UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form
CURRENT REPORT
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of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
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| Item 7.01 | Regulation FD Disclosure. |
On October 21, 2019, First BanCorp. (the “Company”) issued a press release announcing that the Company entered into a definitive Stock Purchase Agreement (the “Purchase Agreement”) with FirstBank Puerto Rico, a wholly-owned subsidiary of the Company (“FirstBank”), and Santander Holdings USA, Inc., (“Seller”), pursuant to which FirstBank has agreed to acquire, on the terms and subject to the conditions set forth in the Purchase Agreement, Seller’s Puerto Rico business (the “Transaction”) . The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
On October 21, 2019, the Company released a presentation to investors about the Transaction. The presentation is attached to this Current Report on Form 8-K as Exhibit 99.2 and is incorporated herein by reference.
The preceding information, as well as Exhibit 99.1 and Exhibit 99.2 referenced therein, shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, or incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits. The following exhibits are filed with this report:
| Exhibit No. |
Description | |||
| 99.1 |
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| 99.2 |
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| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||
EXHIBIT INDEX
| Exhibit |
Description | |||
| 99.1 |
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| 99.2 |
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| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||
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 hereunto duly authorized.
| Date: October 21, 2019 |
FIRST BANCORP. | |||||
| By: |
/s/ Lawrence Odell | |||||
| Name: |
Lawrence Odell | |||||
| Title: |
Executive Vice President and General Counsel | |||||