First BanCorp. Announces Extension of the Expiration Date of Preferred Stock Exchange Offer

  First BanCorp. Announces Extension of the Expiration Date of Preferred Stock
  Exchange Offer

Business Wire

SAN JUAN, Puerto Rico -- March 19, 2013

First BanCorp. (the “Corporation”) (NYSE: FBP), the bank holding company for
FirstBank Puerto Rico (“FirstBank” or “the Bank”), announced today that it has
extended the expiration date for its offer to issue up to 10,087,488 shares of
its common stock, par value $0.10 per share (“Common Stock”), in exchange (the
“Exchange Offer”) for any and all of the issued and outstanding shares of
Non-Cumulative Perpetual Monthly Income Preferred Stock, Series A through E
(collectively, “Preferred Stock”) until midnight on Monday, March 25, 2013,
unless the Corporation further extends the Exchange Offer or terminates it
prior to such date.

This extension will require a recalculation of the Relevant Price and Exchange
Ratios for the Exchange Offer. In accordance with the terms of the Exchange
Offer, the Relevant Price will be based on the average Volume Weighted Average
Price of a share of Common Stock during the five trading-day period ending on
the second business day immediately preceding the March 25, 2013 expiration
date. Thus, by 9:00 a.m. on Friday, March 22, 2013, the Corporation will
announce the Relevant Price and Exchange Ratios in connection with the
Exchange Offer.

As of 5:00 p.m., New York City time, on March 18, 2013, 68,076 shares of
Series A Preferred Stock, 30,887 shares of Series B Preferred Stock, 45,275
shares of Series C Preferred Stock, 42,543 shares of Series D Preferred Stock,
and 116,947 shares of Series E Preferred Stock have been validly tendered and
not withdrawn.

Except as otherwise stated in this release, all of the terms and conditions of
the Exchange Offer, as set forth in the Corporation’s Prospectus dated
February 14, 2013, which was filed with the U.S. Securities and Exchange
Commission (the “SEC”) on February 15, 2013, and the related letter of
transmittal, are unchanged.

Sandler O’Neill + Partners, L.P. is acting as the sole dealer manager,
Computershare is acting as exchange agent, and Georgeson Inc. is acting as
information agent for the Exchange Offer. For further details, please contact
Sandler O’Neill + Partners, L.P. at 866-805-4128 (toll-free) or 212-466-7807
(collect), or Georgeson Inc. at 866-856-6388 (toll-free) or 212-440-9800
(collect).

This press release is neither an offer to exchange nor a solicitation of an
offer to sell or purchase Common Stock or Preferred Stock. The Exchange Offer
is only being made pursuant to the Prospectus dated February 14, 2013, which
was filed with the SEC on February 15, 2013, and the related letter of
transmittal, which are available without charge on the SEC’s website site at
www.sec.gov or can be obtained, without charge, upon written or oral request
to: First BanCorp., Attention: Lawrence Odell, Secretary, P.O.Box9146,
SanJuan, Puerto Rico, 00908-0146; telephone: (787)729-8109, or Georgeson
Inc., 199 Water Street, 26th Floor, New York, NY 10038; telephone:
866-856-6388 (toll-free) or 212-440-9800 (collect). Investors should read the
Prospectus for more complete information about the Corporation and the
Exchange Offer. None of the Corporation, the dealer manager, the exchange
agent, the information agent or any other person is making any recommendation
as to whether holders of Preferred Stock should tender their shares of
Preferred Stock for exchange in the Exchange Offer.

About First BanCorp.

First BanCorp. is the parent corporation of FirstBank, a state-chartered
commercial bank with operations in Puerto Rico, the Virgin Islands and
Florida, and of FirstBank Insurance Agency. First BanCorp. and FirstBank
operate within U.S. banking laws and regulations. The Corporation operates a
total of 154 branches, stand-alone offices, and in-branch service centers
throughout Puerto Rico, the U.S. and British Virgin Islands, and Florida.
Among the subsidiaries of FirstBank are First Federal Finance Corp., a small
loan company; FirstBank Puerto Rico Securities Corp., a broker-dealer
subsidiary; First Management of Puerto Rico; and FirstMortgage, Inc., a
mortgage origination company. In the U.S. Virgin Islands, FirstBank operates
First Express, a small loan company. First BanCorp’s Common Stock trades on
the New York Stock Exchange under the symbol “FBP.”

Safe Harbor

This press release may contain “forward-looking statements” concerning the
Corporation’s future economic performance. The words or phrases “expect,”
“anticipate,” “look forward,” “should,” “believes” and similar expressions are
meant to identify “forward-looking statements.” The Corporation wishes to
caution readers not to place undue reliance on any such “forward-looking
statements,” which speak only as of the date made, and to advise readers that
various factors, including, but not limited to, the following could cause
actual results to differ materially from those expressed in, or implied by
such forward-looking statements: uncertainty about whether the Corporation and
FirstBank will be able to fully comply with the written agreement dated June
3, 2010 that the Corporation entered into with the Federal Reserve Bank of New
York (the “Federal Reserve”) and the order dated June 2, 2010 that FirstBank
entered into with the FDIC and the Office of the Commissioner of Financial
Institutions of the Commonwealth of Puerto Rico (the “FDIC Order”) that, among
other things, require FirstBank to maintain certain capital levels and reduce
its special mention, classified, delinquent, and non-performing assets; the
risk of being subject to possible additional regulatory actions; uncertainty
as to the availability of certain funding sources, such as retail brokered
CDs; the Corporation’s reliance on brokered CDs and its ability to obtain, on
a periodic basis, approval from the FDIC to issue brokered CDs to fund
operations and provide liquidity in accordance with the terms of the FDIC
Order; the risk of not being able to fulfill the Corporation’s cash
obligations or resume paying dividends to the Corporation’s stockholders in
the future due to the Corporation’s inability to receive approval from the
Federal Reserve to receive dividends from FirstBank or FirstBank’s failure to
generate sufficient cash flow to make a dividend payment to the Corporation;
the strength or weakness of the real estate markets and of the consumer and
commercial credit sectors and their impact on the credit quality of the
Corporation’s loans and other assets, including the Corporation’s construction
and commercial real estate loan portfolios, which have contributed and may
continue to contribute to, among other things, the high levels of
non-performing assets, charge-offs, and the provision expense and may subject
the Corporation to further risk from loan defaults and foreclosures; adverse
changes in general economic conditions in Puerto Rico, the U.S., and the U.S.
Virgin Islands and British Virgin Islands, including the interest rate
environment, market liquidity, housing absorption rates, real estate prices,
and disruptions in the U.S. capital markets, which may reduce interest
margins, impact funding sources, and affect demand for all of the
Corporation’s products and services and reduce the Corporation’s revenues,
earnings, and the value of the Corporation’s assets; an adverse change in the
Corporation’s ability to attract new clients and retain existing ones; a
decrease in demand for the Corporation’s products and services and lower
revenues and earnings because of the continued recession in Puerto Rico, the
current fiscal problems, and budget deficit of the Puerto Rico government and
recent credit downgrades of the Puerto Rico government; uncertainty about
regulatory and legislative changes for financial services companies in Puerto
Rico, the U.S., and the U.S. and British Virgin Islands, which could affect
the Corporation’s financial condition or performance and could cause the
Corporation’s actual results for future periods to differ materially from
prior results and anticipated or projected results; uncertainty regarding the
timing and final substance of any capital or liquidity standards, including
the Final Basel III requirements and their implementation through rulemaking
by the Federal Reserve, including anticipated requirements to hold higher
levels of regulatory capital and liquidity and meet higher regulatory capital
ratios as a result of Final Basel III or other capital or liquidity standards;
uncertainty about the effectiveness of the various actions undertaken to
stimulate the U.S. economy and stabilize the U.S. financial markets, and the
impact such actions may have on the Corporation’s business, financial
condition and results of operations; changes in the fiscal and monetary
policies and regulations of the federal government, including those determined
by the Federal Reserve, the FDIC, government-sponsored housing agencies, and
regulators in Puerto Rico and the U.S. and British Virgin Islands; the risk of
possible failure or circumvention of controls and procedures and the risk that
the Corporation’s risk management policies may not be adequate; the risk that
the FDIC may further increase the deposit insurance premium and/or require
special assessments to replenish its insurance fund, causing an additional
increase in the Corporation’s non-interest expenses; the risks of not being
able to recover the assets pledged to Lehman Brothers Special Financing, Inc.;
the impact on the Corporation’s results of operations and financial condition
of acquisitions and disposition transactions; a need to recognize additional
impairments on financial instruments, goodwill, or other intangible assets
relating to acquisitions; the risks that downgrades in the credit ratings of
the Corporation’s long-term senior debt will adversely affect the
Corporation’s ability to access necessary external funds; the impact of the
Dodd-Frank Wall Street Reform and Consumer Protection Act on the Corporation’s
businesses, business practices, and cost of operations; and general
competitive factors and industry consolidation. The Corporation does not
undertake, and specifically disclaims any obligation, to update any
“forward-looking statements” to reflect occurrences or unanticipated events or
circumstances after the date of such statements except as required by the
federal securities laws.

Contact:

First BanCorp.
John B. Pelling III, 305-577-6000 Ext. 162
Investor Relations Officer
john.pelling@firstbankpr.com
 
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