$

1,435

 

$

1,429

 

$

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2014

  

Unpaid

 

Recorded

 

Specific

 

  

  

Principal

 

Investment

 

Allowance

 

Coverage

 

(In thousands)

Impaired loans with no specific allowance

 

 

 

 

 

 

 

 

 

 

        Commercial

$

672

 

$

672

 

 

N/A

 

N/A

            Total investment in impaired loans

$

672

 

$

672

 

$

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

Non-covered Acquired Loans Accounted for under ASC 310-30 (including those accounted for under ASC 310-30 by analogy)

 

The Company’s recorded investment in non-covered acquired loan pools accounted for under ASC 310-30 and their related allowance for non-covered loan and lease losses at June 30, 2015 and December 31, 2014 are as follows:

 

 

June 30, 2015

 

 

 

 

 

 

 

 

 

 

Coverage

  

Unpaid

 

Recorded

 

 

 

to Recorded 

  

Principal

 

Investment

 

Allowance

 

Investment

 

(In thousands)

Impaired non-covered loan pools:

 

 

 

 

 

 

 

 

 

 

        Mortgage

$

22,901

 

$

23,676

 

$

557

 

2%

        Commercial  

 

230,196

 

 

208,083

 

 

5,752

 

3%

        Construction

 

87,488

 

 

88,575

 

 

9,188

 

10%

        Auto

 

187,569

 

 

195,891

 

 

2,862

 

1%

            Total investment in impaired non-covered loan pools

$

528,154

 

$

516,225

 

$

18,359

 

4%

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31 , 2014

 

 

 

 

 

 

 

 

 

 

Coverage

  

Unpaid

 

Recorded

 

 

 

to Recorded

  

Principal

 

Investment

 

Allowance

 

Investment

 

(In thousands)

Impaired non-covered loan pools:

 

 

 

 

 

 

 

 

 

 

        Commercial  

 

289,228

 

 

255,619

 

 

5,506

 

2%

        Construction

 

90,786

 

 

83,751

 

 

7,970

 

10%

        Consumer

 

35,812

 

 

29,888

 

 

5

 

0%

            Total investment in impaired non-covered loan pools

$

415,826

 

$

369,258

 

$

13,481

 

4%

 

 

 

 

 

 

 

 

 

 

 

 

29


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The tables above only present information with respect to non-covered loans and pools accounted for under ASC 310-30 if there is a recorded impairment to such loans or loan pools and a specific allowance for loan losses. As of June 30, 2015, the Company eliminated the specific allowance of $5 thousand maintained on impaired non-covered acquired consumer loan pool accounted under ASC 310-30 because there was an increase in the net present value of cash flows expected to be collected from such pool when compared with the recorded investment. Likewise, the increase in mortgage and auto loan pools from December 31, 2014 to June 30, 2015 was caused by the establishment of a specific reserve with respect to impaired mortgage and auto loan pools that were required based on the net present value of the cash flows expected to be collected.

 

The following table presents the interest recognized in non-covered commercial and mortgage loans that were individually evaluated for impairment, excluding loans accounted for under ASC 310-30, for the quarters and six-month periods ended June 30, 2015 and 2014:

 

 

Quarter Ended June 30,

 

2015

 

2014

 

Interest Income Recognized

 

Average Recorded Investment

 

Interest Income Recognized

 

Average Recorded Investment

 

(In thousands)

Originated and other loans held for investment:

 

 

 

 

 

 

 

 

 

 

 

Impaired loans with specific allowance

 

 

 

 

 

 

 

 

 

 

 

        Commercial

$

45

 

$

212,414

 

$

39

 

$

7,200

        Residential troubled-debt restructuring

 

781

 

 

89,041

 

 

663

 

 

90,445

Impaired loans with no specific allowance

 

 

 

 

 

 

 

 

 

 

 

        Commercial

 

316

 

 

30,015

 

 

77

 

 

21,951

 

 

1,142

 

 

331,470

 

 

779

 

 

119,596

Acquired loans accounted for under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

Impaired loans with no specific allowance

 

 

 

 

 

 

 

 

 

 

 

        Commercial

 

11

 

 

1,446

 

 

-

 

 

-

            Total interest income from impaired loans

$

1,153

 

$

332,916

 

$

779

 

$

119,596

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30,

 

2015

 

2014

 

Interest Income Recognized

 

Average Recorded Investment

 

Interest Income Recognized

 

Average Recorded Investment

 

(In thousands)

Originated and other loans held for investment:

 

 

 

 

 

 

 

 

 

 

 

Impaired loans with specific allowance

 

 

 

 

 

 

 

 

 

 

 

        Commercial

$

90

 

$

146,144

 

$

78

 

$

6,729

        Residential troubled-debt restructuring

 

1,563

 

 

91,216

 

 

1,270

 

 

88,749

Impaired loans with no specific allowance

 

 

 

 

 

 

 

 

 

 

 

        Commercial

 

631

 

 

95,791

 

 

154

 

 

21,790

 

$

2,284

 

$

333,151

 

$

1,502

 

$

117,268

Acquired loans accounted for under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

Impaired loans with no specific allowance

 

 

 

 

 

 

 

 

 

 

 

        Commercial

 

21

 

 

1,923

 

 

-

 

 

-

            Total interest income from impaired loans

$

2,305

 

$

335,074

 

$

1,502

 

$

117,268

 

 

 

 

 

 

 

 

 

 

 

 

30


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Covered Loans

 

The Company’s recorded investment in covered loan pools that have recorded impairments and their related allowance for covered loan and lease losses as of June 30, 2015 and December 31, 2014 are as follows:

 

 

June 30, 2015

 

 

 

 

 

 

 

 

 

 

Coverage

  

Unpaid

 

Recorded

 

 

 

to Recorded

  

Principal

 

Investment

 

Allowance

 

Investment

 

(In thousands)

Impaired covered loan pools:

 

 

 

 

 

 

 

 

 

 

        Loans secured by 1-4 family residential properties

$

124,906

 

$

106,937

 

$

17,594

 

16%

        Construction and development secured by 1-4 family

            residential properties

 

46,732

 

 

19,152

 

 

12,300

 

64%

        Commercial and other construction

 

132,636

 

 

95,655

 

 

41,170

 

43%

        Consumer

 

6,102

 

 

1,718

 

 

389

 

23%

            Total investment in impaired covered loan pools

$

310,376

 

$

223,462

 

$

71,453

 

32%

 

 

December 31, 2014

 

 

 

 

 

 

 

 

 

 

Coverage

  

Unpaid

 

Recorded

 

Specific

 

to Recorded

  

Principal

 

Investment

 

Allowance

 

Investment

 

(In thousands)

Impaired covered loan pools with specific allowance

 

 

 

 

 

 

 

 

 

 

        Loans secured by 1-4 family residential properties

$

134,579

 

$

106,116

 

$

15,522

 

15%

        Construction and development secured by 1-4 family

            residential properties

 

57,123

 

 

19,562

 

 

10,724

 

55%

        Commercial and other construction

 

93,894

 

 

74,069

 

 

37,610

 

51%

        Consumer

 

7,992

 

 

4,506

 

 

389

 

9%

            Total investment in impaired covered loan pools

$

293,588

 

$

204,253

 

$

64,245

 

31%

31


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Modifications

 

The following tables present the troubled-debt restructurings during the quarters and six-month periods ended June 30, 2015 and 2014:

 

 

Quarter Ended June 30, 2015

 

Number of contracts

 

Pre-Modification Outstanding Recorded Investment

 

Pre-Modification Weighted Average Rate

 

Pre-Modification Weighted Average Term (in Months)

 

Post-Modification Outstanding Recorded Investment

 

Post-Modification Weighted Average Rate

 

Post-Modification Weighted Average Term (in Months)

 

(Dollars in thousands)

Mortgage

39

 

$

4,455

 

5.62%

 

330

 

$

4,455

 

4.21%

 

330

Commercial

1

 

 

29

 

7.25%

 

44

 

 

29

 

6.50%

 

60

Consumer

21

 

 

250

 

14.40%

 

71

 

 

259

 

13.87%

 

69

Auto

1

 

 

64

 

12.95%

 

72

 

 

65

 

12.95%

 

72

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2015

 

Number of contracts

 

Pre-Modification Outstanding Recorded Investment

 

Pre-Modification Weighted Average Rate

 

Pre-Modification Weighted Average Term (in Months)

 

Post-Modification Outstanding Recorded Investment

 

Post-Modification Weighted Average Rate

 

Post-Modification Weighted Average Term (in Months)

 

(Dollars in thousands)

Mortgage

97

 

$

11,609

 

4.65%

 

348

 

$

11,594

 

4.13%

 

349

Commercial

4

 

 

4,533

 

6.83%

 

80

 

 

4,533

 

7.00%

 

141

Consumer

32

 

 

396

 

14.50%

 

72

 

 

440

 

14.25%

 

68

Auto

1

 

 

64

 

12.95%

 

72

 

 

65

 

12.95%

 

72

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarter Ended June 30, 2014

 

Number of contracts

 

Pre-Modification Outstanding Recorded Investment

 

Pre-Modification Weighted Average Rate

 

Pre-Modification Weighted Average Term (in Months)

 

Post-Modification Outstanding Recorded Investment

 

Post-Modification Weighted Average Rate

 

Post-Modification Weighted Average Term (in Months)

 

(Dollars in thousands)

Mortgage

33

 

$

5,001

 

6.00%

 

353

 

$

4,965

 

4.12%

 

418

Commercial

1

 

 

73

 

7.00%

 

55

 

 

73

 

9.25%

 

36

Consumer

3

 

 

24

 

14.00%

 

77

 

 

24

 

13.98%

 

72

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2014

 

Number of contracts

 

Pre-Modification Outstanding Recorded Investment

 

Pre-Modification Weighted Average Rate

 

Pre-Modification Weighted Average Term (in Months)

 

Post-Modification Outstanding Recorded Investment

 

Post-Modification Weighted Average Rate

 

Post-Modification Weighted Average Term (in Months)

 

(Dollars in thousands)

Mortgage

88

 

$

11,813

 

6.00%

 

349

 

$

11,446

 

4.26%

 

390

Commercial

1

 

 

73

 

7.00%

 

55

 

 

73

 

9.25%

 

36

Consumer

8

 

 

66

 

13.00%

 

70

 

 

68

 

13.31%

 

68

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table presents troubled-debt restructurings for which there was a payment default during the six-month periods ended June 30, 2015 and 2014:

 

 

Six-Month Period EndedJune 30,

 

2015

 

2014

 

Number of Contracts

 

Recorded Investment

 

Number of Contracts

 

Recorded Investment

 

(Dollars in thousands)

Mortgage

60

 

$

6,911

 

22

 

$

2,703

Consumer

4

 

$

72

 

5

 

$

101

 

Credit Quality Indicators

 

The Company categorizes non-covered originated commercial loans and acquired commercial loans accounted for under ASC 310-20 into risk categories based on relevant information about the ability of borrowers to service their debt, such as economic conditions, portfolio risk characteristics, and prior loss experience, and the results of periodic credit reviews of individual loans.

 

The Company uses the following definitions for risk ratings:

 

Pass: Loans classified as “pass” have a well-defined primary source of repayment very likely to be sufficient, with no apparent risk, strong financial position, minimal operating risk, profitability, liquidity and capitalization better than industry standards.

 

Special Mention: Loans classified as “special mention” have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date.

 

Substandard: Loans classified as “substandard” are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.

 

Doubtful: Loans classified as “doubtful” have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, questionable and improbable.

 

Loss: Loans classified as “loss” are considered uncollectible and of such little value that their continuance as bankable assets is not warranted. This classification does not mean that the asset has absolutely no recovery or salvage value, but rather that it is not practical or desirable to defer writing off this worthless loan even though partial recovery may be effected in the future.

 

Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to be pass rated loans.

33


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

As of June 30, 2015 and December 31, 2014, and based on the most recent analysis performed, the risk category of gross non-covered originated and other loans and acquired loans accounted for under ASC 310-20 subject to risk rating by class of loans is as follows:

 

 

June 30, 2015

 

Risk Ratings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individually

 

Balance

 

 

 

 

Special

 

 

 

 

 

 

 

Measured for

 

Outstanding

 

Pass

 

Mention

 

Substandard

 

Doubtful

 

Impairment

 

(In thousands)

Commercial - originated and other loans held for investment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Commercial secured by real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Corporate

$

201,251

 

$

183,630

 

$

15,306

 

$

-

 

$

-

 

$

2,315

    Institutional

 

35,113

 

 

26,444

 

 

8,444

 

 

-

 

 

-

 

 

225

    Middle market

 

198,061

 

 

172,626

 

 

7,008

 

 

109

 

 

-

 

 

18,318

    Retail

 

203,411

 

 

182,468

 

 

6,229

 

 

4,399

 

 

-

 

 

10,315

    Floor plan

 

3,097

 

 

2,765

 

 

192

 

 

-

 

 

-

 

 

140

    Real estate

 

16,646

 

 

16,646

 

 

-

 

 

-

 

 

-

 

 

-

 

 

657,579

 

 

584,579

 

 

37,179

 

 

4,508

 

 

-

 

 

31,313

  Other commercial and industrial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Corporate

 

65,344

 

 

59,684

 

 

-

 

 

-

 

 

-

 

 

5,660

    Institutional

 

405,220

 

 

207,661

 

 

-

 

 

-

 

 

-

 

 

197,559

    Middle market

 

102,985

 

 

97,775

 

 

-

 

 

-

 

 

-

 

 

5,210

    Retail

 

95,246

 

 

91,455

 

 

484

 

 

1,672

 

 

-

 

 

1,635

    Floor plan

 

37,477

 

 

34,306

 

 

2,565

 

 

12

 

 

-

 

 

594

 

 

706,272

 

 

490,881

 

 

3,049

 

 

1,684

 

 

-

 

 

210,658

      Total

 

1,363,851

 

 

1,075,460

 

 

40,228

 

 

6,192

 

 

-

 

 

241,971

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial - acquired loans

      (under ASC 310-20)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Commercial secured by real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Retail

 

344

 

 

-

 

 

-

 

 

344

 

 

-

 

 

-

    Floor plan

 

2,763

 

 

1,521

 

 

-

 

 

-

 

 

-

 

 

1,242

 

 

3,107

 

 

1,521

 

 

-

 

 

344

 

 

-

 

 

1,242

  Other commercial and industrial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Retail

 

3,960

 

 

3,943

 

 

-

 

 

17

 

 

-

 

 

-

    Floor plan

 

1,381

 

 

1,264

 

 

-

 

 

30

 

 

-

 

 

87

 

 

5,341

 

 

5,207

 

 

-

 

 

47

 

 

-

 

 

87

      Total

 

8,448

 

 

6,728

 

 

-

 

 

391

 

 

-

 

 

1,329

         Total

$

1,372,299

 

$

1,082,188

 

$

40,228

 

$

6,583

 

$

-

 

$

243,300

34


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

December 31, 2014

 

Risk Ratings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individually

 

Balance

 

 

 

 

Special

 

 

 

 

 

 

 

Measured for

 

Outstanding

 

Pass

 

Mention

 

Substandard

 

Doubtful

 

Impairment

 

(In thousands)

Commercial - originated and other loans held for investment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Commercial secured by real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Corporate

$

133,076

 

$

109,282

 

$

15,615

 

$

-

 

$

-

 

$

8,179

    Institutional

 

36,611

 

 

27,089

 

 

9,284

 

 

-

 

 

-

 

 

238

    Middle market

 

164,050

 

 

148,360

 

 

2,817

 

 

-

 

 

-

 

 

12,873

    Retail

 

175,628

 

 

159,209

 

 

3,690

 

 

2,637

 

 

-

 

 

10,092

    Floor plan

 

1,650

 

 

692

 

 

958

 

 

-

 

 

-

 

 

-

    Real estate

 

12,628

 

 

12,628

 

 

-

 

 

-

 

 

-

 

 

-

 

 

523,643

 

 

457,260

 

 

32,364

 

 

2,637

 

 

-

 

 

31,382

  Other commercial and industrial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Corporate

 

63,746

 

 

63,746

 

 

-

 

 

-

 

 

-

 

 

-

    Institutional

 

478,935

 

 

278,953

 

 

-

 

 

-

 

 

-

 

 

199,982

    Middle market

 

92,334

 

 

87,126

 

 

2,815

 

 

-

 

 

-

 

 

2,393

    Retail

 

90,171

 

 

85,941

 

 

259

 

 

2,575

 

 

-

 

 

1,396

    Floor plan

 

40,903

 

 

38,413

 

 

1,247

 

 

126

 

 

-

 

 

1,117

 

 

766,089

 

 

554,179

 

 

4,321

 

 

2,701

 

 

-

 

 

204,888

      Total

 

1,289,732

 

 

1,011,439

 

 

36,685

 

 

5,338

 

 

-

 

 

236,270

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial - acquired loans

      (under ASC 310-20)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Commercial secured by real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Retail

 

351

 

 

-

 

 

-

 

 

351

 

 

-

 

 

-

    Floor plan

 

4,131

 

 

3,724

 

 

-

 

 

-

 

 

-

 

 

407

 

 

4,482

 

 

3,724

 

 

-

 

 

351

 

 

-

 

 

407

  Other commercial and industrial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Retail

 

4,121

 

 

4,080

 

 

8

 

 

33

 

 

-

 

 

-

    Floor plan

 

4,072

 

 

3,807

 

 

-

 

 

-

 

 

-

 

 

265

 

 

8,193

 

 

7,887

 

 

8

 

 

33

 

 

-

 

 

265

      Total

 

12,675

 

 

11,611

 

 

8

 

 

384

 

 

-

 

 

672

         Total

$

1,302,407

 

$

1,023,050

 

$

36,693

 

$

5,722

 

$

-

 

$

236,942

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

All loans individually measured for impairment are classified as substandard at June 30, 2015 and December 31, 2014.

 

35


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

At June 30, 2015 and December 31, 2014, the Company had outstanding credit facilities of approximately $515.3 million and $619.0 million, respectively, granted to the Puerto Rico government, including its instrumentalities, public corporations and municipalities. A substantial portion of the Company’s credit exposure to Puerto Rico’s government consists of collateralized loans or obligations that have a specific source of income or revenues identified for their repayment.  Approximately $214 million of these loans are general obligations debt of municipalities secured by ad valorem taxation, without limitation as to rate or amount, on all taxable property within the issuing municipalities.  The good faith, credit and unlimited taxing power of each issuing municipality are pledged for the payment of its general obligations debt. 

 

In addition, some of these obligations consist of senior and subordinated loans to public corporations that obtain revenues from rates charged for services or products, such as the Puerto Rico Electric Power Authority (“PREPA”) and the State Insurance Fund Corporation.  The Commonwealth’s instrumentalities or public corporations have varying degrees of independence from the central government.  Some instrumentalities or public corporations that provide essential or important government services, such as the University of Puerto Rico, the Puerto Rico Medical Services Administration and the Puerto Rico Metropolitan Bus Authority, are supported by the Commonwealth through budget appropriations, while others, such as PREPA, are owed substantial amounts for utility services rendered to the Commonwealth.

 

At June 30, 2015, we had approximately $301.0 million of credit facilities to public corporations of the Commonwealth, including:

 

·           PREPA with an outstanding balance of $197.6 million;

·           The State Insurance Fund Corporation with an outstanding balance of $77.6 million, which is approximately 130% collateralized by a portfolio of A-plus rated securities; and

·           The Puerto Rico Housing Finance Authority with an outstanding balance of $25.2 million to be repaid from abandoned or unclaimed funds at financial institutions that revert to the government under a Puerto Rico escheat law.

 

The outstanding balance of credit facilities to public corporations decreased during the second quarter as a result of a repayment in full of a $75 million loan by the Puerto Rico Aqueduct and Sewer Authority.

 

Oriental Bank is part of a four bank syndicate providing a $550 million revolving line of credit to finance the purchase of fuel for PREPA’s day-to-day power generation activities.  Our participation in the line of credit has an unpaid principal balance of $197.6 million as of June 30, 2015.  As part of the bank syndicate, the Bank entered into a forbearance agreement with PREPA, which has been extended several times, most recently until September 15, 2015.  In connection with such extensions, PREPA appointed a Chief Restructuring Officer to work alongside the Executive Director to develop, organize and manage a financial and operational restructuring of PREPA subject to the approval of PREPA’s Board of Directors.  PREPA also has been in negotiations with its forbearing creditors to restructure its debts and obtain financing for capital improvements needed to its infrastructure.  The Company has classified the credit facility to PREPA as substandard and on non-accrual status. The Company conducted an impairment analysis considering the probability of collection of principal and interest, which included a financial model to project the future liquidity status of PREPA under various scenarios and its capacity to service its financial obligations, and concluded that PREPA had sufficient cash flows for the repayment of the line of credit.  This analysis has been further supported by the various restructuring proposals made by PREPA and its creditors.  Despite the Company’s analysis showing PREPA’s capacity to repay the line of credit, the Company placed its participation in non-accrual and recorded a $24 million provision during the first quarter of 2015.  The impairment analysis was updated for the second quarter with no change in provision.  For the quarter ended June 30, 2015, interest payments are being applied to principal.

 

PREPA’s enabling act provides for local receivership upon request to any Puerto Rico court of competent jurisdiction in the event of a default in debt-service payments or other obligations in connection with PREPA’s bonds.  The receiver so appointed would be empowered, directly or through its agents and attorneys, to take possession of the undertakings, income and revenues pledged to the payment of the bonds in default; to have, hold, use, operate, manage and control the same; and to exercise all of PREPA’s rights and powers with respect to such undertakings.  However, any such receiver would not have the power to sell, assign, mortgage or otherwise dispose of PREPA’s assets, and its powers would be limited to the operation and maintenance of such undertakings and the collection and application of the income and revenues therefrom.  Although the Puerto Rico government is actively seeking the right to bankruptcy relief for some of its public instrumentalities, including PREPA, both through an amendment to the federal bankruptcy code and the enactment of a local debt restructuring law, such efforts have thus far been unsuccessful.

 

 

36


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

For residential and consumer loan classes, the Company evaluates credit quality based on the delinquency status of the loan. As of June 30, 2015 and December 31, 2014, and based on the most recent analysis performed, the risk category of non-covered gross originated and other loans and acquired loans accounted for under ASC 310-20 not subject to risk rating by class of loans is as follows:

 

 

June 30, 2015

 

Delinquency

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individually

 

Balance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Measured for

 

Outstanding

 

0-29 days

 

30-59 days

 

60-89 days

 

90-119 days

 

120-364 days

 

365+ days

 

Impairment

 

(In thousands)

Originated and other loans and leases held for investment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Mortgage

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Traditional

        (by origination year)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Up to the year 2002

$

61,209

 

$

50,718

 

$

4,340

 

$

2,256

 

$

585

 

$

1,034

 

$

1,364

 

$

912

        Years 2003 and 2004

 

104,304

 

 

83,388

 

 

8,292

 

 

4,616

 

 

1,899

 

 

1,676

 

 

2,685

 

 

1,748

        Year 2005

 

57,157

 

 

44,825

 

 

5,338

 

 

2,012

 

 

646

 

 

733

 

 

2,547

 

 

1,056

        Year 2006

 

81,874

 

 

60,987

 

 

6,496

 

 

3,314

 

 

508

 

 

2,311

 

 

4,672

 

 

3,586

        Years 2007, 2008

            and 2009

 

93,206

 

 

72,190

 

 

4,458

 

 

2,028

 

 

597

 

 

3,859

 

 

6,029

 

 

4,045

        Years 2010, 2011, 2012

            2013, 2014 and 2015

 

219,924

 

 

203,847

 

 

3,398

 

 

1,528

 

 

384

 

 

2,738

 

 

3,599

 

 

4,430

 

 

617,674

 

 

515,955

 

 

32,322

 

 

15,754

 

 

4,619

 

 

12,351

 

 

20,896

 

 

15,777

    Non-traditional

 

33,482

 

 

27,705

 

 

1,450

 

 

543

 

 

803

 

 

1,421

 

 

1,560

 

 

-

    Loss mitigation program

 

98,650

 

 

15,626

 

 

3,535

 

 

1,742

 

 

1,107

 

 

1,487

 

 

1,626

 

 

73,527

 

 

749,806

 

 

559,286

 

 

37,307

 

 

18,039

 

 

6,529

 

 

15,259

 

 

24,082

 

 

89,304

    Home equity secured

        personal loans

 

420

 

 

420

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

    GNMA's buy-back

        option program

 

6,961

 

 

-

 

 

-

 

 

-

 

 

1,995

 

 

2,486

 

 

2,480

 

 

-

 

 

757,187

 

 

559,706

 

 

37,307

 

 

18,039

 

 

8,524

 

 

17,745

 

 

26,562

 

 

89,304

  Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Credit cards

 

20,123

 

 

19,381

 

 

303

 

 

120

 

 

152

 

 

167

 

 

-

 

 

-

    Overdrafts

 

317

 

 

293

 

 

22

 

 

2

 

 

-

 

 

-

 

 

-

 

 

-

    Unsecured personal lines of credit

 

2,282

 

 

2,105

 

 

97

 

 

17

 

 

25

 

 

38

 

 

-

 

 

-

    Unsecured personal loans

 

173,628

 

 

170,523

 

 

1,533

 

 

858

 

 

714

 

 

-

 

 

-

 

 

-

    Cash collateral personal loans

 

16,279

 

 

16,141

 

 

87

 

 

51

 

 

-

 

 

-

 

 

-

 

 

-

 

 

212,629

 

 

208,443

 

 

2,042

 

 

1,048

 

 

891

 

 

205

 

 

-

 

 

-

  Auto and Leasing

 

623,198

 

 

549,734

 

 

47,451

 

 

18,593

 

 

5,065

 

 

2,355

 

 

-

 

 

-

 

 

1,593,014

 

 

1,317,883

 

 

86,800

 

 

37,680

 

 

14,480

 

 

20,305

 

 

26,562

 

 

89,304

Acquired loans (accounted for under ASC 310-20)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Credit cards

 

38,259

 

 

35,870

 

 

1,005

 

 

361

 

 

430

 

 

593

 

 

-

 

 

-

    Personal loans

 

3,246

 

 

3,070

 

 

104

 

 

19

 

 

14

 

 

39

 

 

-

 

 

-

 

 

41,505

 

 

38,940

 

 

1,109

 

 

380

 

 

444

 

 

632

 

 

-

 

 

-

  Auto

 

142,570

 

 

128,922

 

 

9,364

 

 

3,209

 

 

788

 

 

287

 

 

-

 

 

-

 

 

184,075

 

 

167,862

 

 

10,473

 

 

3,589

 

 

1,232

 

 

919

 

 

-

 

 

-

     Total

$

1,777,089

 

$

1,485,745

 

$

97,273

 

$

41,269

 

$

15,712

 

$

21,224

 

$

26,562

 

$

89,304

37


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

December 31, 2014

 

Delinquency

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individually

 

Balance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Measured for

 

Outstanding

 

0-29 days

 

30-59 days

 

60-89 days

 

90-119 days

 

120-364 days

 

365+ days

 

Impairment

 

(In thousands)

Originated and other loans and leases held for investment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Mortgage

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Traditional

        (by origination year)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Up to the year 2002

$

65,744

 

$

53,432

 

$

3,963

 

$

3,083

 

$

1,044

 

$

1,360

 

$

1,975

 

$

887

        Years 2003 and 2004

 

109,669

 

 

86,941

 

 

10,391

 

 

4,362

 

 

1,657

 

 

3,215

 

 

1,330

 

 

1,773

        Year 2005

 

60,472

 

 

49,275

 

 

3,824

 

 

2,205

 

 

389

 

 

1,673

 

 

1,893

 

 

1,213

        Year 2006

 

85,550

 

 

65,113

 

 

5,263

 

 

2,967

 

 

1,242

 

 

2,801

 

 

4,624

 

 

3,540

        Years 2007, 2008

            and 2009

 

93,489

 

 

76,246

 

 

4,230

 

 

1,809

 

 

337

 

 

3,986

 

 

2,813

 

 

4,068

        Years 2010, 2011, 2012

            2013 and 2014

 

204,424

 

 

190,650

 

 

2,988

 

 

2,490

 

 

938

 

 

1,397

 

 

1,296

 

 

4,665

 

 

619,348

 

 

521,657

 

 

30,659

 

 

16,916

 

 

5,607

 

 

14,432

 

 

13,931

 

 

16,146

    Non-traditional

 

36,200

 

 

30,916

 

 

1,477

 

 

584

 

 

478

 

 

600

 

 

2,096

 

 

49

    Loss mitigation program

 

93,443

 

 

10,882

 

 

995

 

 

1,123

 

 

802

 

 

405

 

 

1,246

 

 

77,990

 

 

748,991

 

 

563,455

 

 

33,131

 

 

18,623

 

 

6,887

 

 

15,437

 

 

17,273

 

 

94,185

    Home equity secured

        personal loans

 

517

 

 

517

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

    GNMA's buy-back

        option program

 

42,243

 

 

-

 

 

-

 

 

-

 

 

6,416

 

 

20,729

 

 

15,098

 

 

-

 

 

791,751

 

 

563,972

 

 

33,131

 

 

18,623

 

 

13,303

 

 

36,166

 

 

32,371

 

 

94,185

  Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Credit cards

 

19,071

 

 

18,198

 

 

360

 

 

139

 

 

171

 

 

203

 

 

-

 

 

-

    Overdrafts

 

307

 

 

287

 

 

20

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

    Unsecured personal lines of credit

 

2,200

 

 

1,970

 

 

102

 

 

25

 

 

38

 

 

62

 

 

3

 

 

-

    Unsecured personal loans

 

147,939

 

 

144,696

 

 

1,822

 

 

743

 

 

623

 

 

55

 

 

-

 

 

-

    Cash collateral personal loans

 

17,243

 

 

16,920

 

 

275

 

 

39

 

 

9

 

 

-

 

 

-

 

 

-

 

 

186,760

 

 

182,071

 

 

2,579

 

 

946

 

 

841

 

 

320

 

 

3

 

 

-

  Auto and Leasing

 

575,582

 

 

503,588

 

 

47,658

 

 

16,916

 

 

5,196

 

 

2,224

 

 

-

 

 

-

 

 

1,554,093

 

 

1,249,631

 

 

83,368

 

 

36,485

 

 

19,340

 

 

38,710

 

 

32,374

 

 

94,185

Acquired loans (accounted for under ASC 310-20)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Credit cards

 

41,848

 

 

38,419

 

 

1,376

 

 

654

 

 

589

 

 

810

 

 

-

 

 

-

    Personal loans

 

3,496

 

 

3,221

 

 

151

 

 

47

 

 

39

 

 

38

 

 

-

 

 

-

 

 

45,344

 

 

41,640

 

 

1,527

 

 

701

 

 

628

 

 

848

 

 

-

 

 

-

  Auto

 

184,782

 

 

169,064

 

 

11,003

 

 

3,453

 

 

767

 

 

495

 

 

-

 

 

-

 

 

230,126

 

 

210,704

 

 

12,530

 

 

4,154

 

 

1,395

 

 

1,343

 

 

-

 

 

-

     Total

$

1,784,219

 

$

1,460,335

 

$

95,898

 

$

40,639

 

$

20,735

 

$

40,053

 

$

32,374

 

$

94,185

38


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 5 – ALLOWANCE FOR LOAN AND LEASE LOSSES

 

The composition of the Company’s allowance for loan and lease losses at June 30, 2015 and December 31, 2014 was as follows:

 

 

June 30,

 

December 31,

 

2015

 

2014

 

(In thousands)

Allowance for loans and lease losses on non-covered loans:

 

 

 

 

 

    Originated and other loans and leases held for investment:

 

 

 

 

 

        Mortgage 

$

18,076

 

$

19,679

        Commercial

 

34,779

 

 

8,432

        Consumer

 

10,464

 

 

9,072

        Auto and leasing

 

15,064

 

 

14,255

        Unallocated

 

606

 

 

1

 

 

78,989

 

 

51,439

    Acquired loans:

 

 

 

 

 

     Accounted for under ASC 310-20 (Loans with revolving feature and/or

 

 

 

 

 

        acquired at a premium)

 

 

 

 

 

        Commercial

 

54

 

 

65

        Consumer

 

2,616

 

 

1,211

        Auto

 

2,859

 

 

3,321

 

 

5,529

 

 

4,597

     Accounted for under ASC 310-30 (Loans acquired with deteriorated 

 

 

 

 

 

         credit quality, including those by analogy)

 

 

 

 

 

        Mortgage 

 

473

 

 

-

        Commercial

 

14,940

 

 

13,476

        Consumer

 

84

 

 

5

        Auto

 

2,862

 

 

-

 

 

18,359

 

 

13,481

 

 

102,877

 

 

69,517

Allowance for loans and lease losses on covered loans:

 

 

 

 

 

    Loans secured by 1-4 family residential properties

 

17,593

 

 

15,522

    Commercial and other construction

 

53,470

 

 

48,334

    Consumer

 

389

 

 

389

 

 

71,452

 

 

64,245

Total allowance for loan and lease losses

$

174,329

 

$

133,762

 

 

 

 

 

 

 

Non-Covered Loans

 

The Company maintains an allowance for loan and lease losses at a level that management considers adequate to provide for probable losses based upon an evaluation of known and inherent risks. The Company’s allowance for loan and lease losses policy provides for a detailed quarterly analysis of probable losses. The analysis includes a review of historical loan loss experience, value of underlying collateral, current economic conditions, financial condition of borrowers and other pertinent factors. While management uses available information in estimating probable loan losses, future additions to the allowance may be required based on factors beyond the Company’s control. We also maintain an allowance for loan losses on acquired loans when: (i) for loans accounted for under ASC 310-30, there is deterioration in credit quality subsequent to acquisition, and (ii) for loans accounted for under ASC 310-20, the inherent losses in the loans exceed the remaining credit discount recorded at the time of acquisition.

 

As part of the Company’s continuous enhancement to the allowance for loan and lease losses methodology, during the quarter ended June 30, 2015, an assessment of the look-back period and historical loss factor was performed for auto and leasing and consumer and commercial loan portfolios.  The analysis was based on the trends observed and their relation with the economic cycle as of the period ended June 30, 2015.  As a result, for the commercial portfolio, the look-back period was changed to 36 months from the previously determined 12 months.  For auto and leasing and consumer, a look back period of 24 months was maintained.  In addition, during the quarter ended June 30, 2015, an assessment of environmental factors was performed for commercial, auto, and consumer portfolios. As a result, the environmental factors continue to reflect our assessment of the impact to our portfolio, taking into consideration the

39


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

current evolution of the portfolio and expected impact, due to recent economic developments, changes in values of collateral and delinquencies, among others. These changes in the allowance for loan and lease losses’ look-back period and the result of the assessment in economic factors for the commercial, auto, and consumer portfolios are considered a change in accounting estimate as per ASC 250-10 provisions, where adjustments should be made prospectively.

 

Originated and Other Loans and Leases Held for Investment

 

The following tables present the activity in our allowance for loan and lease losses and the related recorded investment of the associated loans for our originated and other loans held for investment portfolio by segment for the periods indicated:

 

 

Quarter Ended June 30, 2015

 

Mortgage

 

Commercial

 

Consumer

 

Auto and Leasing

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses for non-covered originated and other loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

18,086

 

$

33,123

 

$

9,405

 

$

15,762

 

$

383

 

$

76,759

          Charge-offs

 

(1,356)

 

 

(497)

 

 

(2,309)

 

 

(7,662)

 

 

-

 

 

(11,824)

          Recoveries

 

67

 

 

219

 

 

390

 

 

3,425

 

 

-

 

 

4,101

          Provision for non-covered

            loan and lease losses

 

1,279

 

 

1,934

 

 

2,978

 

 

3,539

 

 

223

 

 

9,953

                Balance at end of period

$

18,076

 

$

34,779

 

$

10,464

 

$

15,064

 

$

606

 

$

78,989

 

 

Six-Month Period Ended June 30, 2015

 

Mortgage

 

Commercial

 

Consumer

 

Auto and Leasing

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses for non-covered originated and other loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

19,679

 

$

8,432

 

$

9,072

 

$

14,255

 

$

1

 

$

51,439

          Charge-offs

 

(2,770)

 

 

(1,489)

 

 

(3,985)

 

 

(15,798)

 

 

-

 

 

(24,042)

          Recoveries

 

67

 

 

309

 

 

543

 

 

6,809

 

 

-

 

 

7,728

          Provision for non-covered

            loan and lease losses

 

1,100

 

 

27,527

 

 

4,834

 

 

9,798

 

 

605

 

 

43,864

                Balance at end of period

$

18,076

 

$

34,779

 

$

10,464

 

$

15,064

 

$

606

 

$

78,989

 

 

June 30, 2015

 

Mortgage

 

Commercial

 

Consumer

 

Auto and Leasing

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses on non-covered originated and other loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Ending allowance balance attributable

      to loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Individually evaluated for impairment

$

8,268

 

$

27,401

 

$

-

 

$

-

 

$

-

 

$

35,669

        Collectively evaluated for impairment

 

9,808

 

 

7,378

 

 

10,464

 

 

15,064

 

 

606

 

 

43,320

                Total ending allowance balance

$

18,076

 

$

34,779

 

$

10,464

 

$

15,064

 

$

606

 

$

78,989

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Individually evaluated for impairment

$

89,304

 

$

241,971

 

$

-

 

$

64

 

$

-

 

$

331,339

        Collectively evaluated for impairment

 

667,884

 

 

1,121,879

 

 

212,629

 

 

623,134

 

 

-

 

 

2,625,526

                Total ending loan balance

$

757,188

 

$

1,363,850

 

$

212,629

 

$

623,198

 

$

-

 

$

2,956,865

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

40


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

Quarter Ended June 30, 2014

 

Mortgage

 

Commercial

 

Consumer

 

Auto and Leasing

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses for non-covered originated and other loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

19,511

 

$

13,994

 

$

7,135

 

$

8,731

 

$

136

 

$

49,507

          Charge-offs

 

(987)

 

 

(543)

 

 

(1,397)

 

 

(5,956)

 

 

-

 

 

(8,883)

          Recoveries

 

88

 

 

115

 

 

244

 

 

2,136

 

 

-

 

 

2,583

          Provision (recapture) for non-covered loan and lease losses

 

450

 

 

(1,143)

 

 

1,905

 

 

6,216

 

 

3

 

 

7,431

                Balance at end of period

$

19,062

 

$

12,423

 

$

7,887

 

$

11,127

 

$

139

 

$

50,638

 

 

Six-Month Period Ended June 30, 2014

 

Mortgage

 

Commercial

 

Consumer

 

Auto and Leasing

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses for non-covered originated and other loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

19,937

 

$

14,897

 

$

6,006

 

$

7,866

 

$

375

 

$

49,081

          Charge-offs

 

(2,201)

 

 

(962)

 

 

(2,235)

 

 

(10,601)

 

 

-

 

 

(15,999)

          Recoveries

 

236

 

 

213

 

 

391

 

 

3,660

 

 

-

 

 

4,500

          Provision (recapture) for non-covered loan and lease losses

 

1,090

 

 

(1,725)

 

 

3,725

 

 

10,202

 

 

(236)

 

 

13,056

                Balance at end of period

$

19,062

 

$

12,423

 

$

7,887

 

$

11,127

 

$

139

 

$

50,638

 

 

December 31, 2014

 

Mortgage

 

Commercial

 

Consumer

 

Auto and Leasing

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses on non-covered originated and other loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Ending allowance balance attributable

      to loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Individually evaluated for impairment

$

8,968

 

$

841

 

$

-

 

$

-

 

$

-

 

$

9,809

        Collectively evaluated for impairment

 

10,711

 

 

7,591

 

 

9,072

 

 

14,255

 

 

1

 

 

41,630

                Total ending allowance balance

$

19,679

 

$

8,432

 

$

9,072

 

$

14,255

 

$

1

 

$

51,439

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Individually evaluated for impairment

$

94,185

 

$

236,270

 

$

-

 

$

-

 

$

-

 

$

330,455

        Collectively evaluated for impairment

 

697,566

 

 

1,053,462

 

 

186,760

 

 

575,582

 

 

-

 

 

2,513,370

                Total ending loan balance

$

791,751

 

$

1,289,732

 

$

186,760

 

$

575,582

 

$

-

 

$

2,843,825

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

During the quarter ended March 31, 2015 the Company placed its $200 million participation in a line of credit to PREPA on non-accrual status and recorded a $24.0 million provision for loan and lease losses. During the quarter ended June 30, 2015, interest payments received were applied to principal. As of June 30, 2015, the specific reserve was maintained at $24 million.

41


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Acquired Loans accounted for under ASC 310-20 (Loans with revolving feature and/or acquired at a premium)

 

The following tables present the activity in our allowance for loan losses and related recorded investment of the associated loans in our non-covered acquired loan portfolio, excluding loans accounted for under ASC 310-30, for the periods indicated:

 

 

Quarter Ended June 30, 2015

 

Commercial

 

Consumer

 

Auto

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses

    for non-covered acquired loans 

    accounted for under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

49

1

$

1,885

 

$

3,516

 

$

-

 

$

5,450

          Charge-offs

 

(16)

 

 

(1,303)

 

 

(1,038)

 

 

-

 

 

(2,357)

          Recoveries

 

7

 

 

429

 

 

502

 

 

-

 

 

938

          Provision (recapture) for non-covered acquired

          loan and lease losses accounted for

          under ASC 310-20

 

14

 

 

1,605

 

 

(121)

 

 

-

 

 

1,498

                Balance at end of period

$

54

 

$

2,616

 

$

2,859

 

$

-

 

$

5,529

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2015

 

Commercial

 

Consumer

 

Auto

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses

    for non-covered acquired loans 

    accounted for under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

65

$1

$

1,211

 

$

3,321

 

$

-

 

$

4,597

          Charge-offs

 

(16)

 

 

(2,686)

 

 

(2,304)

 

 

-

 

 

(5,006)

          Recoveries

 

17

 

 

563

 

 

1,072

 

 

-

 

 

1,652

          (Recapture) Provision for non-covered acquired

            loan and lease losses accounted for

            under ASC 310-20

 

(12)

 

 

3,528

 

 

770

 

 

-

 

 

4,286

                Balance at end of period

$

54

 

$

2,616

 

$

2,859

 

$

-

 

$

5,529

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2015

 

Commercial

 

Consumer

 

Auto

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses on non-covered acquired loans accounted for under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Ending allowance balance attributable

      to loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Collectively evaluated for impairment

$

54

 

$

2,616

 

$

2,859

 

$

-

 

$

5,529

                Total ending allowance balance

$

54

 

$

2,616

 

$

2,859

 

$

-

 

$

5,529

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Individually evaluated for impairment

$

1,429

 

$

-

 

$

-

 

$

-

 

$

1,429

         Collectively evaluated for impairment

 

7,019

 

 

41,505

 

 

142,570

 

 

-

 

 

191,094

                Total ending loan balance

$

8,448

 

$

41,505

 

$

142,570

 

$

-

 

$

192,523

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

42


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

 

Quarter Ended June 30, 2014

 

Commercial

 

Consumer

 

Auto

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses

    for non-covered acquired loans 

    accounted for under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

867

 

$

504

 

$

2,247

 

$

-

 

$

3,618

          Charge-offs

 

(110)

 

 

(1,952)

 

 

(1,370)

 

 

-

 

 

(3,432)

          Recoveries

 

30

 

 

124

 

 

535

 

 

-

 

 

689

          Provision (recapture) for non-covered acquired

            loan and lease losses accounted for

            under ASC 310-20

 

(323)

 

 

1,662

 

 

1,230

 

 

-

 

 

2,569

                Balance at end of period

$

464

 

$

338

 

$

2,642

 

$

-

 

$

3,444

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2014

 

Commercial

 

Consumer

 

Auto

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses

    for non-covered acquired loans 

    accounted for under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

 926  

 $1  

$

 -    

 

$

 1,428  

 

$

 -    

 

$

 2,354  

          Charge-offs

 

 (284) 

 

 

 (4,010) 

 

 

 (2,666) 

 

 

 -    

 

 

 (6,960) 

          Recoveries

 

 30  

 

 

 224  

 

 

 985  

 

 

 -    

 

 

 1,239  

          Provision (recapture)for non-covered acquired

            loan and lease losses accounted for

            under ASC 310-20

 

 (208) 

 

 

 4,124  

 

 

 2,895  

 

 

 -    

 

 

 6,811  

                Balance at end of period

$

 464  

 

$

 338  

 

$

 2,642  

 

$

 -    

 

$

 3,444  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2014

 

Commercial

 

Consumer

 

Auto

 

Unallocated

 

Total

 

(In thousands)

Allowance for loan and lease losses on non-covered acquired loans accounted for under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Ending allowance balance attributable

      to loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Collectively evaluated for impairment

$

65

 

$

1,211

 

$

3,321

 

$

-

 

$

4,597

                Total ending allowance balance

$

65

 

$

1,211

 

$

3,321

 

$

-

 

$

4,597

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        Individually evaluated for impairment

$

672

 

$

-

 

$

-

 

$

-

 

$

672

        Collectively evaluated for impairment

 

12,003

 

 

45,344

 

 

184,782

 

 

-

 

 

242,129

                Total ending loan balance

$

12,675

 

$

45,344

 

$

184,782

 

$

-

 

$

242,801

43


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Acquired Loans Accounted for under ASC 310-30 (including those accounted for under ASC 310-30 by analogy)

 

The following tables present the activity in our allowance for loan losses and related recorded investment of the associated loans in our non-covered acquired loan portfolio accounted for under ASC 310-30, for the periods indicated:

 

 

Quarter Ended June 30, 2015

 

Mortgage

 

Commercial

 

Consumer

 

Auto

 

Total

 

 

(In thousands)

Allowance for loan and lease losses for non-covered loans accounted for under ASC 310-30:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

473

 

$

13,687

 

$

6

 

$

-

 

$

14,166

 

          Provision (recapture) for non-covered acquired

            loan and lease losses accounted for

            under ASC 310-30

 

-

 

 

1,253

 

 

78

 

 

2,862

 

 

4,193

 

                Balance at end of period

$

473

 

$

14,940

 

$

84

 

$

2,862

 

$

18,359

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2015

 

Mortgage

 

Commercial

 

Consumer

 

Auto

 

Total

 

 

(In thousands)

Allowance for loan and lease losses for non-covered loans accounted for under ASC 310-30:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

-

1

$

13,476

1

$

5

$1

$

-

 

$

13,481

 

          Provision (recapture) for non-covered acquired

            loan and lease losses accounted for

            under ASC 310-30

 

473

 

 

1,464

 

 

79

 

 

2,862

 

 

4,878

 

                Balance at end of period

$

473

 

$

14,940

 

$

84

 

$

2,862

 

$

18,359

 

44


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

Quarter Ended June 30, 2014

 

Mortgage

 

Commercial

 

Consumer

 

Auto

 

Total

 

(In thousands)

Allowance for loan and lease losses for non-covered loans accounted for under ASC 310-30:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

 -    

 

$

2,653

 

$

405

 

$

-

 

$

3,058

          Provision (recapture) for non-covered acquired

            loan and lease losses accounted for

            under ASC 310-30

 

 -    

 

 

3,563

 

 

(343)

 

 

-

 

 

3,220

                Balance at end of period

$

 -    

 

$

6,216

 

$

62

 

$

-

 

$

6,278

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2014

 

Mortgage

 

Commercial

 

Consumer

 

Auto

 

Total

 

(In thousands)

Allowance for loan and lease losses for non-covered loans accounted for under ASC 310-30:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

 -    

1

$

1,713

1

$

418

$1

$

732

 

$

2,863

          Provision (recapture) for non-covered acquired

            loan and lease losses accounted for

            under ASC 310-30

 

 -    

 

 

4,503

 

 

(356)

 

 

(732)

 

 

3,415

                Balance at end of period

$

 -    

 

$

6,216

 

$

62

 

$

-

 

$

6,278

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

45


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Covered Loans

 

For covered loans, as part of the evaluation of actual versus expected cash flows, the Company assesses on a quarterly basis the credit quality of these loans based on delinquency, severity factors and risk ratings, among other assumptions. Migration and credit quality trends are assessed at the pool level, by comparing information from the latest evaluation period through the end of the reporting period.

 

The changes in the allowance for loan and lease losses on covered loans for the quarters and six-month periods ended June 30, 2015 and 2014 were as follows:

 

 

Quarter Ended June 30, 2015

 

Mortgage

 

Commercial

 

Consumer

 

Leasing

 

Total

 

(In thousands)

Allowance for loan and lease losses for covered loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

17,340

 

$

52,922

 

$

389

 

$

-

 

$

 70,651  

          Provision for covered loan and lease losses, net

 

148

 

 

(253)

 

 

-

 

 

-

 

 

 (105) 

          FDIC shared-loss portion of provision for covered loan and lease losses, net

 

105

 

 

801

 

 

-

 

 

-

 

 

 906  

                Balance at end of period

$

17,593

 

$

53,470

 

$

389

 

$

-

 

$

 71,452  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2015

 

Mortgage

 

Commercial

 

Consumer

 

Leasing

 

Total

 

(In thousands)

Allowance for loan and lease losses for covered loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

15,522

 

$

48,334

 

$

389

 

$

-

 

$

 64,245  

          Provision for (recapture) covered loan and lease losses, net

 

1,966

 

 

2,738

 

 

-

 

 

-

 

 

4,704

          FDIC shared-loss portion of provision for covered loan and lease losses, net

 

105

 

 

2,398

 

 

-

 

 

-

 

 

2,503

                Balance at end of period

$

17,593

 

$

53,470

 

$

389

 

$

-

 

$

 71,452  

46


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

Quarter Ended June 30, 2014

 

Mortgage

 

Commercial

 

Consumer

 

Leasing

 

Total

 

(In thousands)

Allowance for loan and lease losses for covered loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

14,221

 

$

39,562

 

$

615

 

$

-

 

$

54,398

          Provision for covered loan and lease losses, net

 

411

 

 

1,184

 

 

-

 

 

-

 

 

1,595

          FDIC shared-loss portion of provision for covered loan and lease losses, net

 

292

 

 

3,230

 

 

-

 

 

-

 

 

3,522

                Balance at end of period

$

14,924

 

$

43,976

 

$

615

 

$

-

 

$

59,515

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2014

 

Mortgage

 

Commercial

 

Consumer

 

Leasing

 

Total

 

(In thousands)

Allowance for loan and lease losses for covered loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Balance at beginning of period

$

12,495

 

$

39,619

 

$

615

 

$

-

 

$

52,729

          Provision for (recapture) covered loan and lease losses, net

 

2,309

 

 

915

 

 

-

 

 

-

 

 

3,224

          FDIC shared-loss portion of provision for covered loan and lease losses, net

 

120

 

 

3,442

 

 

-

 

 

-

 

 

3,562

                Balance at end of period

$

14,924

 

$

43,976

 

$

615

 

$

-

 

$

59,515

 

FDIC shared-loss portion of provision for (recapture of) covered loans and lease losses net, represents the credit impairment losses to be covered under the FDIC loss-share agreement which is increasing (decreasing) the FDIC loss-share indemnification asset.

 

Net provision for covered loans includes both additional reserves and reserve releases for different pools. The pools for which there were releases are also subject to a reduction to the FDIC shared-loss indemnification asset because of lower expected losses which are recognized as recaptures.

47


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 6- FDIC INDEMNIFICATION ASSET AND TRUE-UP PAYMENT OBLIGATION

 

In connection with the FDIC assisted acquisition, the Bank and the FDIC entered into shared-loss agreements pursuant to which the FDIC covers a substantial portion of any losses on loans (and related unfunded loan commitments), foreclosed real estate and other repossessed properties covered by the agreements.

 

The acquired loans, foreclosed real estate, and other repossessed properties subject to the shared-loss agreements are collectively referred to as “covered assets.” Under the terms of the shared-loss agreements, the FDIC absorbs 80% of losses and shares in 80% of loss recoveries on covered assets. The term of the shared-loss agreement covering single family residential mortgage loans is ten years with respect to losses and loss recoveries, while the term of the shared-loss agreement covering commercial loans is five years with respect to losses and eight years with respect to loss recoveries, from the April 30, 2010 acquisition date. The shared-loss agreements also provide for certain costs directly related to the collection and preservation of covered assets to be reimbursed at an 80% level. The FDIC indemnification asset represents the portion of estimated losses covered by the shared-loss agreements between the Bank and the FDIC.

 

The following table presents the activity in the FDIC indemnification asset and true-up payment obligation for the quarters and six-month periods ended June 30, 2015 and 2014:

 

  

Quarter Ended June 30,

Six-Month Period Ended June 30,

 

2015

 

2014

2015

 

2014

 

(In thousands)

FDIC indemnification asset:

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

75,221

 

$

166,194

$

97,378

 

$

189,240

    Shared-loss agreements reimbursements from the FDIC

 

(24,387)

 

 

(10,464)

 

(38,087)

 

 

(18,700)

    Increase (decrease) in expected credit losses to be

      covered under shared-loss agreements, net

 

906

 

 

3,522

 

2,503

 

 

3,562

    FDIC indemnification asset expense

 

(22,512)

 

 

(17,499)

 

(34,733)

 

 

(35,121)

    Incurred expenses to be reimbursed under shared-loss agreements

 

(6,524)

 

 

1,907

 

(4,357)

 

 

4,679

Balance at end of period

$

22,704

 

$

143,660

$

22,704

 

$

143,660

 

 

 

 

 

 

 

 

 

 

 

True-up payment obligation:

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

22,844

 

$

19,375

$

21,981

 

$

18,510

    Change in true-up payment obligation

 

733

 

 

856

 

1,596

 

 

1,721

Balance at end of period

$

23,577

 

$

20,231

$

23,577

 

$

20,231

 

The FDIC shared- loss expense bears an inverse relationship with a change in the yield of covered loan pools in accordance with ASC 310-30. ASC 310-30 dictates that such pools should be subject to increases in their yield when the present value of the expected cash flows is higher than the pool’s carrying balance. When the increases in cash flow expectations are driven by reductions in the expected credit losses, the Bank recognizes that such losses are no longer expected to be collected from the FDIC. Accordingly, the Bank reduces the FDIC indemnification asset by amortizing the reduction in expected collections throughout the remaining life of the underlying pools. This amortization is recognized in the FDIC shared-loss expense.

 

The underlying factors that caused an increase in the expected cash flows and resulting reduction in projected losses are derived from the pool-level cash flow forecasts. Credit loss assumptions used to develop each pool-level cash flow forecast are based on the behavior of defaults, recoveries and losses of the corresponding pool of covered loans.

 

 

 

48


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The FDIC loss share coverage for the commercial loans and other non-single family loans was in effect until June 30, 2015. The coverage for the single family residential loans will expire on June 30, 2020. Accordingly, the Company amortized the remaining portion of the FDIC indemnification asset attributable to non-single family loans at the close of the second quarter of 2015. At June 30, 2015, the Company had a $39.5 million receivable from the FDIC, included in other assets in the unaudited statement of financial condition, corresponding to $12.9 million for the Q1 2015 loss-share certification that was received during July 2015 and $26.6 million for the Q2 2015 loss-share certifications for commercial and other non-single family loans. At June 30, 2015, the FDIC indemnification asset reflects the balance only for single family residential mortgage loans. Notwithstanding the expiration of loss share coverage of non-single family loans, on July 2, 2015, the Company entered into an agreement with the FDIC pursuant to which the FDIC concurred with a potential sale of a pool of loss share assets covered under the non-single family loss share agreement. Pursuant to such agreement, the FDIC agreed to pay up to $20 million in loss share coverage with respect to the aggregate loss resulting from any portfolio sale within 120 days of the agreement.

 

The FDIC indemnification asset expense of $22.5 million for the quarter increased when compared to $17.5 million for the second quarter of 2014. The expense of $34.7 million for the six-month period ended June 30, 2015 stayed relatively flat when compared to $35.1 million for the same period in 2014. The increase during the quarter was principally driven by differences between the expected losses realized during the last months of the non-single family shared loss agreement and the losses that were ultimately realized and are expected to be collected from the FDIC.  For the six-month periods ended June 30, 2015 and 2014, the amortization expense totaled $2.1 million and $2 thousand, respectively was from stepped up cost recoveries on certain construction, commercial, and leasing pools.

 

Also in connection with the FDIC assisted acquisition, the Bank agreed to make a true-up payment, also known as a clawback liability or clawback provision, to the FDIC on the date that is 45 days following the last day (such day, the “True-Up Measurement Date”) of the final shared-loss month, or upon the final disposition of all covered assets under the shared-loss agreements in the event losses thereunder fail to reach expected levels. Under the shared-loss agreements, the Bank will pay to the FDIC 50% of the excess, if any, of: (i) 20% of the Intrinsic Loss Estimate of $906.0 million (or $181.2 million) (as determined by the FDIC) less (ii) the sum of: (A) 25% of the asset premium (discount) of ($227.5 million) (or ($56.9 million)); plus (B) 25% of the cumulative shared-loss payments (defined as the aggregate of all of the payments made or payable to the Bank minus the aggregate of all of the payments made or payable to the FDIC); plus (C) the sum of the period servicing amounts for every consecutive twelve-month period prior to and ending on the True-Up Measurement Date in respect of each of the shared-loss agreements during which the shared-loss provisions of the applicable shared-loss agreement is in effect (defined as the product of the simple average of the principal amount of shared-loss loans and shared-loss assets at the beginning and end of such period times 1%). The true-up payment represents an estimated liability of $23.6 million and $22.0 million, net of discount, as of June 30, 2015 and December 31, 2014, respectively. The estimated liability is included within accrued expenses and other liabilities in the unaudited consolidated statements of financial condition.

 

The true-up payment obligation, also known as clawback liability, may increase if actual and expected losses decline. The Company measures the true-up payment obligation at fair value. During the quarters and six-month periods ended June 30, 2015 and 2014 the fair value of the true-up payment obligation increased by $733 thousand and $856 thousand and $1.6 million and $1.7 million, respectively. These changes in fair value are included as change in true-up payment obligation within FDIC shared-loss expense, net in the consolidated statements of operations.

 

The following table provides the fair value and the undiscounted amount of the true-up payment obligation at June 30, 2015 and December 31, 2014:   

 

   

June 30,

 

December 31,

 

2015

 

2014

 

(In thousands)

Carrying amount (fair value)

$

23,577

 

$

21,981

Undiscounted amount

$

37,456

 

$

40,266

49


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 7 - SERVICING ASSETS  

 

The Company periodically sells or securitizes mortgage loans while retaining the obligation to perform the servicing of such loans. In addition, the Company may purchase or assume the right to service mortgage loans originated by others. Whenever the Company undertakes an obligation to service a loan, management assesses whether a servicing asset and/or liability should be recognized. A servicing asset is recognized whenever the compensation for servicing is expected to more than adequately compensate the Company for servicing the loans and leases. Likewise, a servicing liability would be recognized in the event that servicing fees to be received are not expected to adequately compensate the Company for its expected cost.

 

All separately recognized servicing assets are recognized at fair value using the fair value measurement method. Under the fair value measurement method, the Company measures servicing rights at fair value at each reporting date, reports changes in fair value of servicing assets in earnings in the period in which the changes occur, and includes these changes, if any, with mortgage banking activities in the consolidated statements of operations. The fair value of servicing rights is subject to fluctuations as a result of changes in estimated and actual prepayment speeds and default rates and losses.

 

The fair value of servicing rights is estimated by using a cash flow valuation model which calculates the present value of estimated future net servicing cash flows, taking into consideration actual and expected loan prepayment rates, discount rates, servicing costs, and other economic factors, which are determined based on current market conditions.

 

At June 30, 2015, the servicing asset amounted to $5.8 million ($14.0 million — December 31, 2014) related to mortgage servicing rights.

 

During the second quarter of 2015, the Company completed the sale of certain servicing assets to Scotiabank Puerto Rico for approximately $7.0 million. The Company recognized a loss of $2.7 million related to this transaction, which is included as other non-interest (loss) income in the unaudited consolidated statements of operations.

 

The following table presents the changes in servicing rights measured using the fair value method for the quarters and six-month periods ended June 30, 2015 and 2014:

 

  

 

Quarter Ended June 30,

 

 

Six-Month Period Ended June 30,

  

 

2015

 

2014

 

 

2015

 

2014

 

 

(In thousands)

 

 

(In thousands)

Fair value at beginning of year

$

12,164

 

$

13,970

 

$

13,992

 

$

13,801

    Sale of mortgage servicing rights

 

(6,985)

 

 

-

 

 

(6,985)

 

 

-

    Servicing from mortgage securitizations or asset transfers

 

1,529

 

 

490

 

 

2,060

 

 

1,053

    Changes due to payments on loans

 

(313)

 

 

(271)

 

 

(732)

 

 

(465)

    Changes in fair value related to price of MSR's held for sale

 

(835)

 

 

-

 

 

(2,716)

 

 

-

    Changes in fair value due to changes in valuation model

      inputs or assumptions

 

 

231

 

 

(534)

 

 

172

 

 

(734)

Fair value at end of year

$

5,791

 

$

13,655

 

$

5,791

 

$

13,655

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table presents key economic assumption ranges used in measuring the mortgage-related servicing asset fair value for the six month periods June 30, 2015 and 2014:

 

  

Six-Month Period Ended June 30,

  

2015

 

2014

Constant prepayment rate

4.10% - 10.22%

 

5.60% - 10.08%

Discount rate

10.00% - 12.00%

 

10.00% - 12.00%

50


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The sensitivity of the current fair value of servicing assets to immediate 10 percent and 20 percent adverse changes in the above key assumptions were as follows:

 

  

June 30, 2015

 

(In thousands)

Mortgage-related servicing asset

 

 

Carrying value of mortgage servicing asset

$

5,791

Constant prepayment rate

 

 

Decrease in fair value due to 10% adverse change

$

(391)

Decrease in fair value due to 20% adverse change

$

(765)

Discount rate

 

 

Decrease in fair value due to 10% adverse change

$

(680)

Decrease in fair value due to 20% adverse change

$

(1,306)

 

These sensitivities are hypothetical and should be used with caution. As the figures indicate, changes in fair value based on a 10 percent variation in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, in this table, the effect of a variation in a particular assumption on the fair value of the retained interest is calculated without changing any other assumption.

 

Changes in one factor may result in changes in another (for example, increases in market interest rates may result in lower prepayments), which may magnify or offset the sensitivities. Mortgage banking activities, a component of total banking and financial service revenue in the consolidated statements of operations, include the changes from period to period in the fair value of the mortgage loan servicing rights, which may result from changes in the valuation model inputs or assumptions (principally reflecting changes in discount rates and prepayment speed assumptions) and other changes, including changes due to collection/realization of expected cash flows.

 

Servicing fee income is based on a contractual percentage of the outstanding principal balance and is recorded as income when earned. Servicing fees on mortgage loans for the quarter and six-month period ended June 30, 2015 totaled $378 thousand and $618 thousand, respectively. Servicing fees on mortgage loans for the quarter and six-month period ended June 30, 2014 totaled $323 thousand and $444 thousand, respectively.

51


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 8 DERIVATIVES

 

The following table presents the Company’s derivative assets and liabilities at June 30, 2015 and December 31, 2014:

 

   

June 30,

 

December 31,

 

2015

 

2014

 

(In thousands)

Derivative assets:

 

 

 

 

 

   Options tied to S&P 500 Index

$

2,137

 

$

5,555

    Interest rate swaps not designated as hedges

 

2,154

 

 

2,399

    Interest rate caps

 

65

 

 

152

    Other

 

20

 

 

1

 

$

4,376

 

$

8,107

Derivative liabilities:

 

 

 

 

 

    Interest rate swaps designated as cash flow hedges

 

6,514

 

 

8,585

    Interest rate swaps not designated as hedges

 

2,154

 

 

2,399

    Interest rate caps

 

65

 

 

152

    Other

 

6

 

 

85

 

$

8,739

 

$

11,221

 

Interest Rate Swaps

 

The Company enters into interest rate swap contracts to hedge the variability of future interest cash flows of forecasted wholesale borrowings attributable to changes in a predetermined variable index rate. The interest rate swaps effectively fix the Company’s interest payments on an amount of forecasted interest expense attributable to the variable index rate corresponding to the swap notional stated rate. These swaps are designated as cash flow hedges for the forecasted wholesale borrowing transactions, are properly documented as such, and therefore, qualify for cash flow hedge accounting. Any gain or loss associated with the effective portion of the cash flow hedges is recognized in other comprehensive income (loss) and is subsequently reclassified into operations in the period during which the hedged forecasted transactions affect earnings. Changes in the fair value of these derivatives are recorded in accumulated other comprehensive income to the extent there is no significant ineffectiveness in the cash flow hedging relationships. Currently, the Company does not expect to reclassify any amount included in other comprehensive income (loss) related to these interest rate swaps to operations in the next twelve months.

52


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table shows a summary of these swaps and their terms at June 30, 2015:

 

 

 

Notional

 

Fixed

 

Variable

 

Trade

 

Settlement

 

Maturity

Type

 

Amount

 

Rate

 

Rate Index

 

Date

 

Date

 

Date

 

 

 (In thousands)

 

 

 

 

 

 

 

 

 

 

Interest Rate Swaps

 

$

25,000

 

2.4365%

 

1-Month LIBOR

 

05/05/11

 

05/04/12

 

05/04/16

 

 

 

25,000

 

2.6200%

 

1-Month LIBOR

 

05/05/11

 

07/24/12

 

07/24/16

 

 

 

25,000

 

2.6350%

 

1-Month LIBOR

 

05/05/11

 

07/30/12

 

07/30/16

 

 

 

50,000

 

2.6590%

 

1-Month LIBOR

 

05/05/11

 

08/10/12

 

08/10/16

 

 

 

100,000

 

2.6750%

 

1-Month LIBOR

 

05/05/11

 

08/16/12

 

08/16/16

 

 

 

38,658

 

2.4210%

 

1-Month LIBOR

 

07/03/13

 

07/03/13

 

08/01/23

 

 

$

263,658

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

An accumulated unrealized loss of $6.5 million and $8.6 million was recognized in accumulated other comprehensive income (loss) related to the valuation of these swaps at June 30, 2015 and December 31, 2014, respectively, and the related liability is being reflected in the accompanying unaudited consolidated statements of financial condition.

 

For June 30, 2015 and December 31, 2014, interest rate swaps not designated as hedging instruments that were offered to clients represented an asset of $2.2 million and $2.4 million, respectively, and were included as part of derivative assets in the unaudited consolidated statements of financial position. The credit risk to these clients stemming from these derivatives, if any, is not material. At June 30, 2015 and December 31, 2014, interest rate swaps not designated as hedging instruments that are the mirror-images of the derivatives offered to clients represented a liability of $2.2 million and $2.4 million, respectively, and were included as part of derivative liabilities in the unaudited consolidated statements of financial condition.

 

The following table shows a summary of these interest rate swaps not designated as hedging instruments and their terms at June 30, 2015:

 

 

 

Notional

 

Fixed

 

Variable

 

Settlement

 

Maturity

Type

 

Amount

 

Rate

 

Rate Index

 

Date

 

Date

 

 

 (In thousands)

 

 

 

 

 

 

 

 

Interest Rate Swaps - Derivatives Offered to Clients

 

$

3,865

 

5.1300%

 

1-Month LIBOR

 

07/03/06

 

07/03/16

 

 

 

12,500

 

5.5050%

 

1-Month LIBOR

 

04/11/09

 

04/11/19

 

 

$

16,365

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Rate Swaps - Mirror Image Derivatives

 

$

3,865

 

5.1300%

 

1-Month LIBOR

 

07/03/06

 

07/03/16

 

 

 

12,500

 

5.5050%

 

1-Month LIBOR

 

04/11/09

 

04/11/19

 

 

$

16,365

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

53


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Options Tied to Standard & Poor’s 500 Stock Market Index  

 

The Company has offered its customers certificates of deposit with an option tied to the performance of the S&P 500 Index. The Company uses option agreements with major broker-dealers to manage its exposure to changes in this index. Under the terms of the option agreements, the Company receives the average increase in the month-end value of the index in exchange for a fixed premium. The changes in fair value of the option agreements used to manage the exposure in the stock market in the certificates of deposit are recorded in earnings. At June 30, 2015 and December 31, 2014, the purchased options used to manage exposure to the S&P 500 Index on stock indexed deposits represented an asset of $2.1 million (notional amount of $5.0 million) and $5.6 million (notional amount of $10.7 million), respectively, and the options sold to customers embedded in the certificates of deposit and recorded as deposits in the unaudited consolidated statements of financial condition, represented a liability of $2.0 million (notional amount of $4.8 million) and $5.5 million (notional amount of $10.5 million), respectively.

 

Interest rate caps

 

The Company has entered into interest rate cap transactions with various clients with floating-rate debt who wish to protect their financial results against increases in interest rates. In these cases, the Company simultaneously enters into mirror-image interest rate cap transactions with financial counterparties. None of these cap transactions qualify for hedge accounting, and therefore, they are marked to market through earnings. For both June 30, 2015 and December 31, 2014, the outstanding total notional amount of interest rate caps was $110.0 million. At June 30, 2015 and December 31, 2014, the interest rate caps sold to clients represented a liability of $65 thousand and $152 thousand, respectively, and were included as part of derivative liabilities in the unaudited consolidated statements of financial condition. At June 30, 2015 and December 31, 2014, the interest rate caps purchased as mirror-images represented an asset of $65 thousand and $152 thousand, respectively, and were included as part of derivative assets in the unaudited consolidated statements of financial condition.

 

NOTE 9 ACCRUED INTEREST RECEIVABLE AND OTHER ASSETS

 

Accrued interest receivable at June 30, 2015 and December 31, 2014 consists of the following:

 

  

June 30,

 

December 31,

  

2015

 

2014

 

(In thousands)

Non-covered loans

$

14,606

 

$

17,005

Investments

 

4,648

 

 

4,340

 

$

19,254

 

$

21,345

 

 

 

 

 

 

 

Other assets at June 30, 2015 and December 31, 2014 consist of the following:

 

 

 

June 30,

 

 

December 31,

  

2015

 

2014

 

(In thousands)

Prepaid expenses

$

16,492

 

$

16,018

Core deposit and customer relationship intangibles

 

8,791

 

 

9,743

Other repossessed assets

 

14,661

 

 

21,800

Mortgage tax credits

 

6,277

 

 

6,277

Investment in Statutory Trust

 

1,083

 

 

1,083

FDIC certification receivable

 

39,548

 

 

14,974

Accounts receivable and other assets

 

45,439

 

 

38,830

 

$

132,291

 

$

108,725

 

 

 

 

 

 

54


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Prepaid expenses amounting to $16.5 million and $16.0 million at June 30, 2015 and December 31, 2014, respectively, include prepaid municipal, property and income taxes aggregating to $9.6 million, at each period.

 

In connection with the FDIC-assisted acquisition and the BBVAPR Acquisition, the Company recorded a core deposit intangible representing the value of checking and savings deposits acquired. At June 30, 2015 and December 31, 2014, this core deposit intangible amounted to $5.8 million and $6.5 million, respectively. In addition, the Company recorded a customer relationship intangible amounting to $5.0 million representing the value of customer relationships acquired with the acquisition of the securities broker-dealer and insurance agency in the BBVAPR Acquisition as of December 31, 2012.  At June 30, 2015 and December 31, 2014, this customer relationship intangible amounted to $3.0 million and $3.3 million, respectively.

 

Other repossessed assets totaled $14.7 million and $21.8 million at June 30, 2015 and December 31, 2014, respectively, include repossessed automobiles amounting to $14.0 million and $20.7 million, respectively, which are recorded at their net realizable value.

 

At both  June 30, 2015 and December 31, 2014, tax credits for the Company totaled $6.3 million. These tax credits do not have an expiration date.

 

At June 30, 2015, the FDIC certification receivable included a $12.9 million receivable corresponding to the FDIC loss-share certification from the first quarter of 2015 that was received in July 2015. In addition, it included a $26.6 million receivable corresponding to the FDIC loss-share certification from the second quarter of 2015 for non-single family residential loans, as the loss share period on these loans was in effect until June 30, 2015.  At December 31, 2014, the FDIC certification receivable included a $15.0 million receivable corresponding to the FDIC loss-share certification from the third quarter of 2014 that was received in January 2015.

 

NOTE 10 DEPOSITS AND RELATED INTEREST  

 

Total deposits, including related accrued interest payable, as of June 30, 2015 and December 31, 2014 consist of the following:

 

 

June 30,

 

December 31,

  

2015

 

2014

 

(In thousands)

Non-interest bearing demand deposits

$

838,600

 

$

745,142

Interest-bearing savings and demand deposits

 

2,348,478

 

 

2,544,665

Individual retirement accounts

 

276,185

 

 

303,049

Retail certificates of deposit

 

447,115

 

 

452,150

Institutional certificates of deposit

 

233,945

 

 

260,090

       Total core deposits

 

4,144,323

 

 

4,305,096

Brokered deposits

 

605,361

 

 

619,310

       Total deposits

$

4,749,684

 

$

4,924,406

 

 

 

 

 

 

Brokered deposits include $522.6 million in certificates of deposits and $83.0 million in money market accounts at June 30, 2015, and $526.2 million in certificates of deposits and $93.1 million in money market accounts at December 31, 2014.

 

The weighted average interest rate of the Company’s deposits was 0.65% at June 30, 2015 and 0.66% at December 31, 2014. Interest expense for the quarters and six-month periods ended June 30, 2015 and 2014 was as follows:

 

  

Quarter Ended June 30,

 

Six-Month Period Ended June 30,

  

2015

 

2014

 

2015

 

2014

 

(In thousands)

 

(In thousands)

Demand and savings deposits

$

3,100

 

$

4,804

 

$

6,482

 

$

9,832

Certificates of deposit

 

3,504

 

 

4,361

 

 

7,226

 

 

8,311

 

$

6,604

 

$

9,165

 

$

13,708

 

$

18,143

 

 

 

 

 

 

 

 

 

 

 

 

55


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

At June 30, 2015 and December 31, 2014, demand and interest-bearing deposits and certificates of deposit included deposits of Puerto Rico Cash & Money Market Fund, Inc., which amounted to $98.7 million and $96.8 million, respectively, with a weighted average rate of 0.77% and 0.78%, and were collateralized with investment securities with a fair value of $80.0 million and $76.3 million, respectively.

 

At June 30, 2015 and December 31, 2014, time deposits in denominations of $100 thousand or higher, excluding accrued interest and unamortized discounts, amounted to $588.1 million and $608.1 million, respectively. Such amounts include public fund time deposits from various Puerto Rico government municipalities, agencies, and corporations of $9.0 million at a weighted average rate of 0.49% at June 30, 2015, and $6.9 million at a weighted average rate of 0.50% at December 31, 2014.

 

At June 30, 2015 and December 31, 2014, total public fund deposits from various Puerto Rico government municipalities, agencies, and corporations amounted to $171.0 million and $318.5 million, respectively. These public funds were collateralized with commercial loans amounting to $411.4 million and $414.5 million at June 30, 2015 and December 31, 2014, respectively.

 

Excluding equity indexed options in the amount of $2.0 million, which are used by the Company to manage its exposure to the S&P 500 Index, and also excluding accrued interest of $1.2 million and unamortized deposit discount in the amount of $442 thousand, the scheduled maturities of certificates of deposit at June 30, 2015 are as follows:

 

 

June 30, 2015

  

(In thousands)

Within one year:

 

 

    Three (3) months or less

$

304,391

    Over 3 months through 1 year

 

637,132

 

 

941,523

Over 1 through 2 years

 

358,217

Over 2 through 3 years

 

123,227

Over 3 through 4 years

 

11,660

Over 4 through 5 years

 

41,100

 

$

1,475,727

 

 

 

 

 

The table of scheduled maturities of certificates of deposits above includes brokered deposits.

 

The aggregate amount of overdrafts in demand deposit accounts that were reclassified to loans amounted to $2.1 million and $845 thousand as of June 30, 2015 and December 31, 2014, respectively.

56


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 11 BORROWINGS AND RELATED INTEREST  

 

Securities Sold under Agreements to Repurchase

 

At June 30, 2015, securities underlying agreements to repurchase were delivered to, and are being held by, the counterparties with whom the repurchase agreements were transacted. The counterparties have agreed to resell to the Company the same or similar securities at the maturity of these agreements.

 

At June 30, 2015 and December 31, 2014, securities sold under agreements to repurchase (classified by counterparty), excluding accrued interest in the amount of $3.6 million and $2.3 million, respectively, were as follows:

 

 

June 30,

 

December 31,

 

2015

 

2014

 

 

 

 

Fair Value of

 

 

 

 

Fair Value of

 

Borrowing

 

Underlying

 

Borrowing

 

Underlying

 

Balance

 

Collateral

 

Balance

 

Collateral

 

(In thousands)

JP Morgan Chase Bank NA

 

428,902

 

 

469,599

 

 

307,816

 

 

328,198

Credit Suisse Securities (USA) LLC

 

670,000

 

 

749,286

 

 

670,000

 

 

760,327

Bank of America

 

27,200

 

 

28,989

 

 

-

 

 

-

Nomura

 

32,843

 

 

34,679

 

 

-

 

 

-

      Total

$

1,158,945

 

$

1,282,553

 

$

977,816

 

$

1,088,525

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table shows a summary of the Company’s repurchase agreements and their terms, excluding accrued interest in the amount of $3.6 million, at June 30, 2015:

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 Borrowing  

 

Average

 

  

 

Maturity

Year of Maturity

 

Balance

 

Coupon

 

Settlement Date

 

Date

 

 

(In thousands)

 

 

 

 

 

 

2015

$

 

24,494

 

0.380%

 

5/18/2015

 

8/18/2015

 

 

 

27,064

 

0.400%

 

6/16/2015

 

9/16/2015

 

 

 

32,843

 

0.430%

 

5/19/2015

 

8/17/2015

 

 

 

59,159

 

0.390%

 

5/20/2015

 

8/20/2015

 

 

 

70,685

 

0.390%

 

2/21/2015

 

8/21/2015

 

 

 

27,200

 

0.500%

 

6/17/2015

 

9/15/2015

 

 

 

 

 

 

 

 

 

 

2016

 

 

170,000

 

1.500%

 

12/6/2012

 

12/8/2016

 

 

 

247,500

 

0.950%

 

12/10/2012

 

9/30/2016

 

 

 

 

 

 

 

 

 

 

2017

 

 

500,000

 

4.780%

 

3/2/2007

 

3/2/2017

 

 

$

1,158,945

 

2.570%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

57


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table presents the repurchase liability associated with the repurchase agreement transactions (excluding accrued interest) by maturity. Also, it includes the carrying value and approximate market value of collateral (excluding accrued interest) at June 30, 2015 and December 31, 2014 The information excludes repurchase agreement transactions which were collateralized with cash.

 

 

June 30, 2015

 

 

 

 

 

 

 

Market Value of Underlying Collateral

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

FNMA and

 

 

 

 

 

 

 

 

Repurchase

 

Average

FHLMC

 

GNMA

 

 

 

 

Liability

 

Rate

 

Certificates

 

Certificates

 

 

Total

 

(Dollars in thousands)

Less than 90 days

 

241,445

 

 

0.41%

 

 

257,353

 

 

-

 

 

 

257,353

Over 90 days

 

917,500

 

 

3.12%

 

 

1,022,195

 

 

3,005

 

 

 

1,025,200

      Total

$

1,158,945

 

 

2.57%

 

$

1,279,548

 

$

3,005

 

 

$

1,282,553

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2014

 

 

 

 

 

 

 

Market Value of Underlying Collateral

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

FNMA and

 

 

 

 

 

 

 

 

Repurchase

 

Average

FHLMC

 

GNMA

 

 

 

 

Liability

 

Rate

 

Certificates

 

Certificates

 

 

Total

 

(Dollars in thousands)

Less than 90 days

$

52,816

 

 

0.39%

 

$

56,066

 

$

-

 

 

$

56,066

Over 90 days

 

925,000

 

 

2.83%

 

 

1,031,206

 

 

1,253

 

 

 

1,032,459

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Total

$

977,816

 

 

2.41%

 

$

1,087,272

 

$

1,253

 

 

$

1,088,525

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Advances from the Federal Home Loan Bank of New York

 

Advances are received from the Federal Home Loan Bank of New York (the “FHLB-NY”) under an agreement whereby the Company is required to maintain a minimum amount of qualifying collateral with a fair value of at least 110% of the outstanding advances. At June 30, 2015 and December 31, 2014, these advances were secured by mortgage and commercial loans amounting to $1.1 billion and $1.2 billion, respectively. Also, at June 30, 2015 and December 31, 2014, the Company had an additional borrowing capacity with the FHLB-NY of $612 million and $606.6 million, respectively. At June 30, 2015 and December 31, 2014, the weighted average remaining maturity of FHLB’s advances was 7.5 months and 8.8 months, respectively. The original terms of these advances range between one day and seven years, and the FHLB-NY does not have the right to exercise put options at par on any advances outstanding as of June 30, 2015.  .

 

 

58


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table shows a summary of these advances and their terms, excluding accrued interest in the amount of $325 thousand, at June 30, 2015:

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 Borrowing  

 

Average

 

  

 

Maturity

   Year of Maturity

 

 

Balance

 

Coupon

 

Settlement Date

 

Date

 

 

 

(In thousands)

 

 

 

 

 

 

2015

 

$

25,000

 

0.35%

 

6/4/2015

 

7/6/2015

 

 

 

50,000

 

0.34%

 

6/10/2015

 

7/10/2015

 

 

 

100,000

 

0.35%

 

6/16/2015

 

7/16/2015

 

 

 

25,000

 

0.35%

 

6/24/2015

 

7/24/2015

 

 

 

25,000

 

0.34%

 

6/30/2015

 

7/30/2015

 

 

 

38,658

 

0.35%

 

6/1/2015

 

7/1/2015

 

 

 

263,658

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

 

 

4,384

 

1.24%

 

4/3/2012

 

4/3/2017

 

 

 

 

 

 

 

 

 

 

2018

 

 

30,000

 

2.19%

 

1/16/2013

 

1/16/2018

 

 

 

25,000

 

2.18%

 

1/16/2013

 

1/16/2018

 

 

 

55,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

 

10,024

 

2.59%

 

7/19/2013

 

7/20/2020

 

 

$

333,066

 

0.74%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

All of the advances referred to above with maturity dates up to the date of this report were renewed as one-month short-term advances.

 

Subordinated Capital Notes

 

Subordinated capital notes amounted to $102.1 million at June 30, 2015 and $101.6 million at December 31, 2014.

 

Under the requirements of Puerto Rico Banking Act, the Bank must establish a redemption fund for the subordinated capital notes by transferring from undivided profits pre-established amounts as follows:

  

 

 

Redemption fund

 

(In thousands)

Redemption fund - June 30, 2015

$

58,625

2015

 

3,350

2016

 

5,025

 

$

67,000

 

Other borrowings

 

Other borrowings, presented in the unaudited consolidated statements of financial condition amounted to $2.1 million and $4.0 million at June 30, 2015 and December 31, 2014, respectively, which mainly consists of unsecured fixed-rate borrowings.

  

59


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 12 – OFFSETTING OF FINANCIAL ASSETS AND LIABILITIES

 

The Company’s derivatives are subject to agreements which allow a right of set-off with each respective counterparty. In addition, the Company’s securities purchased under agreements to resell and securities sold under agreements to repurchase have a right of set-off with the respective counterparty under the supplemental terms of the master repurchase agreements. In an event of default, each party has a right of set-off against the other party for amounts owed in the related agreements and any other amount or obligation owed in respect of any other agreement or transaction between them. Security collateral posted to open and maintain a master netting agreement with a counterparty, in the form of cash and securities, may from time to time be segregated in an account at a third-party custodian pursuant to a an account control agreement.

 

The following table presents the potential effect of rights of set-off associated with the Company’s recognized financial assets and liabilities at June 30, 2015 and December 31, 2014:

 

June 30, 2015

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset in the Statement of Financial Condition

 

 

 

 

 

 

Gross Amounts

 

Net Amount of

 

 

 

 

 

 

 

 

 

 

Offset in the

 

Assets Presented

 

 

 

 

 

 

 

 

Gross Amount

 

Statement of

 

in Statement

 

 

 

Cash

 

 

 

 

of Recognized

 

Financial

 

of Financial

 

Financial

 

Collateral

 

Net

  

 

Assets

 

Condition

 

Condition

 

Instruments

 

Received

 

Amount

 

 

(In thousands)

Derivatives

 

$

4,376

 

$

-

 

$

4,376

 

$

2,013

 

$

-

 

$

2,363

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2014

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset in the Statement of Financial Condition

 

 

 

 

 

 

Gross Amounts

 

Net amount of

 

 

 

 

 

 

 

 

 

 

Offset in the

 

Assets Presented

 

 

 

 

 

 

 

 

Gross Amount

 

Statement of

 

in Statement

 

 

 

Cash

 

 

 

 

of Recognized

 

Financial

 

of Financial

 

Financial

 

Collateral

 

Net

 

 

Assets

 

Condition

 

Condition

 

Instruments

 

Received

 

Amount

 

 

(In thousands)

Derivatives

 

$

8,107

 

$

-

 

$

8,107

 

$

2,006

 

$

-

 

$

6,101

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

60


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

June 30, 2015

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset in the Statement of Financial Condition

 

 

 

 

 

 

 

 

Net Amount of

 

 

 

 

 

 

 

 

 

 

Gross Amounts

 

Liabilities

 

 

 

 

 

 

 

 

 

 

Offset in the

 

 Presented 

 

 

 

 

 

 

 

 

 

 

 

Gross Amount

 

Statement of

 

in Statement

 

 

 

Cash

 

 

 

 

of Recognized

 

Financial

 

of Financial

 

Financial

 

Collateral

 

Net

  

 

Liabilities

 

Condition

 

Condition

 

Instruments

 

Provided

 

Amount

 

 

 

 

 

 

 

 

(In thousands)

Derivatives

 

$

10,783

 

$

-

 

$

10,783

 

$

-

 

$

2,980

 

$

7,803

Securities sold under agreements to repurchase

 

 

1,158,945

 

 

-

 

 

1,158,945

 

 

1,282,553

 

 

-

 

 

(123,608)

Total

 

$

1,169,728

 

$

-

 

$

1,169,728

 

$

1,282,553

 

$

2,980

 

$

(115,805)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2014

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset in the Statement of Financial Condition

 

 

 

 

 

 

 

 

Net Amount of

 

 

 

 

 

 

 

 

 

 

Gross Amounts

 

Liabilities

 

 

 

 

 

 

 

 

 

 

Offset in the

 

 Presented 

 

 

 

 

 

 

 

 

 

 

 

Gross Amount

 

Statement of

 

in Statement

 

 

 

Cash

 

 

 

 

of Recognized

 

Financial

 

of Financial

 

Financial

 

Collateral

 

Net

 

 

Liabilities

 

Condition

 

Condition

 

Instruments

 

Provided

 

Amount

 

 

(In thousands)

Derivatives

 

$

16,698

 

$

-

 

$

16,698

 

$

-

 

$

2,980

 

$

13,718

Securities sold under agreements to repurchase

 

 

977,816

 

 

-

 

 

977,816

 

 

1,088,525

 

 

-

 

 

(110,709)

Total

 

$

994,514

 

$

-

 

$

994,514

 

$

1,088,525

 

$

2,980

 

$

(96,991)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOTE 13 RELATED PARTY TRANSACTIONS

 

The Bank grants loans to its directors, executive officers and to certain related individuals or organizations in the ordinary course of business. These loans are offered at the same terms as loans to unrelated third parties. The activity and balance of these loans for the quarters and the six-month periods ended June 30, 2015 and 2014 were as follows:

 

 

Quarter Ended June 30,

Six-Month Period Ended June 30,

 

2015

 

2014

2015

 

2014

 

(In thousands)

(In thousands)

Balance at the beginning of period

$

27,508

 

$

19,267

$

27,011

 

$

18,963

    New loans

 

3,768

 

 

13,847

 

7,623

 

 

13,847

    Repayments and sales

 

2,042

 

 

(8,963)

 

(1,316)

 

 

(8,659)

Balance at the end of period

$

33,318

 

$

24,151

$

33,318

 

$

24,151

61


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 14 INCOME TAXES

 

On May 29, 2015 the Governor signed Act No. 72 of 2015.  The main purpose of this Act is to increase government collections in order to alleviate the structural deficit.  The most relevant provisions of the Act, as applicable to the Company, for taxable years beginning after December 31, 2014, are as follows: (1) establishes a new definition of “large taxpayers,” which require them to file its tax return following a special procedure established by the Secretary of the Treasury, (2) net operating losses carried forward may be deducted up to 70% of the alternative minimum net income for purposes of computing the alternative minimum tax, and (3) net operating losses carried forward may be deducted up to 80% of the net income for purposes of computing the regular corporate income tax.

 

At June 30, 2015 and December 31, 2014, the Company’s net deferred tax asset amounted to $138.4 million and $108.7 million, respectively. In assessing the realizability of the deferred tax asset, management considers whether it is more likely than not that some portion or the entire deferred tax asset will not be realized. The ultimate realization of the deferred tax asset is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible.  Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment.  Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax asset are deductible, management believes it is more likely than not that the Company will realize the deferred tax asset, net of the existing valuation allowances recorded at June 30, 2015 and December 31, 2014. The amount of the deferred tax asset that is considered realizable could be reduced in the near term if estimates of future taxable income during the carry forward period are reduced.

 

At June 30, 2015 and December 31, 2014, Oriental International Bank Inc. (“OIB”), the Bank’s international banking entity subsidiary, had $165 thousand and $186 thousand, respectively, in income tax effect of unrecognized gain on available-for-sale securities included in other comprehensive income. Following the change in OIB’s applicable tax rate from 5% to 0% as a result of a Puerto Rico law adopted in 2011, this remaining tax balance will flow through income as these securities are repaid or sold in future periods. During the quarters ended June 30, 2015 and 2014, $12 thousand and $10 thousand, respectively, related to this residual tax effect from OIB was reclassified from accumulated other comprehensive income (loss) into income tax provision. During the period ended June 30, 2015 and 2014, $22 thousand and $147 thousand, respectively, related to this residual tax effect from OIB was reclassified from accumulated other comprehensive income (loss) into income tax provision.

 

The Company classifies unrecognized tax benefits in income taxes payable. These gross unrecognized tax benefits would affect the effective tax rate if realized. The balance of unrecognized tax benefits at June 30, 2015 and December 31, 2014 was $2.5 million and $2.6 million, respectively. The Company had accrued $566 thousand at June 30, 2015 and $470 thousand at December 31, 2014 for the payment of interest and penalties relating to unrecognized tax benefits. During this quarter $100 thousand was released based on negotiations with the IRS.

 

For the quarter ended June 30, 2015, income tax expense was $769 thousand compared to $10.6 million for the same period in 2014. For the six-month period ended June 30, 2015, income tax expense was $1.7 million compared to $22.4 million for the same period in 2014.   

62


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 15 — REGULATORY CAPITAL REQUIREMENTS  

 

Regulatory Capital Requirements

 

The Company (on a consolidated basis) and the Bank are subject to various regulatory capital requirements administered by federal and Puerto Rico banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Bank must meet specific capital guidelines that involve quantitative measures of their assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

 

Pursuant to the Dodd-Frank Act, federal banking regulators have adopted new capital rules that became effective January 1, 2015 for the Company and the Bank (subject to certain phase-in periods through January 1, 2019) and that replaced their general risk-based capital rules, advanced approaches rule, market risk rule, and leverage rules. Among other matters, the new capital rules: (i) introduce a new capital measure called “Common Equity Tier 1” (“CET1”) and related regulatory capital ratio of CET1 to risk-weighted assets; (ii) specify that Tier 1 capital consists of CET1 and “Additional Tier 1 capital” instruments meeting certain revised requirements; (iii) mandate that most deductions/adjustments to regulatory capital measures be made to CET1 and not to the other components of capital; and (iv) expand the scope of the deductions from and adjustments to capital as compared to prior regulations. The new capital rules prescribe a new standardized approach for risk weightings that expand the risk-weighting categories from the current four Basel I-derived categories (0%, 20%, 50% and 100%) to a larger and more risk-sensitive number of categories, depending on the nature of the assets, and resulting in higher risk weights for a variety of asset classes.

 

Pursuant to the new capital rules, the minimum capital ratios requirements as of January 1, 2015 are as follows:

             4.5% CET1 to risk-weighted assets;

             6.0% Tier 1 capital (that is, CET1 plus Additional Tier 1 capital) to risk-weighted assets;

             8.0% Total capital (that is, Tier 1 capital plus Tier 2 capital) to risk-weighted assets; and

             4.0% Tier 1 capital to average consolidated assets as reported on consolidated financial statements (known as the       

            “leverage ratio”).

 

As of June 30, 2015 and December 31, 2014, the Company and the Bank met all capital adequacy requirements to which they are subject. As of June 30, 2015 and December 31, 2014, the Bank is “well capitalized” under the regulatory framework for prompt corrective action. To be categorized as “well capitalized,” an institution must maintain minimum CET1 risk-based, Tier 1 risk-based, total risk-based, and Tier 1 leverage ratios as set forth in the tables presented below.

63


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The Company’s and the Bank’s actual capital amounts and ratios as of June 30, 2015 and December 31, 2014 are as follows:

 

  

 

 

 

 

 

Minimum Capital

 

Minimum to be Well

 

Actual

 

Requirement

 

Capitalized

  

Amount

 

Ratio

 

Amount

 

Ratio

 

 

Amount

Ratio

 

(Dollars in thousands)

Company Ratios

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total capital to risk-weighted assets

$

868,568

 

17.41%

 

$

399,100

 

8.00%

 

$

498,875

 

10.00%

Tier 1 capital to risk-weighted assets

$

790,936

 

15.85%

 

$

299,325

 

6.00%

 

$

399,100

 

8.00%

Common equity tier 1 capital to risk-weighted assets

$

611,541

 

12.26%

 

$

224,494

 

4.50%

 

$

324,269

 

6.50%

Tier 1 capital to average total assets

$

790,936

 

11.05%

 

$

286,262

 

4.00%

 

$

357,827

 

5.00%

As of December 31, 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total capital to risk-weighted assets

$

851,437

 

17.57%

 

$

387,772

 

8.00%

 

$

484,715

 

10.00%

Tier 1 capital to risk-weighted assets

$

776,525

 

16.02%

 

$

193,886

 

4.00%

 

$

290,829

 

6.00%

Tier 1 capital to average total assets

$

776,525

 

10.61%

 

$

292,738

 

4.00%

 

$

365,922

 

5.00%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

 

 

 

 

 

Minimum Capital

 

Minimum to be Well

 

Actual

 

Requirement

 

Capitalized

  

Amount

 

Ratio

 

Amount

 

Ratio

 

Amount

 

Ratio

 

(Dollars in thousands)

Bank Ratios

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total capital to risk-weighted assets

$

819,436

 

16.48%

 

$

397,716

 

8.00%

 

$

497,145

 

10.00%

Tier 1 capital to risk-weighted assets

$

742,098

 

14.93%

 

$

298,287

 

6.00%

 

$

397,716

 

8.00%

Common equity tier 1 capital to risk-weighted assets

$

742,098

 

14.93%

 

$

223,715

 

4.50%

 

$

323,144

 

6.50%

Tier 1 capital to average total assets

$

742,098

 

10.44%

 

$

284,228

 

4.00%

 

$

355,285

 

5.00%

As of December 31, 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total capital to risk-weighted assets

$

820,884

 

16.99%

 

$

386,444

 

8.00%

 

$

483,055

 

10.00%

Tier 1 capital to risk-weighted assets

$

746,177

 

15.45%

 

$

193,222

 

4.00%

 

$

289,833

 

6.00%

Tier 1 capital to average total assets

$

746,177

 

10.26%

 

$

290,879

 

4.00%

 

$

363,599

 

5.00%

64


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 16 – STOCKHOLDERS’ EQUITY

 

    Additional Paid-in Capital

 

Additional paid-in capital represents contributed capital in excess of par value of common and preferred stock net of the costs of issuance. As of June 30, 2015 and December 31, 2014 accumulated issuance costs charged against additional paid in capital amounted to $10.1 million and $13.6 million for preferred and common stock, respectively.

 

Legal Surplus

 

The Puerto Rico Banking Act requires that a minimum of 10% of the Bank’s net income or loss for the year be transferred to a reserve fund until such fund (legal surplus) equals the total paid in capital on common and preferred stock. At June 30, 2015 and December 31, 2014, the Bank’s legal surplus amounted to $69.9 million and $70.5 million, respectively. The amount transferred to the legal surplus account is not available for the payment of dividends to shareholders.

 

Treasury Stock

 

Under the Company’s current stock repurchase program it is authorized to purchase in the open market up to $70 million of its outstanding shares of common stock, of which approximately $12.4 million of authority remains. The shares of common stock repurchased are to be held by the Company as treasury shares. During the quarter ended June 30, 2015 the Company purchased 303,985 shares under this program for a total of $4.2 million, at an average price of $13.9 per share. There were no repurchases during the quarter ended June 30, 2014.

.

 

The number of shares that may yet be purchased under the $70 million program is estimated at 1,164,671 and was calculated by dividing the remaining balance of $12.4 million by $10.67 (closing price of the Company common stock at June 30, 2015). The Company did not purchase any shares of its common stock during the six-month period ended June 30, 2015, or during the during the six-month period ended June 30, 2014, other than through its publicly announced stock repurchase program.

 

The activity in connection with common shares held in treasury by the Company for the six-month periods ended June 30, 2015 and 2014 is set forth below:

 

  

Six-Month Period Ended June 30,

  

2015

 

2014

 

 

 

Dollar

 

 

 

Dollar

  

Shares

 

Amount

 

Shares

 

Amount

 

(In thousands, except shares data)

Beginning of period

 8,012,254  

 

$

 97,070  

 

 7,030,101  

 

$

 80,642  

Common shares used upon lapse of restricted stock units

 (58,279) 

 

 

 (640) 

 

 (30,552) 

 

 

 (323) 

Common shares repurchased as part of the stock repurchase program

 303,985  

 

 

 4,238  

 

 707,400  

 

 

 10,393  

End of period

 8,257,960  

 

$

 100,668  

 

 7,706,949  

 

$

 90,712  

65


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 17 - ACCUMULATED OTHER COMPREHENSIVE INCOME

 

Accumulated other comprehensive income, net of income tax, as of June 30, 2015 and December 31, 2014 consisted of:

 

 

June 30,

 

December 31,

  

2015

 

2014

 

(In thousands)

Unrealized gain on securities available-for-sale which are not

    other-than-temporarily impaired

$

21,562

 

$

28,743

Income tax effect of unrealized gain on securities available-for-sale

 

(2,730)

 

 

(2,978)

    Net unrealized gain on securities available-for-sale which are not

        other-than-temporarily impaired

 

18,832

 

 

25,765

Unrealized loss on cash flow hedges

 

(6,514)

 

 

(8,585)

Income tax effect of unrealized loss on cash flow hedges

 

1,983

 

 

2,531

    Net unrealized loss on cash flow hedges

 

(4,531)

 

 

(6,054)

Accumulated other comprehensive income, net of taxes

$

14,301

 

$

19,711

 

 

 

 

 

 

The following table presents changes in accumulated other comprehensive income by component, net of taxes, for the quarters and six-month periods ended June 30, 2015 and 2014:

 

Quarter Ended June 30,

 

2015

 

2014

 

Net unrealized

 

Net unrealized

 

Accumulated

 

Net unrealized

 

Net unrealized

 

Accumulated

 

gains on

 

loss on

 

other

 

gains on

 

loss on

 

other

 

securities

 

cash flow

 

comprehensive

 

securities

 

cash flow

 

comprehensive

  

available-for-sale

 

hedges

 

income

 

available-for-sale

 

hedges

 

income

 

(In thousands)

Beginning balance

$

30,214

 

$

(5,890)

 

$

24,324

 

$

16,035

 

$

(8,013)

 

$

8,022

Other comprehensive income (loss) before reclassifications

 

(11,523)

 

 

(180)

 

 

(11,703)

 

 

13,714

 

 

(1,633)

 

 

12,081

Amounts reclassified out of accumulated other comprehensive income

 

141

 

 

1,539

 

 

1,680

 

 

10

 

 

1,642

 

 

1,652

Other comprehensive income

 

(11,382)

 

 

1,359

 

 

(10,023)

 

 

13,724

 

 

9

 

 

13,733

Ending balance

$

18,832

 

$

(4,531)

 

$

14,301

 

$

29,759

 

$

(8,004)

 

$

21,755

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30,

 

2015

 

2014

 

Net unrealized

 

Net unrealized

 

Accumulated

 

Net unrealized

 

Net unrealized

 

Accumulated

 

gains on

 

loss on

 

other

 

gains on

 

loss on

 

other

 

securities

 

cash flow

 

comprehensive

 

securities

 

cash flow

 

comprehensive

  

available-for-sale

 

hedges

 

income

 

available-for-sale

 

hedges

 

income

 

(In thousands)

Beginning balance

$

25,764

 

$

(6,053)

 

$

19,711

 

$

11,433

 

$

(8,242)

 

$

3,191

Other comprehensive income before reclassifications

 

(7,212)

 

 

(1,549)

 

 

(8,761)

 

 

18,179

 

 

(3,025)

 

 

15,154

Amounts reclassified out of accumulated other comprehensive income

 

280

 

 

3,071

 

 

3,351

 

 

147

 

 

3,263

 

 

3,410

Other comprehensive income (loss)

 

(6,932)

 

 

1,522

 

 

(5,410)

 

 

18,326

 

 

238

 

 

18,564

Ending balance

$

18,832

 

$

(4,531)

 

$

14,301

 

 

29,759

 

$

(8,004)

 

$

21,755

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

66


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table presents reclassifications out of accumulated other comprehensive income for the quarters and six-month periods ended June 30, 2015 and 2014:  

 

 

Amount reclassified out of accumulated

 

 

 

other comprehensive income

 

 

  

 

 

 

 

 

 

Affected Line Item in

 

Quarter Ended June 30,

 

Consolidated Statement

 

 

2015

 

 

2014

 

  of Operations

 

(In thousands)

 

 

Cash flow hedges:

 

 

 

 

 

 

 

Interest-rate contracts

$

1,614

 

$

1,642

 

Net interest expense

Tax effect from increase in capital gains tax rate

 

(75)

 

 

-

 

Income tax expense

Available-for-sale securities:

 

 

 

 

 

 

 

Residual tax effect from OIB's change in applicable tax rate

 

12

 

 

10

 

Income tax expense

Tax effect from increase in capital gains tax rate

 

129

 

 

-

 

Income tax expense

 

$

1,680

 

$

1,652

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amount reclassified out of accumulated

 

 

 

other comprehensive income

 

 

  

 

 

 

 

 

 

Affected Line Item in

 

Six-Month Period Ended June 30,

 

Consolidated Statement

 

 

2015

 

 

2014

 

  of Operations

 

(In thousands)

 

 

Cash flow hedges:

 

 

 

 

 

 

 

Interest-rate contracts

$

3,220

 

$

3,263

 

Net interest expense

Tax effect from increase in capital gains tax rate

 

(149)

 

 

-

 

Income tax expense

Available-for-sale securities:

 

 

 

 

 

 

 

Residual tax effect from OIB's change in applicable tax rate

 

22

 

 

147

 

Income tax expense

Tax effect from increase in capital gains tax rate

 

258

 

 

-

 

Income tax expense

 

$

3,351

 

$

3,410

 

 

 

 

 

 

 

 

 

 

67


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 18 – (LOSS) EARNINGS PER COMMON SHARE

 

The calculation of (loss) earnings per common share for the quarters and six-month periods ended June 30, 2015 and 2014 is as follows:

 

  

Quarter Ended June 30,

 

 

Six-Month Period Ended June 30,

  

2015

 

2014

 

 

2015

 

2014

 

(In thousands, except per share data)

 

 

 

 

 

 

 

Net (loss) income

$

 (3,109) 

 

$

 21,309  

 

 

$

 (6,097) 

 

$

 45,056  

    Less: Dividends on preferred stock

 

 

 

 

 

 

 

 

 

 

 

 

      Non-convertible preferred stock (Series A, B, and D)

 

 (1,628) 

 

 

 (1,628) 

 

 

 

 (3,256) 

 

 

 (3,256) 

      Convertible preferred stock (Series C)

 

 (1,838) 

 

 

 (1,838) 

 

 

 

 (3,675) 

 

 

 (3,675) 

(Loss) income available to common shareholders

$

 (6,575) 

 

$

 17,843  

 

 

$

 (13,028) 

 

$

 38,125  

    Effect of assumed conversion of the convertible                    '     '  preferred stock

 

 1,838  

 

 

 1,838  

 

 

 

 3,675  

 

 

 3,675  

(Loss) income available to common shareholders assuming conversion

$

 (4,737) 

 

$

 19,681  

 

 

$

 (9,353) 

 

$

 41,800  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares and share equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

  Average common shares outstanding

 

 44,505  

 

 

 45,014  

 

 

 

 44,569  

 

 

 45,170  

  Effect of dilutive securities:

 

 

 

 

 

 

 

 

 

 

 

 

    Average potential common shares-options

 

 110  

 

 

 200  

 

 

 

 148  

 

 

 168  

    Average potential common shares-assuming                    '     '  conversion of convertible preferred stock

 

 7,159  

 

 

 7,138  

 

 

 

 7,159  

 

 

 7,138  

Total weighted average common shares                       '  'outstanding and equivalents

 

 51,774  

 

 

 52,352  

 

 

 

 51,876  

 

 

 52,476  

(Loss) earnings per common share - basic

$

 (0.15) 

 

$

 0.40  

 

 

$

 (0.29) 

 

$

 0.84  

(Loss) earnings per common share - diluted

$

 (0.15) 

 

$

 0.38  

 

 

$

 (0.29) 

 

$

 0.80  

 

In computing diluted (loss) earnings per common share, the 84,000 shares of convertible preferred stock, which remain outstanding at June 30, 2015, with a conversion rate, subject to certain conditions, of 86.0355 shares of common stock per share, were included as average potential common shares from the date they were issued and outstanding. Moreover, in computing diluted earnings per common share, the dividends declared during the quarters ended June 30, 2015 and 2014 on the convertible preferred stock were added back as income available to common shareholders.

 

For the quarters ended June 30, 2015 and 2014, weighted-average stock options with an anti-dilutive effect on (loss) earnings per share not included in the calculation amounted to 566,025 and 364,604, respectively. For the six-month periods ended June 30, 2015 and 2014, weighted-average stock options with an anti-dilutive effect on (loss) earnings per share not included in the calculation amounted to $457,467 and $304,491, respectively.

68


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 19 – GUARANTEES

At June 30, 2015, the unamortized balance of the obligations undertaken in issuing the guarantees under standby letters of credit represented a liability of $15.0 million (December 31, 2014 - $33.0 million).

 

As a result of the BBVAPR Acquisition, the Company assumed a liability for residential mortgage loans sold subject to credit recourse, pursuant to FNMA’s residential mortgage loan sales and securitization programs. At June 30, 2015 and December 31, 2014, the unpaid principal balance of residential mortgage loans sold subject to credit recourse was $45.6 million and $67.8 million, respectively.

 

The following table shows the changes in the Company’s liability for estimated losses from these credit recourse agreements, included in the unaudited consolidated statements of financial condition during the quarters and six-month periods ended June 30, 2015 and 2014.

 

  

Quarter Ended June 30,

 

 

Six-Month Period Ended June 30,

 

2015

 

2014

 

 

2015

 

 

2014

 

(In thousands)

Balance at beginning of period

$

487

 

$

1,549

 

$

927

 

$

1,955

    Net charge-offs/terminations

 

(198)

 

 

(239)

 

 

(638)

 

 

(645)

Balance at end of period

$

289

 

$

1,310

 

$

289

 

$

1,310

 

The estimated losses to be absorbed under the credit recourse arrangements were recorded as a liability when the credit recourse was assumed, and are updated on a quarterly basis. The expected loss, which represents the amount expected to be lost on a given loan, considers the probability of default and loss severity. The probability of default represents the probability that a loan in good standing would become 120 days delinquent, in which case the Company is obligated to repurchase the loan. At June 30, 2015, $29.1 million or 64% of the recourse obligation will be extinguished before the end of 2015.

 

If a borrower defaults, pursuant to the credit recourse provided, the Company is required to repurchase the loan or reimburse the third party investor for the incurred loss. The maximum potential amount of future payments that the Company would be required to make under the recourse arrangements is equivalent to the total outstanding balance of the residential mortgage loans serviced with recourse and interest, if applicable. During the quarter and six-month period ended June 30, 2015 the Company repurchased approximately $1.2 million and $3.4 million, respectively, of unpaid principal balance in mortgage loans subject to the credit recourse provisions. During the quarter and six-month period ended June 30, 2014 the Company repurchased approximately $2.1 million and $3.7 million, respectively, of unpaid principal balance in mortgage loans subject to the credit recourse provisions. If a borrower defaults, the Company has rights to the underlying collateral securing the mortgage loan. The Company suffers losses on these mortgage loans when the proceeds from a foreclosure sale of the collateral property are less than the outstanding principal balance of the loan, any uncollected interest advanced, and the costs of holding and disposing the related property. At June 30, 2015, the Company’s liability for estimated credit losses related to loans sold with credit recourse amounted to $289 thousand (December 31, 2014– $927 thousand).

 

 

 

 

69


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

When the Company sells or securitizes mortgage loans, it generally makes customary representations and warranties regarding the characteristics of the loans sold. The Company's mortgage operations division groups conforming mortgage loans into pools which are exchanged for FNMA and GNMA mortgage-backed securities, which are generally sold to private investors, or are sold directly to FNMA or other private investors for cash. As required under such mortgage backed securities programs, quality review procedures are performed by the Company to ensure that asset guideline qualifications are met. To the extent the loans do not meet specified characteristics, the Company may be required to repurchase such loans or indemnify for losses and bear any subsequent loss related to the loans. At June 30, 2015, under the Company’s representation and warranty arrangements, excluding mortgage loans subject to credit recourse provisions referred to above, approximated $11.7 million in unpaid principal balance (December 31, 2014 – $10.7 million). A substantial amount of these loans are reinstated to performing status or have mortgage insurance, and thus the ultimate losses on the loans are not deemed significant.

During the quarter and six-month period ended June 30, 2015, the Company recognized $476 thousand and $583 thousand in losses from the repurchase of residential mortgage loans sold subject to credit recourse, and $742 thousand and $1.5 million in losses from the repurchase of residential mortgage loans as a result of breaches of the customary representations and warranties. During the quarter and six-month period ended June 30, 2014, the Company recognized $95 thousand and $145 thousand, respectively, in losses from the repurchase of residential mortgage loans sold subject to credit recourse, and $494 thousand and $929 thousand in losses from the repurchase of residential mortgage loans as a result of breaches of the customary representations and warranties.

Servicing agreements relating to the mortgage-backed securities programs of FNMA and GNMA, and to mortgage loans sold or serviced to certain other investors, including the Federal Home Loan Mortgage Corporation (“FHLMC”), require the Company to advance funds to make scheduled payments of principal, interest, taxes and insurance, if such payments have not been received from the borrowers. At June 30, 2015, the Company serviced $580 million in mortgage loans for third-parties. The Company generally recovers funds advanced pursuant to these arrangements from the mortgage owner, from liquidation proceeds when the mortgage loan is foreclosed or, in the case of FHA/VA loans, under the applicable FHA and VA insurance and guarantees programs. However, in the meantime, the Company must absorb the cost of the funds it advances during the time the advance is outstanding. The Company must also bear the costs of attempting to collect on delinquent and defaulted mortgage loans. In addition, if a defaulted loan is not cured, the mortgage loan would be canceled as part of the foreclosure proceedings and the Company would not receive any future servicing income with respect to that loan. At June 30, 2015, the outstanding balance of funds advanced by the Company under such mortgage loan servicing agreements was approximately $468 thousand (December 31, 2014 - $391 thousand). To the extent the mortgage loans underlying the Company's servicing portfolio experience increased delinquencies, the Company would be required to dedicate additional cash resources to comply with its obligation to advance funds as well as incur additional administrative costs related to increases in collection efforts.

70


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 20 COMMITMENTS AND CONTINGENCIES

 

Loan Commitments

 

In the normal course of business, the Company becomes a party to credit-related financial instruments with off-balance-sheet risk to meet the financing needs of its customers. These financial instruments include commitments to extend credit, standby and commercial letters of credit, and financial guarantees. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amounts recognized in the consolidated statements of financial condition. The contract or notional amount of those instruments reflects the extent of the Company’s involvement in particular types of financial instruments.

The Company’s exposure to credit losses in the event of nonperformance by the counterparty to the financial instrument for commitments to extend credit, including commitments under credit card arrangements, and commercial letters of credit is represented by the contractual notional amounts of those instruments, which do not necessarily represent the amounts potentially subject to risk. In addition, the measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are identified. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments.

Credit-related financial instruments at June 30, 2015 and December 31, 2014 were as follows:

 

 

June 30,

 

December 31,

  

2015

 

2014

 

(In thousands)

Commitments to extend credit

$

492,455

 

$

493,248

Commercial letters of credit

 

1,447

 

 

885

 

Commitments to extend credit represent agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if it is deemed necessary by the Company upon the extension of credit, is based on management’s credit evaluation of the counterparty.

 

At June 30, 2015 and December 31, 2014, commitments to extend credit consisted mainly of undisbursed available amounts on commercial lines of credit, construction loans, and revolving credit card arrangements. Since many of the unused commitments are expected to expire unused or be only partially used, the total amount of these unused commitments does not necessarily represent future cash requirements. These lines of credit had a reserve of $647 thousand at June 30, 2015 and $621 thousand at December 31, 2014

 

Commercial letters of credit are issued or confirmed to guarantee payment of customers’ payables or receivables in short-term international trade transactions. Generally, drafts will be drawn when the underlying transaction is consummated as intended. However, the short-term nature of this instrument serves to mitigate the risk associated with these contracts.

 

 

 

71


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The summary of instruments that are considered financial guarantees in accordance with the authoritative guidance related to guarantor’s accounting and disclosure requirements for guarantees, including indirect guarantees of indebtedness of others, at June 30, 2015 and December 31, 2014, is as follows:

 

 

June 30,

 

December 31,

  

2015

 

2014

 

(In thousands)

Standby letters of credit and financial guarantees

$

15,016

 

$

32,970

Loans sold with recourse

 

45,565

 

 

67,803

Commitments to sell or securitize mortgage loans

 

18,853

 

 

10,207

 

Standby letters of credit and financial guarantees are written conditional commitments issued by the Company to guarantee the payment and/or performance of a customer to a third party (“beneficiary”). If the customer fails to comply with the agreement, the beneficiary may draw on the standby letter of credit or financial guarantee as a remedy. The amount of credit risk involved in issuing letters of credit in the event of nonperformance is the face amount of the letter of credit or financial guarantee. These guarantees are primarily issued to support public and private borrowing arrangements, including commercial paper, bond financing, and similar transactions. The amount of collateral obtained, if it is deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the customer.

 

Lease Commitments

 

The Company has entered into various operating lease agreements for branch facilities and administrative offices. Rent expense for the quarters ended June 30, 2015 and 2014, amounted to $2.3 million and $2.4 million, respectively. For the six-month periods ended June 30, 2015 and 2014, rent expense amounted to $4.7 million and $4.9 million, respectively, and is included in the “occupancy and equipment” caption in the unaudited consolidated statements of operations. Future rental commitments under leases in effect at June 30, 2015, exclusive of taxes, insurance, and maintenance expenses payable by the Company, are summarized as follows:

 

 

Minimum Rent

Year Ending December 31,

(In thousands)

2015

$

4,059

2016

 

7,794

2017

 

7,141

2018

 

6,050

2019

 

5,887

Thereafter

 

17,064

 

$

47,995

 

 

 

72


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Contingencies

 

The Company and its subsidiaries are defendants in a number of legal proceedings incidental to their business. In the ordinary course of business, the Company and its subsidiaries are also subject to governmental and regulatory examinations. Certain subsidiaries of the Company, including the Bank (and its subsidiary OIB), Oriental Financial Services, and Oriental Insurance, are subject to regulation by various U.S., Puerto Rico and other regulators.

 

The Company seeks to resolve all litigation and regulatory matters in the manner management believes is in the best interests of the Company and its shareholders, and contests allegations of liability or wrongdoing and, where applicable, the amount of damages or scope of any penalties or other relief sought as appropriate in each pending matter.

 

Subject to the accounting and disclosure framework under the provisions of ASC 450, it is the opinion of the Company’s management, based on current knowledge and after taking into account its current legal accruals, that the eventual outcome of all matters would not be likely to have a material adverse effect on the consolidated statements of financial condition of the Company. Nonetheless, given the substantial or indeterminate amounts sought in certain of these matters, and the inherent unpredictability of such matters, an adverse outcome in certain of these matters could, from time to time, have a material adverse effect on the Company’s consolidated results of operations or cash flows in particular quarterly or annual periods. The Company has evaluated all litigation and regulatory matters where the likelihood of a potential loss is deemed reasonably possible. The Company has determined that the estimate of the reasonably possible loss is not significant.

 

NOTE 21 - FAIR VALUE OF FINANCIAL INSTRUMENTS

 

The Company follows the fair value measurement framework under GAAP.

 

Fair Value Measurement

 

The fair value measurement framework defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This framework also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

 

Money market investments

 

The fair value of money market investments is based on the carrying amounts reflected in the consolidated statements of financial condition as these are reasonable estimates of fair value given the short-term nature of the instruments.

 

Investment securities

 

The fair value of investment securities is based on quoted market prices, when available, or market prices provided by recognized broker-dealers. Such securities are classified as level 1 or level 2 depending on the basis for determining fair value. If listed prices or quotes are not available, fair value is based upon externally developed models that use both observable and unobservable inputs depending on the market activity of the instrument, and such securities are classified as level 3. At June 30, 2015 and December 31, 2014, the Company did not have investment securities classified as Level 3.

 

 

 

73


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

Derivative instruments

 

The fair value of the interest rate swaps is largely a function of the financial market’s expectations regarding the future direction of interest rates. Accordingly, current market values are not necessarily indicative of the future impact of derivative instruments on earnings. This will depend, for the most part, on the shape of the yield curve, the level of interest rates, as well as the expectations for rates in the future. The fair value of most of these derivative instruments is based on observable market parameters, which include discounting the instruments’ cash flows using the U.S. dollar LIBOR-based discount rates, and also applying yield curves that account for the industry sector and the credit rating of the counterparty and/or the Company.

 

Certain other derivative instruments with limited market activity are valued using externally developed models that consider unobservable market parameters. Based on their valuation methodology, derivative instruments are classified as Level 2 or Level 3. The Company has offered its customers certificates of deposit with an option tied to the performance of the S&P Index and uses equity indexed option agreements with major broker-dealers to manage its exposure to changes in this index. Their fair value is obtained through the use of an external based valuation that was thoroughly evaluated and adopted by management as its measurement tool for these options. The payoff of these options is linked to the average value of the S&P Index on a specific set of dates during the life of the option. The methodology uses an average rate option or a cash-settled option whose payoff is based on the difference between the expected average value of the S&P Index during the remaining life of the option and the strike price at inception. The assumptions, which are uncertain and require a degree of judgment, include primarily S&P Index volatility, forward interest rate projections, estimated index dividend payout, and leverage.

 

Servicing assets

 

Servicing assets do not trade in an active market with readily observable prices. Servicing assets are priced using a discounted cash flow model. The valuation model considers servicing fees, portfolio characteristics, prepayment assumptions, delinquency rates, late charges, other ancillary revenues, cost to service and other economic factors. Due to the unobservable nature of certain valuation inputs, the servicing rights are classified as Level 3.

 

Impaired Loans.

 

Impaired loans are carried at the present value of expected future cash flows using the loan’s existing rate in a discounted cash flow calculation, or the fair value of the collateral if the loan is collateral-dependent. Expected cash flows are based on internal inputs reflecting expected default rates on contractual cash flows. This method of estimating fair value does not incorporate the exit-price concept of fair value described in Accounting Standards Codification (“ASC”) 820-10 and would generally result in a higher value than the exit-price approach. For loans measured using the estimated fair value of collateral less costs to sell, fair value is generally determined based on the fair value of the collateral, which is derived from appraisals that take into consideration prices in observed transactions involving similar assets in similar locations, in accordance with the provisions of ASC 310-10-35 less disposition costs. Currently, the associated loans considered impaired are classified as Level 3.

 

Foreclosed real estate

 

Foreclosed real estate includes real estate properties securing residential mortgage and commercial loans. The fair value of foreclosed real estate may be determined using an external appraisal, broker price option or an internal valuation. These foreclosed assets are classified as Level 3 given certain internal adjustments that may be made to external appraisals.

 

Other repossessed assets

 

Other repossessed assets include repossessed automobile loans and leases. The fair value of the repossessed automobiles may be determined using internal valuation and an external appraisal. These repossessed assets are classified as Level 3 given certain internal adjustments that may be made to external appraisals.  

74


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Assets and liabilities measured at fair value on a recurring and non-recurring basis, are summarized below:

 

  

June 30, 2015

  

Fair Value Measurements

  

Level 1

 

Level 2

 

Level 3

 

Total

 

(In thousands)

Recurring fair value measurements:

 

 

 

 

 

 

 

 

 

 

 

    Investment securities available-for-sale

$

-

 

$

1,044,319

 

$

-

 

$

1,044,319

    Money market investments

 

5,795

 

 

-

 

 

-

 

 

5,795

    Derivative assets

 

-

 

 

2,238

 

 

2,138

 

 

4,376

    Servicing assets

 

-

 

 

-

 

 

5,791

 

 

5,791

    Derivative liabilities

 

-

 

 

(8,739)

 

 

(2,044)

 

 

(10,783)

 

$

5,795

 

$

1,037,818

 

$

5,885

 

$

1,049,498

Non-recurring fair value measurements:

 

 

 

 

 

 

 

 

 

 

 

    Impaired commercial loans

$

-

 

$

-

 

$

243,401

 

$

243,401

    Foreclosed real estate

 

-

 

 

-

 

 

81,333

 

 

81,333

    Other repossessed assets

 

-

 

 

-

 

 

14,661

 

 

14,661

 

$

-

 

$

-

 

$

339,395

 

$

339,395

 

 

 

 

 

 

 

 

 

 

 

 

 

  

December 31, 2014

  

Fair Value Measurements

  

Level 1

 

Level 2

 

Level 3

 

Total

 

(In thousands)

Recurring fair value measurements:

 

 

 

 

 

 

 

 

 

 

 

    Investment securities available-for-sale

$

-

 

$

1,216,538

 

$

-

 

$

1,216,538

    Money market investments

 

4,675

 

 

-

 

 

-

 

 

4,675

    Derivative assets

 

-

 

 

2,552

 

 

5,555

 

 

8,107

    Servicing assets

 

-

 

 

-

 

 

13,992

 

 

13,992

    Derivative liabilities

 

-

 

 

(11,221)

 

 

(5,477)

 

 

(16,698)

 

$

4,675

 

$

1,207,869

 

$

14,070

 

$

1,226,614

Non-recurring fair value measurements:

 

 

 

 

 

 

 

 

 

 

 

    Impaired commercial loans

$

-

 

$

-

 

$

236,942

 

$

236,942

    Foreclosed real estate

 

-

 

 

-

 

 

95,661

 

 

95,661

    Other repossessed assets

 

-

 

 

-

 

 

21,800

 

 

21,800

 

$

-

 

$

-

 

$

354,403

 

$

354,403

 

 

 

 

 

 

 

 

 

 

 

 

75


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The table below presents a reconciliation of all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the quarters and six-month periods ended June 30, 2015 and 2014:

 

 

 

Quarter Ended June 30, 2015

 

 

Derivative

 

 

 

 

Derivative

 

 

 

 

 

asset

 

 

 

 

liability

 

 

 

 

 

(S&P

 

 

 

 

(S&P

 

 

 

 

 

Purchased

 

Servicing

 

Embedded

 

 

 

Level 3 Instruments Only

 

Options)

 

assets

 

Options)

 

Total

 

 

Balance at beginning of period

 

$

3,734

 

$

12,164

 

$

(3,617)

 

$

12,281

    (Losses) gains included in earnings

 

 

(1,596)

 

 

-

 

 

1,517

 

 

(79)

    Sale of mortgage servicing rights held-for-sale

 

 

-

 

 

(6,985)

 

 

-

 

 

(6,985)

   Changes due to payments on loans

 

 

-

 

 

(313)

 

 

-

 

 

(313)

    New instruments acquired

 

 

-

 

 

1,529

 

 

-

 

 

1,529

    Changes in fair value related to price of MSRs held for sale

 

 

-

 

 

(835)

 

 

-

 

 

(835)

    Amortization

 

 

-

 

 

-

 

 

56

 

 

56

    Changes in fair value of servicing assets

 

 

-

 

 

231

 

 

-

 

 

231

Balance at end of period

 

$

2,138

 

$

5,791

 

$

(2,044)

 

$

5,885

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2015

 

 

Derivative

 

 

 

 

Derivative

 

 

 

 

 

asset

 

 

 

 

liability

 

 

 

 

 

(S&P

 

 

 

 

(S&P

 

 

 

 

 

Purchased

 

Servicing

 

Embedded

 

 

 

Level 3 Instruments Only

 

Options)

 

assets

 

Options)

 

Total

 

 

Balance at beginning of period

 

$

5,555

 

$

13,992

 

$

(5,477)

 

$

14,070

    (Losses) gains included in earnings

 

 

(3,417)

 

 

-

 

 

3,299

 

 

(118)

    Sale of mortgage servicing rights held-for-sale

 

 

-

 

 

(6,985)

 

 

-

 

 

(6,985)

    Changes due to payments on loans

 

 

-

 

 

(732)

 

 

-

 

 

(732)

    New instruments acquired

 

 

-

 

 

2,060

 

 

-

 

 

2,060

    Amortization

 

 

-

 

 

-

 

 

134

 

 

134

   Changes in fair value related to price of MSRs held for sale

 

 

-

 

 

(2,716)

 

 

-

 

 

(2,716)

   Changes in fair value of servicing assets

 

 

-

 

 

172

 

 

-

 

 

172

Balance at end of period

 

$

2,138

 

$

5,791

 

$

(2,044)

 

$

5,885

 

 

 

 

 

 

 

 

 

 

 

 

 

76


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarter Ended June 30, 2014

 

 

 

 

Derivative

 

 

 

 

Derivative

 

 

 

 

Other

 

asset

 

 

 

 

liability

 

 

 

 

debt

 

(S&P

 

 

 

 

(S&P

 

 

 

 

securities

 

Purchased

 

 

Servicing

 

Embedded

 

 

 

Level 3 Instruments Only

available-for-sale

 

Options)

 

 

assets

 

Options)

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

20,053

 

$

12,555

 

$

13,970

 

$

(12,120)

 

$

34,458

    (Losses) gains included in earnings

 

-

 

 

(5,975)

 

 

-

 

 

5,591

 

 

(384)

    Changes in fair value of investment

        securities available for sale included

        in other comprehensive income

 

(53)

 

 

-

 

 

-

 

 

-

 

 

(53)

    New instruments acquired

 

-

 

 

-

 

 

490

 

 

-

 

 

490

    Principal repayments

 

(20,000)

 

 

-

 

 

(271)

 

 

-

 

 

(20,271)

    Amortization

 

-

 

 

-

 

 

-

 

 

161

 

 

161

    Changes in fair value of servicing assets

 

-

 

 

-

 

 

(534)

 

 

-

 

 

(534)

Balance at end of period

$

-

 

$

6,580

 

$

13,655

 

$

(6,368)

 

$

13,867

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2014

 

 

 

 

Derivative

 

 

 

 

Derivative

 

 

Other

 

asset

 

 

 

 

liability

 

 

debt

 

(S&P

 

 

 

 

(S&P

 

 

securities

 

Purchased

 

 

Servicing

 

 

Embedded

 

Level 3 Instruments Only

available-for-sale

 

Options)

 

 

assets

 

 

Options)

 

Total

 

 

Balance at beginning of period

$

19,680

 

$

16,430

 

$

13,801

 

$

(15,736)

 

$

34,175

    Gains (losses) included in earnings

 

-

 

 

(9,850)

 

 

-

 

 

8,964

 

 

(886)

    Changes in fair value of investment

        securities available for sale included

        in other comprehensive income

 

320

 

 

-

 

 

-

 

 

-

 

 

320

    New instruments acquired

 

-

 

 

-

 

 

1,053

 

 

-

 

 

1,053

    Principal repayments

 

(20,000)

 

 

-

 

 

(465)

 

 

-

 

 

(20,465)

    Amortization

 

-

 

 

-

 

 

-

 

 

404

 

 

404

    Changes in fair value of servicing assets

 

-

 

 

-

 

 

(734)

 

 

-

 

 

(734)

Balance at end of period

$

-

 

$

6,580

 

$

13,655

 

$

(6,368)

 

$

13,867

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

During the quarters and six-month periods ended June 30, 2015 and 2014, there were purchases and sales of assets and liabilities measured at fair value on a recurring basis. There were no transfers into and out of Level 1 and Level 2 fair value measurements during such periods.

77


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The table below presents quantitative information for all assets and liabilities measured at fair value on a recurring and non-recurring basis using significant unobservable inputs (Level 3) at June 30, 2015:

 

 

 

June 30, 2015

 

 

Fair Value

 

Valuation Technique

 

Unobservable Input

 

Range

 

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative assets (S&P

    Purchased Options)

 

$

2,138

 

Option pricing model

 

Implied option volatility

 

30.23%- 38.69%

 

 

 

 

 

 

 

Counterparty credit risk

    (based on 5-year credit

    default swap ("CDS")

    spread)

 

72.89%- 72.89%

Servicing assets

 

$

5,791

 

Cash flow valuation

 

Constant prepayment rate

 

4.10% - 10.22%

 

 

 

 

 

 

 

Discount rate

 

10.00% - 12.00%

Derivative liability (S&P

    Embedded Options)

 

$

(2,044)

 

Option pricing model

 

Implied option volatility

 

30.23%- 38.69%

 

 

 

 

 

 

 

Counterparty credit risk (based on 5-year CDS spread)

 

72.89%- 72.89%

Collateral dependant

    impaired loans

 

$

40,893

 

Fair value of property

    or collateral

 

Appraised value less disposition costs

 

20.20% - 27.20%

 

 

 

 

 

 

 

 

 

 

Puerto Rico Electric Power

    Authority line of credit

 

$

173,565

 

Cash flow valuation

 

Discount rate

 

7.25%

 

 

 

 

 

 

 

 

 

 

Other non-collateral dependant  impaired loans

 

 

4,949

 

Cash flow valuation

 

Discount rate

 

4.25% - 9.25%

 

 

 

 

 

 

 

 

 

 

Foreclosed real estate

 

$

81,333

 

Fair value of property

    or collateral

 

Appraised value less disposition costs

 

20.20% - 27.20%

 

 

 

 

 

 

 

 

 

 

Other repossessed assets

 

$

14,661

 

Fair value of property

    or collateral

 

Appraised value less disposition costs

 

20.20% - 27.20%

78


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Information about Sensitivity to Changes in Significant Unobservable Inputs

 

Other debt securities – The significant unobservable inputs used in the fair value measurement of one of the Company’s other debt securities are indicative comparable pricing, option adjusted spread (“OAS”), yield to maturity, and spread to maturity. Significant changes in any of those inputs in isolation would result in a significantly different fair value measurement. Generally, a change in the assumption used for indicative comparable pricing is accompanied by a directionally opposite change in the assumption used for OAS and a directionally, although not equally proportional, opposite change in the assumptions used for yield to maturity and spread to maturity.

Derivative asset (S&P Purchased Options) – The significant unobservable inputs used in the fair value measurement of the Company’s derivative assets related to S&P purchased options are implied option volatility and counterparty credit risk. Significant changes in any of those inputs in isolation would result in a significantly different fair value measurement. Generally, a change in the assumption used for implied option volatility is not necessarily accompanied by directionally similar or opposite changes in the assumption used for counterparty credit risk.

Servicing assets – The significant unobservable inputs used in the fair value measurement of the Company’s servicing assets are constant prepayment rates and discount rates. Changes in one factor may result in changes in another (for example, increases in market interest rates may result in lower prepayments), which may magnify or offset the sensitivities. Mortgage banking activities, a component of total banking and financial service revenue in the consolidated statements of operations, include the changes from period to period in the fair value of the mortgage loan servicing rights, which may result from changes in the valuation model inputs or assumptions (principally reflecting changes in discount rates and prepayment speed assumptions) and other changes, including changes due to collection/realization of expected cash flows.

Derivative liability (S&P Embedded Options) – The significant unobservable inputs used in the fair value measurement of the Company’s derivative liability related to S&P purchased options are implied option volatility and counterparty credit risk. Significant changes in any of those inputs in isolation would result in a significantly different fair value measurement. Generally, a change in the assumption used for implied option volatility is not necessarily accompanied by directionally similar or opposite changes in the assumption used for counterparty credit risk.  

 

Fair Value of Financial Instruments

 

The information about the estimated fair value of financial instruments required by GAAP is presented hereunder. The aggregate fair value amounts presented do not necessarily represent management’s estimate of the underlying value of the Company.

 

The estimated fair value is subjective in nature, involves uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could affect these fair value estimates. The fair value estimates do not take into consideration the value of future business and the value of assets and liabilities that are not financial instruments. Other significant tangible and intangible assets that are not considered financial instruments are the value of long-term customer relationships of retail deposits, and premises and equipment.

79


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The estimated fair value and carrying value of the Company’s financial instruments at June 30, 2015 and December 31, 2014 is as follows:  

 

 

June 30,

 

December 31,

  

2015

 

2014

  

Fair

 

Carrying

 

Fair

 

Carrying

  

Value

 

Value

 

Value

 

Value

 

(In thousands)

Level 1

 

 

 

 

 

 

 

 

 

 

 

Financial Assets:

 

 

 

 

 

 

 

 

 

 

 

    Cash and cash equivalents

$

553,535

 

$

553,535

 

$

573,427

 

$

573,427

    Restricted cash

 

6,086

 

 

6,086

 

 

8,407

 

 

8,407

Level 2

 

 

 

 

 

 

 

 

 

 

 

Financial Assets:

 

 

 

 

 

 

 

 

 

 

 

    Trading securities

 

786

 

 

786

 

 

1,594

 

 

1,594

    Investment securities available-for-sale

 

1,044,319

 

 

1,044,319

 

 

1,216,538

 

 

1,216,538

    Investment securities held-to-maturity

 

547,776

 

 

550,553

 

 

164,154

 

 

162,752

    Federal Home Loan Bank (FHLB) stock

 

20,826

 

 

20,826

 

 

21,169

 

 

21,169

    Other investments

 

3

 

 

3

 

 

3

 

 

3

    Derivative assets

 

2,238

 

 

2,238

 

 

2,552

 

 

2,552

Financial Liabilities:

 

 

 

 

 

 

 

 

 

 

 

    Derivative liabilities

 

8,739

 

 

8,739

 

 

11,221

 

 

11,221

Level 3

 

 

 

 

 

 

 

 

 

 

 

Financial Assets:

 

 

 

 

 

 

 

 

 

 

 

    Total loans (including loans held-for-sale)

 

 

 

 

 

 

 

 

 

 

 

        Non-covered loans, net

 

4,733,607

 

 

4,417,433

 

 

4,563,701

 

 

4,527,735

        Covered loans, net

 

253,902

 

 

222,034

 

 

345,660

 

 

298,911

    Derivative assets

 

2,138

 

 

2,138

 

 

5,555

 

 

5,555

    FDIC indemnification asset

 

12,746

 

 

22,704

 

 

75,969

 

 

97,378

    Accrued interest receivable

 

19,254

 

 

19,254

 

 

21,345

 

 

21,345

    Servicing assets

 

5,791

 

 

5,791

 

 

13,992

 

 

13,992

Financial Liabilities:

 

 

 

 

 

 

 

 

 

 

 

    Deposits

 

4,737,965

 

 

4,749,684

 

 

4,893,247

 

 

4,924,406

    Securities sold under agreements to repurchase

 

1,193,574

 

 

1,161,136

 

 

1,020,621

 

 

980,087

    Advances from FHLB

 

338,033

 

 

333,391

 

 

339,172

 

 

334,331

    Other borrowings

 

1,883

 

 

2,090

 

 

3,979

 

 

4,004

    Subordinated capital notes

 

91,996

 

 

102,109

 

 

104,288

 

 

101,584

    Accrued expenses and other liabilities

 

113,537

 

 

113,537

 

 

133,290

 

 

133,290

    Derivative liabilities

 

2,044

 

 

2,044

 

 

5,477

 

 

5,477

80


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following methods and assumptions were used to estimate the fair values of significant financial instruments at June 30, 2015 and December 31, 2014:

 

•     Cash and cash equivalents (including money market investments and time deposits with other banks), restricted cash, accrued interest receivable, and accrued expenses and other liabilities have been valued at the carrying amounts reflected in the consolidated statements of financial condition as these are reasonable estimates of fair value given the short-term nature of the instruments.

 

•     Investments in FHLB-NY stock are valued at their redemption value.

 

•     The fair value of investment securities, including trading securities and other investments, is based on quoted market prices, when available, or market prices provided by recognized broker-dealers. If listed prices or quotes are not available, fair value is based upon externally developed models that use both observable and unobservable inputs depending on the market activity of the instrument.

 

•     The fair value of the FDIC indemnification asset represents the present value of the net estimated cash payments expected to be received from the FDIC for future losses on covered assets based on the credit assumptions on estimated cash flows for each covered asset pool and the loss sharing percentages. The ultimate collectability of the FDIC indemnification asset is dependent upon the performance of the underlying covered loans, the passage of time and claims paid by the FDIC which are impacted by the Bank’s adherence to certain guidelines established by the FDIC.

 

•     The fair value of servicing asset is estimated by using a cash flow valuation model which calculates the present value of estimated future net servicing cash flows, taking into consideration actual and expected loan prepayment rates, discount rates, servicing costs, and other economic factors, which are determined based on current market conditions.

 

•     The fair values of the derivative instruments are provided by valuation experts and counterparties. Certain derivatives with limited market activity are valued using externally developed models that consider unobservable market parameters. The Company has offered its customers certificates of deposit with an option tied to the performance of the S&P Index, and uses equity indexed option agreements with major broker-dealers to manage its exposure to changes in this index. Their fair value is obtained through the use of an external based valuation that was thoroughly evaluated and adopted by management as its measurement tool for these options. The payoff of these options is linked to the average value of the S&P Index on a specific set of dates during the life of the option. The methodology uses an average rate option or a cash-settled option whose payoff is based on the difference between the expected average value of the S&P Index during the remaining life of the option and the strike price at inception. The assumptions, which are uncertain and require a degree of judgment, include primarily S&P Index volatility, forward interest rate projections, estimated index dividend payout, and leverage.

 

•     Fair value of derivative liabilities, which include interest rate swaps and forward-settlement swaps, are based on the net discounted value of the contractual projected cash flows of both the pay-fixed receive-variable legs of the contracts. The projected cash flows are based on the forward yield curve, and discounted using current estimated market rates.

 

•              The fair value of the covered and non-covered loan portfolio (including loans held-for-sale) is estimated by segregating by type, such as mortgage, commercial, consumer, auto and leasing. Each loan segment is further segmented into fixed and adjustable interest rates and by performing and non-performing categories. The fair value of performing loans is calculated by discounting contractual cash flows, adjusted for prepayment estimates (voluntary and involuntary), if any, using estimated current market discount rates that reflect the credit and interest rate risk inherent in the loan. This fair value is not currently an indication of an exit price as that type of assumption could result in a different fair value estimate. Non-performing loans have been valued at the carrying amounts.

 

 

 

 

81


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

•     The fair value of demand deposits and savings accounts is the amount payable on demand at the reporting date. The fair value of fixed-maturity certificates of deposit is based on the discounted value of the contractual cash flows, using estimated current market discount rates for deposits of similar remaining maturities.

 

•    The fair value of long-term borrowings, which include securities sold under agreements to repurchase, advances from FHLB-NY, other borrowings, and subordinated capital notes, is based on the discounted value of the contractual cash flows using current estimated market discount rates for borrowings with similar terms, remaining maturities and put dates.

 

NOTE 22 BUSINESS SEGMENTS   

 

The Company segregates its businesses into the following major reportable segments of business: Banking, Wealth Management, and Treasury. Management established the reportable segments based on the internal reporting used to evaluate performance and to assess where to allocate resources. Other factors such as the Company’s organization, nature of its products, distribution channels and economic characteristics of the products were also considered in the determination of the reportable segments. The Company measures the performance of these reportable segments based on pre-established goals of different financial parameters such as net income, net interest income, loan production, and fees generated. The Company’s methodology for allocating non-interest expenses among segments is based on several factors such as revenue, employee headcount, occupied space, dedicated services or time, among others. These factors are reviewed on a periodical basis and may change if the conditions warrant. 

 

Banking includes the Bank’s branches and traditional banking products such as deposits and commercial, consumer and mortgage loans. Mortgage banking activities are carried out by the Bank’s mortgage banking division, whose principal activity is to originate mortgage loans for the Company’s own portfolio. As part of its mortgage banking activities, the Company may sell loans directly into the secondary market or securitize conforming loans into mortgage-backed securities.

 

Wealth Management is comprised of the Bank’s trust division, Oriental Financial Services, Oriental Insurance, and OPC. The core operations of this segment are financial planning, money management and investment banking, brokerage services, insurance sales activity, corporate and individual trust and retirement services, as well as retirement plan administration services.

 

The Treasury segment encompasses all of the Company’s asset/liability management activities, such as purchases and sales of investment securities, interest rate risk management, derivatives, and borrowings. Intersegment sales and transfers, if any, are accounted for as if the sales or transfers were to third parties, that is, at current market prices.

82


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Following are the results of operations and the selected financial information by operating segment for the quarters and six-month periods ended June 30, 2015 and 2014:

 

 

Quarter Ended June 30, 2015

  

 

 

 

Wealth

 

 

 

Total Major

 

 

  

 

Consolidated

  

Banking

 

 

Management

 

Treasury

 

Segments

 

Eliminations

 

Total

 

(In thousands)

Interest income

$

90,504

 

$

24

 

$

8,885

 

$

99,413

 

$

-

 

$

99,413

Interest expense

 

(7,110)

 

 

-

 

 

(10,011)

 

 

(17,121)

 

 

-

 

 

(17,121)

Net interest income

 

83,394

 

 

24

 

 

(1,126)

 

 

82,292

 

 

-

 

 

82,292

Provision for non-covered

   loan and lease losses

 

(15,644)

 

 

-

 

 

-

 

 

(15,644)

 

 

-

 

 

(15,644)

Provision for covered

   loan and lease losses

 

105

 

 

-

 

 

-

 

 

105

 

 

-

 

 

105

Non-interest income (loss)

 

(11,713)

 

 

6,893

 

 

164

 

 

(4,656)

 

 

-

 

 

(4,656)

Non-interest expenses

 

(56,844)

 

 

(6,733)

 

 

(860)

 

 

(64,437)

 

 

-

 

 

(64,437)

Intersegment revenue

 

163

 

 

-

 

 

61

 

 

224

 

 

(224)

 

 

-

Intersegment expenses

 

(61)

 

 

(87)

 

 

(76)

 

 

(224)

 

 

224

 

 

-

Income before income taxes

$

(600)

 

$

97

 

$

(1,837)

 

$

(2,340)

 

$

-

 

$

(2,340)

Total assets

$

6,153,663

 

$

21,157

 

$

2,136,293

 

$

8,311,113

 

 

(912,788)

 

$

7,398,325

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarter Ended June 30, 2014

  

 

 

 

Wealth

 

 

 

Total Major

 

 

  

 

Consolidated

  

Banking

 

 

Management

 

Treasury

 

Segments

 

Eliminations

 

Total

 

(In thousands)

Interest income

$

112,971

 

$

46

 

$

12,883

 

$

125,900

 

$

-

 

$

125,900

Interest expense

 

(10,828)

 

 

-

 

 

(8,994)

 

 

(19,822)

 

 

-

 

 

(19,822)

Net interest income

 

102,143

 

 

46

 

 

3,889

 

 

106,078

 

 

-

 

 

106,078

Provision for non-covered

   loan and lease losses

 

(13,220)

 

 

-

 

 

-

 

 

(13,220)

 

 

-

 

 

(13,220)

Provision for covered

   loan and lease losses

 

(1,595)

 

 

-

 

 

-

 

 

(1,595)

 

 

-

 

 

(1,595)

Non-interest income (loss)

 

(6,507)

 

 

7,502

 

 

(488)

 

 

507

 

 

-

 

 

507

Non-interest expenses

 

(49,651)

 

 

(6,367)

 

 

(3,830)

 

 

(59,848)

 

 

-

 

 

(59,848)

Intersegment revenue

 

435

 

 

-

 

 

-

 

 

435

 

 

(435)

 

 

-

Intersegment expenses

 

-

 

 

(327)

 

 

(108)

 

 

(435)

 

 

435

 

 

-

Income before income taxes

$

31,605

 

$

854

 

$

(537)

 

$

31,922

 

$

-

 

$

31,922

Total assets

$

6,508,432

 

$

25,345

 

$

2,089,516

 

$

8,623,293

 

 

(913,148)

 

$

7,710,145

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

83


OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

 

Six-Month Period Ended June 30, 2015

  

 

  

 

Wealth

 

 

  

 

Total Major

 

 

  

 

Consolidated

  

Banking

 

Management

 

Treasury

 

Segments

 

Eliminations

 

Total

 

(In thousands)

Interest income

$

187,986

 

$

47

 

$

18,381

 

$

206,414

 

$

-

 

$

206,414

Interest expense

 

(14,564)

 

 

-

 

 

(19,923)

 

 

(34,487)

 

 

-

 

 

(34,487)

Net interest income

 

173,422

 

 

47

 

 

(1,542)

 

 

171,927

 

 

-

 

 

171,927

Provision for non-covered loan and lease losses

 

(53,027)

 

 

-

 

 

-

 

 

(53,027)

 

 

-

 

 

(53,027)

Provision for covered loan and lease losses, net

 

(4,705)

 

 

-

 

 

-

 

 

(4,705)

 

 

-

 

 

(4,705)

Non-interest income(loss)

 

(13,962)

 

 

13,903

 

 

2,284

 

 

2,225

 

 

-

 

 

2,225

Non-interest expenses

 

(106,156)

 

 

(11,524)

 

 

(3,089)

 

 

(120,769)

 

 

-

 

 

(120,769)

Intersegment revenue

 

707

 

 

-

 

 

160

 

 

866

 

 

(866)

 

 

-

Intersegment expenses

 

(159)

 

 

(518)

 

 

(189)

 

 

(866)

 

 

866

 

 

-

Income before income taxes

$

(3,880)

 

$

1,908

 

$

(2,376)

 

$

(4,349)

 

$

-

 

$

(4,349)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2014

  

 

  

 

Wealth

 

 

  

 

Total Major

 

 

  

 

Consolidated

  

Banking

 

Management

 

Treasury

 

Segments

 

Eliminations

 

Total

 

(In thousands)

Interest income

$

221,602

 

$

86

 

$

27,286

 

$

248,974

 

$

-

 

$

248,974

Interest expense

 

(18,344)

 

 

-

 

 

(21,154)

 

 

(39,498)

 

 

-

 

 

(39,498)

Net interest income

 

203,258

 

 

86

 

 

6,132

 

 

209,476

 

 

-

 

 

209,476

Provision for non-covered loan and lease losses

 

(23,282)

 

 

-

 

 

-

 

 

(23,282)

 

 

-

 

 

(23,282)

Provision for covered loan and lease losses, net

 

(3,224)

 

 

-

 

 

-

 

 

(3,224)

 

 

-

 

 

(3,224)

Non-interest income(loss)

 

(11,603)

 

 

14,024

 

 

3,315

 

 

5,736

 

 

-

 

 

5,736

Non-interest expenses

 

(103,198)

 

 

(11,146)

 

 

(6,908)

 

 

(121,252)

 

 

-

 

 

(121,252)

Intersegment revenue

 

979

 

 

-

 

 

-

 

 

979

 

 

(979)

 

 

-

Intersegment expenses

 

-

 

 

(759)

 

 

(220)

 

 

(979)

 

 

979

 

 

-

Income (loss) before income taxes

$

62,930

 

$

2,205

 

$

2,319

 

$

67,454

 

$

-

 

$

67,454

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

84


       

ITEM 2.         MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

INTRODUCTION

 

The following discussion of the Company’s financial condition and results of operations should be read in conjunction with the “Selected Financial Data” and the Company’s unaudited consolidated financial statements and related notes. This discussion and analysis contains forward-looking statements. Please see “Forward-Looking Statements” and the risk factors set forth in our Form 10-K for the year ended December 31, 2014 (the “2014 Form 10-K”), for discussion of the uncertainties, risks and assumptions associated with these statements.

 

The Company is a publicly-owned financial holding company that provides a full range of banking and financial services through its subsidiaries, including commercial, consumer, auto and mortgage lending; checking and savings accounts; financial planning, insurance and securities brokerage services; and corporate and individual trust and retirement services. The Company operates through three major business segments: Banking, Wealth Management, and Treasury, and distinguishes itself based on quality service. The Company has 52 branches in Puerto Rico and a subsidiary in Boca Raton, Florida. The Company’s long-term goal is to strengthen its banking and financial services franchise by expanding its lending businesses, increasing the level of integration in the marketing and delivery of banking and financial services, maintaining effective asset-liability management, growing non-interest revenue from banking and financial services, and improving operating efficiencies.

 

The Company’s diversified mix of businesses and products generates both the interest income traditionally associated with a banking institution and non-interest income traditionally associated with a financial services institution (generated by such businesses as securities brokerage, fiduciary services, investment banking, insurance agency, and retirement plan administration). Although all of these businesses, to varying degrees, are affected by interest rate and financial market fluctuations and other external factors, the Company’s commitment is to continue producing a balanced and growing revenue stream.

 

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of financial statements in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make a number of judgments, estimates and assumptions that affect the reported amount of assets, liabilities, income and expenses in the consolidated financial statements. Understanding our accounting policies and the extent to which we use management judgment and estimates in applying these policies is integral to understanding our financial statements. We provide a summary of our significant accounting policies in “Note 1—Summary of Significant Accounting Policies” of our 2014 Form 10-K.

In the “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” section of our 2014 Form 10-K, we identified the following accounting policies as critical because they require significant judgments and assumptions about highly complex and inherently uncertain matters and the use of reasonably different estimates and assumptions could have a material impact on our reported results of operations or financial condition:

 

 

 

Business combination

 

 

 

Allowance for loan and lease losses

 

 

Financial instruments

 

 

           

We evaluate our critical accounting estimates and judgments on an ongoing basis and update them as necessary based on changing conditions. Management has reviewed and approved these critical accounting policies and has discussed its judgments and assumptions with the Audit Committee of our Board of Directors. As part of the Company’s continuous enhancement to the allowance for loan and lease losses methodology, during the quarter ended June 30, 2015, an assessment of the look-back period and historical loss factor was performed for auto and leasing and consumer and commercial loan portfolios.  The analysis was based on the trends observed and their relation with the economic cycle as of the period ended June 30, 2015.  As a result, for the commercial portfolio, the look-back period was changed to 36 months from the previously determined 12 months.  For auto and leasing and consumer, a look back period of 24 months was maintained.  In addition, during the quarter ended June 30, 2015, an assessment of environmental factors was performed for commercial, auto, and consumer portfolios. As a result, the environmental factors continue to reflect our assessment of the impact to our portfolio, taking into consideration the current evolution of the portfolio and expected impact, due to recent economic developments, changes in values of collateral and delinquencies, among others. These changes in the allowance for loan and lease losses’ look-back period and the result of the assessment in economic factors for the commercial, auto, and consumer

85


       

portfolios are considered a change in accounting estimate as per ASC 250-10 provisions, where adjustments should be made prospectively.  As part from these changes, there have been no other material changes in the methods used to formulate these critical accounting estimates from those discussed in our 2014 Form 10-K.

 

OVERVIEW OF FINANCIAL PERFORMANCE

 

SELECTED FINANCIAL DATA

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Quarter Ended June 30,

 

 

Six-Month Period Ended June 30,

 

 

 

 

 

 

 

Variance

 

 

 

 

 

 

 

 

Variance

 

2015

 

2014

 

%

 

 

2015

 

2014

 

%

EARNINGS DATA:

(In thousands, except per share data)

Interest income

$

99,413

 

$

125,900

 

-21.0%

 

 

$

206,414

 

$

248,974

 

-17.1%

Interest expense

 

17,121

 

 

19,822

 

-13.6%

 

 

 

34,487

 

 

39,498

 

-12.7%

    Net interest income

 

82,292

 

 

106,078

 

-22.4%

 

 

 

171,927

 

 

209,476

 

-17.9%

Provision for non-covered loan and lease losses

 

15,644

 

 

13,220

 

18.3%

 

 

 

53,027

 

 

23,282

 

127.8%

Provision for covered loan and lease losses, net

 

(105)

 

 

1,595

 

-106.6%

 

 

 

4,705

 

 

3,224

 

45.9%

    Total provision for loan and lease losses, net

 

15,539

 

 

14,815

 

4.9%

 

 

 

57,732

 

 

26,506

 

117.8%

        Net interest income after provision for loan

            and lease losses

 

66,753

 

 

91,263

 

-26.9%

 

 

 

114,195

 

 

182,970

 

-37.6%

Non-interest income

 

(4,656)

 

 

507

 

-1018.3%

 

 

 

2,225

 

 

5,736

 

-61.2%

Non-interest expenses

 

64,437

 

 

59,848

 

7.7%

 

 

 

120,769

 

 

121,252

 

-0.4%

    (Loss) income before taxes

 

(2,340)

 

 

31,922

 

-107.3%

 

 

 

(4,349)

 

 

67,454

 

-106.4%

Income tax expense (benefit)

 

769

 

 

10,613

 

-92.8%

 

 

 

1,748

 

 

22,398

 

-92.2%

    Net (loss) income

 

(3,109)

 

 

21,309

 

-114.6%

 

 

 

(6,097)

 

 

45,056

 

-113.5%

Less: dividends on preferred stock

 

(3,466)

 

 

(3,466)

 

153.0%

 

 

 

(6,931)

 

 

(6,931)

 

153.0%

    (Loss) income available to common shareholders

$

(6,575)

 

$

17,843

 

-136.8%

 

 

$

(13,028)

 

$

38,125

 

-134.2%

PER SHARE DATA:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Basic

$

(0.15)

 

$

0.40

 

-137.3%

 

 

$

(0.29)

 

$

0.84

 

-134.6%

  Diluted

$

(0.15)

 

$

0.38

 

-139.3%

 

 

$

(0.29)

 

$

0.80

 

-136.7%

Average common shares outstanding

 

44,505

 

 

45,014

 

-1.1%

 

 

 

44,569

 

 

45,170

 

-1.3%

Average common shares outstanding and equivalents

 

51,774

 

 

52,352

 

-1.1%

 

 

 

51,876

 

 

52,476

 

-1.1%

Cash dividends declared per common share

$

0.10

 

$

0.08

 

25.4%

 

 

$

0.20

 

$

0.16

 

25.4%

Cash dividends declared on common shares

$

4,457

 

$

3,560

 

25.2%

 

 

$

8,920

 

$

7,218

 

23.6%

PERFORMANCE RATIOS:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Return on average assets (ROA)

 

-0.17%

 

 

1.10%

 

-115.4%

 

 

 

-0.17%

 

 

1.14%

 

-114.5%

  Return on average tangible common equity

 

-3.93%

 

 

10.96%

 

-135.9%

 

 

 

-3.84%

 

 

11.89%

 

-132.3%

  Return on average common equity (ROE)

 

-3.44%

 

 

9.54%

 

-136.1%

 

 

 

-3.37%

 

 

10.32%

 

-132.7%

  Equity-to-assets ratio

 

12.32%

 

 

12.00%

 

2.7%

 

 

 

12.32%

 

 

12.00%

 

2.7%

  Efficiency ratio

 

63.39%

 

 

47.89%

 

32.4%

 

 

 

57.37%

 

 

48.99%

 

17.1%

  Interest rate spread

 

4.68%

 

 

5.91%

 

-20.8%

 

 

 

4.91%

 

 

5.78%

 

-15.1%

  Interest rate margin

 

4.92%

 

 

6.10%

 

-19.4%

 

 

 

5.14%

 

 

5.96%

 

-13.7%

86


       

SELECTED FINANCIAL DATA - (Continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,

 

December 31,

 

Variance

 

2015

 

2014

 

%

PERIOD END BALANCES AND CAPITAL RATIOS:

(In thousands, except per share data)

Investments and loans

 

 

 

 

 

 

 

    Investment securities

$

1,616,487

 

$

1,402,056

 

15.3%

    Loans and leases not covered under shared-loss

        agreements with the FDIC, net

 

4,417,433

 

 

4,527,735

 

-2.4%

    Loans and leases covered under shared-loss

        agreements with the FDIC, net

 

222,034

 

 

298,911

 

-25.7%

        Total investments and loans

$

6,255,954

 

$

6,228,702

 

0.4%

Deposits and borrowings

 

 

 

 

 

 

 

    Deposits

$

4,749,684

 

$

4,924,406

 

-3.5%

    Securities sold under agreements to repurchase

 

1,161,136

 

 

980,087

 

18.5%

    Other borrowings

 

437,590

 

 

439,919

 

-0.5%

        Total deposits and borrowings

$

6,348,410

 

$

6,344,412

 

0.1%

Stockholders’ equity

 

 

 

 

 

 

 

    Preferred stock

$

176,000

 

$

176,000

 

0.0%

    Common stock

 

52,626

 

 

52,626

 

0.0%

    Additional paid-in capital

 

539,669

 

 

539,311

 

0.1%

    Legal surplus

 

69,934

 

 

70,467

 

-0.8%

    Retained earnings

 

159,737

 

 

181,152

 

-11.8%

    Treasury stock, at cost

 

(100,668)

 

 

(97,070)

 

-3.7%

    Accumulated other comprehensive income

 

14,301

 

 

19,711

 

-27.4%

        Total stockholders' equity

$

911,599

 

$

942,197

 

-3.2%

Per share data

 

 

 

 

 

 

 

    Book value per common share

$

16.81

 

$

17.40

 

-3.4%

    Tangible book value per common share

$

14.67

 

$

15.25

 

-3.8%

    Market price at end of period

$

10.67

 

$

16.65

 

-35.9%

Capital ratios

 

 

 

 

 

 

 

    Leverage capital

 

11.05%

 

 

10.61%

 

4.1%

    Tier 1 common equity to risk-weighted assets

 

N/A

 

 

11.88%

 

N/A

    Common equity Tier 1 capital ratio

 

12.25%

 

 

N/A

 

N/A

    Tier 1 risk-based capital

 

15.85%

 

 

16.02%

 

-1.1%

    Total risk-based capital

 

17.41%

 

 

17.57%

 

-0.9%

Financial assets managed

 

 

 

 

 

 

 

    Trust assets managed

$

2,793,489

 

$

2,841,111

 

-1.7%

    Broker-dealer assets gathered

$

2,554,825

 

$

2,622,001

 

-2.6%

87


       

FINANCIAL HIGHLIGHTS OF THE SECOND QUARTER OF 2015

 

During the second quarter of 2015, the Company reported a loss to common shareholders of $6.6 million, or $0.15 per share, compared to a loss of $6.5 million, or $0.14 per share, in the first quarter of 2015, and to a profit of $17.8 million, or $0.38 per share diluted, in the second quarter of 2014.

 

When compared to the first quarter of 2015, this quarter was adversely affected by:

 

·         Absence of $4.2 million decrease in tax free interest income from loans to Puerto Rico Electric Power Authority (“PREPA”) and Puerto Rico Aqueduct and Sewer Authority (PRASA). The $200 million PREPA loan was placed on non-accrual status in the first quarter of 2015. While it continues to perform, interest payments are being used to reduce the principal amount. The $75 million remaining balance of the PRASA loan was paid-off on June 1, 2015.

·         $10.2 million increase in the FDIC commercial loss share amortization related to the scheduled expiration of the Eurobank loss share coverage for commercial loans.

·         $4.5 million of additional loss in other real estate owned (“OREO”) due to revised collateral values as part of the Company’s ongoing and proactive de-risking efforts.

  

The foregoing adverse items were partially offset by a $26.7 million decline in total provision for loan and lease losses, which had an after tax impact of $21.3 million. This reflects management’s determination that no PREPA provision other than the $24 million recorded in the first quarter of 2015, because the government utility and its creditors are actively working on a repayment agreement. Additionally, no additional provision was required on FDIC-covered commercial loans, compared to $4.8 million recorded in the first quarter of 2015.

 

In the second quarter of 2015, net interest margin declined to 4.92%.

The efficiency ratio increased to 63.39%. Tangible book value and book value per common share decreased to $14.67 and $16.81, respectively, from $15.12 and $17.25 in the preceding quarter.

The credit balances of the Puerto Rico central government and its public corporations with the Company declined 20.7% to $301.3 million at June 30, 2015 from $380.1 million at March 31, 2015.  This excludes $214.0 million in term loans to five Puerto Rico municipalities, which are separate local governmental entities with their own sources of tax revenues.

  

 

Interest Income

 

Total interest income decreased by $26.4 million to $99.4 million, compared to $125.9 million in the second quarter of 2014, reflecting the transition in our loan portfolio as originated loans with more normal yields grow as higher-yielding acquired loans decrease, due to repayments and maturities. The yield on interest-earning assets decreased to 5.94% in the second quarter of 2015 from 7.24% in the same quarter of 2014.

 

Interest Expense

 

Total interest expense decreased by 13.6% in the second quarter of 2015 as compared to the same period in 2014. Such decrease reflects the lower cost of deposits before fair value premium amortization and core deposit intangible amortization (0.65% vs. 0.87%). Such lower cost reflects continuing progress in the repricing of the Company’s core retail deposits and other reductions in its cost of funds.

 

Net Interest Income

 

Net interest income decreased $23.8 million for the second quarter of 2015. Such decrease reflects a decrease in net interest margin of 118 basis points to 4.92% when compared to the second quarter of 2014.

 

88


       

Provision for Loan and Lease Losses

 

Provision for loan and lease losses increased $723 thousand to $15.5 million when compared to $14.8 million for the second quarter of 2014, reflecting an increase of $2.4 million to $15.6 million in provision for non-covered loan and lease losses. No provision was required on FDIC covered commercial loans for the second quarter of 2015, compared to $1.6 million for the same period in 2014. No additional provision was required to the PREPA loan of credit for the second quarter of 2015.

 

Non-Interest Income

 

Core banking and wealth management revenues increased to $19.4 million as compared to the same period in 2014, primarily reflecting an increase of $308 thousand and $217 thousand in mortgage banking service revenues and banking service revenues, respectively, and a decrease of $51 thousand in wealth management revenue.

 

The fluctuation in the FDIC shared-loss expense of $22.5 million, compared to $17.5 million for the same period in 2014, resulted from the ongoing evaluation of expected cash flows of the covered loan portfolio, which resulted in reduced projected losses expected to be collected from the FDIC and the improved accretable yield on the covered loans.

 

Other non-interest loss of $847 thousand, compared to income of $224 thousand for the same period in 2014, is primarily from the recognition of a $835 thousand loss, in the sale of mortgage servicing rights during the second quarter of 2015. During the first quarter of 2015, the Company recognized a $1.9 million loss in the valuation of the mortgage servicing assets, as part of servicing asset sale transaction.

 

Non-Interest Expense

 

Non-interest expense of $64.4 million, increased $4.6 million or 7.7% compared to the same period in 2014, primarily reflecting an increase in foreclosure, repossession and other real estate expenses of $3.7 million, mostly from the $4.5 million loss on the revision of collateral values as part of the Company’s de-risking efforts during the second quarter of 2015. The Company’s efficiency ratio for the second quarter of 2015 was 63.39%, compared to 47.89% for the same period in 2014.

 

Income Tax Expense

  

Income tax expense was $769 thousand, compared to $10.6 million for the same period in 2014. Decrease in income tax expense reflects the net loss before income taxes of $2.3 million for the second quarter ended June 30, 2015, compared to net income before income taxes of $31.9 million for the year ago quarter.

 

(Loss) Income Available to Common Shareholders

 

The Company’s loss to common shareholders amounted to $6.6 million, compared to net income available to common shareholders of $17.8 million for the same period in 2014. Loss per basic common share and fully diluted common share was $0.15 for both, compared to income per basic common share and fully diluted common share of $0.40 and $0.38, respectively, for the second quarter of 2014.

 

Interest Earning Assets

 

The loan portfolio declined to $4.639 billion at June 30, 2015, compared to $4.725 billion at March 31, 2015, primarily due to repayments and maturities. This reduction primarily reflects the $75.0 million repayment by PRASA. The investment portfolio of $1.616 billion at June 30, 2015 increased 22.4% compared to $1.321 billion at March 31, 2015.

 

Interest Bearing Liabilities

 

Total deposits amounted to $4.750 billion at June 30, 2015, a decrease of 3.0% compared to $4.894 billion at March 31, 2015. Demand and savings deposits decreased 5.19% to $3.187 billion. Cost of deposits, which averaged 0.65% at June 30, 2015 and 0.70% at March 31, 2015, continue to decrease.

 

89


       

Stockholders’ Equity

 

Stockholders’ equity at June 30, 2015 was $911.6 million compared to $942.2 million at December 31, 2014, a decrease of 3.2%. This reflects a decrease of $21.4 million in retained earnings and a decrease of $5.4 million on accumulated other comprehensive income. Book value per share was $16.81 at June 30, 2015 compared to $17.40 at December 31, 2014.

 

The Company maintains capital ratios in excess of regulatory requirements. At June 30, 2015, Tier 1 Leverage Capital Ratio was 11.05% December 31, 2014 – 10.61%), Tier 1 Risk-Based Capital Ratio was 15.84% (December 31, 2014 – 16.02%), and Total Risk-Based Capital Ratio was 17.40% (December 31, 2014 – 17.57%). Common Equity Tier 1 capital ratio under the new capital rules was 12.25% at June 30, 2015.

 

Return on Average Assets and Common Equity

 

Return on average common equity (“ROE”) was (3.44%) compared to 9.54% for the quarter ended June 30, 2014. Return on average assets (“ROA”) was (0.17%) compared to 1.10% for the same period in 2014. Both decreases reflect the net loss for the second quarter of 2015.

 

Assets under Management

 

At June 30, 2015, total assets managed by the Company’s trust division and OPC decreased to $2.793 billion compared to $2.912 billion at March 31, 2015. At June 30, 2015, total assets gathered by the securities broker-dealer subsidiary from its customer investment accounts decreased by 3.9% to $2.555 billion, compared to $2.660 billion at March 31, 2015. Changes in trust and broker-dealer related assets primarily reflect a decrease in portfolio balances and fluctuations in market values.

 

Lending

 

Total loan production of $286.7 million increased by 29.4% compared to the same period in 2014. Total commercial loan production of $120.5 million increased by 165.2% from $45.4 million for the same period in 2014.

 

Mortgage loan production of $64.8 million increased by 24.7% from $52.0 million for the same period in 2014, as the Company continued to capture market share formerly held by Doral Bank.

 

In the aggregate, consumer loan and auto and leasing production totaled $101.4 million, a decrease of 18.3% from the same period in 2014. Such decrease is mostly due to a decrease of 31.33% in auto production.

 

Total loan portfolio declined by $85.1 million from $4.725 billion at March 31, 2015 to $4.639 billion at June 30, 2015, mostly as the result of scheduled pay downs and maturities in both the non-covered and covered loan portfolios. In addition, this reflects the $75.0 million repaid by PRASA as we continue to decrease our exposure to the Puerto Rico government.

  

Credit Quality on Non-Covered Loans

 

Net credit losses, excluding acquired loans, increased $1.4 million to $7.7 million, representing 1.06% of average non-acquired loans outstanding versus 0.96% in the same period in 2014.  The allowance for loan and lease losses on non-covered loans at June 30, 2015, increased to $102.9 million compared to $96.4 million at March 31, 2015. The allowances for loan and lease losses, excluding acquired loans, increased to $79.0 million (2.71% of total non-covered loans, excluding acquired loans) at June 30, 2015, compared to $76.8 million (2.64% of total non-covered loans, excluding acquired loans) at March 31, 2015.

 

Non-performing loans (“NPLs”), which exclude loans covered under shared-loss agreements with the FDIC and loans acquired in the BBVAPR Acquisition accounted under ASC 310-30, decreased slightly to $312.2 million at June 30, 2015 compared to $313.1 million at March 31, 2015.

 

 

 

90


       

Non-GAAP Measures

 

The Company uses certain non-GAAP measures of financial performance to supplement the unaudited consolidated financial statements presented in accordance with GAAP. The Company presents non-GAAP measures that management believes are useful and meaningful to investors. Non-GAAP measures do not have any standardized meaning, are not required to be uniformly applied, and are not audited. Therefore, they are unlikely to be comparable to similar measures presented by other companies. The presentation of non-GAAP measures is not intended to be a substitute for, and should not be considered in isolation from, the financial measures reported in accordance with GAAP.

 

The Company’s management has reported and discussed the results of operations herein both on a GAAP basis and on a pre-tax pre-provision operating income basis (defined as net interest income, plus banking and financial services revenue, less non-interest expenses, as calculated on the table below). The Company’s management believes that, given the nature of the items excluded from the definition of pre-tax pre-provision operating income, it is useful to state what the results of operations would have been without them so that investors can see the financial trends from the Company’s continuing business.

 

During the quarter ended June 30, 2015, the Company’s pre-tax pre-provision operating income decreased 42.8% to $37.2 million as compared to $65.1 million for the same period in 2014. Pre-tax pre-provision operating income is calculated as follows:

  

 

 

Quarter Ended June 30,

 

 

 

Six-Month Period Ended June 30,

 

2015

 

2014

 

 

 

2015

 

 

2014

 

(In thousands)

 

 

 

(In thousands)

PRE-TAX PRE-PROVISION OPERATING INCOME

 

 

 

 

 

 

 

 

 

 

 

 

    Net interest income

$

82,292

 

$

106,078

 

 

$

171,927

 

$

209,476

    Core non-interest income:

 

 

 

 

 

 

 

 

 

 

 

 

        Banking service revenue

 

10,212

 

 

9,995

 

 

 

20,417

 

 

20,552

        Wealth management revenue

 

7,285

 

 

7,336

 

 

 

14,440

 

 

14,203

        Mortgage banking activities

 

1,862

 

 

1,554

 

 

 

3,725

 

 

3,249

            Total core non-interest income

 

19,359

 

 

18,885

 

 

 

38,582

 

 

38,004

        Non-interest expenses

 

64,437

 

 

59,848

 

 

 

120,769

 

 

121,252

                Total pre-tax pre-provision operating income

$

37,214

 

$

65,115

 

 

$

89,740

 

$

126,228

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tangible common equity consists of common equity less goodwill, core deposit intangibles and customer relationship intangible. Tangible book value per common share consists of tangible common equity divided by common stock outstanding at the end of the period. Ratios of tangible common equity to total assets, tangible common equity to risk-weighted assets, total equity to risk-weighted assets, tier 1 common equity to risk-weighted assets, and common equity tier 1 to risk-weighted assets and tangible book value per common share are non-GAAP measures.

 

At June 30, 2015, tangible common equity to total assets decreased to 8.80% from 9.29% and tangible common equity to risk-weighted assets decreased to13.05% from 13.46% at March 31, 2015. Total equity to risk-weighted assets decreased to 18.27% from 18.67% at March 31, 2015.

 

Management and many stock analysts use tangible common equity in conjunction with more traditional bank capital ratios to compare the capital adequacy of banking organizations. Tangible common equity or related measures should not be considered in isolation or as a substitute for stockholders’ equity, total assets or any other measure calculated in accordance with GAAP.

  

91


       

ANALYSIS OF RESULTS OF OPERATIONS

 

The following tables show major categories of interest-earning assets and interest-bearing liabilities, their respective interest income, expenses, yields and costs, and their impact on net interest income due to changes in volume and rates for the quarters and six-month periods ended June 30, 2015 and 2014:

 

TABLE 1 - QUARTERLY ANALYSIS OF NET INTEREST INCOME AND CHANGES DUE TO VOLUME/RATE

FOR THE QUARTERS ENDED JUNE 30, 2015 AND 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Interest

 

Average rate

 

Average balance

 

June

 

June

 

June

 

June

 

June

 

June

 

2015

 

2014

 

2015

2014

 

2015

 

2014

 

(Dollars in thousands)

A - TAX EQUIVALENT SPREAD

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-earning assets

$

99,413

 

$

125,900

 

5.94%

 

7.24%

 

$

6,708,519

 

$

6,972,133

Tax equivalent adjustment

 

3,811

 

 

9,926

 

0.23%

 

0.57%

 

 

-

 

 

-

Interest-earning assets - tax equivalent

 

103,224

 

 

135,826

 

6.18%

 

7.81%

 

 

6,708,519

 

 

6,972,133

Interest-bearing liabilities

 

17,121

 

 

19,822

 

1.26%

 

1.33%

 

 

5,452,804

 

 

5,985,225

Tax equivalent net interest income / spread

 

86,103

 

 

116,004

 

4.92%

 

6.50%

 

 

1,255,715

 

 

986,908

Tax equivalent interest rate margin

 

 

 

 

 

 

5.15%

 

6.67%

 

 

 

 

 

 

B - NORMAL SPREAD

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment securities

 

8,587

 

 

12,606

 

2.33%

 

3.64%

 

 

1,476,867

 

 

1,393,523

Interest bearing cash and money market investments

 

322

 

 

351

 

0.27%

 

0.25%

 

 

483,507

 

 

559,230

        Total investments

 

8,909

 

 

12,957

 

1.84%

 

2.69%

 

 

1,960,374

 

 

1,952,753

Loans not covered under shared-loss agreements

    with the FDIC:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Originated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage

 

9,698

 

 

10,341

 

4.97%

 

5.36%

 

 

782,753

 

 

773,425

Commercial

 

14,375

 

 

16,451

 

4.32%

 

5.46%

 

 

1,333,276

 

 

1,209,346

Consumer

 

4,953

 

 

3,641

 

10.32%

 

9.92%

 

 

192,572

 

 

147,230

Auto and leasing

 

15,213

 

 

12,650

 

9.86%

 

10.47%

 

 

618,746

 

 

484,536

        Total originated non-covered loans

 

44,239

 

 

43,083

 

6.06%

 

6.61%

 

 

2,927,347

 

 

2,614,537

Acquired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage

 

8,813

 

 

9,363

 

5.57%

 

5.37%

 

 

634,794

 

 

698,720

Commercial

 

11,770

 

 

18,959

 

9.49%

 

11.35%

 

 

497,422

 

 

669,983

Consumer

 

3,445

 

 

3,992

 

16.91%

 

13.84%

 

 

81,713

 

 

115,676

Auto

 

9,479

 

 

12,667

 

10.23%

 

8.80%

 

 

371,494

 

 

577,114

        Total acquired non-covered loans

 

33,507

 

 

44,981

 

8.48%

 

8.75%

 

 

1,585,422

 

 

2,061,493

        Total non-covered loans

 

77,746

 

 

88,064

 

6.91%

 

7.55%

 

 

4,512,769

 

 

4,676,030

Loans covered under shared loss agreements with the FDIC

 

12,758

 

 

24,879

 

21.74%

 

29.06%

 

 

235,376

 

 

343,350

            Total loans

 

90,504

 

 

112,943

 

7.65%

 

9.03%

 

 

4,748,145

 

 

5,019,380

                Total interest earning assets

 

99,413

 

 

125,900

 

5.94%

 

7.24%

 

 

6,708,519

 

 

6,972,133

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

92


       

 

Interest

 

 

Average rate

 

Average balance

 

June

 

June

 

 

June

June

June

 

June

 

2015

 

2014

 

 

2015

 

2014

 

2015

 

2014

 

(Dollars in thousands)

Interest-bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Now Accounts

 

1,073

 

 

2,207

 

 

0.38%

 

0.61%

 

 

1,144,931

 

 

1,443,824

Savings and money market

 

1,662

 

 

2,192

 

 

0.51%

 

0.75%

 

 

1,300,001

 

 

1,168,911

Individual retirement accounts

 

600

 

 

940

 

 

0.85%

 

1.14%

 

 

283,587

 

 

329,584

Retail certificates of deposits

 

1,326

 

 

1,741

 

 

1.31%

 

1.30%

 

 

405,302

 

 

535,203

        Total core deposits

 

4,661

 

 

7,080

 

 

0.60%

 

0.82%

 

 

3,133,821

 

 

3,477,522

Institutional deposits

 

698

 

 

1,290

 

 

1.00%

 

1.58%

 

 

280,930

 

 

327,660

Brokered deposits

 

1,085

 

 

1,468

 

 

0.76%

 

0.83%

 

 

571,950

 

 

709,374

        Total wholesale deposits

 

1,783

 

 

2,758

 

 

0.84%

 

1.07%

 

 

852,880

 

 

1,037,034

 

 

6,444

 

 

9,838

 

 

0.65%

 

0.87%

 

 

3,986,701

 

 

4,514,556

Deposits fair value premium amortization

 

(131)

 

 

(1,010)

 

 

0.00%

 

0.00%

 

 

-

 

 

-

Core deposit intangible amortization

 

292

 

 

336

 

 

0.00%

 

0.00%

 

 

-

 

 

-

            Total deposits

 

6,605

 

 

9,164

 

 

0.66%

 

0.81%

 

 

3,986,701

 

 

4,514,556

Borrowings:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities sold under agreements to repurchase

 

7,394

 

 

7,372

 

 

2.91%

 

2.93%

 

 

1,020,077

 

 

1,010,000

Advances from FHLB and other borrowings

 

2,248

 

 

2,289

 

 

2.62%

 

2.55%

 

 

344,088

 

 

360,130

Subordinated capital notes

 

875

 

 

996

 

 

3.44%

 

3.97%

 

 

101,938

 

 

100,539

        Total borrowings

 

10,517

 

 

10,657

 

 

2.88%

 

2.91%

 

 

1,466,103

 

 

1,470,669

            Total interest bearing liabilities

 

17,122

 

 

19,821

 

 

1.26%

 

1.33%

 

 

5,452,804

 

 

5,985,225

Net interest income / spread

$

82,292

 

$

106,078

 

 

4.68%

 

5.91%

 

 

 

 

 

 

Interest rate margin

 

 

 

 

 

 

 

4.92%

 

6.10%

 

 

 

 

 

 

Excess of average interest-earning assets

    over average interest-bearing liabilities

 

 

 

 

 

 

 

 

 

 

 

$

1,255,715

 

$

986,908

Average interest-earning assets to average

    interest-bearing liabilities ratio

 

 

 

 

 

 

 

 

 

 

 

 

123.03%

 

 

116.49%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

C - CHANGES IN NET INTEREST INCOME DUE TO:

 

 

 

 

 

 

 

 

Volume

 

Rate

 

Total

 

 

 

 

 

 

 

 

 

(In thousands)

 

 

 

 

 

 

 

 

Interest Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments

$

51

 

$

(4,099)

 

$

(4,048)

 

 

 

 

 

 

 

 

Loans

 

(10,899)

 

 

(11,539)

 

 

(22,438)

 

 

 

 

 

 

 

 

        Total interest income

 

(10,848)

 

 

(15,638)

 

 

(26,486)

 

 

 

 

 

 

 

 

Interest Expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

(1,072)

 

 

(1,488)

 

 

(2,560)

 

 

 

 

 

 

 

 

Repurchase agreements

 

74

 

 

(52)

 

 

22

 

 

 

 

 

 

 

 

Other borrowings

 

(104)

 

 

(58)

 

 

(162)

 

 

 

 

 

 

 

 

        Total interest  expense

 

(1,102)

 

 

(1,598)

 

 

(2,700)

 

 

 

 

 

 

 

 

Net Interest Income

$

(9,746)

 

$

(14,040)

 

$

(23,786)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

93


       

TABLE 1/A - YEAR-TO-DATE ANALYSIS OF NET INTEREST INCOME AND CHANGES DUE TO VOLUME/RATE

FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2015 AND 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Interest

 

Average rate

 

Average balance

 

June

 

June

 

June

 

June

 

June

 

June

 

2015

 

2014

 

2015

2014

 

2015

 

2014

 

(Dollars in thousands)

A - TAX EQUIVALENT SPREAD

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-earning assets

$

206,413

 

$

248,974

 

6.17%

 

7.08%

 

$

6,741,247

 

$

7,093,560

Tax equivalent adjustment

 

20,756

 

 

13,033

 

0.62%

 

0.37%

 

 

-

 

 

-

Interest-earning assets - tax equivalent

 

227,169

 

 

262,007

 

6.80%

 

7.45%

 

 

6,741,247

 

 

7,093,560

Interest-bearing liabilities

 

34,486

 

 

39,498

 

1.26%

 

1.30%

 

 

5,499,113

 

 

6,124,709

Tax equivalent net interest income / spread

 

192,683

 

 

222,509

 

5.53%

 

6.16%

 

 

1,242,134

 

 

968,851

Tax equivalent interest rate margin

 

 

 

 

 

 

5.76%

 

6.33%

 

 

 

 

 

 

B - NORMAL SPREAD

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment securities

 

17,746

 

 

26,690

 

2.54%

 

3.58%

 

 

1,409,926

 

 

1,503,772

Trading securities

 

36

 

 

75

 

6.15%

 

8.06%

 

 

1,181

 

 

1,876

Interest bearing cash and money market investments

 

645

 

 

635

 

0.25%

 

0.22%

 

 

523,649

 

 

574,509

        Total investments

 

18,427

 

 

27,400

 

1.92%

 

2.66%

 

 

1,934,756

 

 

2,080,157

Loans not covered under shared-loss agreements

    with the FDIC:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Originated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage

 

19,908

 

 

20,799

 

5.11%

 

5.49%

 

 

785,029

 

 

763,400

Commercial

 

31,329

 

 

30,797

 

4.85%

 

5.33%

 

 

1,301,367

 

 

1,165,891

Consumer

 

9,538

 

 

6,780

 

10.28%

 

9.92%

 

 

187,049

 

 

137,787

Auto and leasing

 

29,747

 

 

23,639

 

9.89%

 

10.56%

 

 

606,819

 

 

451,488

        Total originated non-covered loans

 

90,522

 

 

82,015

 

6.34%

 

6.57%

 

 

2,880,264

 

 

2,518,566

Acquired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage

 

17,800

 

 

18,732

 

5.59%

 

5.35%

 

 

642,063

 

 

705,992

Commercial

 

26,342

 

 

37,671

 

10.34%

 

10.79%

 

 

513,950

 

 

704,082

Consumer

 

6,634

 

 

8,209

 

15.64%

 

13.48%

 

 

85,541

 

 

122,806

Auto

 

18,426

 

 

26,680

 

8.65%

 

8.78%

 

 

429,618

 

 

612,551

        Total acquired non-covered loans

 

69,202

 

 

91,292

 

8.35%

 

8.58%

 

 

1,671,173

 

 

2,145,431

        Total non-covered loans

 

159,724

 

 

173,307

 

7.08%

 

7.49%

 

 

4,551,437

 

 

4,663,997

Loans covered under shared loss agreements with the FDIC

 

28,262

 

 

48,267

 

22.35%

 

27.86%

 

 

255,053

 

 

349,406

            Total loans

 

187,986

 

 

221,574

 

7.89%

 

8.91%

 

 

4,806,491

 

 

5,013,403

                Total interest earning assets

 

206,413

 

 

248,974

 

6.17%

 

7.08%

 

 

6,741,247

 

 

7,093,560

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

94


       

 

Interest

 

 

Average rate

 

Average balance

 

June

 

June

 

 

June

 

June

 

June

 

June

 

2015

 

2014

 

 

2015

 

2014

 

2015

 

2014

 

(Dollars in thousands)

Interest-bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Now Accounts

$

2,354

 

$

4,531

 

 

0.39%

 

0.63%

 

$

1,202,621

 

$

1,451,547

Savings and money market

 

3,396

 

 

4,488

 

 

0.52%

 

0.79%

 

 

1,307,141

 

 

1,148,918

Individual retirement accounts

 

1,371

 

 

1,998

 

 

0.95%

 

1.20%

 

 

289,877

 

 

336,175

Retail certificates of deposits

 

2,733

 

 

3,681

 

 

1.32%

 

1.34%

 

 

416,608

 

 

553,527

Institutional deposits

 

1,497

 

 

2,699

 

 

1.11%

 

1.54%

 

 

272,991

 

 

352,456

        Total core deposits

 

11,351

 

 

17,397

 

 

0.66%

 

0.91%

 

 

3,489,238

 

 

3,842,623

Brokered deposits

 

2,251

 

 

2,984

 

 

0.77%

 

0.82%

 

 

586,986

 

 

730,349

 

 

13,602

 

 

20,381

 

 

0.67%

 

0.90%

 

 

4,076,224

 

 

4,572,972

Deposits fair value premium amortization

 

(479)

 

 

(2,908)

 

 

0.00%

 

0.00%

 

 

-

 

 

-

Core deposit intangible amortization

 

585

 

 

670

 

 

0.00%

 

0.00%

 

 

-

 

 

-

            Total deposits

 

13,708

 

 

18,143

 

 

0.68%

 

0.80%

 

 

4,076,224

 

 

4,572,972

Borrowings:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities sold under agreements to repurchase

 

14,559

 

 

14,784

 

 

3.00%

 

2.75%

 

 

979,950

 

 

1,082,968

Advances from FHLB and other borrowings

 

4,484

 

 

4,583

 

 

2.65%

 

2.51%

 

 

340,709

 

 

367,953

Subordinated capital notes

 

1,735

 

 

1,988

 

 

3.44%

 

3.99%

 

 

101,808

 

 

100,357

        Total borrowings

 

20,778

 

 

21,355

 

 

2.95%

 

2.78%

 

 

1,422,467

 

 

1,551,278

            Total interest bearing liabilities

 

34,486

 

 

39,498

 

 

1.26%

 

1.30%

 

 

5,498,691

 

 

6,124,250

Net interest income / spread

$

171,927

 

$

209,476

 

 

4.91%

 

5.78%

 

 

 

 

 

 

Interest rate margin

 

 

 

 

 

 

 

5.14%

 

5.96%

 

 

 

 

 

 

Excess of average interest-earning assets over

    average interest-bearing liabilities

 

 

 

 

 

 

 

 

 

 

 

$

1,242,580

 

$

969,310

Average interest-earning assets to average

    interest-bearing liabilities ratio

 

 

 

 

 

 

 

 

 

 

 

 

122.60%

 

 

115.83%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

C - CHANGES IN NET INTEREST INCOME DUE TO:

 

 

 

 

 

 

 

 

Volume

 

Rate

 

Total

 

 

 

 

 

 

 

 

 

(In thousands)

 

 

 

 

 

 

 

 

Interest Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments

$

(1,915)

 

$

(7,058)

 

$

(8,973)

 

 

 

 

 

 

 

 

Loans

 

(17,217)

 

 

(16,371)

 

 

(33,588)

 

 

 

 

 

 

 

 

        Total interest income

 

(19,132)

 

 

(23,429)

 

 

(42,561)

 

 

 

 

 

 

 

 

Interest Expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

(1,971)

 

 

(2,464)

 

 

(4,435)

 

 

 

 

 

 

 

 

Repurchase agreements

 

(1,406)

 

 

1,181

 

 

(225)

 

 

 

 

 

 

 

 

Other borrowings

 

(362)

 

 

10

 

 

(352)

 

 

 

 

 

 

 

 

        Total interest  expense

 

(3,739)

 

 

(1,273)

 

 

(5,012)

 

 

 

 

 

 

 

 

Net Interest Income

$

(15,393)

 

$

(22,156)

 

$

(37,549)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

95


       

Net Interest Income

 

Comparison of quarters ended June 30, 2015 and 2014

 

Net interest income of $82.3 million decreased 22.42% compared with $106.1 million reported in the same quarter of 2014, reflecting a decrease of 21.0% in interest income from loans and a decrease of 33.3% in interest income from investments.

 

Interest rate spread decreased 123 basis points from 5.91% to 4.68%. This decrease is mainly due to the net effect of a 130 basis points decrease in the average yield of interest-earning assets from 7.24% to 5.94%.

 

Interest income decreased to $99.4 million from $125.9 million in the same quarter in 2014. Such decrease reflects decreases of $10.8 million and $15.6 million in the volume and interest rate, respectively, on interest-earning assets. Interest income from loans decreased 19.9% to $90.5 million, reflecting a decrease in both, volume and interest rate of $10.9 million and $11.5 million, respectively, primarily due to the $4.1 million decrease in interest income from loans to PREPA, which was placed in non-accrual at the end of the first quarter of 2015, and PRASA, which was paid off during the second quarter of 2015, and to lower acquired loan balances and yields. Originated loans interest income increased 2.7% to $44.2 million as balances grew 12.0% and yield contracted 55 basis points to 6.06%. Acquired non-covered loans interest income fell 25.5% to $33.5 million as balances declined 23.1% and yield reduced 27 basis points to 8.48%. Covered loans interest income fell 48.7% to $12.8 million as balances declined 31.4% and yield reduced 732 basis points to 21.7%. Interest income from investments decreased 31.2% to $8.9 million, reflecting a decrease in interest rate of $4.1 million. Such decrease in interest income from investments reflects a higher premium amortization on existing securities.

 

Interest expense decreased 13.6% to $17.1 million, primarily because of a $1.1 million decrease in the volume of interest-bearing liabilities and decrease of $1.6 million in interest rate. The decrease in interest-bearing liabilities is mostly due to the decrease in deposits volume of $1.1 million and in interest rate of $1.5 million. The cost of deposits before fair value amortization and core deposit intangible amortization decreased 22 basis points to 0.65% for the second quarter of 2015, compared to 0.87% for the same quarter of 2014. Cost of borrowings decreased 3 basis points to 2.88% from 2.91%.

 

The average balance of total interest-earning assets was $6.709 billion, a decrease of 3.8% from the same period in 2014.  The decrease in average balance of interest-earning assets was mainly attributable to a decrease of 12% in average loans.

 

Comparison of six-month periods  ended June 30, 2015 and 2014

 

Net interest income of $171.9 million decreased 17.9% compared with $209.5 million reported in the six-month periods of 2014, reflecting a decrease of 15.2% in interest income from loans and a decrease of 32.7% in interest income from investments.

 

Interest rate spread decreased 87 basis points from 5.78% to 4.91%. This decrease is mainly due to the net effect of a 91 basis points decrease in the average yield of interest-earning assets from 7.08% to 6.17%.

 

Interest income decreased to $206.4 million from $249.0 million in the same period in 2014. Such decrease reflects decreases of $19.1 million and $23.4 million in the volume and in interest rate, respectively, of interest-earning assets. Interest income from loans decreased 15.2% to $188.0 million, reflecting a decrease in both, volume and interest rate of $17.2 million and $16.4 million, respectively, primarily due to the $4.1 million decrease in interest income from loans to PREPA, which was placed in non-accrual at the end of the first quarter of 2015, and PRASA, which was paid off during the second quarter of 2015, and to lower acquired loan balances and yields. Originated loans interest income increased 10.4% to $90.5 million as balances grew 14.4% and yield contracted 23 basis points to 6.34%. Acquired non-covered loans interest income fell 24.2% to $69.2 million as balances declined 22.1% and yield reduced 23 basis points to 8.35%. Covered loans interest income fell 41.4% to $28.3 million as balances declined 27.0% and yield reduced 551 basis points to 22.35%. Interest income from investments decreased 32.7% to $18.4 million, reflecting a decrease in both, volume and interest rate of $1.9 million and $7.1 million, respectively. Such decrease in interest income from investments reflects a decrease in investment securities from redemptions, maturities and sales, and higher premium amortization on existing securities.

 

 

 

96


       

Interest expense decreased 12.7% to $34.5 million, primarily because of a $3.7 million decrease in the volume of interest-bearing liabilities and an decrease of $1.3 million in interest rate. The decrease in interest-bearing liabilities is mostly due to the decrease in deposits volume and interest rate of $1.9 million and $2.4 million, respectively, and a decrease in repurchase agreements volume of $1.4 million which was partially offset by an increase in interest rate of $1.1 million. The cost of deposits before fair value amortization and core deposit intangible amortization decreased 23 basis points to 0.67% for the second quarter of 2015, compared to 0.90% for the same quarter of 2014. The decrease in the cost of deposits was partially offset by an increase in the cost of borrowings, which increased 17 basis points to 2.95% from 2.78%.

 

The average balance of total interest-earning assets was $6.741 billion, a decrease of 5.0% from the same period in 2014.  The decrease in average balance of interest-earning assets was mainly attributable to a decrease of 7.0% in average investments and a decrease of 4.1% in average loans.

 

TABLE 2 - NON-INTEREST INCOME SUMMARY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarter Ended

 

 

 

 

Six-Month Period Ended

 

 

 

June 30,

 

 

 

June 30,

 

 

  

2015

 

2014

 

Variance

 

2015

 

2014

 

Variance

 

(Dollars in thousands)

 

 

 

(Dollars in thousands)

 

 

Banking service revenue

$

10,212

 

$

9,995

 

2.2%

 

$

20,417

 

$

20,552

 

-0.7%

Wealth management revenue

 

7,285

 

 

7,336

 

-0.7%

 

 

14,440

 

 

14,203

 

1.7%

Mortgage banking activities

 

1,862

 

 

1,554

 

19.8%

 

 

3,725

 

 

3,249

 

14.7%

    Total banking and financial service revenue

 

19,359

 

 

18,885

 

2.5%

 

 

38,582

 

 

38,004

 

1.5%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FDIC shared-loss expense, net:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

            FDIC indemnification asset expense

 

(22,512)

 

 

(17,499)

 

-28.6%

 

 

(34,733)

 

 

(35,121)

 

1.1%

            Change in true-up payment obligation

 

(733)

 

 

(856)

 

14.4%

 

 

(1,596)

 

 

(1,721)

 

7.3%

 

 

(23,245)

 

 

(18,355)

 

-26.6%

 

 

(36,329)

 

 

(36,842)

 

1.4%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net gain (loss) on:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Sale of securities available for sale

 

-

 

 

-

 

0.0%

 

 

2,572

 

 

4,366

 

-41.1%

    Derivatives

 

77

 

 

(247)

 

131.2%

 

 

(13)

 

 

(470)

 

97.2%

Other non-interest (loss) income

 

(847)

 

 

224

 

-478.1%

 

 

(2,587)

 

 

678

 

-481.6%

 

 

(24,015)

 

 

(18,378)

 

-30.7%

 

 

(36,357)

 

 

(32,268)

 

-12.7%

Total non-interest income, net

$

(4,656)

 

$

507

 

-1018.3%

 

$

2,225

 

$

5,736

 

-61.2%

 

Non-Interest Income

 

Non-interest income is affected by the level of trust assets under management, transactions generated by clients’ financial assets serviced by the securities broker-dealer and insurance agency subsidiaries, the level of mortgage banking activities, and the fees generated from loans and deposit accounts. It is also affected by the FDIC shared-loss expense, which varies depending on the results of the on-going evaluation of expected cash flows of the loan portfolio acquired in the FDIC-assisted acquisition. In addition, it is affected by the amount of securities, derivatives and trading transactions.

 

Comparison of quarters ended June 30, 2015 and 2014

 

As shown in Table 2 above, the Company recorded a non-interest loss in the amount of $4.7 million, compared to an income of $507 thousand for the same period in 2014, a decrease of 1018.3%, or $5.1 million.

 

The FDIC shared-loss expense, net, increased to $23.2 million as compared to $18.4 million for the same period in 2014, which primarily resulted from the increase of the FDIC commercial loss share amortization related to the expiration of the non-single family loss share coverage by the FDIC. The increase is also related to the ongoing evaluation of expected cash flows of the covered loan portfolio and from changes in the fair value of the true-up payment obligation (also known as a clawback liability). The majority of the FDIC indemnification asset was recorded for projected claimable losses on non-single family residential loans whose loss share period was effective until June 30, 2015, although the recovery share period extends for an additional three-year period.  The FDIC indemnification asset expense increased to $22.5 million from $17.5 million compared with the same quarter in 2014. The true-up

97


       

payment obligation decreased slightly to $733 thousand as compared to $856 thousand for the same quarter in 2014. The true-up payment obligation may increase if actual and expected losses decline. The Company measures the true-up payment obligation at fair value.  Notwithstanding the expiration of loss share coverage a non-single family loans, on July 2, 2015, the Company entered into an agreement with the FDIC pursuant to which the FDIC concurred with a potential sale of a pool of loss share assets covered under the non-single family loss share agreement. Pursuant to such agreement, the FDIC agreed to pay up to $20 million in loss share coverage with respect to the aggregate loss resulting from any portfolio sale within 120 days of the agreement.

 

Banking service revenue, which consists primarily of fees generated by deposit accounts, electronic banking services, and customer services, increased 2.2% to $10.2 million, from $10.0 million for the same period in 2014. The increase is mainly due to higher customer service revenues and checking account fees.

 

Wealth management revenue, which consists of commissions and fees from fiduciary activities, and securities brokerage and insurance activities, remained at $7.3 million.

 

Income generated from mortgage banking activities increased 19.8% to $1.9 million, compared to $1.6 million for the same quarter in 2014. The increase in mortgage banking activities is mainly due to higher servicing income, higher cost or market adjustment made to mortgage loans held-for-sale and an increase in sales, partially offset by higher losses in repurchased loans, when compared to same period in 2014.

 

Other non-interest income declined $1.1 million, mainly related to the sale of mortgage servicing rights consisting of loans owned by GNMA and sold to Scotiabank Puerto Rico for approximately $7.0 million, which closed during the second quarter of 2015. The Company recognized an additional loss of $835 thousand during the quarter related to this transaction.

 

Comparison of six-month periods ended June 30, 2015 and 2014

 

The Company recorded non-interest income in the amount of $2.2 million, compared to $5.7 million for the same period in 2014, a decrease of 61.2%, or $3.5 million.

 

The FDIC shared-loss expense, net, decreased to $36.3 million as compared to $36.8 million for the same period in 2014, which resulted from the ongoing evaluation of expected cash flows of the covered loan portfolio and from changes in the fair value of the true-up payment obligation. The FDIC indemnification asset expense decreased to $34.7 million from $35.1 million compared with the same period in 2014. The true-up payment obligation decreased to $1.6 million as compared to $1.7 million for the same period in 2014. The true-up payment obligation may increase if actual and expected losses decline. The Company measures the true-up payment obligation at fair value.

 

Banking service revenue, which consists primarily of fees generated by deposit accounts, electronic banking services, and customer services, decreased to $20.4 million, from $20.5 million for the same period in 2014. The decrease is mainly due to lower checking account fees of $687 thousand, lower combined cycle fees, non-sufficient funds and overdrawn fees of $695 thousand as customers shift to the “Cuenta Libre” deposit product, a decrease in branch service commissions from safe deposit box fees of $194 thousand, and a decrease of $208 thousand in lease servicing and other loan fees mainly from auto loans, partially offset by higher electronic banking fees of $1.2 million.

 

Wealth management revenue, which consists of commissions and fees from fiduciary activities, and securities brokerage and insurance activities, increased 1.7% to $14.4 million, compared to $14.2 million for the same period in 2014. Such increase is mostly due to an increase of $409 thousand from insurance income, offset by a decrease of $236 thousand in broker-dealer commissions.

 

Income generated from mortgage banking activities increased 14.7% to $3.7 million, compared to $3.2 million for the same period in 2014. The increase in mortgage banking activities is mainly due to higher servicing income, higher cost or market adjustment made to mortgage loans held-for-sale and an increase in sales, partially offset by higher losses in repurchased loans, when compared to same period in 2014.

 

Gains from the sale of securities were $2.6 million compared to $4.4 million for the same period in 2014. Losses from derivative activities were $13 thousand, compared to $470 thousand for the same period in 2014.

 

98


       

Other non-interest income declined $3.3 million, mainly related to the sale of mortgage servicing rights consisting of loans owned by GNMA and sold to Scotiabank Puerto Rico for approximately $7.0 million, which closed during the second quarter of 2015. The Company recognized a loss of $2.7 million related to this transaction.

 

TABLE 3 - NON-INTEREST EXPENSES SUMMARY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarter Ended

 

Six-Month Period Ended

 

 

  

June 30,

 

June 30,

 

 

  

2015

 

2014

 

Variance %

 

2015

 

2014

 

Variance %

 

(Dollars in thousands)

 

 

 

(Dollars in thousands)

 

 

Compensation and employee benefits

$

19,260

 

$

20,707

 

-7.0%

 

$

39,440

 

$

42,494

 

-7.2%

Professional and service fees

 

4,143

 

 

3,512

 

18.0%

 

 

8,324

 

 

7,719

 

7.8%

Occupancy and equipment

 

8,883

 

 

8,605

 

3.2%

 

 

17,519

 

 

16,914

 

3.6%

Insurance

 

2,251

 

 

2,333

 

-3.5%

 

 

4,204

 

 

4,407

 

-4.6%

Electronic banking charges

 

5,851

 

 

4,796

 

22.0%

 

 

11,218

 

 

9,449

 

18.7%

Information technology expenses

 

1,543

 

 

1,485

 

3.9%

 

 

2,997

 

 

3,300

 

-9.2%

Advertising, business promotion, and strategic initiatives

 

1,558

 

 

1,669

 

-6.7%

 

 

3,186

 

 

3,450

 

-7.7%

Foreclosure, repossession and other real estate expenses

 

10,337

 

 

6,656

 

55.3%

 

 

15,783

 

 

13,043

 

21.0%

Loan servicing and clearing expenses

 

2,594

 

 

1,669

 

55.4%

 

 

4,947

 

 

3,728

 

32.7%

Taxes, other than payroll and income taxes

 

2,703

 

 

3,776

 

-28.4%

 

 

4,182

 

 

7,511

 

-44.3%

Communication

 

770

 

 

813

 

-5.3%

 

 

1,460

 

 

1,770

 

-17.5%

Printing, postage, stationery and supplies

 

582

 

 

645

 

-9.8%

 

 

1,219

 

 

1,200

 

1.6%

Director and investor relations

 

289

 

 

293

 

-1.4%

 

 

583

 

 

544

 

7.2%

Other operating expenses

 

3,673

 

 

2,889

 

27.1%

 

 

5,707

 

 

5,723

 

-0.3%

Total non-interest expenses

$

64,437

 

$

59,848

 

7.7%

 

$

120,769

 

$

121,252

 

-0.4%

Relevant ratios and data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Efficiency ratio

 

63.39%

 

 

47.89%

 

 

 

 

57.37%

 

 

48.99%

 

 

    Compensation and benefits to

        non-interest expense

 

29.89%

 

 

34.60%

 

 

 

 

32.66%

 

 

35.05%

 

 

    Compensation to average total assets owned

 

1.05%

 

 

1.07%

 

 

 

 

1.07%

 

 

1.08%

 

 

    Average number of employees

 

1,509

 

 

1,566

 

 

 

 

1,509

 

 

1,559

 

 

    Average compensation per employee

$

12.8

 

$

13.2

 

 

 

$

26.1

 

$

27.3

 

 

   Average loans per average employee

$

3,147

 

$

3,205

 

 

 

$

3,185

 

$

3,216

 

 

99


       

Non-Interest Expenses

 

Comparison of quarters ended June 30, 2015 and 2014

Non-interest expense for the quarter was $64.4 million, representing an increase of 7.7% compared to $59.8 million in the same quarter of the previous year.

Foreclosure, repossession and other real estate expenses increased 55.3% to $10.3 million, as compared to $6.7 million in the same period of the previous year, principally due to a $2.9 million increase in other real estate owned and mortgage properties markdowns, as part of ongoing and proactive de-risking efforts.

Electronic banking charges increased 22.0% to $5.9 million, mostly due to the increase in expenses related to merchant business and card interchange transactions resulting from the continued growth of our banking business.

Loan servicing and clearing expenses increased 55.4% or $925 thousand to $2.6 million from $1.7 million for the same quarter in 2014, mainly to an increase of $901 thousand in servicing expenses.

The increases in the foregoing non-interest expenses were partially offset by decreases in compensation and employee benefits and in taxes, other than payroll and income taxes.

Compensation and employee benefits decreased 7.0% to $19.3 million from $20.7 million for the second quarter of 2014. The decrease is due mainly to lower salaries and lower benefits as a result of a headcount reduction.

Taxes, other than payroll and income taxes decreased by $1.1 million or 28.4%, mostly due to a decrease of $1.3 million in the local gross receipts tax that was repealed for taxable years commencing after December 31, 2014.

Efficiency ratio was 63.39% compared to 47.89% for the same period in 2014. The efficiency ratio measures how much of the Company’s revenues is used to pay operating expenses. The Company computes its efficiency ratio by dividing non-interest expenses by the sum of its net interest income and non-interest income, but excluding gains on the sale of investment securities, derivatives gains or losses, credit-related other-than-temporary impairment losses, FDIC shared-loss expense, losses on the early extinguishment of debt, other gains and losses, and other income that may be considered volatile in nature. Management believes that the exclusion of those items permits consistent comparability. Amounts presented as part of non-interest (losses) income that are excluded from the efficiency ratio computation amounted to losses of $24.0 million, compared to $18.4 million for the same quarter of 2014.

 

Comparison of six-month periods ended June 30, 2015 and 2014

Non-interest expense for the six-month period was $120.8 million, representing a decrease of 0.4% compared to $121.3 million in the same period of the previous year.

Compensation and employee benefits decreased 7.2% to $39.4 million from $42.5 million for the same period of 2014. The decrease is due mainly to lower salaries and lower benefits as a result of a headcount reduction from 1,559 to 1,509 as a result of the voluntary early retirement program offered by the Company in December 2014 for qualified employees as a cost savings initiative.

Taxes, other than payroll and income taxes decreased by $3.3 million or 44.32%, mostly due to a decrease of $3.9 million in the local gross receipts tax that was repealed for taxable years commencing after December 31, 2014.

The decreases in the foregoing non-interest expenses were partially offset by increases in foreclosure, repossession and other real estate, electronic banking charges and loan servicing and clearing expenses.

Foreclosure, repossession and other real estate expenses increased 21.01% to $15.8 million, as compared to $13.0 million in the same period for the previous year, principally due to a $3.0 million increase in other real estate owned and mortgage properties markdowns, as part of our ongoing and proactive de-risking efforts.

100


       

Electronic banking charges increased 18.7% to $11.2 million, mostly due to the increase in expenses related to merchant business and card interchange transactions resulting from the continued growth of our banking business.

Loan servicing and clearing expenses increased 32.7% or $1.2 million to $4.9 million from $3.7 million for the same period in 2014, mainly due to an increase of $850 thousand in servicing expenses and $327 thousand in mortgage servicing migration.

Efficiency ratio was 57.37% compared to 48.99% for the same period in 2014. The efficiency ratio measures how much of the Company’s revenues is used to pay operating expenses. The Company computes its efficiency ratio by dividing non-interest expenses by the sum of its net interest income and non-interest income, but excluding gains on the sale of investment securities, derivatives gains or losses, credit-related other-than-temporary impairment losses, FDIC shared-loss expense, losses on the early extinguishment of debt, other gains and losses, and other income that may be considered volatile in nature. Management believes that the exclusion of those items permits consistent comparability. Amounts presented as part of non-interest (losses) income that are excluded from the efficiency ratio computation amounted to losses of $36.4 million, compared to $32.3 million for the same period of 2014.

 

Provision for Loan and Lease Losses

 

Comparison of quarters ended June 30, 2015 and 2014

 

Provision for non-covered loan and lease losses increased 18.33%, or $2.4 million, to $15.6 million from $13.2 million when compared with the same period in 2014. Management determined that no additional PREPA provision was required on the PREPA line of credit due to the ongoing active negotiation of a repayment agreement.

Management also determined that no additional provision was required on FDIC covered commercial loans for the second quarter of 2015, compared to $1.6 million for the same quarter of 2014, as loss-share agreement with the FDIC for non-single family loans was in effect until June 30, 2015.

  

Based on an analysis of the credit quality and the composition of the Company’s loan portfolio, management determined that the provision for the quarter was adequate in order to maintain the allowance for loan and lease losses at an adequate level to provide for probable losses based upon an evaluation of known and inherent risks.

 

Provision for non-covered loans, excluding acquired loans, increased 33.9% to $10.0 million from $7.4 million when compared with the same quarter in 2014.

 

Total charge-offs on non-covered loans, excluding acquired loans, increased 33.1% to $11.8 million, as compared to $8.9 million for the same quarter in 2014.  Auto and leasing charge-offs increased $1.7 million to $7.7 million and consumer charge-offs increased $912 thousand to $2.3 million.

 

Total recoveries on non-covered loans, excluding acquired loans, increased from $1.1 million to $3.8 million. As a result, the recoveries to charge-offs ratio increased from 30.41% to 31.95%. Net credit losses, excluding acquired loans, increased $1.9 million to $8.0 million, representing 1.10% of average non-covered loans outstanding versus 0.94% for the same quarter in 2014, annualized.

 

The non-covered acquired loans accounted for under ASC 310-20 required a provision for loan and lease losses of $1.5 million, as compared to $2.6 million for the same period in 2014.

 

Non-covered acquired loans accounted for under ASC 310-30 required a provision for loan and lease losses of $4.2 million, as compared to $3.2 million for the same quarter in 2014. No provision was required on FDIC covered commercial loans for the second quarter of 2015, compared to $1.6 million for the same quarter in 2014. The provision for loan and lease losses for loans accounted for under ASC 310-30 reflects the Company’s revision of the expected cash flows in the covered loan portfolio considering actual experiences and changes in the Company’s expectations for the remaining terms of the loan pools.

 

 

 

101


       

Comparison of six-month periods ended June 30, 2015 and 2014

 

Provision for non-covered loan and lease losses increased 127.8%, or $29.7 million, to $53.0 million from $23.3 million when compared with the same period in 2014.  Such increase was primarily due to the classification of $200 million participation in the PREPA line of credit on non-accrual status and the recognition of a $24.0 million provision for loan and lease losses on such line during the first quarter of 2015.

Provision for covered loan and lease losses increased 45.9% to $4.7 million from $3.2 million when compared to the same period in 2014.  Provision for the six-month period ended in 2015 included an additional $3.5 million provision for covered loan and lease losses related to the commercial shared loss coverage with the FDIC, which was effective until June 30, 2015.

  

Based on an analysis of the credit quality and the composition of the Company’s loan portfolio, management determined that the provision for the six-month period ended June 30, 2015 was adequate in order to maintain the allowance for loan and lease losses at an adequate level to provide for probable losses based upon an evaluation of known and inherent risks.

 

Provision for non-covered loans, excluding acquired loans, increased 236.0% to $43.9 million from $13.1 million when compared with the same period in 2014. This was the result of the aforementioned $24.0 million provision for loan and lease losses taken on the PREPA line of credit during the first quarter of 2015.

 

Total charge-offs on non-covered loans, excluding acquired loans, increased 50.3% to $24.0 million, as compared to $16.0 million for the same period in 2014.  Auto and leasing charge-offs increased $5.2 million to $15.8 million and consumer charge-offs increased $1.8 million to $4.0 million.

 

Total recoveries increased from $4.5 million to $7.7 million. As a result, the recoveries to charge-offs ratio increased from 28.13% to 32.14%. Net credit losses, excluding acquired loans, increased $4.8 million to $16.3 million, representing 1.15% of average non-covered loans outstanding versus 0.91% for the same period in 2014, annualized.

 

The non-covered acquired loans accounted for under ASC 310-20 required a provision for loan and lease losses of $4.3 million, as compared to $6.8 million for the same period in 2014.

 

Non-covered acquired loans accounted for under ASC 310-30 required a provision for loan and lease losses of $4.9 million, as compared to $3.4 million for the same period in 2014. Provision for covered loan and lease losses was $4.7 million, compared to $3.2 million for the same period in 2014. The provision for loan and lease losses for loans accounted for under ASC 310-30 reflects the Company’s revision of the expected cash flows in the covered loan portfolio considering actual experiences and changes in the Company’s expectations for the remaining terms of the loan pools.

 

Income Taxes

 

Comparison of quarters ended June 30, 2015 and 2014

 

Income tax expense decreased $9.8 million to $769 thousand, compared to $10.6 million for the same quarter in 2014. Decrease in income tax expense reflects the net loss before income taxes of $2.3 million for the quarter, compared to net income before income taxes of $32.0 million for the year ago quarter.

 

Comparison of six-month periods ended June 30, 2015 and 2014

 

Income tax expense decreased $20.7 million to $1.7 million, compared to $22.4 million for the same period in 2014. Decrease in income tax expense reflects the net loss before income taxes of $4.3 million for the six-month period ended June 30, 2015, compared to net income before income taxes of $67.5 million for the year ago six-month period.

102


       

Business Segments

The Company segregates its businesses into the following major reportable segments: Banking, Wealth Management, and Treasury. Management established the reportable segments based on the internal reporting used to evaluate performance and to assess where to allocate resources. Other factors such as the Company’s organization, nature of its products, distribution channels and economic characteristics of the products were also considered in the determination of the reportable segments. The Company measures the performance of these reportable segments based on pre-established goals of different financial parameters such as net income, net interest income, loan production, and fees generated. The Company’s methodology for allocating non-interest expenses among segments is based on several factors such as revenue, employee headcount, occupied space, dedicated services or time, among others.  Following are the results of operations and the selected financial information by operating segment for the quarters and six-month periods ended June 30, 2015 and 2014:

  

 

 

Quarter Ended June 30, 2015

  

 

 

 

Wealth

 

 

 

Total Major

 

 

  

 

Consolidated

  

Banking

 

 

Management

 

Treasury

 

Segments

 

Eliminations

 

Total

 

(In thousands)

Interest income

$

90,504

 

$

24

 

$

8,885

 

$

99,413

 

$

-

 

$

99,413

Interest expense

 

(7,110)

 

 

-

 

 

(10,011)

 

 

(17,121)

 

 

-

 

 

(17,121)

Net interest income

 

83,394

 

 

24

 

 

(1,126)

 

 

82,292

 

 

-

 

 

82,292

Provision for non-covered

   loan and lease losses

 

(15,644)

 

 

-

 

 

-

 

 

(15,644)

 

 

-

 

 

(15,644)

Provision for covered

   loan and lease losses

 

105

 

 

-

 

 

-

 

 

105

 

 

-

 

 

105

Non-interest income (loss)

 

(11,713)

 

 

6,893

 

 

164

 

 

(4,656)

 

 

-

 

 

(4,656)

Non-interest expenses

 

(56,844)

 

 

(6,733)

 

 

(860)

 

 

(64,437)

 

 

-

 

 

(64,437)

Intersegment revenue

 

163

 

 

-

 

 

61

 

 

224

 

 

(224)

 

 

-

Intersegment expenses

 

(61)

 

 

(87)

 

 

(76)

 

 

(224)

 

 

224

 

 

-

Income before income taxes

$

(600)

 

$

97

 

$

(1,837)

 

$

(2,340)

 

$

-

 

$

(2,340)

Total assets

$

6,153,663

 

$

21,157

 

$

2,136,293

 

$

8,311,113

 

 

(912,788)

 

$

7,398,325

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarter Ended June 30, 2014

  

 

 

 

Wealth

 

 

 

Total Major

 

 

  

 

Consolidated

  

Banking

 

 

Management

 

Treasury

 

Segments

 

Eliminations

 

Total

 

(In thousands)

Interest income

$

112,971

 

$

46

 

$

12,883

 

$

125,900

 

$

-

 

$

125,900

Interest expense

 

(10,828)

 

 

-

 

 

(8,994)

 

 

(19,822)

 

 

-

 

 

(19,822)

Net interest income

 

102,143

 

 

46

 

 

3,889

 

 

106,078

 

 

-

 

 

106,078

Provision for non-covered

   loan and lease losses

 

(13,220)

 

 

-

 

 

-

 

 

(13,220)

 

 

-

 

 

(13,220)

Provision for covered

   loan and lease losses

 

(1,595)

 

 

-

 

 

-

 

 

(1,595)

 

 

-

 

 

(1,595)

Non-interest income (loss)

 

(6,507)

 

 

7,502

 

 

(488)

 

 

507

 

 

-

 

 

507

Non-interest expenses

 

(49,651)

 

 

(6,367)

 

 

(3,830)

 

 

(59,848)

 

 

-

 

 

(59,848)

Intersegment revenue

 

435

 

 

-

 

 

-

 

 

435

 

 

(435)

 

 

-

Intersegment expenses

 

-

 

 

(327)

 

 

(108)

 

 

(435)

 

 

435

 

 

-

Income before income taxes

$

31,605

 

$

854

 

$

(537)

 

$

31,922

 

$

-

 

$

31,922

Total assets

$

6,508,432

 

$

25,345

 

$

2,089,516

 

$

8,623,293

 

 

(913,148)

 

$

7,710,145

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

103


       

 

Six-Month Period Ended June 30, 2015

  

 

  

 

Wealth

 

 

  

 

Total Major

 

 

  

 

Consolidated

  

Banking

 

Management

 

Treasury

 

Segments

 

Eliminations

 

Total

 

(In thousands)

Interest income

$

187,986

 

$

47

 

$

18,381

 

$

206,414

 

$

-

 

$

206,414

Interest expense

 

(14,564)

 

 

-

 

 

(19,923)

 

 

(34,487)

 

 

-

 

 

(34,487)

Net interest income

 

173,422

 

 

47

 

 

(1,542)

 

 

171,927

 

 

-

 

 

171,927

Provision for non-covered loan and lease losses

 

(53,027)

 

 

-

 

 

-

 

 

(53,027)

 

 

-

 

 

(53,027)

Provision for covered loan and lease losses, net

 

(4,705)

 

 

-

 

 

-

 

 

(4,705)

 

 

-

 

 

(4,705)

Non-interest income(loss)

 

(13,962)

 

 

13,903

 

 

2,284

 

 

2,225

 

 

-

 

 

2,225

Non-interest expenses

 

(106,156)

 

 

(11,524)

 

 

(3,089)

 

 

(120,769)

 

 

-

 

 

(120,769)

Intersegment revenue

 

707

 

 

-

 

 

160

 

 

866

 

 

(866)

 

 

-

Intersegment expenses

 

(159)

 

 

(518)

 

 

(189)

 

 

(866)

 

 

866

 

 

-

Income before income taxes

$

(3,880)

 

$

1,908

 

$

(2,376)

 

$

(4,349)

 

$

-

 

$

(4,349)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Month Period Ended June 30, 2014

  

 

  

 

Wealth

 

 

  

 

Total Major

 

 

  

 

Consolidated

  

Banking

 

Management

 

Treasury

 

Segments

 

Eliminations

 

Total

 

(In thousands)

Interest income

$

221,602

 

$

86

 

$

27,286

 

$

248,974

 

$

-

 

$

248,974

Interest expense

 

(18,344)

 

 

-

 

 

(21,154)

 

 

(39,498)

 

 

-

 

 

(39,498)

Net interest income

 

203,258

 

 

86

 

 

6,132

 

 

209,476

 

 

-

 

 

209,476

Provision for non-covered loan and lease losses

 

(23,282)

 

 

-

 

 

-

 

 

(23,282)

 

 

-

 

 

(23,282)

Provision for covered loan and lease losses, net

 

(3,224)

 

 

-

 

 

-

 

 

(3,224)

 

 

-

 

 

(3,224)

Non-interest income(loss)

 

(11,603)

 

 

14,024

 

 

3,315

 

 

5,736

 

 

-

 

 

5,736

Non-interest expenses

 

(103,198)

 

 

(11,146)

 

 

(6,908)

 

 

(121,252)

 

 

-

 

 

(121,252)

Intersegment revenue

 

979

 

 

-

 

 

-

 

 

979

 

 

(979)

 

 

-

Intersegment expenses

 

-

 

 

(759)

 

 

(220)

 

 

(979)

 

 

979

 

 

-

Income (loss) before income taxes

$

62,930

 

$

2,205

 

$

2,319

 

$

67,454

 

$

-

 

$

67,454

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comparison of quarters ended June 30, 2015 and 2014

 

Banking

Net interest income of the Company’s Banking segment decreased $18.7 million for the second quarter of 2015, or 18.4%, reflecting a decrease of 19.9% in interest income from loans. Interest income from loans reflects a decrease in both, volume and interest rate by $10.9 million and $11.5 million, respectively, primarily due to a decrease of $4.1 million in interest income from loans to PREPA, which was placed in non-accrual at the end of the first quarter of 2015, and PRASA, which was paid off during the second quarter of 2015, and to lower acquired loan balances and yields.

 

Provision for non-covered loans losses increased $2.4 million when compared to $13.2 million for the second quarter of 2014. During the second quarter of 2015 no provision was registered, representing a decrease of 107% when compared to the second quarter of 2014, as a result of the commercial shared loss coverage with the FDIC that ended on June 30, 2015.

 

Banking service revenue, which consists primarily of fees generated by deposit accounts, electronic banking services, and customer services, slightly increased 2.2% to $10.2 million, from $10.0 million for the same period in 2014. The increase is mainly due to higher customer service revenues and checking account fees.

104


       

 

During the quarter ended June 30, 2015, the Company recognized a loss of $835 thousand related to the sale of its mortgage servicing rights to Scotiabank Puerto Rico. It is included as other non-interest (loss) income.

 

During the second quarter of 2015 the FDIC indemnification asset expense increased by $5.0 million to $22.5 million from $17.5 million for the quarter in 2014. The majority of the FDIC indemnification asset is recorded for projected claimable losses whose loss share period was in effect until June 30, 2015, although the recovery share period extends for an additional three-year period. During the second quarter of 2015, the true-up payment obligation decreased by $123 thousand when compared to an $856 thousand decrease in the same quarter in 2014. The true-up payment obligation may increase if actual and expected losses decline.

 

Non-interest expense of $56.8 million increased $7.2 million or 14.5% when compared to the same period in 2014. The increase in non-interest expense is mainly due to foreclosure, repossession and other real estate expenses increase of 55.3% to $10.3 million, as compared to $6.7 million in the same period for the previous year, principally due to a $2.9 increase in markdown of foreclosed real estate. In addition, electronic banking charges increased $1.1 million, mainly from merchant business and debit/credit card interchange transactions as our banking business continues to grow.

 

Wealth Management

Wealth management revenue, which consists of commissions and fees from fiduciary activities, and securities brokerage and insurance activities, decreased 8% when compared with the second quarter in 2014. Decline in this business segment is mostly due to a decrease of $131 thousand in public finance fees.

  

Non-interest expenses increased by 5.7% to $6.8 million, due to a payment of $2.1 million required by our broker-dealer’s regulator, partially offset by a decrease in commissions paid when compared to the same period in 2014.

 

Treasury

Interest income from investments decreased 31.2% to $8.9 million, reflecting a decrease in interest rate of $4.1 million. Such decrease in interest income from investments reflects a higher premium amortization on existing securities.

 

Non-interest expenses, mainly composed of indirect expenses allocated from support departments decreased 75.8% to $860 thousand as part of the Company’s cost reduction strategy.

 

Comparison of six-month periods ended June 30, 2015 and 2014

 

Banking

Net interest income of the Company’s Banking segment decreased $29.8 million for the six-month period ended June 30, 2015, or 14.7%, reflecting a decrease of 15.2% in interest income from loans. Interest income from loans reflects a decrease in volume and interest rate by $17.2 million and $16.4 million, respectively, primarily due to a decrease of $4.1 million in interest income from the loan to PREPA, which was placed in non-accrual at the end of the first quarter of 2015, and the loan to PRASA, which was paid off during the second quarter of 2015, and to lower acquired loan balances and yields.

 

Provision for non-covered loans losses increased $29.7 million to $53.0 million when compared to $23.3 million for the same period in 2014. During the first quarter of 2015, the Company recorded an additional provision for loan and lease losses of $24 million related to its participation in the line of credit to PREPA. Provision for covered loans losses decreased $1.5 million when compared to the same period of 2014, as a result of the commercial shared loss agreement with the FDIC which ended on June 30, 2015.

 

 

 

105


       

Banking service revenue, which consists primarily of fees generated by deposit accounts, electronic banking services, and customer services, slightly decreased to $20.4 million, from $20.5 million for the same period in 2014. The decrease is mainly due to lower checking account fees of $687 thousand, lower combined cycle fees, non-sufficient funds and overdrawn fees of $695 thousand as customers shift to the “Cuenta Libre” deposit product, a decrease in branch service commissions from safe deposit box fees of $194 thousand, and a decrease of $208 thousand in lease servicing and other loan fees mainly from auto loans, partially offset by higher electronic banking fees of $1.2 million.

 

During the six-month period ended June 30, 2015, the Company recognized a loss of $835 thousand related to the sale of its mortgage servicing assets to Scotiabank Puerto Rico. It is included as other non-interest (loss) income.

 

During the six-month periods ended June 30, 2015 and 2014, the FDIC indemnification asset expense slightly decreased to $34.7 million from $35.1 million for the same period in 2014. The majority of the FDIC indemnification asset is recorded for projected claimable losses on whose loss share period was in effect until June 30, 2015, although the recovery share coverage extends for an additional three-year period. During the six-month period ended June 30, 2015, the change in the true-up payment obligation decreased slightly by $1.6 million as compared to a $1.7 million decrease for the same period in 2014. The true-up payment obligation may increase if actual and expected losses decline.

 

Non-interest expense of $106.2 million increased 2.9% when compared to the same period in 2014. The increase in non-interest expense is mainly due to an increase in foreclosure, repossession and other real estate expenses of 21.0% to $15.8 million, as compared to $13.0 million in the same period for the previous year, principally due to a $3.0 million increase in markdown of foreclosed real estate, as part of de-risking efforts during the second quarter of 2015. In addition, electronic banking charges increased $1.8 million, mainly from merchant business and credit/debit card interchange transactions as our banking business continues to grow.

 

Wealth Management

Wealth management revenue, which consists of commissions and fees from fiduciary activities, and securities brokerage and insurance activities, remained leveled at $14 million compared to the same period in 2014.

 

Non-interest expenses increased by 3.4% to $11.5 million, due to a payment of $2.1 million required by our broker-dealer’s regulator, partially offset by a decrease in commissions paid when compared to the same period in 2014.

 

Treasury

The investment portfolio of $1.616 billion at June 30, 2015 increased 15.3% compared to $1.402 billion at December 31, 2014. Interest income from investments decreased 32.7% to $18.4 million, reflecting a decrease in both, volume and interest rate of $1.9 million and $7.1 million, respectively. Such decrease in interest income from investments reflects a higher premium amortization on existing securities.

106


       

ANALYSIS OF FINANCIAL CONDITION

 

Assets Owned

 

At June 30, 2015, the Company’s total assets amounted to $7.398 billion representing a decrease of 0.7% when compared to $7.449 billion at December 31, 2014. This reduction is mainly due to a decrease in the loan portfolio. The loan portfolio decreased $187.2 million from $4.827 billion at December 31, 2014 to $4.639 billion, which included the full repayment of the $75 million loan to PRASA during the quarter ended June 30, 2015. Investments securities increased $214.4 million from $1.402 billion at December 31, 2014 to $1.616 billion.

 

At June 30, 2015, loans represented 74% of total interest-earning assets while investments represented 26%, compared to 77% and 23%, respectively, at December 31, 2014.

 

The Company’s loan portfolio is comprised of residential mortgage loans, commercial loans collateralized by mortgages on real estate located in Puerto Rico, other commercial and industrial loans, consumer loans, and auto loans. At June 30, 2015, the Company’s loan portfolio decreased by 4% to $4.639 billion compared to $4.827 billion at December 31, 2014, primarily due to lower acquired loan balances. Our loan portfolio is transitioning as originated loans grow at a slower pace than acquired loans decrease, due to repayments and maturities and the Company continues to reduce its exposure to the Puerto Rico government. At June 30, 2015, the originated loan portfolio increased $113.0 million, or 4.0%, the acquired non-covered loan portfolio decreased $196.0 million, or 11.3%, and the covered loan portfolio decreased $76.9 million, or 25.7% from December 31, 2014.

 

The FDIC indemnification asset amounted to $23.0 million at June 30, 2015 and $97.4 million as of December 31, 2014, representing a 76.7% reduction. The decrease in the FDIC indemnification asset is mainly related to collections and the amortization of the FDIC indemnification asset of $24.4 million and $22.5 million, respectively, for the second quarter ended June 30, 2015, as loss-share period for non-single family loans was effective until June 30, 2015.

 

Investments principally consist of U.S. government and agency bonds, mortgage-backed securities, and Puerto Rico government and agency bonds. At June 30, 2015, the investment portfolio increased 15.3% to $1.616 billion from $1.402 billion at December 31, 2014. During the quarter ended June 30, 2015 the Company sold $101.3 million of mortgage-backed securities available for sale and reduced some interest rate sensitivity. Recent purchases of investment securities were categorized as held-to-maturity. The Company’s management will determine the category of upcoming investment securities purchases based on the Company’s expectations at such time.

 

Financial Assets Managed

 

The Company’s financial assets managed include those managed by the Company’s trust division, retirement plan administration subsidiary, and assets gathered by its broker-dealer subsidiary. The Company’s trust division offers various types of IRAs and manages 401(k) and Keogh retirement plans and custodian and corporate trust accounts, while the retirement plan administration subsidiary, OPC, manages private retirement plans. At June 30, 2015, total assets managed by the Company’s trust division and OPC amounted to $2.793 billion, compared to $2.841 billion at December 31, 2014. Oriental Financial Services offers a wide array of investment alternatives to its client base, such as tax-advantaged fixed income securities, mutual funds, stocks, bonds and money management wrap-fee programs. At June 30, 2015, total assets gathered by Oriental Financial Services from its customer investment accounts decreased to $2.555 billion, compared to $2.622 billion at December 31, 2014. Changes in trust and broker-dealer related assets primarily reflect an increase in portfolio and differences in market values.

107


       

TABLE 4 - ASSETS SUMMARY AND COMPOSITION

 

 

 

 

 

 

 

 

 

 

  

 

 

 

 

 

 

 

 

 

June 30

 

December 31

 

Variance

 

  

2015

 

2014

 

%

 

 

(Dollars in thousands)

Investments:

 

 

 

 

 

 

 

 

    FNMA and FHLMC certificates

$

1,387,077

 

$

1,172,262

 

18.3%

 

    Obligations of US government-sponsored agencies

 

6,128

 

 

7,182

 

-14.7%

 

    US Treasury securities

 

25,049

 

 

-

 

100.0%

 

    CMOs issued by US government-sponsored agencies

 

155,046

 

 

176,129

 

-12.0%

 

    GNMA certificates

 

3,874

 

 

4,752

 

-18.5%

 

    Puerto Rico government and public instrumentalities

 

14,729

 

 

15,671

 

-6.0%

 

    FHLB stock

 

20,826

 

 

21,169

 

-1.6%

 

    Other debt securities

 

2,969

 

 

3,294

 

-9.9%

 

    Other investments

 

789

 

 

1,597

 

-50.6%

 

        Total investments

 

1,616,487

 

 

1,402,056

 

15.3%

 

Loans:

 

 

 

 

 

 

 

 

    Non-covered loans

 

4,499,542

 

 

4,582,713

 

-1.8%

 

    Allowance for loan and lease losses on non-covered loans

 

(102,877)

 

 

(69,517)

 

48.0%

 

        Non-covered loans receivable, net

 

4,396,665

 

 

4,513,196

 

-2.6%

 

    Mortgage loans held for sale

 

20,768

 

 

14,539

 

42.8%

 

            Total non-covered loans, net

 

4,417,433

 

 

4,527,735

 

-2.4%

 

    Covered loans

 

293,486

 

 

363,156

 

-19.2%

 

    Allowance for loan and lease losses on covered loans

 

(71,452)

 

 

(64,245)

 

11.2%

 

            Total covered loans, net

 

222,034

 

 

298,911

 

-25.7%

 

                Total loans, net

 

4,639,467

 

 

4,826,646

 

-3.9%

 

Total securities and loans

 

6,255,954

 

 

6,228,702

 

0.4%

 

Other assets:

 

 

 

 

 

 

 

 

    Cash and due from banks (including restricted cash)

 

553,826

 

 

577,159

 

-4.0%

 

    Money market investments

 

5,795

 

 

4,675

 

24.0%

 

    FDIC indemnification asset

 

22,704

 

 

97,378

 

-76.7%

 

    Foreclosed real estate

 

81,333

 

 

95,661

 

-15.0%

 

    Accrued interest receivable

 

19,254

 

 

21,345

 

-9.8%

 

    Deferred tax asset, net

 

138,406

 

 

108,708

 

27.3%

 

    Premises and equipment, net

 

76,486

 

 

80,599

 

-5.1%

 

    Servicing assets

 

5,791

 

 

13,992

 

-58.6%

 

    Derivative assets

 

4,376

 

 

8,107

 

-46.0%

 

    Goodwill

 

86,069

 

 

86,069

 

0.0%

 

    Other assets and customers' liability on acceptances

 

148,331

 

 

126,714

 

17.1%

 

        Total other assets

 

1,142,371

 

 

1,220,407

 

-6.4%

 

        Total assets

$

7,398,325

 

$

7,449,109

 

-0.7%

 

Investments portfolio composition:

 

 

 

 

 

 

 

 

    FNMA and FHLMC certificates

 

85.9%

 

 

83.7%

 

 

 

    Obligations of US government-sponsored agencies

 

0.4%

 

 

0.5%

 

 

 

    US Treasury securities

 

1.5%

 

 

0.0%

 

 

 

    CMOs issued by US government-sponsored agencies

 

9.6%

 

 

12.6%

 

 

 

    GNMA certificates

 

0.2%

 

 

0.3%

 

 

 

    Puerto Rico government and public instrumentalities

 

0.9%

 

 

1.1%

 

 

 

    FHLB stock

 

1.3%

 

 

1.5%

 

 

 

    Other debt securities and other investments

 

0.2%

 

 

0.3%

 

 

 

 

 

100.0%

 

 

100.0%

 

 

 

 

 

 

 

 

 

 

 

 

108


       

TABLE 5 — LOANS RECEIVABLE COMPOSITION

 

 

 

 

 

 

 

 

 

June 30

 

December 31

 

Variance

 

2015

 

2014

 

%

 

(Dollars in thousands)

Non-covered loans:

 

 

 

 

 

 

 

    Originated and other loans and leases held for investment:

 

 

 

 

 

 

 

        Mortgage

$

757,187

 

$

791,751

 

-4.4%

        Commercial

 

1,363,851

 

 

1,289,732

 

5.7%

        Consumer

 

212,629

 

 

186,760

 

13.9%

        Auto and leasing

 

623,198

 

 

575,582

 

8.3%

            Total originated and other loans and leases held for investment

 

2,956,865

 

 

2,843,825

 

4.0%

Acquired loans:

 

 

 

 

 

 

 

    Accounted for under ASC 310-20

 

 

 

 

 

 

 

        Commercial

 

8,448

 

 

12,675

 

-33.3%

        Consumer

 

41,505

 

 

45,344

 

-8.5%

        Auto

 

142,570

 

 

184,782

 

-22.8%

 

 

192,523

 

 

242,801

 

-20.7%

    Accounted for under ASC 310-30

 

 

 

 

 

 

 

        Mortgage

 

631,807

 

 

656,122

 

-3.7%

        Commercial

 

406,447

 

 

452,201

 

-10.1%

        Construction

 

93,263

 

 

106,361

 

-12.3%

        Consumer

 

18,869

 

 

29,888

 

-36.9%

        Auto

 

195,891

 

 

247,233

 

-20.8%

 

 

1,346,277

 

 

1,491,805

 

-9.8%

         Allowance for loan and lease losses on non-covered loans accounted

             for under ASC -30

 

(18,359)

 

 

(13,481)

 

-36.2%

 

 

1,327,918

 

 

1,478,324

 

-10.2%

 

 

1,520,441

 

 

1,721,125

 

-11.7%

 

 

4,477,306

 

 

4,564,950

 

-1.9%

        Deferred loans fees, net

 

3,877

 

 

4,282

 

-9.5%

    Loans receivable

 

4,481,183

 

 

4,569,232

 

-1.9%

        Allowance for loan and lease losses on loans not accounted for under ASC 310-30

 

(84,518)

 

 

(56,036)

 

-50.8%

    Loans receivable, net

 

4,396,665

 

 

4,513,196

 

-2.6%

        Mortgage loans held-for-sale

 

20,768

 

 

14,539

 

42.8%

    Total non-covered loans, net

 

4,417,433

 

 

4,527,735

 

-2.4%

Covered loans:

 

 

 

 

 

 

 

    Loans secured by 1-4 family residential properties

 

117,840

 

 

117,171

 

0.6%

    Construction and development secured by 1-4 family residential properties

 

19,152

 

 

19,562

 

-2.1%

    Commercial and other construction

 

153,199

 

 

221,917

 

-31.0%

    Consumer

 

3,295

 

 

4,506

 

-26.9%

    Total covered loans

 

293,486

 

 

363,156

 

-19.2%

        Allowance for loan and lease losses on covered loans

 

(71,452)

 

 

(64,245)

 

-11.2%

    Total covered loans, net

 

222,034

 

 

298,911

 

-25.7%

Total loans receivable, net

$

4,639,467

 

$

4,826,646

 

-3.9%

 

 

 

 

 

 

 

 

109


       

As shown in Table 5 above, total loans, net, amounted to $4.639 billion at June 30, 2015 and $4.827 billion at December 31, 2014.

The Company’s originated and other loans held-for-investment portfolio composition and trends were as follows:

·         Mortgage loan portfolio amounted to $757.2 million (25.6% of the gross originated loan portfolio) compared to $791.8 million (27.8% of the gross originated loan portfolio) at December 31, 2014. Mortgage loan production totaled $64.8 million and $126.5 million for the quarter and six-month period ended June 30, 2015, respectively, which represents an increase of 24.6% and 23.1% from $52.0 million and $102.8 million for the same periods in 2014. Mortgage loans included delinquent loans in the GNMA buy-back option program amounting to $7.0 million and $42.2 million for the periods ended June 30, 2015 and December 31, 2014, respectively. Servicers of loans underlying GNMA mortgage-backed securities must report as their own assets the defaulted loans that they have the option (but not the obligation) to repurchase, even when they elect not to exercise that option. The decrease is mostly due to the sale of mortgage servicing rights of most of these loans to Scotiabank de Puerto Rico during the second quarter of 2015.

 

·         Commercial loan portfolio amounted to $1.364 billion (46.1% of the gross originated loan portfolio) compared to $1.290 billion (45.4% of the gross originated loan portfolio) at December 31, 2014. Commercial loan production increased 165.2% to $120.5 million for the second quarter of 2015 from $45.4 million for the same period in 2014, and 142.0% to $206.2 million for the six-month period ended June 30, 2015 from $85.2 million for the same period in 2014.

 

·         Consumer loan portfolio amounted to $212.6 million (7.2% of the gross originated loan portfolio) compared to $186.8 million (6.6% of the gross originated loan portfolio) at December 31, 2014. Consumer loan production increased 15.4% to $39.8 million for the quarter ended June 30, 2015 from $34.5 million for the same period in 2014, and 5.9% to $66.0 million for the six-month period ended June 30, 2015 from $62.3 million for the same period in 2014.

 

·         Auto loans and leasing portfolio amounted to $623.2 million (21.1% of the gross originated loan portfolio) compared to $575.6 million (20.2% of the gross originated loan portfolio) at December 31, 2014. Auto production was $61.5 million for the quarter ended June 30, 2015 and $127.5 million for the six-month period ended June 30, 2015 compared to $89.6 million and $183.4 million for the same period in 2014.

  

At June 30, 2015 and December 31, 2014, the Company's non-covered acquired loan portfolio composition was as follows:

 

 

 

 

 

 

 

 

 

 

June 30, 2015

 

December 31, 2014

Portfolio Type

 

Carrying Amounts

 

% of Gross Non-Covered Acquired Loan Portfolio

 

 

Carrying Amounts

 

% of Gross Non-Covered Acquired Loan Portfolio

 

(Dollars in thousands)

Mortgage

$

631,334

 

41.5%

 

$

656,122

 

38.1%

Commercial

 

493,218

 

32.4%

 

 

557,761

 

32.4%

Consumer

 

60,290

 

4.0%

 

 

75,227

 

4.4%

Auto

 

335,599

 

22.1%

 

 

432,015

 

25.1%

 

$

1,520,441

 

100.00%

 

$

1,721,125

 

100.00%

 

 

 

 

 

 

 

 

 

 

110


       

TABLE 6 — HIGHER RISK RESIDENTIAL MORTGAGE LOANS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2015

 

Higher-Risk Residential Mortgage Loans*

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

High Loan-to-Value Ratio Mortgages

 

Junior Lien Mortgages

 

Interest Only Loans

 

LTV 90% and over

 

Carrying

 

 

 

 

 

 

Carrying

 

 

 

 

 

 

Carrying

 

 

 

 

 

 

Value

 

Allowance

 

Coverage

 

Value

 

Allowance

 

Coverage

 

Value

 

Allowance

 

Coverage

 

(In thousands)

Delinquency:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0 - 89 days

$

12,697

 

$

258

 

2.03%

 

$

20,012

 

$

425

 

2.12%

 

$

94,121

 

$

1,909

 

2.03%

90 - 119 days

 

156

 

 

1

 

0.58%

 

 

803

 

 

17

 

2.12%

 

 

966

 

 

27

 

2.80%

120 - 179 days

 

106

 

 

7

 

6.60%

 

 

-

 

 

-

 

0.00%

 

 

1,228

 

 

82

 

6.68%

180 - 364 days

 

138

 

 

9

 

6.52%

 

 

560

 

 

25

 

4.46%

 

 

1,997

 

 

117

 

5.86%

365+ days

 

211

 

 

35

 

16.59%

 

 

459

 

 

73

 

15.90%

 

 

8,973

 

 

994

 

11.08%

Total

$

13,308

 

$

310

 

2.33%

 

$

21,834

 

$

540

 

2.47%

 

$

107,285

 

$

3,129

 

2.92%

Percentage of total loans excluding

    acquired loans accounted for under ASC 310-30

 

0.42%

 

 

 

 

 

 

 

0.69%

 

 

 

 

 

 

 

3.38%

 

 

 

 

 

Refinanced or Modified Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amount

$

2,120

 

$

197

 

9.29%

 

$

196

 

$

19

 

9.69%

 

$

20,535

 

$

1,501

 

7.31%

Percentage of Higher-Risk Loan

    Category

 

15.93%

 

 

 

 

 

 

 

0.90%

 

 

 

 

 

 

 

19.14%

 

 

 

 

 

Loan-to-Value Ratio:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Under 70%

$

8,116

 

$

199

 

2.45%

 

$

1,708

 

$

35

 

2.05%

 

$

-

 

$

-

 

-  

70% - 79%

 

2,294

 

 

64

 

2.79%

 

 

2,785

 

 

57

 

2.05%

 

 

-

 

 

-

 

-  

80% - 89%

 

754

 

 

23

 

3.05%

 

 

6,904

 

 

220

 

3.19%

 

 

-

 

 

-

 

-  

90% and over

 

2,144

 

 

24

 

1.12%

 

 

10,437

 

 

228

 

2.18%

 

 

107,285

 

 

3,129

 

2.92%

 

$

13,308

 

$

310

 

2.33%

 

$

21,834

 

$

540

 

2.47%

 

$

107,285

 

$

3,129

 

2.92%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

* Loans may be included in more than one higher-risk loan category and excludes acquired residential mortgage loans.

111


       

The following table includes the Company's lending and investment exposure to the Puerto Rico government, including its agencies, instrumentalities, municipalities and public corporations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TABLE 7 - PUERTO RICO GOVERNMENT RELATED LOANS AND SECURITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2015

 

 

 

 

 

 

 

 

 

 

 

Maturity

 

 

 

 

 

 

 

 

 

 

Loans and Securities:

 

 

Carrying Value

 

 

Less than 1 Year

 

 

1 to 3 Years

 

 

More than 3 Years

 

Comments

 

 

 

 

(In thousands)

 

 

 

 

 

 

 

Central government

 

$

 25,218  

 

$

 -    

 

$

 -    

 

$

 25,218  

 

 

Repayment sources include all available revenues of the Commonwealth

 

 

Public corporations

 

 

 276,085  

 

 

 197,559  

 

 

 909  

 

 

 77,617  

 

 

$80.0 million which matures in more than 3 years, with pledged securities (rating > A)

 

 

Municipalities

 

 

 213,971  

 

 

 -    

 

 

 51,139  

 

 

 162,832  

 

 

Repayment from property taxes

 

 

Investment securities

 

 

 20,987  

 

 

 -    

 

 

 10,521  

 

 

 10,466  

 

 

Revenues derived from trustee properties, leased facilities and Teodoro Moscoso Bridge operations.

 

 

Total

 

$

 536,261  

 

$

 197,559  

 

$

 62,569  

 

$

 276,133  

 

 

 

 

 

 

 

 

Some highlights follow on the data included above:

 

·         Loans to municipalities are backed by their unlimited taxing power or real and personal property taxes.

·          45% of loans and securities balances mature in 12-months or less.

·          Deposits from municipalities, central government and other government entities totaled $171.0 million at June 30, 2015. However, this amount may decline as a result of recently enacted legislation to improve the liquidity of the Government Development Bank for Puerto Rico (“GDB”) by requiring the Commonwealth’s agencies, instrumentalities and public corporations to maintain certain deposits at GDB.

·         Oriental Bank, is part of a four bank syndicate providing a $550 million dollar revolving line of credit to finance the purchase of fuel for the day to day power generation activities of PREPA. The Bank’s participation in the line of credit has an unpaid principal balance of $197.6 million as of June 30, 2015. During the first quarter of 2015, the Bank placed its participation in such line of credit on non-accrual status and recorded a $24.0 million provision for loan and lease losses related thereto. There was no change to the PREPA provision during the second quarter of 2015. For such quarter, interest payments received were applied to principal.

112


       

Credit Risk Management

 

Allowance for Loan and Lease Losses

 

The Company maintains an allowance for loan and lease losses at a level that management considers adequate to provide for probable losses based upon an evaluation of known and inherent risks. The Company’s allowance for loan and lease losses policy provides for a detailed quarterly analysis of probable losses. Tables 8 through 12 set forth an analysis of activity in the allowance for loan and lease losses and present selected loan loss statistics. In addition, Table 5 sets forth the composition of the loan portfolio.

 

At June 30, 2015, the Company’s allowance for non-covered loan and lease losses amounted to $102.9 million, an increase from $69.5 million at December 31, 2014.  Such increase is mostly due to the $24.0 million provision for loan and lease losses related to the PREPA line of credit during the first quarter of 2015.

 

At June 30, 2015, $79.0 million of the allowance corresponded to originated and other loans held for investment, or 2.67% of total non-covered originated and other loans held for investment, compared to $51.4 million or 1.81% of total non-covered originated and other loans held for investment at December 31, 2014. The allowance increased as a result of a $43.9 million provision for loan and lease losses and $7.7 million of recoveries, which were partially offset by charge-offs of $24.0 million during the six-month period ended June 30, 2015. During the first quarter of 2015, the Company recorded a $24.0 million provision for loan and lease losses for the PREPA line of credit. The allowance for commercial loans increased 312.5% (or $26.3 million), when compared with the balances recorded at December 31, 2014. The allowance for residential mortgage loans decreased by 8.1% (or $1.6 million), when compared with the balances recorded at December 31, 2014. The allowance for consumer loans and auto and leases increased by 15.3% (or $1.4 million) and 5.7% (or $809 thousand), respectively, when compared with the balances recorded at December 31, 2014. The unallocated allowance at June 30, 2015 increased $605 thousand, when compared with the balance recorded at December 31, 2014. Changes are related to the evolution and the current trends of the portfolio. In the mortgage loan portfolios, losses have decreased, and therefore, less reserve was required. In the consumer and auto loan portfolios, losses had increased, and therefore, a higher reserve was required. In the commercial loan portfolio losses increased, and therefore, a higher reserve was required in addition to the $24.0 million PREPA provision for loan and lease losses.

 

Allowance for loan and lease losses recorded for acquired non-covered loans accounted for under the provisions of ASC 310-20 at June 30, 2015 was $5.5 million compared to $4.6 million at December 31, 2014, a 20.3% increase. The allowance increased as a result of a $4.3 million provision for loan and lease losses and $1.7 million of recoveries, which were partially offset by $5.0 million in charge-offs during the six-month period ended June 30, 2015. The allowance for commercial loans decreased by 16.9% (or $11 thousand), when compared with the balance recorded at December 31, 2014. The allowance for consumer loans increased by 116.0% (or $1.4 million) and auto loans decreased by 13.9% (or $462 thousand), respectively, when compared with the balances recorded at December 31, 2014, due to the normal amortization of credit discount of these acquired loans.

 

Allowance for loan and lease losses recorded for acquired non-covered loans accounted for under ASC-310-30 at June 30, 2015 was $18.4 million as compared to $13.5 million at December 31, 2014. The allowance increased as a result of a $4.9 million provision for loan and lease losses during the six-month period ended June 30, 2015. The allowance for commercial loans increased by 10.9% (or $1.5 million), when compared with the balance recorded at December 31, 2014. The allowance for residential mortgage loans increased $473 thousand, when compared with the balances recorded at December 31, 2014. The allowance for consumer loans and auto loans increased by $79 thousand and $2.9 million, respectively, when compared with the balances recorded at December 31, 2014.

 

Allowance for loan and lease losses recorded for covered loans at June 30, 2015 was $71.5 million as compared to $64.2 million at December 31, 2014. The allowance increased as a result of a $4.7 million provision for loan and lease losses and a provision of $2.5 million of FDIC shared-loss portion for covered loan and lease losses during the six-month period ended June 30, 2015. The allowance for loan and lease losses on covered loans is accounted for under the provisions of ASC 310-30. Under this accounting guidance, the allowance for loan and lease losses on covered loans is evaluated at each financial reporting period, based on forecasted cash flows. Credit related decreases in expected cash flows, compared to those previously forecasted, are recognized by recording a provision for credit losses on covered loans when it is probable that all cash flows expected at acquisition will not be collected. The portion of the loss on covered loans reimbursable from the FDIC is recorded as an offset to the provision for credit losses and increases the FDIC indemnification asset.

 

Please refer to the “Provision for Loan and Lease Losses” section in this MD&A for a more detailed analysis of provisions for loan and lease losses.

113


       

 

Non-performing Assets

 

The Company’s non-performing assets include non-performing loans and foreclosed real estate (see Tables 11 and 12). At June 30, 2015 and December 31, 2014, the Company had $301.2 million and $101.5 million, respectively, of non-accrual loans, including acquired loans accounted for under ASC 310-20 (loans with revolving feature and/or acquired at a premium). During the second quarter of 2015, the Company placed its $200.0 million participation in the PREPA line of credit, which was previously classified as troubled-debt-restructuring, on non-accrual status. At June 30, 2015 and December 31, 2014, loans whose terms have been extended and which are classified as troubled-debt restructuring that are not included in non-performing assets amounted to $88.8 million and $274.4 million, respectively.

 

Oriental Bank is part of a four bank syndicate providing a $550 million revolving line of credit to finance the purchase of fuel for PREPA’s day-to-day power generation activities.  Our participation in the line of credit has an unpaid principal balance of $197.6 million as of June 30, 2015.  As part of the bank syndicate, the Bank entered into a forbearance agreement with PREPA, which has been extended several times, most recently until September 15, 2015.  In connection with such extensions, PREPA appointed a Chief Restructuring Officer to work alongside the Executive Director to develop, organize and manage a financial and operational restructuring of PREPA subject to the approval of PREPA’s Board of Directors.  PREPA also has been in negotiations with its forbearing creditors to restructure its debts and obtain financing for capital improvements needed to its infrastructure.  The Company has classified the credit facility to PREPA as substandard and on non-accrual status. The Company conducted an impairment analysis considering the probability of collection of principal and interest, which included a financial model to project the future liquidity status of PREPA under various scenarios and its capacity to service its financial obligations, and concluded that PREPA had sufficient cash flows for the repayment of the line of credit.  This analysis has been further supported by the various restructuring proposals made by PREPA and its creditors.  Despite the Company’s analysis showing PREPA’s capacity to repay the line of credit, the Company placed its participation in non-accrual and recorded a $24 million provision during the first quarter of 2015.  The impairment analysis was updated for the second quarter with no change in provision.  For the quarter ended June 30, 2015, interest payments are being applied to principal.

 

Delinquent residential mortgage loans insured or guaranteed under applicable FHA and VA programs are classified as non-performing loans when they become 90 days or more past due, but are not placed in non-accrual status until they become 18 months or more past due, since they are insured loans. Therefore, these loans are included as non-performing loans but excluded from non-accrual loans.

Covered loans and loans acquired in the BBVAPR Acquisition with credit deterioration are considered to be performing due to the application of the accretion method under ASC 310-30, in which these loans will accrete interest income over the remaining life of the loans using estimated cash flow analyses. Credit related decreases in expected cash flows, compared to those previously forecasted are recognized by recording a provision for credit losses on non-covered loans when it is probable that all cash flows expected at acquisition will not be collected.

 

At June 30, 2015, the Company’s non-performing assets increased by 107.1% to $368.9 million (6.35% of total assets, excluding covered assets and acquired loans with deteriorated credit quality) from $178.1 million (4.30% of total assets, excluding covered assets and acquired loans with deteriorated credit quality) at December 31, 2014. The Company does not expect non-performing loans to result in significantly higher losses as most are well-collateralized with adequate loan-to-value ratios. At June 30, 2015, the allowance for originated loan and lease losses to non-performing loans coverage ratio was 25.59% (49.11% at December 31, 2014).

 

The Company follows a conservative residential mortgage lending policy, with more than 90% of its residential mortgage portfolio consisting of fixed-rate, fully amortizing, fully documented loans that do not have the level of risk associated with subprime loans offered by certain major U.S. mortgage loan originators. Furthermore, the Company has never been active in negative amortization loans or adjustable rate mortgage loans, including those with teaser rates.

 

 

114


       

The following items comprise non-performing assets:

 

·         Originated and other loans held for investment:

 

Mortgage loans — are placed on non-accrual status when they become 90 days or more past due and are written-down, if necessary, based on the specific evaluation of the collateral underlying the loan, except for FHA and VA insured mortgage loans which are placed in non-accrual when they become 18 months or more past due. At June 30, 2015, the Company’s originated non-performing mortgage loans totaled $74.5 million (23.9% of the Company’s non-performing loans), a 2.4% increase from $72.8 million (66.8% of the Company’s non-performing loans) at December 31, 2014. Non-performing loans in this category are primarily residential mortgage loans.

 

Commercial loans — are placed on non-accrual status when they become 90 days or more past due and are written-down, if necessary, based on the specific evaluation of the underlying collateral, if any. At June 30, 2015, the Company’s originated non-performing commercial loans amounted to $224.0 million (71.8% of the Company’s non-performing loans), a 933.3% increase from $21.7 million at December 31, 2014 (19.9% of the Company’s non-performing loans). Most of this portfolio is collateralized by commercial real estate properties. During the first quarter of 2015, the Company placed its $200.0 million participation in the PREPA line of credit, which was previously classified as troubled-debt-restructuring, on non-accrual status. At June 30, 2015, the PREPA line of credit had an outstanding principal balance of $197.6 million.

 

Consumer loans — are placed on non-accrual status when they become 90 days past due and written-off when payments are delinquent 120 days in personal loans and 180 days in credit cards and personal lines of credit. At June 30, 2015, the Company’s originated non-performing consumer loans totaled $1.5 million (0.5% of the Company’s non-performing loans), a 4.9% decrease from $1.6 million (1.5% of the Company’s non-performing loans) at December 31, 2014.

 

Auto loans and leases — are placed on non-accrual status when they become 90 days past due, partially written-off to collateral value when payments are delinquent 120 days, and fully written-off when payments are delinquent 180 days. At June 30, 2015, the Company’s originated non-performing auto loans and leases amounted to $8.6 million (2.8% of the Company’s total non-performing loans), a decrease of 0.9% from $8.7 million at December 31, 2014 (8.0% of the Company’s total non-performing loans).

 

·         Acquired loans accounted for under ASC 310-20 (loans with revolving features and/or acquired at premium):

  

Commercial revolving lines of credit and credit cards — are placed on non-accrual status when they become 90 days or more past due and are written-down, if necessary, based on the specific evaluation of the underlying collateral, if any. At June 30, 2015, the Company’s acquired non-performing commercial lines of credit accounted for under ASC 310-20 amounted to $1.0 million (0.3% of the Company’s non-performing loans), a 11.8% decrease from $1.2 million at December 31, 2014 (1.1% of the Company’s non-performing loans).

 

Consumer revolving lines of credit and credit cards — are placed on non-accrual status when they become 90 days past due and written-off when payments are delinquent 180 days. At June 30, 2015, the Company’s acquired non-performing consumer lines of credit and credit cards accounted for under ASC 310-20 totaled $1.1 million (0.3% of the Company’s non-performing loans), a 27.2% decrease from $1.5 million at December 31, 2014 (1.4% of the Company’s non-performing loans).

 

Auto loans acquired at premium - are placed on non-accrual status when they become 90 days past due, partially written-off to collateral value when payments are delinquent 120 days, and fully written-off when payments are delinquent 180 days. At June 30, 2015, the Company’s acquired non-performing auto loans accounted for under ASC 310-20 totaled $1.3 million (0.4% of the Company’s non-performing loans), a 15.5% decrease from $1.5 million at December 31, 2014 (1.4% of the Company’s non-performing loans).

 

 

115


       

The Company has two mortgage loan modification programs. These are the Loss Mitigation Program and the Non-traditional Mortgage Loan Program. Both programs are intended to help responsible homeowners to remain in their homes and avoid foreclosure, while also reducing the Company’s losses on non-performing mortgage loans.

 

The Loss Mitigation Program helps mortgage borrowers who are or will become financially unable to meet the current or scheduled mortgage payments. Loans that qualify under this program are those guaranteed by FHA, VA, RHS, “Banco de la Vivienda de Puerto Rico,” conventional loans guaranteed by Mortgage Guaranty Insurance Corporation (MGIC), conventional loans sold to FNMA and FHLMC, and conventional loans retained by the Company. The program offers diversified alternatives such as regular or reduced payment plans, payment moratorium, mortgage loan modification, partial claims (only FHA), short sale, and payment in lieu of foreclosure.

 

The Non-traditional Mortgage Loan Program is for non-traditional mortgages, including balloon payment, interest only / interests first, variable interest rate, adjustable interest rate and other qualified loans. Non-traditional mortgage loan portfolios are segregated into the following categories: performing loans that meet secondary market requirement and are refinanced under the credit underwriting guidelines of FHA/VA/FNMA/ FHLMC, and performing loans not meeting secondary market guidelines processed by the Company’s current credit and underwriting guidelines. The Company achieved an affordable and sustainable monthly payment by taking specific, sequential, and necessary steps such as reducing the interest rate, extending the loan term, capitalizing arrearages, deferring the payment of principal or, if the borrower qualifies, refinancing the loan.

 

There may not be a foreclosure sale scheduled within 60 days prior to a loan modification under any such programs. This requirement does not apply to loans where the foreclosure process has been stopped by the Company. In order to apply for any of the loan modification programs, the borrower may not be in active bankruptcy or have been discharged from Chapter 7 bankruptcy since the loan was originated. Loans in these programs are to be evaluated by management for troubled-debt restructuring classification if the Company grants a concession for legal or economic reasons due to the debtor’s financial difficulties.

116


       

TABLE 8 — ALLOWANCE FOR LOAN AND LEASE LOSSES SUMMARY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

Quarter Ended June 30,

 

Variance

 

Six-Month Period Ended June 30,

 

Variance

  

2015

 

2014

 

%

 

2015

 

2014

 

%

 

(Dollars in thousands)

 

 

 

 

(Dollars in thousands)

 

 

Non-covered loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 Originated and other loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Balance at beginning of period

$

76,759

 

$

49,507

 

55.0%

 

$

51,439

 

$

49,081

 

4.8%

      Provision for non-covered

        loan and lease losses

 

9,953

 

 

7,431

 

33.9%

 

 

43,864

 

 

13,056

 

236.0%

      Charge-offs

 

(11,824)

 

 

(8,883)

 

33.1%

 

 

(24,042)

 

 

(15,999)

 

50.3%

      Recoveries

 

4,101

 

 

2,583

 

58.8%

 

 

7,728

 

 

4,500

 

71.7%

 

 

78,989

 

 

50,638

 

56.0%

 

 

78,989

 

 

50,638

 

56.0%

 Acquired loans accounted for

   under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Balance at beginning of period

$

5,450

 

$

3,618

 

50.6%

 

$

4,597

 

$

2,354

 

95.3%

      Provision for non-covered

        loan and lease losses

 

1,498

 

 

2,569

 

-41.7%

 

 

4,286

 

 

6,811

 

-37.1%

      Charge-offs

 

(2,357)

 

 

(3,432)

 

-31.3%

 

 

(5,006)

 

 

(6,960)

 

-28.1%

      Recoveries

 

938

 

 

689

 

36.1%

 

 

1,652

 

 

1,239

 

33.3%

 

 

5,529

 

 

3,444

 

60.5%

 

 

5,529

 

 

3,444

 

60.5%

 Acquired loans accounted for

   under ASC 310-30:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Balance at beginning of period

$

14,166

 

$

3,058

 

363.2%

 

$

13,481

 

$

2,863

 

370.9%

      Provision for non-covered

        loan and lease losses

 

4,193

 

 

3,220

 

30.2%

 

 

4,878

 

 

3,415

 

42.8%

 

 

18,359

 

 

6,278

 

192.4%

 

 

18,359

 

 

6,278

 

192.4%

Total non-covered loans balance

  at end of period

$

102,877

 

$

60,360

 

70.4%

 

$

102,877

 

$

60,360

 

70.4%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Allowance for loans and lease

      losses on originated and other

      loans to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Total originated loans

 

2.67%

 

 

1.92%

 

39.1%

 

 

2.67%

 

 

1.92%

 

39.1%

      Non-performing originated loans

 

25.59%

 

 

56.53%

 

-54.7%

 

 

25.59%

 

 

56.53%

 

-54.7%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Allowance for loans and lease

      losses on acquired loans

      accounted for under

      ASC 310-20 to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      Total acquired loans accounted

        for under ASC 310-20

 

2.87%

 

 

1.05%

 

173.5%

 

 

2.87%

 

 

1.05%

 

173.5%

      Non-performing acquired loans

        accounted for under ASC 310-20

 

162.67%

 

 

76.88%

 

111.6%

 

 

162.67%

 

 

76.88%

 

111.6%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Covered loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

$

70,651

 

$

54,398

 

29.9%

 

$

64,245

 

$

52,729

 

21.8%

    Provision for covered

        loan and lease losses, net

 

(105)

 

 

1,595

 

-106.6%

 

 

4,704

 

 

3,224

 

45.9%

    FDIC shared-loss portion on

       (provision for) recapture of loan

       and lease losses 

 

906

 

 

3,522

 

-74.3%

 

 

2,503

 

 

3,562

 

-29.7%

Balance at end of period

$

71,452

 

$

59,515

 

20.1%

 

$

71,452

 

$

59,515

 

20.1%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

117


       

TABLE 9 — ALLOWANCE FOR NON-COVERED LOAN AND LEASE LOSSES BREAKDOWN

  

 

June 30, 2015

 

December 31, 2014

 

Variance %

 

(Dollars in thousands)

Originated and other loans held for investment

 

 

 

 

 

 

 

 Allowance balance:

 

 

 

 

 

 

 

    Mortgage

$

18,076

 

$

19,679

 

-8.1%

    Commercial

 

34,779

 

 

8,432

 

312.5%

    Consumer

 

10,464

 

 

9,072

 

15.3%

    Auto and leasing

 

15,064

 

 

14,255

 

5.7%

    Unallocated allowance

 

606

 

 

1

 

60500.0%

        Total allowance balance

$

78,989

 

$

51,439

 

53.6%

 Allowance composition:

 

 

 

 

 

 

 

    Mortgage

 

22.88%

 

 

38.26%

 

-40.2%

    Commercial

 

44.03%

 

 

16.39%

 

168.6%

    Consumer

 

13.25%

 

 

17.64%

 

-24.9%

    Auto and leasing

 

19.07%

 

 

27.71%

 

-31.2%

    Unallocated allowance

 

0.77%

 

 

0.00%

 

-1%

 

 

100.00%

 

 

100.00%

 

 

 Allowance coverage ratio at end of period applicable to:

 

 

 

 

 

 

 

    Mortgage

 

2.39%

 

 

2.49%

 

-4.0%

    Commercial

 

2.55%

 

 

0.65%

 

290.0%

    Consumer

 

4.92%

 

 

4.86%

 

1.3%

    Auto and leasing

 

2.42%

 

 

2.48%

 

-2.4%

        Total allowance to total originated loans

 

2.67%

 

 

1.81%

 

47.7%

 Allowance coverage ratio to non-performing loans:

 

 

 

 

 

 

 

    Mortgage

 

24.25%

 

 

27.03%

 

-10.3%

    Commercial

 

15.53%

 

 

38.89%

 

-60.1%

    Consumer

 

692.06%

 

 

570.57%

 

21.3%

    Auto and leasing

 

175.43%

 

 

164.46%

 

6.7%

        Total

 

25.59%

 

 

49.11%

 

-47.9%

Acquired loans accounted for under ASC 310-20

 

 

 

 

 

 

 

 Allowance balance:

 

 

 

 

 

 

 

    Commercial

$

54

 

$

65

 

-16.9%

    Consumer

 

2,616

 

 

1,211

 

116.0%

    Auto

 

2,859

 

 

3,321

 

-13.9%

        Total allowance balance

$

5,529

 

$

4,597

 

20.3%

 Allowance composition:

 

 

 

 

 

 

 

    Commercial

 

0.98%

 

 

1.41%

 

-30.5%

    Consumer

 

47.31%

 

 

26.34%

 

79.6%

    Auto

 

51.71%

 

 

72.25%

 

-28.4%

 

 

100.00%

 

 

100.00%

 

 

 Allowance coverage ratio at end of period applicable to:

 

 

 

 

 

 

 

    Commercial

 

0.64%

 

 

0.51%

 

24.6%

    Consumer

 

6.30%

 

 

2.67%

 

136.0%

    Auto

 

2.01%

 

 

1.80%

 

11.6%

        Total allowance to total acquired loans

 

2.87%

 

 

1.89%

 

51.7%

 Allowance coverage ratio to non-performing loans:

 

 

 

 

 

 

 

    Commercial

 

5.16%

 

 

5.48%

 

-5.8%

    Consumer

 

243.35%

 

 

82.05%

 

196.6%

    Auto

 

223.88%

 

 

219.64%

 

1.9%

        Total

 

162.67%

 

 

219.64%

 

-25.9%

 

 

 

 

 

 

 

 

118


       

TABLE 9 — ALLOWANCE FOR NON-COVERED LOAN AND LEASE LOSSES BREAKDOWN (CONTINUED)

  

 

June 30, 2015

 

December 31, 2014

 

Variance %

 

(Dollars in thousands)

Acquired loans accounted for under ASC 310-30

 

 

 

 

 

 

 

 Allowance balance:

 

 

 

 

 

 

 

    Mortgage

$

473

 

$

-

 

100.0%

    Commercial

 

14,940

 

 

13,476

 

10.9%

    Consumer

 

84

 

 

5

 

1580.0%

    Auto

 

2,862

 

 

-

 

100.0%

        Total allowance balance

$

18,359

 

$

13,481

 

36.2%

 Allowance composition:

 

 

 

 

 

 

 

    Mortgage

 

2.58%

 

 

0.00%

 

100.0%

    Commercial

 

81.38%

 

 

99.96%

 

-18.6%

    Consumer

 

0.46%

 

 

0.04%

 

1133.6%

    Auto

 

15.59%

 

 

0.00%

 

0%

 

 

100.00%

 

 

100.00%

 

0.0%

 

 

 

 

 

 

 

 

119


       

TABLE 10 — NET CREDIT LOSSES STATISTICS ON LOAN AND LEASES, EXCLUDING LOANS ACCOUNTED FOR UNDER ASC 310-30

 

 

 

 

 

 

 

Quarter Ended June 30,

 

Variance

 

 

Six-Month Period Ended June 30,

 

Variance

  

2015

 

2014

 

%

 

 

2015

 

 

2014

 

%

 

(Dollar in thousands)

 

 

 

 

 

 

 

 

Originated and other loans and leases:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Charge-offs

$

(1,356)

 

$

(987)

 

37.4%

 

$

(2,770)

 

$

(2,201)

 

25.9%

    Recoveries

 

67

 

 

88

 

-23.9%

 

 

67

 

 

236

 

100.0%

        Total

 

(1,289)

 

 

(899)

 

43.4%

 

 

(2,703)

 

 

(1,965)

 

37.6%

Commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Charge-offs

 

(497)

 

 

(543)

 

-8.5%

 

 

(1,489)

 

 

(962)

 

54.8%

    Recoveries

 

219

 

 

115

 

90.4%

 

 

309

 

 

213

 

45.1%

        Total

 

(278)

 

 

(428)

 

-35.0%

 

 

(1,180)

 

 

(749)

 

57.5%

Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Charge-offs

 

(2,309)

 

 

(1,397)

 

65.3%

 

 

(3,985)

 

 

(2,235)

 

78.3%

    Recoveries

 

67

 

 

244

 

-72.5%

 

 

543

 

 

391

 

38.9%

        Total

 

(2,242)

 

 

(1,153)

 

94.4%

 

 

(3,442)

 

 

(1,844)

 

86.7%

Auto

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Charge-offs

 

(7,662)

 

 

(5,956)

 

28.6%

 

 

(15,798)

 

 

(10,601)

 

49.0%

    Recoveries

 

3,425

 

 

2,136

 

60.3%

 

 

6,809

 

 

3,660

 

86.0%

        Total

 

(4,237)

 

 

(3,820)

 

10.9%

 

 

(8,989)

 

 

(6,941)

 

29.5%

Net credit losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Total charge-offs

 

(11,824)

 

 

(8,883)

 

33.1%

 

 

(24,042)

 

 

(15,999)

 

50.3%

    Total recoveries

 

3,778

 

 

2,583

 

46.3%

 

 

7,728

 

 

4,500

 

71.7%

        Total

$

(8,046)

 

$

(6,300)

 

27.7%

 

$

(16,314)

 

$

(11,499)

 

41.9%

Net credit losses to average

    loans outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Mortgage

 

0.66%

 

 

0.46%

 

43.5%

 

 

0.69%

 

 

0.51%

 

35.3%

    Commercial

 

0.08%

 

 

0.14%

 

-42.9%

 

 

0.18%

 

 

0.13%

 

38.5%

    Consumer

 

4.66%

 

 

3.13%

 

48.9%

 

 

3.68%

 

 

2.68%

 

37.3%

    Auto

 

2.74%

 

 

3.15%

 

-13.0%

 

 

2.96%

 

 

3.07%

 

-3.6%

        Total  

 

1.10%

 

 

0.96%

 

14.6%

 

 

1.13%

 

 

0.91%

 

24.2%

Recoveries to charge-offs

 

31.95%

 

 

29.08%

 

9.9%

 

 

32.14%

 

 

28.13%

 

14.3%

Average originated loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Mortgage

$

782,753

 

$

773,425

 

1.2%

 

$

785,029

 

$

763,400

 

2.8%

    Commercial

 

1,333,276

 

 

1,209,346

 

10.2%

 

 

1,301,367

 

 

1,165,891

 

11.6%

    Consumer

 

192,572

 

 

147,230

 

30.8%

 

 

187,049

 

 

137,787

 

35.8%

    Auto

 

618,746

 

 

484,536

 

27.7%

 

 

606,819

 

 

451,488

 

34.4%

        Total

$

2,927,347

 

$

2,614,537

 

12.0%

 

$

$2,880,264

 

$

2,518,566

 

14.4%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

120


       

TABLE 10 — NET CREDIT LOSSES STATISTICS ON LOAN AND LEASES, EXCLUDING LOANS ACCOUNTED FOR UNDER ASC 310-30 (CONTINUED)

 

 

 

 

 

 

 

 

Quarter Ended June 30,

 

 

Variance

 

 

 

Six-Month Period Ended June 30,

 

 

Variance

  

2015

 

2014

 

 

%

 

 

 

2015

 

 

2014

 

 

%

 

(Dollars in thousands)

 

 

 

 

 

 

 

 

 

 

Acquired loans accounted for under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Charge-offs

$

(16)

 

$

(110)

 

 

-85.5%

 

 

$

(16)

 

$

(284)

 

 

-94.4%

    Recoveries

 

7

 

 

30

 

 

100.0%

 

 

 

17

 

 

30

 

 

-

        Total

 

(9)

 

 

(80)

 

 

-88.8%

 

 

 

1

 

 

(254)

 

 

-100.4%

Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Charge-offs

 

(1,303)

 

 

(1,952)

 

 

-33.2%

 

 

 

(2,686)

 

 

(4,010)

 

 

-33.0%

    Recoveries

 

429

 

 

124

 

 

246.0%

 

 

 

563

 

 

224

 

 

151.3%

        Total

 

(874)

 

 

(1,828)

 

 

-52.2%

 

 

 

(2,123)

 

 

(3,786)

 

 

-43.9%

Auto

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Charge-offs

 

(1,038)

 

 

(1,370)

 

 

-24.2%

 

 

 

(2,304)

 

 

(2,666)

 

 

-13.6%

    Recoveries

 

502

 

 

535

 

 

-6.2%

 

 

 

17

 

 

985

 

 

-98.3%

        Total

 

(536)

 

 

(835)

 

 

-35.8%

 

 

 

(2,287)

 

 

(1,681)

 

 

36.0%

Net credit losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Total charge-offs

 

(2,357)

 

 

(3,432)

 

 

-31.3%

 

 

 

(5,006)

 

 

(6,960)

 

 

-28.1%

    Total recoveries

 

938

 

 

689

 

 

36.1%

 

 

 

597

 

 

1,239

 

 

-51.8%

        Total

$

(1,419)

 

$

(2,743)

 

 

-48.3%

 

 

$

(4,409)

 

$

(5,721)

 

 

-22.9%

Net credit losses to average

    loans outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Commercial

 

5.10%

 

 

1.29%

 

 

296.1%

 

 

 

-0.2%

 

 

1.04%

 

 

-118.5%

    Consumer

 

5.70%

 

 

10.96%

 

 

-48.1%

 

 

 

6.8%

 

 

11.09%

 

 

-38.65%

    Auto

 

1.26%

 

 

1.34%

 

 

-5.5%

 

 

 

2.1%

 

 

1.27%

 

 

67.6%

        Total  

 

2.45%

 

 

3.22%

 

 

-23.7%

 

 

 

3.2%

 

 

2.99%

 

 

5.7%

Recoveries to charge-offs

 

39.80%

 

 

20.08%

 

 

98.2%

 

 

 

11.93%

 

 

17.80%

 

 

-33.0%

Average loans accounted for under ASC 310-20:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Commercial

$

706

 

$

24,855

 

 

-97.2%

 

 

$

1,039

 

$

48,868

 

 

-97.9%

    Consumer

 

61,382

 

 

66,690

 

 

-8.0%

 

 

 

62,425

 

 

68,294

 

 

-8.6%

    Auto

 

169,644

 

 

249,395

 

 

-32.0%

 

 

 

215,454

 

 

265,459

 

 

-18.8%

        Total

$

231,732

 

$

340,940

 

 

-32.0%

 

 

$

278,918

 

$

382,621

 

 

-27.1%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

121


       

TABLE 11 — NON-PERFORMING ASSETS

 

 

 

  

June 30

 

December 31

 

Variance

 

  

2015

 

2014

 

(%)

 

 

(Dollars in thousands)

Non-performing assets:

 

 

 

 

 

 

 

 

    Non-accruing loans

 

 

 

 

 

 

 

 

        Troubled-Debt Restructuring loans

$

223,395

 

$

27,707

 

706.3%

 

        Other loans

 

77,787

 

 

73,835

 

5.4%

 

    Accruing loans

 

 

 

 

 

 

 

 

        Troubled-Debt Restructuring loans

 

8,397

 

 

3,862

 

117.4%

 

        Other loans

 

2,461

 

 

3,523

 

-30.1%

 

            Total non-performing loans

$

312,040

 

$

108,927

 

186.5%

 

   Foreclosed real estate not covered under the

        shared-loss agreements with the FDIC

 

42,392

 

 

48,147

 

-12.0%

 

    Other repossessed assets

 

14,470

 

 

21,043

 

-31.2%

 

 

$

368,902

 

$

178,117

 

107.1%

 

Non-performing assets to total assets, excluding covered assets and acquired loans with deteriorated credit quality (including those by analogy)

 

6.35%

 

 

4.30%

 

47.8%

 

Non-performing assets to total capital

 

40.47%

 

 

18.90%

 

114.1%

 

 

 

 

 

 

 

 

 

 

 

  

Quarter Ended June 30,

 

Six-Month Period June 30,

  

2015

 

2014

 

2015

 

2014

 

 

(In thousands)

 

 

 

 

 

 

 

Interest that would have been recorded in the period if the

    loans had not been classified as non-accruing loans

$

 890  

 

$

 723  

 

$

 1,597  

 

$

 1,213  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

122


       

TABLE 12 — NON-PERFORMING LOANS

 

 

 

 

June 30,

 

December 31,

 

Variance

 

 

2015

 

2014

 

%

 

 

(Dollars in thousands)

Non-performing loans:

 

 

 

 

 

 

 

 

  Originated and other loans held for investment

 

 

 

 

 

 

 

 

    Mortgage

$

74,528

 

$

72,815

 

2.4%

 

    Commercial

 

224,014

 

 

21,679

 

933.3%

 

    Consumer

 

1,512

 

 

1,590

 

-4.9%

 

    Auto and leasing

 

8,587

 

 

8,668

 

-0.9%

 

 

 

308,641

 

 

104,752

 

194.6%

 

    Acquired loans accounted for under ASC 310-20 (Loans with

        revolving feature and/or acquired at a premium)

 

 

 

 

 

 

 

 

    Commercial

 

1,047

 

 

1,187

 

-11.8%

 

    Consumer

 

1,075

 

 

1,476

 

-27.2%

 

    Auto

 

1,277

 

 

1,512

 

-15.5%

 

 

 

3,399

 

 

4,175

 

-18.6%

 

        Total

$

312,040

 

$

108,927

 

186.5%

 

Non-performing loans composition percentages:

 

 

 

 

 

 

 

 

  Originated loans

 

 

 

 

 

 

 

 

    Mortgage

 

23.9%

 

 

66.8%

 

 

 

    Commercial

 

71.8%

 

 

19.9%

 

 

 

    Consumer

 

0.5%

 

 

1.5%

 

 

 

    Auto and leasing

 

2.8%

 

 

8.0%

 

 

 

    Acquired loans accounted for under ASC 310-20 (Loans with

        revolving feature and/or acquired at a premium)

 

 

 

 

 

 

 

 

    Commercial

 

0.3%

 

 

1.1%

 

 

 

    Consumer

 

0.3%

 

 

1.4%

 

 

 

    Auto

 

0.4%

 

 

1.4%

 

 

 

        Total

 

100.0%

 

 

100.0%

 

 

 

Non-performing loans to:

 

 

 

 

 

 

 

 

    Total loans, excluding covered loans and loans accounted for

        under ASC 310-30 (including those by analogy)

 

9.91%

 

 

3.53%

 

180.8%

 

    Total assets, excluding covered assets and loans accounted for

        under ASC 310-30 (including those by analogy)

 

5.37%

 

 

2.63%

 

104.4%

 

    Total capital

 

34.23%

 

 

11.56%

 

196.1%

 

Non-performing loans with partial charge-offs to:

 

 

 

 

 

 

 

 

    Total loans, excluding covered loans and loans accounted for

        under ASC 310-30 (including those by analogy)

 

1.09%

 

 

1.04%

 

4.39%

 

    Non-performing loans

 

10.96%

 

 

29.42%

 

-62.8%

 

Other non-performing loans ratios:

 

 

 

 

 

 

 

 

    Charge-off rate on non-performing loans to non-performing loans

        on which charge-offs have been taken

 

59.28%

 

 

53.42%

 

11.0%

 

    Allowance for loan and lease losses to non-performing

        loans on which no charge-offs have been taken

 

30.42%

 

 

72.88%

 

-58.3%

 

 

 

 

 

 

 

 

 

 

123


       

FDIC Indemnification Asset

 

The Company recorded the FDIC indemnification asset, measured separately from the covered loans, as part of the Eurobank FDIC-assisted transaction. Based on the accounting guidance in ASC Topic 805, at each reporting date subsequent to the initial recording of the indemnification asset, the Company measures the indemnification asset on the same basis as the covered loans and assesses its collectability. The amount to be ultimately collected for the indemnification asset is dependent upon the performance of the underlying covered assets, the passage of time, claims submitted to the FDIC and the Corporation’s compliance with the terms of the loss sharing agreements. Refer to Note 6 to the consolidated financial statements for additional information on the FDIC loss share agreements.  

 

On July 2, 2015, the Bank entered into an agreement with the FDIC pursuant to which the FDIC concurred with a proposed sale of a pool of shared loss assets under the commercial shared loss agreement.  Pursuant to such agreement, the FDIC agreed to pay the Bank up to $20 million in loss share coverage with respect to the aggregate loss resulting from any portfolio sale of such shared loss assets that may occur within 120 days of the agreement.

 

  

 

TABLE 13 - ACTIVITY OF FDIC INDEMNIFICATION ASSET

 

 

 

 

 

 

  

Quarter Ended June 30,

 

2015

 

2014

 

 

(In thousands)

FDIC indemnification asset:

 

 

 

 

 

 

Balance at beginning of period

$

75,221

 

$

166,194

 

    Shared-loss agreements reimbursements from the FDIC

 

(24,387)

 

 

(10,464)

 

    Increase in expected credit losses to be

      covered under shared-loss agreements, net

 

906

 

 

3,522

 

    FDIC indemnification asset expense

 

(22,512)

 

 

(17,499)

 

    Incurred expenses to be reimbursed under shared-loss agreements

 

(6,524)

 

 

1,907

 

Balance at end of period

$

22,704

 

$

143,660

 

 

TABLE 14 - ACTIVITY IN THE REMAINING FDIC INDEMNIFICATION ASSET DISCOUNT

 

 

 

 

 

  

Quarter Ended June 30,

 

2015

 

2014

 

(In thousands)

Balance at beginning of period

$

4,755

 

$

60,023

    Amortization of negative discount

 

(22,531)

 

 

(17,499)

    Impact of lower projected losses

 

27,733

 

 

6,483

Balance at end of period

$

9,957

 

$

49,007

 

 

 

 

 

 

124


       

TABLE 15 - LIABILITIES SUMMARY AND COMPOSITION

 

 

June 30,

 

 

December 31,

 

 

  

2015

 

2014

 

Variance %

 

(Dollars in thousands)

Deposits:

 

 

 

 

 

 

 

    Non-interest bearing deposits

$

838,600

 

$

745,142

 

12.5%

    NOW accounts

 

1,097,997

 

 

1,251,943

 

-12.3%

    Savings and money market accounts

 

1,333,201

 

 

1,385,823

 

-3.8%

    Certificates of deposit

 

1,478,629

 

 

1,539,752

 

-4.0%

        Total deposits

 

4,748,427

 

 

4,922,660

 

-3.5%

    Accrued interest payable

 

1,257

 

 

1,746

 

-28.0%

        Total deposits and accrued interest payable

 

4,749,684

 

 

4,924,406

 

-3.5%

Borrowings:

 

 

 

 

 

 

 

    Securities sold under agreements to repurchase

 

1,161,136

 

 

980,087

 

18.5%

    Advances from FHLB

 

333,391

 

 

334,331

 

-0.3%

    Other term notes

 

2,090

 

 

4,004

 

-47.8%

    Subordinated capital notes

 

102,109

 

 

101,584

 

0.5%

        Total borrowings

 

1,598,726

 

 

1,420,006

 

12.6%

            Total deposits and borrowings

 

6,348,410

 

 

6,344,412

 

0.1%

 

 

 

 

 

 

 

 

Other Liabilities:

 

 

 

 

 

 

 

Derivative liabilities

 

8,739

 

 

11,221

 

-22.1%

Acceptances outstanding

 

16,040

 

 

17,989

 

-10.8%

Other liabilities

 

113,537

 

 

133,290

 

-14.8%

            Total liabilities

$

6,486,726

 

$

6,506,912

 

-0.3%

Deposits portfolio composition percentages:

 

 

 

 

 

 

 

    Non-interest bearing deposits

 

17.7%

 

 

15.1%

 

 

    NOW accounts

 

23.1%

 

 

25.4%

 

 

    Savings and money market accounts

 

28.1%

 

 

28.2%

 

 

    Certificates of deposit

 

31.1%

 

 

31.3%

 

 

 

 

100.0%

 

 

100.0%

 

 

Borrowings portfolio composition percentages:

 

 

 

 

 

 

 

    Securities sold under agreements to repurchase

 

72.6%

 

 

69.0%

 

 

    Advances from FHLB

 

20.9%

 

 

23.5%

 

 

    Other term notes

 

0.1%

 

 

0.3%

 

 

    Subordinated capital notes

 

6.4%

 

 

7.2%

 

 

 

 

100.0%

 

 

100.0%

 

 

Securities sold under agreements to repurchase (excluding accrued interest)

 

 

 

 

 

 

 

    Amount outstanding at period-end

$

1,158,944

 

$

977,816

 

 

    Daily average outstanding balance

$

982,862

 

$

1,041,378

 

 

    Maximum outstanding balance at any month-end

$

1,166,445

 

$

1,149,167

 

 

 

 

 

 

 

 

 

 

125


       

Liabilities and Funding Sources

 

As shown in Table 15 above, at June 30, 2015, the Company’s total liabilities were $6.487 billion, 0.3% less than the $6.507 billion reported at December 31, 2014. Deposits and borrowings, the Company’s funding sources, amounted to $6.348 billion at June 30, 2015 versus $6.344 billion at December 31, 2014, a 0.1% decrease.

 

At June 30, 2015, deposits represented 75% and borrowings represented 25% of interest-bearing liabilities. At June 30, 2015, deposits, the largest category of the Company’s interest-bearing liabilities, were $4.750 billion, a decrease of 3.5% from $4.924 billion at December 31, 2014. Demand and savings deposits decreased 3.3% to $3.270 billion, brokered deposits declined 2.3% to $605.4 million and higher-priced time deposits declined 5.7% to $957.2 million as part of our efforts to reduce the cost of deposits, which averaged 0.66% at December 31, 2014, to 0.68% at June 30, 2015.

 

Borrowings consist mainly of repurchase agreements, FHLB-NY advances and subordinated capital notes. At June 30, 2015, borrowings amounted to $1.599 billion, representing an increase of 12.6% when compared with the $1.420 billion reported at December 31, 2014. Repurchase agreements as of June 30, 2015 increased $181.0 million to $1.161 billion from $980.1 million at December 31, 2014, as the Company entered into new three month short-term repurchase agreements.

 

As a member of the FHLB-NY, the Bank can obtain advances from the FHLB-NY secured by the FHLB-NY stock owned by the Bank as well as by certain of the Bank’s mortgage loans and investment securities. Advances from the FHLB-NY amounted to $333.4 million as of June 30, 2015 and $334.3 million as of December 31, 2014. These advances mature from July 2015 through 2020.

 

Stockholders’ Equity

 

At June 30, 2015, the Company’s total stockholders’ equity was $911.6 million, a 3.25% decrease when compared to $942.2 million at December 31, 2014. This decline in stockholders’ equity reflects decreases in retained earnings by $21.4 million, in accumulated comprehensive income by $5.4 million and in treasury stock by $3.6 million, which in turn reflects the net loss and dividends declared for the period. Book value per share was $16.81 at June 30, 2015 compared to $17.40 at December 31, 2014.

 

From December 31, 2014 to June 30, 2015, tangible common equity to total assets decreased to 8.80% from 9.14%, Tier 1 Leverage Capital Ratio increased to 11.05% from 10.61%, Tier 1 Risk-Based Capital Ratio decreased to 15.85% from 16.02%, and Total Risk-Based Capital Ratio decreased to 17.41% from 17.57%. Common Equity Tier 1 Capital Ratio under the new capital rules was 12.26% as of June 30, 2015.

 

New Capital Rules to Implement Basel III Capital Requirements

 

In July 2013, the Board of Governors of the Federal Reserve System (the “Board”), the Office of the Comptroller of the Currency (the “OCC”) and the FDIC (together with the Board and the OCC, the “Agencies”) approved new rules (“New Capital Rules”) to establish a revised comprehensive regulatory capital framework for all U.S. banking organizations. The New Capital Rules generally implement the Basel Committee on Banking Supervision’s (the “Basel Committee”) December 2010 final capital framework referred to as “Basel III” for strengthening international capital standards. The New Capital Rules substantially revise the risk-based capital requirements applicable to bank holding companies and their depository institution subsidiaries, including the Company and the Bank, as compared to the current U.S. general risk-based capital rules. The New Capital Rules revise the definitions and the components of regulatory capital, as well as address other issues affecting the numerator in banking institutions’ regulatory capital ratios. The New Capital Rules also address asset risk weights and other matters affecting the denominator in banking institutions’ regulatory capital ratios and replace the existing general risk-weighting approach, which was derived from the Basel Committee’s 1988 “Basel I” capital accords, with a more risk-sensitive approach based, in part, on the “standardized approach” in the Basel Committee’s 2004 “Basel II” capital accords. In addition, the New Capital Rules implement certain provisions of Dodd-Frank Act, including the requirements of Section 939A to remove references to credit ratings from the federal agencies’ rules. The New Capital Rules became effective for the Company and the Bank on January 1, 2015, subject to phase-in periods for certain of their components and other provisions. Among other matters, the New Capital Rules: (i) introduce a new capital measure called “Common Equity Tier 1” (“CET1”) and related regulatory capital ratio of CET1 to risk-weighted assets; (ii) specify that Tier 1 capital consists of CET1 and “Additional Tier 1 capital” instruments meeting certain revised requirements; (iii) mandate that most deductions/adjustments to regulatory capital measures be made to CET1 and not to the other components of capital; and (iv) expand the scope of the deductions from and adjustments to capital as compared to existing regulations. Under the New Capital Rules, for most banking organizations, including the Company, the most common form of Additional Tier 1 capital is noncumulative perpetual preferred stock and the most common

126


       

form of Tier 2 capital is subordinated notes and a portion of the allocation for loan and lease losses, in each case, subject to the New Capital Rules’ specific requirements.

 

Pursuant to the New Capital Rules, the minimum capital ratios as of January 1, 2015 were as follows:

          4.5% CET1 to risk-weighted assets;

          6.0% Tier 1 capital (that is, CET1 plus Additional Tier 1 capital) to risk-weighted assets;

          8.0% Total capital (that is, Tier 1 capital plus Tier 2 capital) to risk-weighted assets; and

          4% Tier 1 capital to average consolidated assets as reported on consolidated financial statements (known as the “leverage ratio”).

The New Capital Rules also introduce a new 2.5% “capital conservation buffer”, composed entirely of CET1, on top of the three minimum risk-weighted asset ratios. The capital conservation buffer is designed to absorb losses during periods of economic stress. Banking institutions with a ratio of CET1 to risk-weighted assets above the minimum but below the capital conservation buffer will face constraints on dividends, equity repurchases and compensation based on the amount of the shortfall. Thus, when fully phased-in on January 1, 2019, the Company and the Bank will be required to maintain an additional capital conservation buffer of 2.5% of CET1, effectively resulting in minimum ratios of (i) CET1 to risk-weighted assets of at least 7%, (ii) Tier 1 capital to risk-weighted assets of at least 8.5%, and (iii) Total capital to risk-weighted assets of at least 10.5%.

 

The New Capital Rules provide for a number of deductions from and adjustments to CET1. These include, for example, the requirement that mortgage servicing rights, deferred tax assets arising from temporary differences that could not be realized through net operating loss carrybacks and significant investments in non-consolidated financial entities be deducted from CET1 to the extent that any one such category exceeds 10% of CET1 or all such items, in the aggregate, exceed 15% of CET1.

 

In addition (as noted above), under the current general risk-based capital rules, the effects of AOCI items included in shareholders’ equity (for example, mark-to-market adjustments to the value of securities held in the available for sale portfolio) under U.S. GAAP are reversed for the purposes of determining regulatory capital ratios. Pursuant to the New Capital Rules, the effects of certain AOCI items are not excluded; however, non-advanced approach banking organizations may make a one-time permanent election to continue to exclude these items. The Company and the Bank made the election to continue to exclude these items in order to avoid significant variations in the level of capital depending upon the impact of interest rate fluctuations on the fair value of their securities portfolio, concurrently with the first filing of the Company’s and Oriental Bank’s periodic regulatory reports in the beginning of 2015. The New Capital Rules also preclude certain hybrid securities, such as trust preferred securities, from inclusion in bank holding companies’ Tier 1 capital, subject to phase-out, in the case of bank holding companies that had $15 billion or more in total consolidated assets as of December 31, 2009. Therefore, the Company is permitted to continue to include its existing trust preferred securities as Tier 1 capital.

 

Implementation of the deductions and other adjustments to CET1 began on January 1, 2015 and will be phased-in over a 4-year period (beginning at 40% on January 1, 2015 and an additional 20% per year thereafter). The implementation of the capital conservation buffer will begin on January 1, 2016 at the 0.625% level and increase by 0.625% on each subsequent January 1, until it reaches 2.5% on January 1, 2019.

 

With respect to the Bank, the New Capital Rules revise the “prompt corrective action” (“PCA”) regulations adopted pursuant to Section 38 of the Federal Deposit Insurance Act by: (i) introducing a CET1 ratio requirement at each PCA category (other than critically undercapitalized), with the required CET1 ratio being 6.5% for well-capitalized status; (ii) increasing the minimum Tier 1 capital ratio requirement for each category, with the minimum Tier 1 capital ratio for well-capitalized status being 8% (as compared to the current 6%); and (iii) eliminating the current provision that provides that a bank with a composite supervisory rating of 1 may have a 3% leverage ratio and still be adequately capitalized. The New Capital Rules do not change the total risk-based capital requirement for any PCA category.

 

The New Capital Rules prescribe a new standardized approach for risk weightings that expand the risk-weighting categories from the current four Basel I-derived categories (0%, 20%, 50% and 100%) to a larger and more risk-sensitive number of categories, depending on the nature of the assets, and resulting in higher risk weights for a variety of asset classes.

  

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The following are the consolidated capital ratios of the Company under the New Capital Rules at June 30, 2015 and December 31, 2014:

 

TABLE 16 — CAPITAL, DIVIDENDS AND STOCK DATA

 

 

 

 

 

 

 

 

 

June 30,

December 31,

 

Variance

  

2015

 

2014

 

%

 

(Dollars in thousands, except per share data)

Capital data:

 

 

 

 

 

 

 

    Stockholders’ equity

$

911,599

 

$

942,197

 

-3.2%

Regulatory Capital Ratios data:

 

 

 

 

 

 

 

    Common equity tier 1 capital ratio

 

12.26%

 

 

N/A

 

N/A

    Minimum common equity tier 1 capital ratio required

 

4.50%

 

 

N/A

 

N/A

    Actual common equity tier 1 capital

$

611,541

 

 

N/A

 

N/A

    Minimum common equity tier 1 capital required

$

224,494

 

 

N/A

 

N/A

    Excess over regulatory requirement

$

387,047

 

 

N/A

 

N/A

    Risk-weighted assets

$

4,988,754

 

 

N/A

 

N/A

    Tier 1 risk-based capital ratio

 

15.85%

 

 

16.02%

 

-1.1%

    Minimum tier 1 risk-based capital ratio required

 

6.00%

 

 

4.00%

 

 

    Actual tier 1 risk-based capital

$

790,936

 

$

776,525

 

1.9%

    Minimum tier 1 risk-based capital required

$

299,325

 

$

193,886

 

54.4%

    Excess over regulatory requirement

$

491,611

 

$

582,639

 

-15.6%

    Risk-weighted assets

$

4,988,754

 

$

4,847,150

 

2.9%

    Total risk-based capital ratio

 

17.41%

 

 

17.57%

 

-0.9%

    Minimum total risk-based capital ratio required

 

8.00%

 

 

8.00%

 

 

    Actual total risk-based capital

$

868,568

 

$

851,437

 

2.0%

    Minimum total risk-based capital required

$

399,100

 

$

387,772

 

2.9%

    Excess over regulatory requirement

$

469,468

 

$

463,665

 

1.3%

    Risk-weighted assets

$

4,988,754

 

$

4,847,150

 

2.9%

    Leverage capital ratio

 

11.05%

 

 

10.61%

 

4.1%

    Minimum leverage capital ratio required

 

4.00%

 

 

4.00%

 

 

    Actual tier 1 capital

$

790,936

 

$

776,525

 

1.9%

    Minimum tier 1 capital required

$

286,262

 

$

292,738

 

-2.2%

    Excess over regulatory requirement

$

504,674

 

$

483,787

 

4.3%

    Tangible common equity to total assets

 

8.80%

 

 

9.14%

 

-3.7%

    Tangible common equity to risk-weighted assets

 

13.05%

 

 

14.04%

 

-7.1%

    Total equity to total assets

 

12.32%

 

 

12.65%

 

-2.6%

    Total equity to risk-weighted assets

 

18.27%

 

 

19.44%

 

-6.0%

Stock data:

 

 

 

 

 

 

 

    Outstanding common shares

 

44,367,909

 

 

44,613,615

 

-0.6%

    Book value per common share

$

16.81

 

$

17.40

 

-3.4%

    Tangible book value per common share

$

14.67

 

$

15.25

 

-3.8%

    Market price at end of period

$

10.67

 

$

16.65

 

-35.9%

    Market capitalization at end of period

$

473,406

 

$

742,817

 

-36.3%

 

 

 

 

 

 

 

 

128


       

The following table presents a reconciliation of the Company’s total stockholders’ equity to tangible common equity and total assets to tangible assets at June 30, 2015 and December 31, 2014:

 

 

June 30,

 

December 31,

 

2015

 

2014

 

 

(In thousands, except share or per

share information)

Total stockholders' equity

$

911,599

 

$

942,197

Preferred stock

 

(176,000)

 

 

(176,000)

Preferred stock issuance costs

 

10,130

 

 

10,130

Goodwill

 

(86,069)

 

 

(86,069)

Core deposit intangible

 

(5,878)

 

 

(6,463)

Customer relationship intangible

 

(2,912)

 

 

(3,280)

Total tangible common equity

$

650,870

 

$

680,515

Total assets

 

7,398,325

 

 

7,449,109

Goodwill

 

(86,069)

 

 

(86,069)

Core deposit intangible

 

(5,878)

 

 

(6,463)

Customer relationship intangible

 

(2,912)

 

 

(3,280)

Total tangible assets

$

7,303,466

 

$

7,353,297

Tangible common equity to tangible assets

 

8.91%

 

 

9.25%

Common shares outstanding at end of period

 

44,367,909

 

 

44,613,615

Tangible book value per common share

$

14.67

 

$

15.25

 

 

 

 

 

 

 

The tangible common equity ratio and tangible book value per common share are non-GAAP measures. Management and many stock analysts use the tangible common equity ratio and tangible book value per common share in conjunction with more traditional bank capital ratios to compare the capital adequacy of banking organizations. Neither tangible common equity nor tangible assets or related measures should be considered in isolation or as a substitute for stockholders’ equity, total assets or any other measure calculated in accordance with GAAP. Moreover, the manner in which the Company calculates its tangible common equity, tangible assets and any other related measures may differ from that of other companies reporting measures with similar names.

 

Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied and are not audited. To mitigate these limitations, the Company has 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.

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The following table presents the Company’s capital adequacy information under the New Capital Rules at June 30:

 

 

June 30

 

2015

 

(Dollars in thousands)

Risk-based capital:

 

 

    Common equity tier 1 capital

$

611,541

    Additional tier 1 capital

 

179,395

        Tier 1 capital

 

790,936

    Additional Tier 2 capital

 

77,632

        Total risk-based capital

$

868,568

Risk-weighted assets:

 

 

    Balance sheet items

$

4,943,632

    Off-balance sheet items

 

45,123

        Total risk-weighted assets

$

4,988,754

Ratios:

 

 

    Common equity tier 1 capital (minimum required - 4.5%)

 

12.26%

    Tier 1 capital (minimum required - 6%)

 

15.85%

    Total capital (minimum required - 8%)

 

17.41%

    Leverage ratio

 

11.05%

    Equity to assets

 

12.32%

    Tangible common equity to assets

 

8.80%

 

The Bank is considered “well capitalized” under the regulatory framework for prompt corrective action. The table below shows the Bank’s regulatory capital ratios at June 30, 2015 and December 31, 2014:

 

 

 

 

June 30

 

December 31

 

Variance

 

2015

 

2014

 

%

 

(Dollars in thousands)

 

 

Oriental Bank Regulatory Capital Ratios:

 

 

 

 

 

 

 

    Common Equity Tier 1 Capital to Risk-Weighted Assets

 

14.93%

 

 

N/A

 

N/A

    Actual common equity tier 1 capital

$

742,098

 

 

N/A

 

N/A

    Minimum capital requirement (4.5%)

$

223,715

 

 

N/A

 

N/A

    Minimum to be well capitalized (6.5%)

$

323,144

 

 

N/A

 

N/A

    Tier 1 Capital to Risk-Weighted Assets

 

14.93%

 

 

15.45%

 

-3.4%

    Actual tier 1 risk-based capital

$

742,098

 

$

746,524

 

-0.6%

    Minimum capital requirement (6%)

$

298,287

 

$

193,222

 

54.4%

    Minimum to be well capitalized (8%)

$

397,716

 

$

289,833

 

37.2%

    Total Capital to Risk-Weighted Assets

 

16.48%

 

 

16.99%

 

-3.0%

    Actual total risk-based capital

$

819,436

 

$

820,884

 

-0.2%

    Minimum capital requirement (8%)

$

397,716

 

$

386,444

 

2.9%

    Minimum to be well capitalized (10%)

$

497,145

 

$

483,055

 

2.9%

    Total Tier 1 Capital to Average Total Assets

 

10.44%

 

 

10.26%

 

1.8%

    Actual tier 1 capital

$

742,098

 

$

746,177

 

-0.5%

    Minimum capital requirement (4%)

$

284,228

 

$

290,879

 

-2.3%

    Minimum to be well capitalized (5%)

$

355,285

 

$

363,599

 

-2.3%

 

 

 

 

 

 

 

 

130


       

The Company’s common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “OFG.” At June 30, 2015 and December 31, 2014, the Company’s market capitalization for its outstanding common stock was $473.4 million ($10.67 per share) and $742.8 million ($16.65 per share), respectively.

  

The following table provides the high and low prices and dividends per share of the Company’s common stock for each quarter of the last two calendar years:

  

 

  

 

 

 

 

 

 

Cash

 

Price

 

Dividend

  

High

 

Low

 

Per share

2015

 

 

 

 

 

 

 

 

     June 30, 2015

$

17.04

 

$

10.67

 

$

0.10

     March 31, 2015

$

17.70

 

$

14.88

 

$

0.10

2014

 

 

 

 

 

 

 

 

     December 31, 2014

$

16.76

 

$

14.35

 

$

0.10

     September 30, 2014

$

18.89

 

$

14.92

 

$

0.08

     June 30, 2014

$

18.88

 

$

16.38

 

$

0.08

     March 31, 2014

$

17.54

 

$

14.30

 

$

0.08

2013

 

 

 

 

 

 

 

 

    December 31, 2013

$

17.34

 

$

14.74

 

$

0.08

    September 30, 2013

$

18.97

 

$

16.13

 

$

0.06

    June 30, 2013

$

18.11

 

$

14.26

 

$

0.06

    March 31, 2013

$

15.83

 

$

13.85

 

$

0.06

 

 

 

 

 

 

 

 

 

 

Under the Company’s current stock repurchase program it is authorized to purchase in the open market up to $70 million of its outstanding shares of common stock, of which approximately $12.4 million of authority remains. The shares of common stock repurchased are to be held by the Company as treasury shares. During the six-month period ended June 30, 2015 the Company purchased 303,985 shares under this program for a total of $4.2 million, at an average price of $13.9 per share. There were no repurchases during the six-month period ended June 30, 2014.

 

The number of shares that may yet be purchased under the $70 million program is estimated at 1,164,671 and was calculated by dividing the remaining balance of $12.4 million by $10.67 (closing price of the Company common stock at June 30, 2015). The Company did not purchase any shares of its common stock during the six-month periods ended June 30, 2015, or during the six-month periods ended June 30, 2014, other than through its publicly announced stock repurchase program.

  

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Background

 

The Company’s risk management policies are established by its Board of Directors (the “Board”) and implemented by management through the adoption of a risk management program, which is overseen and monitored by the Chief Risk Officer and the Risk Management and Compliance Committee. The Company has continued to refine and enhance its risk management program by strengthening policies, processes and procedures necessary to maintain effective risk management.

 

All aspects of the Company’s business activities are susceptible to risk. Consequently, risk identification and monitoring are essential to risk management. As more fully discussed below, the Company’s primary risk exposures include, market, interest rate, credit, liquidity, operational and concentration risks.

 

Market Risk

 

Market risk is the risk to earnings or capital arising from adverse movements in market rates or prices, such as interest rates or prices. The Company evaluates market risk together with interest rate risk. The Company’s financial results and capital levels are constantly exposed to market risk. The Board and management are primarily responsible for ensuring that the market risk assumed by the Company complies with the guidelines established by policies approved by the Board. The Board has delegated the management of this risk to the Asset/Liability Management Committee (“ALCO”) which is composed of certain executive officers from the business, treasury and finance areas. One of ALCO’s primary goals is to ensure that the market risk assumed by the Company is within the parameters established in such policies.

 

Interest Rate Risk

 

Interest rate risk is the exposure of the Company’s earnings or capital to adverse movements in interest rates. It is a predominant market risk in terms of its potential impact on earnings. The Company manages its asset/liability position in order to limit the effects of changes in interest rates on net interest income. ALCO oversees interest rate risk, liquidity management and other related matters.

 

In executing its responsibilities, ALCO examines current and expected conditions in global financial markets, competition and prevailing rates in the local deposit market, liquidity, unrealized gains and losses in securities, recent or proposed changes to the investment portfolio, alternative funding sources and their costs, hedging and the possible purchase of derivatives such as swaps, and any tax or regulatory issues which may be pertinent to these areas.

 

On a quarterly basis, the Company performs a net interest income simulation analysis on a consolidated basis to estimate the potential change in future earnings from projected changes in interest rates. These simulations are carried out over a five-year time horizon, assuming certain gradual upward and downward interest rate movements, achieved during a twelve-month period. Instantaneous interest rate movements are also modeled. Simulations are carried out in two ways:

 

(i)       using a static balance sheet as the Company had on the simulation date, and

 

(ii)     using a dynamic balance sheet based on recent growth patterns and business strategies.

 

The balance sheet is divided into groups of assets and liabilities detailed by maturity or re-pricing and their corresponding interest yields and costs. As interest rates rise or fall, these simulations incorporate expected future lending rates, current and expected future funding sources and costs, the possible exercise of options, changes in prepayment rates, deposits decay and other factors which may be important in projecting the future growth of net interest income.

 

The Company uses a software application to project future movements in the Company’s balance sheet and income statement. The starting point of the projections generally corresponds to the actual values of the balance sheet on the date of the simulations.

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These simulations are complex, and use many assumptions that are intended to reflect the general behavior of the Company over the period in question. There can be no assurance that actual events will match these assumptions in all cases. For this reason, the results of these simulations are only approximations of the true sensitivity of net interest income to changes in market interest rates. The following table presents the results of the simulations at June 30, 2015 for the most likely scenario, assuming a one-year time horizon:

 

  

Net Interest Income Risk (one year projection)

  

Static Balance Sheet

 

Growing Simulation

  

Amount

 

Percent

 

Amount

 

Percent

 

Change

 

Change

 

Change

 

Change

Change in interest rate

(Dollars in thousands)

+ 200 Basis points

$

7,405

 

2.11%

 

$

8,239

 

2.31%

+ 100 Basis points

$

3,926

 

1.12%

 

$

4,341

 

1.22%

- 50 Basis points

$

(1,932)

 

-0.55%

 

$

(1,997)

 

-0.56%

 

The impact of -100 and -200 basis point reductions in interest rates is not presented in view of current level of the federal funds rate and other short-term interest rates.

 

Future net interest income could be affected by the Company’s investments in callable securities, prepayment risk related to mortgage loans and mortgage-backed securities, and any structured repurchase agreements and advances from the FHLB-NY in which it may enter into from time to time. As part of the strategy to limit the interest rate risk and reduce the re-pricing gaps of the Company’s assets and liabilities, the Company has executed certain transactions which include extending the maturity and the re-pricing frequency of the liabilities to longer terms reducing the amounts of its structured repurchase agreements and entering into hedge-designated swaps to hedge the variability of future interest cash flows of forecasted wholesale borrowings that only consist of advances from the FHLB-NY as of June 30, 2015.

 

The Company maintains an overall interest rate risk management strategy that incorporates the use of derivative instruments to minimize significant unplanned fluctuations in earnings that are caused by interest rate volatility. The Company’s goal is to manage interest rate sensitivity by modifying the repricing or maturity characteristics of certain balance sheet assets and liabilities so that the net interest margin is not, on a material basis, adversely affected by movements in interest rates. As a result of interest rate fluctuations, hedged fixed-rate assets and liabilities will appreciate or depreciate in market value. Also, for some fixed-rate assets or liabilities, the effect of this variability in earnings is expected to be substantially offset by the Company’s gains and losses on the derivative instruments that are linked to the forecasted cash flows of these hedged assets and liabilities. The Company considers its strategic use of derivatives to be a prudent method of managing interest-rate sensitivity as it reduces the exposure of earnings and the market value of its equity to undue risk posed by changes in interest rates. The effect of this unrealized appreciation or depreciation is expected to be substantially offset by the Company’s gains or losses on the derivative instruments that are linked to these hedged assets and liabilities. Another result of interest rate fluctuations is that the contractual interest income and interest expense of hedged variable-rate assets and liabilities, respectively, will increase or decrease.

 

Derivative instruments that are used as part of the Company’s interest risk management strategy include interest rate swaps, forward-settlement swaps, futures contracts, and option contracts that have indices related to the pricing of specific balance sheet assets and liabilities. Interest rate swaps generally involve the exchange of fixed and variable-rate interest payments between two parties based on a common notional principal amount and maturity date. Interest rate futures generally involve exchanged-traded contracts to buy or sell U.S. Treasury bonds and notes in the future at specified prices. Interest rate options represent contracts that allow the holder of the option to (i) receive cash or (ii) purchase, sell, or enter into a financial instrument at a specified price within a specified period. Some purchased option contracts give the Company the right to enter into interest rate swaps and cap and floor agreements with the writer of the option. In addition, the Company enters into certain transactions that contain embedded derivatives. When the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract, it is bifurcated and carried at fair value. Please refer to Note 8 to the accompanying unaudited consolidated financial statements for further information concerning the Company’s derivative activities.

 

 

 

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Following is a summary of certain strategies, including derivative activities, currently used by the Company to manage interest rate risk:

 

Interest rate swaps — The Company entered into hedge-designated swaps to hedge the variability of future interest cash flows of forecasted wholesale borrowings attributable to changes in the one-month LIBOR rate. Once the forecasted wholesale  borrowings transactions occurred, the interest rate swap effectively fixes the Company’s interest payments on an amount of forecasted interest expense attributable to the one-month LIBOR rate corresponding to the swap notional stated rate. A derivative liability of $6.5 million (notional amount of $263.7 million) was recognized at June 30, 2015 related to the valuation of these swaps.

 

In addition, the Company has certain derivative contracts, including interest rate swaps not designated as hedging instruments, which are utilized to convert certain variable rate loans to fixed-rate loans, and the mirror-images of these interest rate swaps in which the Company enters into to minimize its interest rate risk exposure that results from offering the derivatives to clients. These interest rate swaps are marked to market through earnings. At June 30, 2015, interest rate swaps offered to clients not designated as hedging instruments represented a derivative asset of $2.2 million (notional amounts of $16.4 million), and the mirror-image interest rate swaps in which BBVAPR entered into represented a derivative liability of $2.2 million (notional amounts of $16.4 million).

 

S&P options — The Company has offered its customers certificates of deposit with an option tied to the performance of the S&P 500 Index. At the end of five years, the depositor receives a minimum return or a specified percentage of the average increase of the month-end value of the S&P 500 Index. The Company uses option agreements with major money center banks and major broker-dealer companies to manage its exposure to changes in that index. Under the terms of the option agreements, the Company receives the average increase in the month-end value of the S&P 500 Index in exchange for a fixed premium. The changes in fair value of the options purchased and the options embedded in the certificates of deposit are recorded in earnings.

 

At June 30, 2015, the fair value of the purchased options used to manage the exposure to the S&P 500 Index on stock-indexed certificates of deposit represented an asset of $2.1 million (notional amounts of $5.0 million) and the options sold to customers embedded in the certificates of deposit represented a liability of $2.0 million (notional amount of $4.8 million).

 

Wholesale borrowings — The Company uses interest rate swaps to hedge the variability of interest cash flows of certain advances from the FHLB-NY that are tied to a variable rate index. The interest rate swaps effectively fix the Company’s interest payments on these borrowings. As of June 30, 2015, the Company had $263.7 million in interest rate swaps at an average rate of 2.6% designated as cash flow hedges for $263.7 million in advances from the FHLB-NY that reprice or are being rolled over on a monthly basis.

 

Credit Risk

 

Credit risk is the possibility of loss arising from a borrower or counterparty in a credit-related contract failing to perform in accordance with its terms. The principal source of credit risk for the Company is its lending activities. In Puerto Rico, the Company’s principal market, economic conditions are challenging, as they have been for the last eight years, due to a shrinking population, a protracted economic recession, a housing sector that remains under pressure, the Puerto Rico government’s large indebtedness and structural budget deficit, and the recent rating downgrades of Puerto Rico general obligations and other government bonds to levels that are below investment grade.

 

The Company manages its credit risk through a comprehensive credit policy which establishes sound underwriting standards by monitoring and evaluating loan portfolio quality, and by the constant assessment of reserves and loan concentrations. The Company also employs proactive collection and loss mitigation practices.

 

The Company may also encounter risk of default in relation to its securities portfolio. The securities held by the Company are principally agency mortgage-backed securities. Thus, a substantial portion of these instruments are guaranteed by mortgages, a U.S. government-sponsored entity, or the full faith and credit of the U.S. government.

 

The Company’s Executive Credit Committee, composed of its Chief Executive Officer, Chief Credit Risk Officer and other senior executives, has primary responsibility for setting strategies to achieve the Company’s credit risk goals and objectives. Those goals and objectives are set forth in the Company’s Credit Policy as approved by the Board.

 

 

 

 

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Liquidity Risk

 

Liquidity risk is the risk of the Company not being able to generate sufficient cash from either assets or liabilities to meet obligations as they become due without incurring substantial losses. The Board has established a policy to  manage this risk. The Company’s cash requirements principally consist of deposit withdrawals, contractual loan funding, repayment of borrowings as these mature, and funding of new and existing investments as required.

 

The Company’s business requires continuous access to various funding sources. While the Company is able to fund its operations through deposits as well as through advances from the FHLB-NY and other alternative sources, the Company’s business is dependent upon other wholesale funding sources. Although the Company has selectively reduced its use of wholesale funding sources, such as repurchase agreements and brokered deposits, it is still dependent on wholesale funding sources. As of June 30, 2015, the Company had $1.159 billion in repurchase agreements, excluding accrued interests, and $605.4 million in brokered deposits.

 

Brokered deposits are typically offered through an intermediary to small retail investors. The Company’s ability to continue to attract brokered deposits is subject to variability based upon a number of factors, including volume and volatility in the global securities markets, the Company’s credit rating, and the relative interest rates that it is prepared to pay for these liabilities. Brokered deposits are generally considered a less stable source of funding than core deposits obtained through retail bank branches. Investors in brokered deposits are generally more sensitive to interest rates and will generally move funds from one depository institution to another based on small differences in interest rates offered on deposits.

 

The Company participates in the Federal Reserve Bank’s Borrower-In Custody Program which allows it to pledge certain type of loans while keeping physical control of the collateral.

 

Although the Company expects to have continued access to credit from the foregoing sources of funds, there can be no assurance that such financing sources will continue to be available or will be available on favorable terms. In a period of financial disruption or if negative developments occur with respect to the Company, the availability and cost of the Company’s funding sources could be adversely affected. In that event, the Company’s cost of funds may increase, thereby reducing its net interest income, or the Company may need to dispose of a portion of its investment portfolio, which depending upon market conditions, could result in realizing a loss or experiencing other adverse accounting consequences upon any such dispositions. The Company’s efforts to monitor and manage liquidity risk may not be successful to deal with dramatic or unanticipated changes in the global securities markets or other reductions in liquidity driven by the Company or market-related events. In the event that such sources of funds are reduced or eliminated and the Company is not able to replace these on a cost-effective basis, the Company may be forced to curtail or cease its loan origination business and treasury activities, which would have a material adverse effect on its operations and financial condition.

 

As of June 30, 2015, the Company had approximately $553.5 million in unrestricted cash and cash equivalents, $221.7 million in investment securities that are not pledged as collateral, $620.0 million in borrowing capacity at the FHLB-NY and $699.1 million in borrowing capacity at the Federal Reserve’s discount window available to cover liquidity needs.

 

     Operational Risk

 

Operational risk is the risk of loss from inadequate or failed internal processes, personnel and systems or from external events. All functions, products and services of the Company are susceptible to operational risk.

 

The Company faces ongoing and emerging risk and regulatory pressure related to the activities that surround the delivery of banking and financial products and services. Coupled with external influences such as market conditions, security risks, and legal risk, the potential for operational and reputational loss has increased. In order to mitigate and control operational risk, the Company has developed, and continues to enhance, specific internal controls, policies and procedures that are designed to identify and manage operational risk at appropriate levels throughout the organization. The purpose of these policies and procedures is to provide reasonable assurance that the Company’s business operations are functioning within established limits.

 

 

 

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The Company classifies operational risk into two major categories: business specific and corporate-wide affecting all business lines. For business specific risks, a risk assessment group works with the various business units to ensure consistency in policies, processes and assessments. With respect to corporate-wide risks, such as information security, business recovery, legal and compliance, the Company has specialized groups, such as Information Security, Enterprise Risk Management, Corporate Compliance, Information Technology, Legal and Operations. These groups assist the lines of business in the development and implementation of risk management practices specific to the needs of the business groups. All these matters are reviewed and discussed in the Information Technology Steering Committee, and the Executive Risk and Compliance Committee.

 

The Company is subject to extensive United States federal and Puerto Rico regulations, and this regulatory scrutiny has been significantly increasing over the last several years. The Company has established and continues to enhance procedures based on legal and regulatory requirements that are reasonably designed to ensure compliance with all applicable statutory and regulatory requirements. The Company has a corporate compliance function headed by a Regulatory Compliance Director who reports to the Deputy General Counsel and the BSA Officer who reports to the Chief Risk Officer. The Regulatory Compliance Director is responsible for the oversight of regulatory compliance and implementation of a company-wide compliance program, except for the Bank Secrecy Act/ Anti-Money Laundering compliance program, which is overseen and implemented by the BSA Officer.

 

Concentration Risk

 

Substantially all of the Company’s business activities and a significant portion of its credit exposure are concentrated in Puerto Rico. As a consequence, the Company’s profitability and financial condition may be adversely affected by an extended economic slowdown, adverse political or economic developments in Puerto Rico or the effects of a natural disaster, all of which could result in a reduction in loan originations, an increase in non-performing assets, an increase in foreclosure losses on mortgage loans, and a reduction in the value of its loans and loan servicing portfolio.

 

ITEM 4.   CONTROLS AND PROCEDURES

 

Disclosure Controls and Procedures

 

As of the end of the period covered by this quarterly report on Form 10-Q, an evaluation was carried out under the supervision and with the participation of the Company’s management, including the Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based upon such evaluation, the CEO and the CFO have concluded that, as of the end of such period, the Company’s disclosure controls and procedures provided reasonable assurance of effectiveness in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute assurance that it will detect or uncover failures within the Company to disclose material information otherwise required to be set forth in the Company’s periodic reports.

 

Internal Control over Financial Reporting

 

There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended June 30, 2015, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

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PART - II OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

The Company and its subsidiaries are defendants in a number of legal proceedings incidental to their business. The Company is vigorously contesting such claims. Based upon a review by legal counsel and the development of these matters to date, management is of the opinion that the ultimate aggregate liability, if any, resulting from these claims will not have a material adverse effect on the Company’s financial condition or results of operations.

ITEM 1A.   RISK FACTORS

Except as set forth below, there have been no material changes to the risk factors previously disclosed in the Company’s annual report on Form 10-K for the year ended December 31, 2014. In addition to other information set forth in this report, you should carefully consider the risk factors included in the Company’s annual report on Form 10-K, as updated by this report or other filings the Company makes with the SEC under the Exchange Act. Additional risks and uncertainties not presently known to the Company at this time or that the Company currently deems immaterial may also adversely affect the Company’s business, financial condition or results of operations.

We are exposed to credit and concentration risks in connection with our credit facilities to the government of Puerto Rico, including some of its public corporations, instrumentalities and municipalities, and any credit default on their debt obligations or a further deterioration of the Puerto Rico economy could adversely and materially affect our financial condition and results of operations. 

The Commonwealth of Puerto Rico and its instrumentalities, municipalities and public corporations face severe economic and fiscal challenges that, either individually or in the aggregate, could adversely affect the Commonwealth’s ability to fund or otherwise maintain all necessary government programs and services, and have already caused one of its public corporations, the Public Finance Corporation, to default on a payment due to its bondholders.  Further, the Commonwealth’s liquidity has been significantly reduced and it no longer has access to capital markets.  In June 2015, the Governor issued a public announcement that the Commonwealth will be unable to pay its debts absent a restructuring.  Moreover, the government has enacted legislation that casts significant doubt with respect to whether it will continue making debt payments throughout fiscal year 2016, including a budget that does not appropriate funds needed for debt service payments by certain public corporations and a law that allows the Puerto Rico Treasury Secretary to discontinue funding the debt service reserve for the Commonwealth’s general obligation debt unless the Commonwealth or Government Development Bank for Puerto Rico obtain financing from the capital markets in the current fiscal year ending June 30, 2016.

The Commonwealth’s ability to finance its budget deficits is very limited.  If the government is unable to access the capital markets to place new debt or refinance its upcoming maturities, the government may have to continue implementing additional austerity measures, including reducing spending, imposing new taxes, and taking emergency or extraordinary actions, including a debt restructuring or a default or moratorium on debt-service payments, which would slow Puerto Rico’s weak economy even further.  The Commonwealth may also have to reduce or eliminate important government programs and services in order to attempt to balance its budget and comply with its debt obligations. 

It is uncertain how Puerto Rico’s business, political and social sectors would react to a significant reduction or elimination of such programs and services.  It is also uncertain whether Puerto Rico’s government, including some of its municipalities, instrumentalities and public corporations, will be able to continue to service their debts as they become due.  Any further deterioration of economic or fiscal conditions in Puerto Rico could adversely and materially affect the value of our credit facilities to the government of Puerto Rico and our investment portfolio of Puerto Rico government bonds.

On February 5, 2015, Dr. Anne O. Krueger, Dr. Ranjit S. Teja and Dr. Andrew Wolfe (the “Former IMF economists”), each of whom has previously occupied senior executive positions at the International Monetary Fund (“IMF”), were engaged to analyze the Commonwealth’s economic and financial stability and growth prospects.

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Their final report was delivered to the Governor of Puerto Rico on June 28, 2015 and was made public on that date.

 

The report from the Former IMF economists (the “Krueger Report”) states that Puerto Rico faces an acute crisis in the face of faltering economic activity, fiscal solvency and debt sustainability, and institutional credibility.

 

At June 30, 2015, we had approximately $515.3 million of outstanding credit facilities to the government of Puerto Rico, including its instrumentalities, municipalities and public corporations.  We do not have any credit facilities to the Public Finance Corporation.  A substantial portion of our credit exposure to Puerto Rico’s government consists of collateralized loans or obligations that have a specific source of income or revenues identified for their repayment.  Approximately $214 million of these loans are general obligation debt of municipalities secured by ad valorem taxation, without limitation as to rate or amount, on all taxable property within the issuing municipalities.  The good faith, credit and unlimited taxing power of each issuing municipality are pledged for the payment of its general obligation debt. 

In addition, some of these obligations consist of senior and subordinated loans to public corporations that obtain revenues from rates charged for services or products, such as the Puerto Rico Electric Power Authority (“PREPA”) and the State Insurance Fund Corporation.  The Commonwealth’s instrumentalities or public corporations have varying degrees of independence from the central government.  Some instrumentalities or public corporations that provide essential or important government services, such as the University of Puerto Rico, the Puerto Rico Medical Services Administration and the Puerto Rico Metropolitan Bus Authority, are supported by the Commonwealth through budget appropriations, while others, such as PREPA, are owed substantial amounts for utility services rendered to the Commonwealth.  It is uncertain whether any such instrumentalities or public corporations will continue to receive government support or whether they will be able to collect amounts owed by the Commonwealth or its instrumentalities.

At June 30, 2015, we had approximately $301.3 million of credit facilities to public corporations of the Commonwealth, including:

·           PREPA with an outstanding balance of $197.6 million;

·           The State Insurance Fund Corporation with an outstanding balance of $77.6 million, which is approximately 130% collateralized by a portfolio of A-plus rated securities; and

·           The Puerto Rico Housing Finance Authority with an outstanding balance of $25.2 million to be repaid from abandoned or unclaimed funds at financial institutions that revert to the government under a Puerto Rico escheat law.

 

The outstanding balance of credit facilities to public corporations decreased during the second quarter as a result of a repayment in full by the Puerto Rico Aqueduct and Sewer Authority of a $75 million loan.

 

Our banking subsidiary, Oriental Bank, is part of a four bank syndicate providing a $550 million revolving line of credit to finance the purchase of fuel for PREPA’s day-to-day power generation activities.  Our participation in the line of credit has an unpaid principal balance of $197.6 million as of June 30, 2015.  We, as part of the bank syndicate, entered into a forbearance agreement with PREPA, which has been extended several times, most recently until September 15, 2015.  In connection with such extensions, PREPA appointed a Chief Restructuring Officer to work alongside the Executive Director to develop, organize and manage a financial and operational restructuring of PREPA subject to the approval of PREPA’s Board of Directors.  PREPA also has been in negotiations with its forbearing creditors to restructure its debts and obtain financing for capital improvements needed to its infrastructure.  There can be no assurance that PREPA and its forbearing creditors will agree on any restructuring.  As previously disclosed, we have classified our credit facility to PREPA as substandard and on non-accrual status. We also took a $24 million provision for loan and lease losses against such credit during the first quarter of 2015.

PREPA’s enabling act provides for local receivership upon request to any Puerto Rico court of competent jurisdiction in the event of a default in debt-service payments or other obligations in connection with PREPA’s bonds.  The receiver so appointed would be empowered, directly or through its agents and attorneys, to take possession of the undertakings, income and revenues pledged to the payment of the bonds in default; to have, hold, use, operate, manage and control the same; and to exercise all of PREPA’s rights and powers with respect to such undertakings.  However, any such receiver would not have the power to sell, assign, mortgage or otherwise dispose of PREPA’s assets, and its powers would be limited to the operation and maintenance of such undertakings and the

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collection and application of the income and revenues therefrom. These provisions have not been tested in the courts, and it is not clear if and how they would apply in connection with other debts and obligations of PREPA upon an event of default.

In June 2014, Puerto Rico enacted the Puerto Rico Public Corporation Debt Enforcement and Recovery Act (the “Recovery Act”), which established procedures for the adjustment of debts of certain public corporations of the Commonwealth, which, as Puerto Rico governmental instrumentalities, are not currently eligible for federal bankruptcy relief under any chapter of the U.S. Bankruptcy Code.  The Recovery Act states in its preamble that it further promotes the government’s public policy of no longer providing financial support to such public corporations, such as PREPA and PRASA, and promoting their economic independence.  In February 2015, the U.S. District Court for the District of Puerto Rico held that the Recovery Act is preempted by the U.S. Bankruptcy Code and is therefore void pursuant to the Supremacy Clause of the United States Constitution.  It also permanently enjoined the Commonwealth from enforcing the Recovery Act.  Such decision was confirmed by the U.S. Circuit Court of Appeals for the First Circuit on July 6, 2015.  However, the Commonwealth has declared its intent to file an appeal before the U.S. Supreme Court.

On February 11, 2015, Puerto Rico’s non-voting representative to the U.S. House of Representatives introduced a bill (H.R. 870) that would empower the government of Puerto Rico to authorize its municipalities and public corporations to restructure their debts under Chapter 9 of the U.S. Bankruptcy Code.  Such bill has been referred to the Subcommittee on Regulatory Reform, Commercial and Antitrust Law.  On July 15, 2015, an identical companion bill (S. 1774) was filed by 12 senators in the U.S. Senate.  It is unclear if and when any of these bills will be approved and, if approved, whether they will have retroactive effect for debts that are currently outstanding. 

If the Bank’s Puerto Rico government debtors are unable to pay their obligations as they become due, or under certain other circumstances, including, for example, a debt restructuring or a moratorium on debt-service payments by such debtors, we may be required to adversely classify additional credit facilities to such Puerto Rico government debtors and provision for additional losses in connection therewith.  Any such additional adverse classification or provision may significantly affect our financial condition and regulatory capital ratios.

We are subject to extensive regulatory oversight by federal and local banking authorities.

We are subject to extensive supervision, regulation and examination by the FDIC, the Federal Reserve Board and the Office of the Commissioner of Financial Institutions of Puerto Rico.  As a result, we are limited in the manner in which we conduct our business, undertake new investments and activities, and obtain financing.  This regulatory structure is designed primarily for the protection of the Deposit Insurance Fund and our depositors, and not to benefit our stockholders.  This regulatory structure also gives the regulatory authorities extensive discretion in connection with their supervisory and enforcement actions and examination policies, including policies with respect to capital levels, the timing and amount of dividend payments, the classification of assets, the establishment of adequate loan loss reserves for regulatory purposes, and the timing and amounts of assessments and fees.  Also, any changes to such regulatory structure, including changes in interpretation or implementation of laws, regulations or policies, could affect us in substantial and unpredictable ways.

In addition, we must comply with significant anti-money laundering and anti-terrorism laws and regulations, Community Reinvestment Act laws and regulations, and consumer financial protection laws and regulations.  Government agencies have the authority to impose monetary penalties and other sanctions or restrictions on institutions that fail to comply with these laws and regulations, which could significantly affect our business activities, including our ability to acquire other financial institutions or expand our branch network.

  

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ITEM 2.     UNREGISTERED SALES OF EQUITY SECURITES AND USE OF PROCEEDS

 

On June 29, 2011, the Company announced the approval by the Board of Directors of a stock repurchase program to purchase an additional $70 million of the Company’s common stock in the open market.

 

Any shares of common stock repurchased are held by the Company as treasury shares. The Company records treasury stock purchases under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. During the quarter ended June 30, 2015, the Company purchased 303,985 additional shares under this program for a total of $4.2 million, at an average price of $13.9 per share.

 

The following table presents the shares repurchased for each month during the quarter ended June 30, 2015:

 

 

 

 

 

 

 

Total number of

 

 

Maximum approximate

 

 

 

 

 

 

shares purchased

 

 

dollar value of shares

 

Total number of

 

Average price paid

 

as part of publicly

 

 

that may yet be purchased

Period

shares purchased

 

per share

 

announced programs

 

 

under the programs

 

 

 

 

 

 

 

 

 

(In thousands)

April 1-30, 2015

204,338

 

$

14.38

 

204,338

 

$

13,717

May 1-31, 2015

48,200

 

 

13.09

 

48,200

 

 

13,086

June 1-30, 2015

51,447

 

 

12.81

 

51,447

 

 

12,427

Quarter ended June 30, 2015

303,985

 

$

13.90

 

303,985

 

$

12,427

 

The number of shares that may yet be purchased under the current $70 million program is estimated at 1,164,671 and was calculated by dividing the remaining balance of $12.4 million by $10.67 (closing price of the Company’s common stock at June 30, 2015). The Company did not purchase any shares of its common stock other than through its publicly announced stock repurchase program during the quarter ended June 30, 2015.

 

ITEM 3.     DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4.     MINE SAFETY DISCLOSURES

 

Not applicable.

 

ITEM 5.     OTHER INFORMATION

 

None.

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ITEM 6.     EXHIBITS 

 

Exhibit No.                                                                            Description of Document:

 

 

31.1    Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

31.2    Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

32.1    Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

32.2    Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

101     The following materials from OFG Bancorp’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, formatted in XBRL (eXtensible Business Reporting Language): (i) Unaudited Consolidated Statements of Financial Condition, (ii) Unaudited Consolidated Statements of Operations, (iii) Unaudited Consolidated Statements of Comprehensive Income, (iv) Unaudited Consolidated Statements of Changes in Stockholders’ Equity, (v) Unaudited Consolidated Statements of Cash Flows, and (vi) Notes to Unaudited Consolidated Financial Statements.

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

OFG Bancorp

(Registrant)

 

 

 

 

 

By:

/s/ José Rafael Fernández

 

 

Date: August 10, 2015

 

José Rafael Fernández

 

 

 

President and Chief Executive Officer

 

 

 

 

 

 

By:

/s/ Ganesh Kumar

 

 

Date: August 10, 2015

 

Ganesh Kumar

 

 

 

Executive Vice President and Chief Financial Officer

 

 

       

By:

/s/ Maritza Arizmendi

 

 

Date: August 10, 2015

 

Maritza Arizmendi

   
 

Senior Vice President and Chief Accounting Officer

   

 

142