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FIRST BANCORP /PR/ – 10-Q – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ("MD&A")
The following MD&A relates to the accompanying unaudited consolidated financial statements of First BanCorp. (the "Corporation," "we," "us," "our," or "First BanCorp.") and should be read in conjunction with such financial statements and the notes thereto and our Annual Report on Form 10-K for the year endedDecember 31, 2021 (the "2021 Annual Report on Form 10-K"). This section also presents certain financial measures that are not based on generally accepted accounting principles inthe United States ("GAAP"). See "Basis of Presentation" below for information about why non-GAAP financial measures are presented and the reconciliation of non-GAAP financial measures to the most comparable GAAP financial measures for which the reconciliation is not presented earlier.
EXECUTIVE SUMMARY
First BanCorp. is a diversified financial holding company headquartered inSan Juan, Puerto Rico offering a full range of financial products to consumers and commercial customers through various subsidiaries. First BanCorp. is the holding company ofFirstBank Puerto Rico ("FirstBank" or the "Bank") andFirstBank Insurance Agency . Through its wholly-owned subsidiaries, the Corporation operates inPuerto Rico , theUnited States Virgin Islands ("USVI"), theBritish Virgin Islands ("BVI"), and theState of Florida , concentrating on commercial banking, residential mortgage loans, finance leases, credit cards, personal loans, small loans, auto loans, and insurance agency activities.
Recent Developments
Stock Repurchase Program
OnApril 27, 2022 , the Corporation announced that its Board of Directors approved a stock repurchase program, under which the Corporation may repurchase up to$350 million of its outstanding common stock, expected to be executed through the next four quarters, which commenced in the second quarter of 2022. Repurchases under the program may be executed through open market purchases, accelerated share repurchases, and/or privately negotiated transactions or plans, including under plans complying with Rule 10b5-1 under the Exchange Act. The Corporation's stock repurchase program is subject to various factors, including the Corporation's capital position, liquidity, financial performance and alternative uses of capital, stock trading price, and general market conditions. The stock repurchase program may be modified, extended, suspended, or terminated at any time at the Corporation's discretion. As ofAugust 3, 2022 , the Corporation has repurchased approximately 10.71 million shares of common stock for a total purchase price of$150 million under the$350 million stock repurchased program. 82 --------------------------------------------------------------------------------
LIBOR Transition
InMarch 2021 , theUnited Kingdom's Financial Conduct Authority (the "FCA") confirmed that publication of the overnight and one-month, three-month, six-month and twelve-monthU.S. Dollar LIBOR settings will cease or become no longer representative of the market the rates seek to measure (i.e., non-representative) immediately afterJune 30, 2023 , and all otherU.S. Dollar LIBOR settings, including the one week and two-monthU.S. Dollar LIBOR settings, became non-representative afterDecember 31, 2021 . See " Executive Summary - Recent Developments - LIBOR Transition" in the MD&A of the Corporation's 2021 Annual Report on Form 10-K for additional information. OnMarch 15, 2022 ,President Biden signed the Adjustable Interest Rate Act (the "LIBOR Act") into law. The LIBOR Act provides a nationwide framework for transitioning legacy contracts that either lack or contain insufficient contractual provisions addressing the permanent cessation of LIBOR to a benchmark interest rate. Under the LIBOR Act, references to the most common tenors of LIBOR (overnight, one-month, three-month, six-month, and twelve-month tenors) in these contracts will be replaced as a matter of law, without the need to be amended, to a replacement benchmark interest rate that will be identified in regulations of theBoard of Governors of theFederal Reserve System (the "Federal Reserve"). TheFederal Reserve must promulgate these regulations bySeptember 11, 2022 , the date that is 180 days after the statute's enactment. AnyFederal Reserve -identified replacement benchmark interest rate will be based on the SOFR and will include an appropriate "tenor spread adjustment" to reflect historical spreads between LIBOR and SOFR. The statute also provides a "safe harbor," under which a party that has discretion to select a replacement for LIBOR may choose to adopt the replacement benchmark identified by theFederal Reserve . The LIBOR Act preempts state and local laws (including any territory or possession) that limit the manner interest is calculated with respect to the replacement benchmark interest rate. As ofJune 30, 2022 , the Corporation's LIBOR exposure consisted of the following: (i)$2.0 billion of variable rate commercial and construction loans (including unused commitments), (ii)$49.3 million ofU.S. agencies debt securities and private label MBS held as part of the available-for-sale debt securities portfolio, (iii)$132.6 million ofPuerto Rico municipalities bonds held as part of the held-to-maturity debt securities portfolio, and (iv)$183.8 million of junior subordinated debentures (other borrowings). Of the Corporation's total LIBOR exposure as ofJune 30, 2022 , approximately$369.0 million does not contain fallback language and is mostly comprised by$132.6 million ofPuerto Rico municipalities held as part of the held-to-maturity debt securities portfolio and$183.8 million of other borrowings. The Corporation expects to follow the provisions of the LIBOR Act for the transition of any residual exposure afterJune 30, 2023 . The Corporation continues to execute its LIBOR transition workplan. EffectiveDecember 31, 2021 , the Corporation discontinued originations that useU.S. Dollar LIBOR as a reference rate. In addition, the Corporation continues working with the update of systems, processes, documentation, and models, with additional updates expected through 2023. 83 --------------------------------------------------------------------------------
Critical Accounting Policies and Practices
The accounting principles of the Corporation and the methods of applying these principles conform to GAAP. In preparing the consolidated financial statements, management is required to make estimates, assumptions, and judgments that affect the amounts recorded for assets, liabilities and contingent liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The Corporation's significant accounting policies are described in Note 1 - Nature of Business and Summary of Significant Accounting Policies to the consolidated financial statements included in the 2021 Annual Report on Form 10-K. Not all significant accounting policies require management to make difficult, subjective or complex judgments. The Corporation's critical accounting estimates that are particularly susceptible to significant changes include, but are not limited to, the following: (i) the allowance for credit losses ("ACL"); (ii) valuation of financial instruments; (iii) acquired loans; and (iv) income taxes. For more information, see "Critical Accounting Policies and Practices" in the MD&A of the 2021 Annual Report on Form 10-K and "Risk Management - Credit Risk Management" below for information on the ACL estimation methodology. Actual results could differ from estimates and assumptions if different outcomes or conditions prevail.
Overview of Results of Operations
First BanCorp.'s results of operations depend primarily on its net interest income, which is the difference between the interest income earned on its interest-earning assets, including investment securities and loans, and the interest expense incurred on its interest-bearing liabilities, including deposits and borrowings. Net interest income is affected by various factors, including the following: the interest rate environment; the volumes, mix and composition of interest-earning assets and interest-bearing liabilities; and the re-pricing characteristics of these assets and liabilities. The Corporation's results of operations also depend on the provision for credit losses, non-interest expenses (such as personnel, occupancy, the deposit insurance premium and other costs), non-interest income (mainly service charges and fees on deposits, and insurance income), gains (losses) on sales of investments, gains (losses) on mortgage banking activities, and income taxes. The Corporation had net income of$74.7 million , or$0.38 per diluted common share, for the quarter endedJune 30, 2022 , compared to$70.6 million , or$0.33 per diluted common share, for the same period in 2021. Other relevant selected financial indicators for the periods presented is included below: Quarter Ended Six-Month Period Ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021
Key Performance Indicator:
Return on Average Assets (1)
(2) 1.52 % 1.40 % 1.59 % 1.35 %
Return on Average Total
Equity (1) (3) 17.82 12.60 17.18 11.71
Efficiency Ratio (1) (4) 47.69 60.64 48.25 62.45
(1) These financial ratios are used by Management to monitor the Corporation's financial performance and whether it is using its
assets efficiently.
(2) Indicates how profitable the Corporation is in relation to its total assets and is calculated by dividing net income on an
annualized basis by its average total assets.
(3) Measures the Corporation's performance based on its average stockholders' equity and is calculated by dividing net income on
an annualized basis by its average total stockholders' equity.
(4) Measures how much the Corporation incurred to generate a dollar of revenue and is calculated by dividing non-interest
expenses by total revenue.
84 --------------------------------------------------------------------------------
The key drivers of the Corporation's GAAP financial results for the quarter
ended
?Net interest income for the quarter endedJune 30, 2022 was$196.2 million , compared to$184.8 million for the second quarter of 2021. The increase was mainly driven by a lowerU.S. agencies MBS premium amortization expense, positive impact of upward repricing of variable-rate commercial loans and interest-bearing cash balances maintained at the FED, and growth in the consumer loans and finance leases portfolio, partially offset by lower interest income on SBA PPP loans. In addition, net interest income includes a decline in the average cost of deposits and a decrease in long-term debt. The net interest margin increased by 19 basis points to 4.00% for the second quarter of 2022, compared to 3.81% for the second quarter of 2021. The increase was primarily attributable to lowerU.S. agencies MBS premium amortization expense, the upward repricing of variable-rate commercial loans and interest-bearing cash balances maintained at the FED, and a lower cost of funding driven by lower rates paid on interest bearing non-brokered deposits. See "Net Interest Income" below for additional information. ?The provision for credit losses on loans, finance leases, unfunded loan commitments and debt securities for the second quarter of 2022 was an expense of$10.0 million , compared to a net benefit of$26.2 million for the second quarter of 2021. The provision for the commercial and construction loan portfolio for the second quarter of 2022 includes consideration of increased uncertainties in the forecasted economic outlook and the related qualitative reserves, partially offset by reduced COVID-19 uncertainties. Net charge-offs totaled$6.0 million for the second quarter of 2022, or 0.21% of average loans on an annualized basis, compared to$7.7 million , or 0.27% of average loans for the same period in 2021. The decrease consisted of a$4.6 million decline in net charge-offs taken on consumer loans, primarily reflected in the auto loan and credit card portfolios, and a$1.2 million reduction in net charge-offs taken on residential mortgage loans, partially offset by a$4.1 million decline in net recoveries on commercial and construction loans. See "Provision for Credit Losses" and "Risk Management" below for analyses of the ACL and non-performing assets and related ratios. ?The Corporation recorded non-interest income of$30.9 million for the second quarter of 2022, compared to$29.9 million for the same period in 2021. The increase was primarily driven by: (i) a$1.9 million increase in revenues from other non-interest income, mainly driven by an increase in transactional fee income and the$0.9 million gain on the sale of a banking facility; (ii) a$0.7 million increase in services charges and fees on deposit accounts, and (iii) a$0.7 million increase in insurance commission income. These variances were partially offset by a$2.3 million decrease in revenues from mortgage banking activities, primarily related to a lower volume of sales. See "Non-Interest Income" below for additional information. ?Non-interest expenses for the second quarter of 2022 were$108.3 million , compared to$130.2 million for the same period in 2021. Non-interest expenses for the second quarter of 2021 included$11.0 million of merger and restructuring costs associated with the acquisition and integration ofBanco Santander Puerto Rico ("BSPR") and$1.1 million of COVID-19 pandemic-related expenses, primarily related to cleaning and security protocols. Adjusted for the above-mentioned costs, total non-interest expenses for the second quarter of 2022 decreased by$9.8 million , compared to the same period in 2021, reflecting, among other things, decreases in professional services fees, occupancy and equipment expenses, and an increase in net gains on OREO operations. See "Non-Interest Expenses" and "Basis of Presentation" below for additional information. ?For the second quarter of 2022, the Corporation recorded an income tax expense of$34.1 million , compared to$40.1 million for the same period in 2021. The variance was primarily related to a lower estimated effective tax rate as a result of a higher proportion of exempt to taxable income when compared to the same period in 2021. As ofJune 30, 2022 , the Corporation's net deferred tax asset amounted to$167.0 million (net of a valuation allowance of$166.4 million , including a valuation allowance of$127.7 million of the Corporation's banking subsidiary,FirstBank ), compared to a net deferred tax asset of$208.4 million as ofDecember 31, 2021 . See "Income Taxes" below and Note 17 - Income Taxes above for additional information. 85 -------------------------------------------------------------------------------- ?As ofJune 30, 2022 , total assets were$19.5 billion , down$1.3 billion fromDecember 31, 2021 . The decrease was primarily related to a$1.3 billion decrease in cash and cash equivalents mainly attributable to the overall decrease in total deposits, the repurchase of approximately 10.5 million shares of common stock for a total purchase price of$150 million , and the repayment of a$100 million repurchase agreement during the first quarter of 2022. These variances were partially offset by a$133.7 million increase in total loans. See "Financial Condition and Operating Data Analysis" below for additional information. ?As ofJune 30, 2022 , total liabilities were$18.0 billion , down$709.8 million fromDecember 31, 2021 . The decrease was mainly driven by a$644.8 million decrease in total deposits and the repayment of a$100 million repurchase agreement during the first quarter of 2022. See "Risk Management - Liquidity Risk and Capital Adequacy" below for additional information about the Corporation's funding sources. ?As ofJune 30, 2022 , the Corporation's stockholders' equity was$1.6 billion , a decrease of$543.9 million fromDecember 31, 2021 . The decline was driven by a$507.8 million decrease in the fair value of available-for-sale debt securities recorded as part of accumulated other comprehensive loss in the consolidated statements of financial condition, as a result of changes in market interest rates. The decrease in total stockholders' equity also reflects the repurchase of approximately 10.5 million shares of common stock for a total purchase price of approximately$150 million and$43.3 million in dividends declared to common stock shareholders in the first half of 2022. These variances were partially offset by earnings generated in the first half of 2022. The Corporation's common equity tier 1 capital, tier 1 capital, total capital and leverage ratios under the Basel III rules were 16.95%, 16.95%, 19.67%, and 10.18%, respectively, as ofJune 30, 2022 , compared to common equity tier 1 capital, tier 1 capital, total capital and leverage ratios of 17.80%, 17.80%, 20.50%, and 10.14%, respectively, as ofDecember 31, 2021 . See "Risk Management - Capital" below for additional information. ?Total loan production, including purchases, refinancings, renewals, and draws from existing revolving and non-revolving commitments, but excluding the utilization activity on outstanding credit cards, was$1.4 billion for the quarter endedJune 30, 2022 , compared to$1.2 billion for the same period in 2021. During the second quarter of 2021, the Corporation originated$74.1 million of Small Business Administration Paycheck Protection Program ("SBA PPP") loans. Excluding those loans, total loan originations increased by$254.8 million , as compared to the second quarter of 2021. The increase consisted of a$83.1 million increase in consumer loan originations and a$202.4 million increase in commercial and construction loan originations (excluding SBA PPP loans originations in 2021), partially offset by a$30.7 million decrease in residential mortgage loan originations. ?Total non-performing assets were$147.5 million as ofJune 30, 2022 , a decrease of$10.6 million fromDecember 31, 2021 . The decrease was driven by a$10.5 million reduction in nonaccrual residential mortgage loans, mostly driven by collections, loans restored to accrual status, and foreclosures during the first half of 2022; a$0.9 million decrease in nonaccrual commercial and construction loans; and a$0.2 million decrease in nonaccrual consumer loans. These variances were partially offset by an increase of$1.0 million in OREO and other repossessed assets. See "Risk Management - Non-Accruing and Non-Performing Assets" below for additional information. ?Adversely classified commercial and construction loans decreased by$ 6.6 million to$170.7 million as ofJune 30, 2022 , compared toDecember 31, 2021 . The decrease was mostly driven by the payoff of a$5.2 million commercial and industrial loan in thePuerto Rico region. The Corporation monitors its loan portfolio to identify potential at-risk segments, payment performance, the need for permanent modifications, and the performance of different sectors of the economy in all the markets where the Corporation operates. 86 -------------------------------------------------------------------------------- The financial results for the second quarter and first six months of 2022 did not include any significant special item that management believes is not reflective of core operating performance, is not expected to reoccur with any regularity or may reoccur at uncertain times and in uncertain amounts (the "Special Items"). The Corporation's financial results for the second quarter and first six months of 2021 included the following Special Items:
Quarter and Six-Month Period Ended
?Merger and restructuring costs of$11.0 million ($6.9 million after-tax) and$22.3 million ($13.9 million after-tax) for the second quarter and six-month period endedJune 30, 2021 , respectively, in connection with the BSPR acquisition integration process and related restructuring initiatives. Merger and restructuring costs in the second quarter of 2021 included approximately$1.7 million related to voluntary employee separation programs implemented in thePuerto Rico region and approximately$2.1 million related to service contracts cancellation penalties. For the first six months of 2021, charges related to voluntary and involuntary separation programs implemented in thePuerto Rico region amounted to$6.5 million . In addition, merger and restructuring costs in the 2021 periods included expenses related to system conversions and other integration related efforts, as well as accelerated depreciation charges related to planned closures and consolidation of branches in accordance with the Corporation's integration and restructuring plan. ?Costs of$1.1 million ($0.7 million after-tax) and$2.3 million ($1.4 million after-tax) for the second quarter and six-month period endedJune 30, 2021 , respectively, related to COVID-19 pandemic response efforts, primarily costs related to additional cleaning, safety materials, and security measures. The following table shows the net income reported for the quarter and six-month period endedJune 30, 2022 and reconciles for the quarter and six-month period endedJune 30, 2021 the reported net income to adjusted net income, a non-GAAP financial measure that excludes the Special Items identified above: Quarter Ended June 30, Six-Month Period Ended June 30, 2022 2021 2022 2021 (In thousands) Net income, as reported (GAAP)$ 74,695 $ 70,558 $ 157,295 $ 131,708 Adjustments: Merger and restructuring costs - 11,047 - 22,314 COVID-19 pandemic-related expenses - 1,105 - 2,314 Income tax impact of adjustments (1) - (4,557) - (9,236) Adjusted net income (Non-GAAP)$ 74,695 $ 78,153 $ 157,295 $ 147,100 (1) See "Basis of Presentation" below for the individual tax impact related to the above adjustments. 87
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RESULTS OF OPERATIONS
Net Interest Income
Net interest income is the excess of interest earned by First BanCorp. on its interest-earning assets over the interest incurred on its interest-bearing liabilities. First BanCorp.'s net interest income is subject to interest rate risk due to the repricing and maturity mismatch of the Corporation's assets and liabilities. Net interest income for the quarter and six-month period endedJune 30, 2022 was$196.2 million and$381.8 million , respectively, compared to$184.8 million and$361.0 million for the comparable periods in 2021. On a tax-equivalent basis and excluding the changes in the fair value of derivative instruments, net interest income for the quarter and six-month period endedJune 30, 2022 was$205.6 million and$398.4 million , respectively, compared to$190.9 million and$371.7 million , respectively, for the comparable periods in 2021. The following tables include a detailed analysis of net interest income for the indicated periods. Part I presents average volumes (based on the average daily balance) and rates on an adjusted tax-equivalent basis and Part II presents, also on an adjusted tax-equivalent basis, the extent to which changes in interest rates and changes in the volume of interest-related assets and liabilities have affected the Corporation's net interest income. For each category of interest-earning assets and interest-bearing liabilities, the tables provide information on changes in (i) volume (changes in volume multiplied by prior period rates), and (ii) rate (changes in rate multiplied by prior period volumes). The Corporation has allocated rate-volume variances (changes in rate multiplied by changes in volume) to either the changes in volume or the changes in rate based upon the effect of each factor on the combined totals. Net interest income on an adjusted tax-equivalent basis and excluding the change in the fair value of derivative instruments is a non-GAAP financial measure. For the definition of this non-GAAP financial measure, refer to the discussion in "Basis of Presentation" below. Part I Average Volume Interest income (1) / expense Average Rate (1) Quarter ended June 30, 2022 2021 2022 2021 2022 2021
(Dollars in thousands)
Interest-earning assets:
Money market and other
$ 433 0.75 % 0.10 %
short-term investments
Government obligations 2,922,226 1,895,868 10,090 6,609 1.38 % 1.40 % (2) MBS 4,081,573 4,222,478 22,804 14,352 2.24 % 1.36 % FHLB stock 21,275 28,489 251 366 4.73 % 5.15 % Other investments 12,595 10,973 12 6 0.38 % 0.22 %
Total investments (3) 8,568,022 7,898,975 36,030
21,766 1.69 % 1.11 %
Residential mortgage 2,891,403 3,357,114 40,573
45,627 5.63 % 5.45 %
loans
Construction loans 124,070 177,688 1,768 5,108 5.72 % 11.53 %
Commercial and Industrial
("C&I")
and Commercial 5,054,223 5,353,657 64,500
67,027 5.12 % 5.02 %
mortgage loans
Finance leases 617,399 501,734 11,410 9,322 7.41 % 7.45 %
Consumer loans 2,415,215 2,170,538 63,724 58,745 10.58 % 10.86 %
Total loans (4) (5) 11,102,310 11,560,731 181,975 185,829 6.57 % 6.45 %
Total interest-earning $ 19,670,332 $ 19,459,706 $ 218,005 $ 207,595 4.45 % 4.28 %
assets
Interest-bearing
liabilities:
Brokered certificates of$ 76,790 $ 146,912 $ 404 $ 768 2.11 % 2.10 %
deposit ("CDs")
Other interest-bearing 10,906,676 11,131,583 7,290
10,014 0.27 % 0.36 %
deposits
Other borrowed funds 383,762 483,762 3,670 3,828 3.84 % 3.17 % FHLB advances 200,000 356,374 1,075 2,066 2.16 % 2.33 %
Total interest-bearing
liabilities
Net interest income on a
tax equivalent
basis and excluding$ 205,566
valuations
Interest rate spread 4.01 % 3.73 %
Net interest margin 4.19 % 3.94 %
88
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Average Volume Interest
income (1) / Average Rate (1)
expense
Six-Month Period Ended June 2022 2021 2022 2021 2022 2021 30, (Dollars in thousands) Interest-earning assets: Money market and other$ 1,682,216 $ 1,585,468 $ 3,693 $ 782 0.44 % 0.10 % short-term investments Government obligations (2) 2,829,675 1,669,130 18,322 12,583 1.31 % 1.52 % MBS 4,061,883 3,915,238 42,224 24,082 2.10 % 1.24 % FHLB stock 21,370 29,851 538 767 5.08 % 5.18 % Other investments 12,193 9,116 33 15 0.55 % 0.33 %
Total investments (3) 8,607,337 7,208,803 64,810
38,229 1.52 % 1.07 % Residential mortgage loans 2,926,236 3,425,090 81,260 91,213 5.60 % 5.37 % Construction loans 119,427 195,085 3,292 8,352 5.56 % 8.63 % C&I and Commercial mortgage 5,078,910 5,392,420 126,504 133,296 5.02 % 4.98 % loans Finance leases 602,880 491,919 22,322 18,192 7.47 % 7.46 % Consumer loans 2,377,118 2,159,410 124,875 117,482 10.59 % 10.97 %
Total loans (4)(5) 11,104,571 11,663,924 358,253
368,535 6.51 % 6.37 %
Total interest-earning
406,764 4.33 % 4.35 %
assets
Interest-bearing liabilities: Brokered CDs$ 84,210 $ 167,814 $ 881 $ 1,757 2.11 % 2.11 % Other interest-bearing 10,702,072 10,918,211 14,465 21,367 0.27 % 0.39 % deposits Other borrowed funds 404,204 483,762 7,185 7,400 3.58 % 3.08 % FHLB advances 200,000 397,956 2,138 4,529 2.16 % 2.29 %
Total interest-bearing
35,053 0.44 % 0.59 %
liabilities
Net interest income on a tax
equivalent
basis and excluding $ 398,394 $
371,711
valuations
Interest rate spread 3.89 % 3.76 % Net interest margin 4.08 % 3.97 %
(1) On an adjusted tax-equivalent basis. The Corporation estimated the adjusted tax-equivalent yield
by dividing the interest rate spread on exempt assets by 1 less the
of 37.5% and adding to it the cost of interest-bearing liabilities. The tax-equivalent adjustment
recognizes the income tax savings when comparing taxable and tax-exempt assets. Management
believes that it is a standard practice in the banking industry to present net interest income,
interest rate spread and net interest margin on a fully tax-equivalent basis. Therefore,
management believes these measures provide useful information to investors by allowing them to
make peer comparisons. The Corporation excludes changes in the fair value of derivatives from
interest income and interest expense because the changes in valuation do not affect interest
received or paid.
(2) Government obligations include debt issued by government-sponsored agencies.
(3) Unrealized gains and losses on available-for-sale debt securities are excluded from the average
volumes.
(4) Average loan balances include the average of nonaccrual loans.
(5) Interest income on loans includes
2022 and 2021, respectively, and
the Corporation's loan portfolio.
89
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