Oriental Financial Group Announces Pricing of the Offering of 960,000 Shares of Series D Non-Cumulative Perpetual Preferred

  Oriental Financial Group Announces Pricing of the Offering of 960,000 Shares
  of Series D Non-Cumulative Perpetual Preferred Stock

    Proceeds to Be Used for the Proposed Acquisition of BBVA’s Puerto Rico

Business Wire

SAN JUAN, Puerto Rico -- October 31, 2012

Oriental Financial Group Inc. (NYSE: OFG) today announced that it has priced
an underwritten public offering of 960,000 shares of its Series D
non-cumulative perpetual preferred stock (the "Preferred Stock"), with a
liquidation preference of $25.00 per share at a price to the public of $25.00
per share for gross proceeds of $24 million. Except in certain limited
circumstances, the Preferred Stock is not redeemable prior to November 15,
2017. After that date, Oriental may redeem at its option, in whole or in part,
the Preferred Stock at a redemption price of $25.00 per share plus any
declared and unpaid dividends to, but excluding, the redemption date. Oriental
intends to apply for the Preferred Stock to be listed on the New York Stock
Exchange under the symbol “OFGPrD”.

Jefferies & Company, Inc. and Stifel, Nicolaus & Company, Incorporated are
serving as the joint book-running manager for the offering. Oriental Financial
Services Corp. is serving as co-manager. The offering is expected to close on
November 5, 2012.

The net proceeds from the sale of the Preferred Stock (the "Preferred Stock
Offering"), after deducting underwriting discounts and commissions and
estimated offering expenses, will be approximately $22.4 million. Oriental
intends to use the net proceeds from the Preferred Stock Offering to fund a
portion of the purchase price for its previously announced acquisition of the
Puerto Rico based operations of Banco Bilbao Vizcaya Argentaria, S.A. (NYSE:
BBVA), announced on June 28, 2012 (the “BBVAPR Acquisition”). Upon a
termination of the BBVAPR Acquisition, Oriental must, subject to regulatory
approval, redeem all (but not less than all) the shares of Preferred Stock
pursuant to a notice of redemption given on or prior to the third business day
after September 30, 2013, in cash, at a redemption price equal to 101% of the
liquidation preference of the shares of Preferred Stock, plus accrued and
unpaid dividends for such dividend period (whether or not declared). The
closing of the Preferred Stock Offering is not conditioned upon the closing of
the BBVAPR Acquisition.

This press release does not constitute an offer to sell or the solicitation of
any offer to buy any securities of Oriental, nor shall there be any offer or
sale of any securities in any jurisdiction in which such offer, solicitation
or sale would be unlawful. The Preferred Stock Offering is being made only by
means of a prospectus.

Prospective investors should read the registration statement, which has been
declared effective by the SEC, the final prospectus, once available, and other
documents Oriental has filed and will file with the SEC for more complete
information about Oriental and the Preferred Stock Offering. Copies of the
registration statement, the final prospectus, once available, and other
documents Oriental has filed and will file with the SEC may be obtained by
visiting EDGAR on the SEC website at www.sec.gov. Additionally, the final
prospectus, once available, can be requested by contacting Jefferies &
Company, Inc. at 520 Madison Avenue, 12th Floor, New York, NY, 10022,
Attention: Prospectus Department, by calling (877) 547-6340 or by emailing

About Oriental Financial Group

Oriental Financial Group Inc. is a diversified financial holding company that
operates under U.S. and Puerto Rico banking laws and regulations, principally
through its two subsidiaries, Oriental Bank and Trust and Oriental Financial
Services. Now in its 48th year in business, Oriental provides a full range of
commercial, consumer and mortgage banking services, as well as financial
planning, trust, insurance, investment brokerage and investment banking
services, primarily in Puerto Rico, through 28 financial centers.

Forward-Looking Statements

The information included in this document contains certain forward-looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995. These statements are based on management’s current expectations and
involve certain risks and uncertainties that may cause actual results to
differ materially from those expressed in forward-looking statements.

Factors that might cause such a difference include, but are not limited to (i)
the ability to receive and timing of necessary regulatory approvals and the
ability to raise the necessary capital to consummate the acquisition of BBVA’s
Puerto Rico operations, (ii) difficulties in integrating BBVA’s Puerto Rico
operations into Oriental’s operations; (iii) the amounts by which our
assumptions related to the acquisition, including future financing, fail to
approximate actual results; (iv) the rate of declining growth in the economy
and employment levels, as well as general business and economic conditions;
(v) changes in interest rates, as well as the magnitude of such changes; (vi)
the fiscal and monetary policies of the federal government and its agencies;
(vii) changes in federal bank regulatory and supervisory policies, including
required levels of capital; (viii) the relative strength or weakness of the
consumer and commercial credit sectors and of the real estate market in Puerto
Rico; (ix) the performance of the stock and bond markets; (x) competition in
the financial services industry; (xi) possible legislative, tax or regulatory
changes; and (xii) difficulties in combining the operations of any other
acquired entity.

For a discussion of such factors and certain risks and uncertainties to which
Oriental is subject, see Oriental’s Annual Report on Form 10-K for the year
ended December 31, 2011, the registration statement and the final prospectus,
once available, as well as its other filings with the SEC. Other than to the
extent required by applicable law, including the requirements of applicable
securities laws, Oriental assumes no obligation to update any forward-looking
statements to reflect occurrences or unanticipated events or circumstances
after the date of such statements.


Anreder & Company
Steven Anreder, 212-532-3232
Gary Fishman, 212-532-3232
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