Schedule Condensed Financial Statements [Text Block] |
Note 36 – Condensed consolidating financial information of guarantor and issuers of registered guaranteed securities The following condensed consolidating financial information presents the financial position of Popular, Inc. Holding Company (“PIHC”) (parent only), Popular North America, Inc. (“PNA”) and all other subsidiaries of the Corporation at March 31, 2014 and December 31, 2013, and the results of their operations and cash flows for periods ended March 31, 2014 and 2013. PNA is an operating, wholly-owned subsidiary of PIHC and is the holding company of its wholly-owned subsidiaries: Equity One, Inc. and Banco Popular North America (“BPNA”), including BPNA's wholly-owned subsidiaries Popular Equipment Finance, Inc., Popular Insurance Agency, U.S.A., and E-LOAN, Inc. PIHC fully and unconditionally guarantees all registered debt securities issued by PNA. Popular International Bank, Inc. (“PIBI”) is a wholly-owned subsidiary of PIHC and is the holding company of its wholly-owned subsidiaries Popular Insurance V.I., Inc. In July 2013, the Corporation completed the sale of Tarjetas y Transacciones en Red Tranred, C.A., which was a wholly owned subsidiary of PIBI. A potential source of income for PIHC consists of dividends from BPPR and BPNA. Under existing federal banking regulations any dividend from BPPR or BPNA to the PIHC could be made if the total of all dividends declared by each entity during the calendar year would not exceed the total of its net income for that year, as defined by the Federal Reserve Board, combined with its retained net income for the preceding two years, less any required transfers to surplus or to a fund for the retirement of any preferred stock. At March 31, 2014, BPPR could have declared a dividend of approximately $391 million (December 31, 2013 - $504 million). However, on July 25, 2011, PIHC and BPPR entered into a Memorandum of Understanding with the Federal Reserve Bank of New York and the Office of the Commissioner of Financial Institutions of Puerto Rico that requires the approval of these entities prior to the payment of any dividends by BPPR to PIHC. BPNA could not declare any dividends without the approval of the Federal Reserve Board. Condensed Consolidating Statement of Financial Condition (Unaudited) | | | | | | | | | | | | | | | | | | | | | | | | | At March 31, 2014 | | | | | | | | All other | | | | | | | | Popular Inc. | PNA | | subsidiaries and | | Elimination | | Popular, Inc. | (In thousands) | | Holding Co. | Holding Co. | | eliminations | | entries | | Consolidated | Assets: | | | | | | | | | | | | | | | Cash and due from banks | | $ | 2,305 | $ | 614 | | $ | 387,922 | | $ | (2,924) | | $ | 387,917 | Money market investments | | | 29,913 | | 817 | | | 1,603,720 | | | (12,017) | | | 1,622,433 | Trading account securities, at fair value | | | 1,460 | | - | | | 357,787 | | | - | | | 359,247 | Investment securities available-for-sale, at | | | | | | | | | | | | | | | | fair value | | | 204 | | - | | | 5,768,686 | | | - | | | 5,768,890 | Investment securities held-to-maturity, at | | | | | | | | | | | | | | | | amortized cost | | | - | | - | | | 139,019 | | | - | | | 139,019 | Other investment securities, at lower of cost | | | | | | | | | | | | | | | | or realizable value | | | 10,850 | | 4,492 | | | 151,214 | | | - | | | 166,556 | Investment in subsidiaries | | | 4,997,798 | | 1,719,972 | | | - | | | (6,717,770) | | | - | Loans held-for-sale, at lower of cost or | | | | | | | | | | | | | | | | fair value | | | - | | - | | | 94,877 | | | - | | | 94,877 | Loans held-in-portfolio: | | | | | | | | | | | | | | | | Loans not covered under loss sharing | | | | | | | | | | | | | | | | agreements with the FDIC | | | 493,115 | | - | | | 21,701,254 | | | (491,319) | | | 21,703,050 | | Loans covered under loss sharing | | | | | | | | | | | | | | | | agreements with the FDIC | | | - | | - | | | 2,870,054 | | | - | | | 2,870,054 | | Less - Unearned income | | | - | | - | | | 91,273 | | | - | | | 91,273 | | Allowance for loan losses | | | 5 | | - | | | 640,343 | | | - | | | 640,348 | | Total loans held-in-portfolio, net | | | 493,110 | | - | | | 23,839,692 | | | (491,319) | | | 23,841,483 | FDIC loss share asset | | | - | | - | | | 833,721 | | | - | | | 833,721 | Premises and equipment, net | | | 2,037 | | - | | | 511,818 | | | - | | | 513,855 | Other real estate not covered under loss | | | | | | | | | | | | | | | | sharing agreements with the FDIC | | | - | | - | | | 136,965 | | | - | | | 136,965 | Other real estate covered under loss | | | | | | | | | | | | | | | | sharing agreements with the FDIC | | | - | | - | | | 158,747 | | | - | | | 158,747 | Accrued income receivable | | | 122 | | 31 | | | 125,803 | | | (61) | | | 125,895 | Mortgage servicing assets, at fair value | | | - | | - | | | 156,529 | | | - | | | 156,529 | Other assets | | | 68,752 | | 27,165 | | | 1,666,806 | | | (15,077) | | | 1,747,646 | Goodwill | | | - | | - | | | 647,758 | | | (1) | | | 647,757 | Other intangible assets | | | 554 | | - | | | 42,071 | | | - | | | 42,625 | Total assets | | $ | 5,607,105 | $ | 1,753,091 | | $ | 36,623,135 | | $ | (7,239,169) | | $ | 36,744,162 | Liabilities and Stockholders' Equity | | | | | | | | | | | | Liabilities: | | | | | | | | | | | | | | | Deposits: | | | | | | | | | | | | | | | | Non-interest bearing | | $ | - | $ | - | | $ | 6,329,520 | | $ | (2,924) | | $ | 6,326,596 | | Interest bearing | | | - | | - | | | 20,939,872 | | | (817) | | | 20,939,055 | | Total deposits | | | - | | - | | | 27,269,392 | | | (3,741) | | | 27,265,651 | Federal funds purchased and assets | | | | | | | | | | | | | | | | sold under agreements to repurchase | | | - | | - | | | 2,219,413 | | | (11,200) | | | 2,208,213 | Other short-term borrowings | | | - | | 41,319 | | | 451,200 | | | (491,319) | | | 1,200 | Notes payable | | | 822,616 | | 149,663 | | | 534,129 | | | - | | | 1,506,408 | Other liabilities | | | 38,742 | | 4,904 | | | 988,890 | | | (15,593) | | | 1,016,943 | Total liabilities | | | 861,358 | | 195,886 | | | 31,463,024 | | | (521,853) | | | 31,998,415 | Stockholders' equity: | | | | | | | | | | | | | | | Preferred stock | | | 50,160 | | - | | | - | | | - | | | 50,160 | Common stock | | | 1,035 | | 2 | | | 56,079 | | | (56,081) | | | 1,035 | Surplus | | | 4,163,290 | | 4,479,208 | | | 6,057,474 | | | (10,528,155) | | | 4,171,817 | Retained earnings (accumulated deficit) | | | 688,435 | | (2,906,205) | | | (798,325) | | | 3,696,003 | | | 679,908 | Treasury stock, at cost | | | (898) | | - | | | - | | | - | | | (898) | Accumulated other comprehensive loss, | | | | | | | | | | | | | | | | net of tax | | | (156,275) | | (15,800) | | | (155,117) | | | 170,917 | | | (156,275) | Total stockholders' equity | | | 4,745,747 | | 1,557,205 | | | 5,160,111 | | | (6,717,316) | | | 4,745,747 | Total liabilities and stockholders' equity | | $ | 5,607,105 | $ | 1,753,091 | | $ | 36,623,135 | | $ | (7,239,169) | | $ | 36,744,162 |
Condensed Consolidating Statement of Financial Condition | | | | | | | | | | | | | | | | | | | | | | | | At December 31, 2013 | | | | | | | All other | | | | | | | | Popular, Inc. | PNA | | subsidiaries and | | Elimination | | Popular, Inc. | (In thousands) | | Holding Co. | Holding Co. | | eliminations | | entries | | Consolidated | Assets: | | | | | | | | | | | | | | | Cash and due from banks | | $ | 10,595 | $ | 616 | | $ | 422,967 | | $ | (10,967) | | $ | 423,211 | Money market investments | | | 18,721 | | 4,804 | | | 839,732 | | | (4,804) | | | 858,453 | Trading account securities, at fair value | | | 1,353 | | - | | | 338,390 | | | - | | | 339,743 | Investment securities available-for-sale, at | | | | | | | | | | | | | | | | fair value | | | 204 | | - | | | 5,294,596 | | | - | | | 5,294,800 | Investment securities held-to-maturity, at | | | | | | | | | | | | | | | | amortized cost | | | - | | - | | | 140,496 | | | - | | | 140,496 | Other investment securities, at lower of cost | | | | | | | | | | | | | | | | or realizable value | | | 10,850 | | 4,492 | | | 166,410 | | | - | | | 181,752 | Investment in subsidiaries | | | 4,856,566 | | 1,670,809 | | | - | | | (6,527,375) | | | - | Loans held-for-sale, at lower of cost or | | | | | | | | | | | | | | | | fair value | | | - | | - | | | 110,426 | | | - | | | 110,426 | Loans held-in-portfolio: | | | | | | | | | | | | | | | | Loans not covered under loss sharing | | | | | | | | | | | | | | | | agreements with the FDIC | | | 521,092 | | - | | | 21,702,418 | | | (519,500) | | | 21,704,010 | | Loans covered under loss sharing | | | | | | | | | | | | | | | | agreements with the FDIC | | | - | | - | | | 2,984,427 | | | - | | | 2,984,427 | | Less - Unearned income | | | - | | - | | | 92,144 | | | - | | | 92,144 | | Allowance for loan losses | | | 304 | | - | | | 640,251 | | | - | | | 640,555 | | Total loans held-in-portfolio, net | | | 520,788 | | - | | | 23,954,450 | | | (519,500) | | | 23,955,738 | FDIC loss share asset | | | - | | - | | | 948,608 | | | - | | | 948,608 | Premises and equipment, net | | | 2,135 | | - | | | 517,381 | | | - | | | 519,516 | Other real estate not covered under loss | | | | | | | | | | | | | | | | sharing agreements with the FDIC | | | - | | - | | | 135,501 | | | - | | | 135,501 | Other real estate covered under loss | | | | | | | | | | | | | | | | sharing agreements with the FDIC | | | - | | - | | | 168,007 | | | - | | | 168,007 | Accrued income receivable | | | 64 | | 114 | | | 131,368 | | | (10) | | | 131,536 | Mortgage servicing assets, at fair value | | | - | | - | | | 161,099 | | | - | | | 161,099 | Other assets | | | 66,577 | | 19,407 | | | 1,642,760 | | | (41,186) | | | 1,687,558 | Goodwill | | | - | | - | | | 647,757 | | | - | | | 647,757 | Other intangible assets | | | 554 | | - | | | 44,578 | | | - | | | 45,132 | Total assets | | $ | 5,488,407 | $ | 1,700,242 | | $ | 35,664,526 | | $ | (7,103,842) | | $ | 35,749,333 | Liabilities and Stockholders' Equity | | | | | | | | | | | | Liabilities: | | | | | | | | | | | | | | | Deposits: | | | | | | | | | | | | | | | | Non-interest bearing | | $ | - | $ | - | | $ | 5,933,649 | | $ | (10,967) | | $ | 5,922,682 | | Interest bearing | | | - | | - | | | 20,793,267 | | | (4,804) | | | 20,788,463 | | Total deposits | | | - | | - | | | 26,726,916 | | | (15,771) | | | 26,711,145 | Assets sold under agreements to repurchase | | | - | | - | | | 1,659,292 | | | - | | | 1,659,292 | Other short-term borrowings | | | - | | - | | | 920,700 | | | (519,500) | | | 401,200 | Notes payable | | | 822,351 | | 149,663 | | | 612,740 | | | - | | | 1,584,754 | Other liabilities | | | 39,906 | | 39,245 | | | 728,899 | | | (41,258) | | | 766,792 | Total liabilities | | | 862,257 | | 188,908 | | | 30,648,547 | | | (576,529) | | | 31,123,183 | Stockholders' equity: | | | | | | | | | | | | | | | Preferred stock | | | 50,160 | | - | | | - | | | - | | | 50,160 | Common stock | | | 1,034 | | 2 | | | 56,079 | | | (56,081) | | | 1,034 | Surplus | | | 4,161,625 | | 4,479,208 | | | 6,056,774 | | | (10,527,455) | | | 4,170,152 | Retained earnings (accumulated deficit) | | | 602,957 | | (2,940,509) | | | (907,972) | | | 3,839,954 | | | 594,430 | Treasury stock, at cost | | | (881) | | - | | | - | | | - | | | (881) | Accumulated other comprehensive | | | | | | | | | | | | | | | | loss, net of tax | | | (188,745) | | (27,367) | | | (188,902) | | | 216,269 | | | (188,745) | Total stockholders' equity | | | 4,626,150 | | 1,511,334 | | | 5,015,979 | | | (6,527,313) | | | 4,626,150 | Total liabilities and stockholders' equity | | $ | 5,488,407 | $ | 1,700,242 | | $ | 35,664,526 | | $ | (7,103,842) | | $ | 35,749,333 |
Condensed Consolidating Statement of Operations (Unaudited) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Quarter ended March 31, 2014 | | | | | | | | | All other | | | | | | | | | | Popular, Inc. | PNA | subsidiaries and | Elimination | Popular, Inc. | (In thousands) | | Holding Co. | Holding Co. | eliminations | entries | Consolidated | Interest income: | | | | | | | | | | | | | | | | | Loans | | $ | 562 | | $ | - | | $ | 401,912 | | $ | (541) | | $ | 401,933 | | Money market investments | | | 7 | | | 3 | | | 972 | | | (9) | | | 973 | | Investment securities | | | 166 | | | 80 | | | 34,881 | | | - | | | 35,127 | | Trading account securities | | | - | | | - | | | 5,257 | | | - | | | 5,257 | | Total interest income | | | 735 | | | 83 | | | 443,022 | | | (550) | | | 443,290 | Interest expense: | | | | | | | | | | | | | | | | | Deposits | | | - | | | - | | | 29,394 | | | (2) | | | 29,392 | | Short-term borrowings | | | - | | | 217 | | | 9,372 | | | (548) | | | 9,041 | | Long-term debt | | | 26,054 | | | 2,707 | | | 3,129 | | | - | | | 31,890 | | Total interest expense | | | 26,054 | | | 2,924 | | | 41,895 | | | (550) | | | 70,323 | Net interest (expense) income | | | (25,319) | | | (2,841) | | | 401,127 | | | - | | | 372,967 | Provision for loan losses- non-covered loans | | | (208) | | | - | | | 47,566 | | | - | | | 47,358 | Provision for loan losses- covered loans | | | - | | | - | | | 25,714 | | | - | | | 25,714 | Net interest (expense) income | | | | | | | | | | | | | | | | | after provision for loan losses | | | (25,111) | | | (2,841) | | | 327,847 | | | - | | | 299,895 | Service charges on deposit accounts | | | - | | | - | | | 41,250 | | | - | | | 41,250 | Other service fees | | | - | | | - | | | 54,110 | | | (67) | | | 54,043 | Mortgage banking activities | | | - | | | - | | | 3,681 | | | - | | | 3,681 | Trading account profit | | | 21 | | | - | | | 1,956 | | | - | | | 1,977 | Net gain on sale of loans, including valuation | | | | | | | | | | | | | | | | | adjustments on loans held-for-sale | | | - | | | - | | | 11,776 | | | - | | | 11,776 | Adjustments (expense) to indemnity reserves | | | | | | | | | | | | | | | | | on loans sold | | | - | | | - | | | (10,347) | | | - | | | (10,347) | FDIC loss share (expense) income | | | - | | | - | | | (24,206) | | | - | | | (24,206) | Other operating income | | | 3,401 | | | 661 | | | 24,329 | | | - | | | 28,391 | | Total non-interest income | | | 3,422 | | | 661 | | | 102,549 | | | (67) | | | 106,565 | Operating expenses: | | | | | | | | | | | | | | | | Personnel costs | | | 8,309 | | | - | | | 104,845 | | | - | | | 113,154 | Net occupancy expenses | | | 932 | | | - | | | 24,759 | | | - | | | 25,691 | Equipment expenses | | | 941 | | | - | | | 10,841 | | | - | | | 11,782 | Other taxes | | | 184 | | | - | | | 13,540 | | | - | | | 13,724 | Professional fees | | | 3,046 | | | 1,004 | | | 65,809 | | | (67) | | | 69,792 | Communications | | | 127 | | | - | | | 6,807 | | | - | | | 6,934 | Business promotion | | | 411 | | | - | | | 11,271 | | | - | | | 11,682 | FDIC deposit insurance | | | - | | | - | | | 11,973 | | | - | | | 11,973 | Other real estate owned (OREO) expenses | | | - | | | - | | | 6,187 | | | - | | | 6,187 | Other operating expenses | | | (13,768) | | | 109 | | | 37,666 | | | (643) | | | 23,364 | Amortization of intangibles | | | - | | | - | | | 2,504 | | | - | | | 2,504 | | Total operating expenses | | | 182 | | | 1,113 | | | 296,202 | | | (710) | | | 296,787 | (Loss) income before income tax and equity in | | | | | | | | | | | | | | | | | earnings of subsidiaries | | | (21,871) | | | (3,293) | | | 134,194 | | | 643 | | | 109,673 | Income tax (benefit) expense | | | (834) | | | - | | | 23,847 | | | 251 | | | 23,264 | (Loss) income before equity in earnings of | | | | | | | | | | | | | | | | | subsidiaries | | | (21,037) | | | (3,293) | | | 110,347 | | | 392 | | | 86,409 | Equity in undistributed earnings of | | | | | | | | | | | | | | | | | subsidiaries | | | 107,446 | | | 37,597 | | | - | | | (145,043) | | | - | Net income | | $ | 86,409 | | $ | 34,304 | | $ | 110,347 | | $ | (144,651) | | $ | 86,409 | Comprehensive income, net of tax | | $ | 118,879 | | $ | 45,871 | | $ | 144,132 | | $ | (190,003) | | $ | 118,879 |
Condensed Consolidating Statement of Operations (Unaudited) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Quarter ended March 31, 2013 | | | | | | | | | All other | | | | | | | | | Popular, Inc. | PNA | subsidiaries and | Elimination | Popular, Inc. | (In thousands) | Holding Co. | Holding Co. | eliminations | entries | Consolidated | Interest income: | | | | | | | | | | | | | | | | | Loans | | $ | 1,009 | | $ | - | | $ | 385,049 | | $ | (132) | | $ | 385,926 | | Money market investments | | | 38 | | | 1 | | | 955 | | | (39) | | | 955 | | Investment securities | | | 4,146 | | | 81 | | | 36,507 | | | (2,911) | | | 37,823 | | Trading account securities | | | - | | | - | | | 5,514 | | | - | | | 5,514 | | Total interest income | | | 5,193 | | | 82 | | | 428,025 | | | (3,082) | | | 430,218 | Interest expense: | | | | | | | | | | | | | | | | | Deposits | | | - | | | - | | | 38,358 | | | (2) | | | 38,356 | | Short-term borrowings | | | - | | | - | | | 9,950 | | | (168) | | | 9,782 | | Long-term debt | | | 24,758 | | | 7,276 | | | 6,645 | | | (2,912) | | | 35,767 | | Total interest expense | | | 24,758 | | | 7,276 | | | 54,953 | | | (3,082) | | | 83,905 | Net interest (expense) income | | | (19,565) | | | (7,194) | | | 373,072 | | | - | | | 346,313 | Provision for loan losses- non-covered loans | | | (40) | | | - | | | 206,340 | | | - | | | 206,300 | Provision for loan losses- covered loans | | | - | | | - | | | 17,556 | | | - | | | 17,556 | Net interest (expense) income | | | | | | | | | | | | | | | | | after provision for loan losses | | | (19,525) | | | (7,194) | | | 149,176 | | | - | | | 122,457 | Service charges on deposit accounts | | | - | | | - | | | 43,722 | | | - | | | 43,722 | Other service fees | | | - | | | - | | | 56,154 | | | (61) | | | 56,093 | Mortgage banking activities | | | - | | | - | | | 20,300 | | | - | | | 20,300 | Trading account profit (loss) | | | 76 | | | - | | | (1,060) | | | - | | | (984) | Net loss on sale of loans, including valuation | | | | | | | | | | | | | | | | | adjustments on loans held-for-sale | | | - | | | - | | | (62,719) | | | - | | | (62,719) | Adjustments (expense) to indemnity reserves | | | | | | | | | | | | | | | | | on loans sold | | | - | | | - | | | (16,143) | | | - | | | (16,143) | FDIC loss share (expense) income | | | - | | | - | | | (26,266) | | | - | | | (26,266) | Other operating income | | | 870 | | | 2,562 | | | 16,621 | | | 1 | | | 20,054 | | Total non-interest income | | | 946 | | | 2,562 | | | 30,609 | | | (60) | | | 34,057 | Operating expenses: | | | | | | | | | | | | | | | | Personnel costs | | | 7,379 | | | - | | | 108,610 | | | - | | | 115,989 | Net occupancy expenses | | | 828 | | | 1 | | | 22,644 | | | - | | | 23,473 | Equipment expenses | | | 1,080 | | | - | | | 10,870 | | | - | | | 11,950 | Other taxes | | | 83 | | | - | | | 11,503 | | | - | | | 11,586 | Professional fees | | | 2,311 | | | 22 | | | 68,225 | | | (61) | | | 70,497 | Communications | | | 93 | | | - | | | 6,739 | | | - | | | 6,832 | Business promotion | | | 430 | | | - | | | 12,487 | | | - | | | 12,917 | FDIC deposit insurance | | | - | | | - | | | 9,280 | | | - | | | 9,280 | Other real estate owned (OREO) expenses | | | - | | | - | | | 46,741 | | | - | | | 46,741 | Other operating expenses | | | (12,615) | | | 108 | | | 35,089 | | | (617) | | | 21,965 | Amortization of intangibles | | | - | | | - | | | 2,468 | | | - | | | 2,468 | | Total operating expenses | | | (411) | | | 131 | | | 334,656 | | | (678) | | | 333,698 | Loss before income tax | | | | | | | | | | | | | | | | | and equity in earnings of subsidiaries | | | (18,168) | | | (4,763) | | | (154,871) | | | 618 | | | (177,184) | Income tax expense (benefit) | | | 515 | | | - | | | (57,577) | | | 185 | | | (56,877) | Loss before equity in earnings of subsidiaries | | | (18,683) | | | (4,763) | | | (97,294) | | | 433 | | | (120,307) | Equity in undistributed (losses) earnings | | | | | | | | | | | | | | | | | of subsidiaries | | | (101,624) | | | 13,946 | | | - | | | 87,678 | | | - | Net (loss) Income | | $ | (120,307) | | $ | 9,183 | | $ | (97,294) | | $ | 88,111 | | $ | (120,307) | Comprehensive (loss) income, net of tax | | $ | (139,447) | | $ | 2,156 | | $ | (119,034) | | $ | 116,878 | | $ | (139,447) |
Condensed Consolidating Statement of Cash Flows (Unaudited) | | | | | | Quarter ended March 31, 2014 | | | | | | | | | | | All other | | | | | | | | | | | Popular, Inc. | | PNA | | subsidiaries | | Elimination | | Popular, Inc. | (In thousands) | | Holding Co. | | Holding Co. | | and eliminations | | entries | | Consolidated | | | | | | | | | | | | | | | | Cash flows from operating activities: | | | | | | | | | | | | | | | | | | | | | | | | | | Net income | $ | 86,409 | $ | 34,304 | $ | 110,347 | $ | (144,651) | $ | 86,409 | | | | | | | | | | | | | | | | Adjustments to reconcile net income to net | | | | | | | | | | | | cash (used in) provided by operating activities: | | | | | | | | | | | | Equity in undistributed earnings of subsidiaries | | (107,446) | | (37,597) | | - | | 145,043 | | - | | Provision for loan losses | | (208) | | - | | 73,280 | | - | | 73,072 | | Amortization of intangibles | | - | | - | | 2,504 | | - | | 2,504 | | Depreciation and amortization of premises and | | | | | | | | | | | | | equipment | | 157 | | - | | 11,808 | | - | | 11,965 | | Net accretion of discounts and amortization | | | | | | | | | | | | | of premiums and deferred fees | | 265 | | - | | (39,836) | | - | | (39,571) | | Fair value adjustments on mortgage servicing rights | | - | | - | | 8,096 | | - | | 8,096 | | FDIC loss share expense | | - | | - | | 24,206 | | - | | 24,206 | | Adjustments (expense) to indemnity reserves on | | | | | | | | | | | | | loans sold | | - | | - | | 10,347 | | - | | 10,347 | | Earnings from investments under the equity | | | | | | | | | | | | | method | | (3,401) | | (661) | | (12,868) | | - | | (16,930) | | Deferred income tax (benefit) expense | | (1,577) | | - | | 15,224 | | 251 | | 13,898 | | Loss (gain) on: | | | | | | | | | | | | | | Disposition of premises and equipment | | - | | - | | (1,671) | | - | | (1,671) | | | | Sale of loans, including valuation adjustments on | | | | | | | | | | | | | | | loans held for sale and mortgage banking activities | | - | | - | | (18,953) | | - | | (18,953) | | | | Sale of foreclosed assets, including write-downs | | - | | - | | (1,199) | | - | | (1,199) | | Acquisitions of loans held-for-sale | | - | | - | | (76,125) | | - | | (76,125) | | Proceeds from sale of loans held-for-sale | | - | | - | | 45,115 | | - | | 45,115 | | Net originations on loans held-for-sale | | - | | - | | (179,057) | | - | | (179,057) | | Net (increase) decrease in: | | | | | | | | | | | | | | Trading securities | | (107) | | - | | 219,104 | | - | | 218,997 | | | | Accrued income receivable | | (58) | | 83 | | 5,564 | | 52 | | 5,641 | | | | Other assets | | 1,488 | | (7,096) | | 30,505 | | (26,360) | | (1,463) | | Net increase (decrease) in: | | | | | | | | | | | | | | Interest payable | | 2,080 | | (2,632) | | (2,076) | | (52) | | (2,680) | | | | Pension and other postretirement benefits | | | | | | | | | | | | | | | obligations | | - | | - | | (1,562) | | - | | (1,562) | | | | Other liabilities | | (3,245) | | (31,708) | | 8,043 | | 25,717 | | (1,193) | Total adjustments | | (112,052) | | (79,611) | | 120,449 | | 144,651 | | 73,437 | Net cash (used in) provided by operating activities | | (25,643) | | (45,307) | | 230,796 | | - | | 159,846 | | | | | | | | | | | | | | | | Cash flows from investing activities: | | | | | | | | | | | | Net (increase) decrease in money market investments | | (11,192) | | 3,986 | | (763,988) | | 7,214 | | (763,980) | | Purchases of investment securities: | | | | | | | | | | | | | | Available-for-sale | | - | | - | | (436,233) | | - | | (436,233) | | | | Other | | - | | - | | (34,768) | | - | | (34,768) | | Proceeds from calls, paydowns, maturities and | | | | | | | | | | | | | redemptions of investment securities: | | | | | | | | | | | | | | Available-for-sale | | - | | - | | 194,949 | | - | | 194,949 | | | | Held-to-maturity | | - | | - | | 1,888 | | - | | 1,888 | | | | Other | | - | | - | | 49,964 | | - | | 49,964 | | Net repayments on loans | | 27,886 | | - | | 205,955 | | (28,181) | | 205,660 | | Proceeds from sale of loans | | - | | - | | 42,238 | | - | | 42,238 | | Acquisition of loan portfolios | | - | | - | | (201,385) | | - | | (201,385) | | Net payments from FDIC under loss sharing | | | | | | | | | | | | | agreements | | - | | - | | 81,327 | | - | | 81,327 | | Acquisition of premises and equipment | | (72) | | - | | (10,945) | | - | | (11,017) | | Proceeds from sale of: | | | | | | | | | | | | | | Premises and equipment | | 13 | | - | | 6,372 | | - | | 6,385 | | | | Foreclosed assets | | - | | - | | 38,830 | | - | | 38,830 | Net cash provided by (used in) investing activities | | 16,635 | | 3,986 | | (825,796) | | (20,967) | | (826,142) | | | | | | | | | | | | | | | | Cash flows from financing activities: | | | | | | | | | | | | Net increase (decrease) in: | | | | | | | | | | | | | | Deposits | | - | | - | | 547,943 | | 12,029 | | 559,972 | | | | Federal funds purchased and assets sold | | | | | | | | | | | | | | | under agreements to repurchase | | - | | - | | 560,121 | | (11,200) | | 548,921 | | | | Other short-term borrowings | | - | | 41,319 | | (469,500) | | 28,181 | | (400,000) | | Payments of notes payable | | - | | - | | (110,514) | | - | | (110,514) | | Proceeds from issuance of notes payable | | - | | - | | 31,905 | | - | | 31,905 | | Proceeds from issuance of common stock | | 1,666 | | - | | - | | - | | 1,666 | | Dividends paid | | (931) | | - | | - | | - | | (931) | | Net payments for repurchase of common stock | | (17) | | - | | - | | - | | (17) | Net cash provided by financing activities | | 718 | | 41,319 | | 559,955 | | 29,010 | | 631,002 | Net decrease in cash and due from banks | | (8,290) | | (2) | | (35,045) | | 8,043 | | (35,294) | Cash and due from banks at beginning of period | | 10,595 | | 616 | | 422,967 | | (10,967) | | 423,211 | Cash and due from banks at end of period | $ | 2,305 | $ | 614 | $ | 387,922 | $ | (2,924) | $ | 387,917 |
Condensed Consolidating Statement of Cash Flows | | | | | | Quarter ended March 31, 2013 | | | | | | | | | | | All other | | | | | | | | | | | Popular, Inc. | | PNA | | subsidiaries | | Elimination | | Popular, Inc. | (In thousands) | | Holding Co. | | Holding Co. | | and eliminations | | entries | | Consolidated | | | | | | | | | | | | | | | | Cash flows from operating activities: | | | | | | | | | | | | | | | | | | | | | | | | | | Net (loss) income | $ | (120,307) | $ | 9,183 | $ | (97,294) | $ | 88,111 | $ | (120,307) | | | | | | | | | | | | | | | | Adjustments to reconcile net (loss) income to net | | | | | | | | | | | | cash (used in) provided by operating activities: | | | | | | | | | | | | Equity in undistributed losses (earnings) of subsidiaries | | 101,624 | | (13,946) | | - | | (87,678) | | - | | Provision for loan losses | | (40) | | - | | 223,896 | | - | | 223,856 | | Amortization of intangibles | | - | | - | | 2,468 | | - | | 2,468 | | Depreciation and amortization of premises and | | | | | | | | | | | | | equipment | | 162 | | 1 | | 12,091 | | - | | 12,254 | | Net accretion of discounts and amortization | | | | | | | | | | | | | of premiums and deferred fees | | 8,034 | | 19 | | (22,310) | | - | | (14,257) | | Fair value adjustments on mortgage servicing rights | | - | | - | | 5,615 | | - | | 5,615 | | FDIC loss share expense | | - | | - | | 26,266 | | - | | 26,266 | | Adjustments (expense) to indemnity reserves on | | | | | | | | | | | | | loans sold | | - | | - | | 16,143 | | - | | 16,143 | | Earnings from investments under the equity | | | | | | | | | | | | | method | | (870) | | (2,563) | | (6,161) | | - | | (9,594) | | Deferred income tax expense (benefit) | | 136 | | - | | (60,849) | | 185 | | (60,528) | | (Gain) loss on: | | | | | | | | | | | | | | Disposition of premises and equipment | | - | | - | | (1,468) | | - | | (1,468) | | | | Sale of loans, including valuation adjustments on | | | | | | | | | | | | | | | loans held for sale and mortgage banking activities | | - | | - | | 48,959 | | - | | 48,959 | | | | Sale of foreclosed assets, including write-downs | | - | | - | | 38,363 | | - | | 38,363 | | Acquisitions of loans held-for-sale | | - | | - | | (15,335) | | - | | (15,335) | | Proceeds from sale of loans held-for-sale | | - | | - | | 51,000 | | - | | 51,000 | | Net originations on loans held-for-sale | | - | | - | | (382,810) | | - | | (382,810) | | Net (increase) decrease in: | | | | | | | | | | | | | | Trading securities | | (164) | | - | | 423,400 | | - | | 423,236 | | | | Accrued income receivable | | (730) | | 81 | | (9,065) | | (101) | | (9,815) | | | | Other assets | | (264) | | 47 | | 24,806 | | 3,592 | | 28,181 | | Net increase (decrease) in: | | | | | | | | | | | | | | Interest payable | | - | | 1,809 | | (2,040) | | (24) | | (255) | | | | Pension and other postretirement benefits | | | | | | | | | | | | | | | obligations | | - | | - | | 1,470 | | - | | 1,470 | | | | Other liabilities | | (2,427) | | (3) | | (26,619) | | 463 | | (28,586) | Total adjustments | | 105,461 | | (14,555) | | 347,820 | | (83,563) | | 355,163 | Net cash (used in) provided by operating activities | | (14,846) | | (5,372) | | 250,526 | | 4,548 | | 234,856 | | | | | | | | | | | | | | | | Cash flows from investing activities: | | | | | | | | | | | | Net increase in money market investments | | (54) | | (368) | | (258,610) | | 368 | | (258,664) | | Purchases of investment securities: | | | | | | | | | | | | | | Available-for-sale | | - | | - | | (736,069) | | - | | (736,069) | | | | Held-to-maturity | | - | | - | | (250) | | - | | (250) | | | | Other | | - | | - | | (49,018) | | - | | (49,018) | | Proceeds from calls, paydowns, maturities and | | | | | | | | | | | | | redemptions of investment securities: | | | | | | | | | | | | | | Available-for-sale | | - | | - | | 497,175 | | - | | 497,175 | | | | Held-to-maturity | | - | | - | | 2,078 | | - | | 2,078 | | | | Other | | - | | - | | 35,884 | | - | | 35,884 | | Net repayments on loans | | 26,255 | | - | | 468,008 | | (25,954) | | 468,309 | | Proceeds from sale of loans | | - | | - | | 43,044 | | - | | 43,044 | | Acquisition of loan portfolios | | - | | - | | (1,026,485) | | - | | (1,026,485) | | Net payments to FDIC under loss sharing | | | | | | | | | | | | | agreements | | - | | - | | (107) | | - | | (107) | | Return of capital from equity method investments | | - | | 438 | | - | | - | | 438 | | Capital contribution to subsidiary | | (8,300) | | - | | - | | 8,300 | | - | | Mortgage servicing rights purchased | | - | | - | | (45) | | - | | (45) | | Acquisition of premises and equipment | | (145) | | - | | (11,838) | | - | | (11,983) | | Proceeds from sale of: | | | | | | | | | | | | | | Premises and equipment | | 26 | | - | | 4,179 | | - | | 4,205 | | | | Foreclosed assets | | - | | - | | 71,930 | | - | | 71,930 | Net cash provided by (used in) investing activities | | 17,782 | | 70 | | (960,124) | | (17,286) | | (959,558) | | | | | | | | | | | | | | | | Cash flows from financing activities: | | | | | | | | | | | | Net increase (decrease) in: | | | | | | | | | | | | | | Deposits | | - | | - | | 4,866 | | (8,661) | | (3,795) | | | | Assets sold under agreements to | | | | | | | | | | | | | | | repurchase | | - | | - | | 248,923 | | - | | 248,923 | | | | Other short-term borrowings | | - | | - | | 289,000 | | 26,000 | | 315,000 | | Payments of notes payable | | - | | (3,000) | | (45,281) | | - | | (48,281) | | Proceeds from issuance of notes payable | | - | | - | | 14,882 | | - | | 14,882 | | Proceeds from issuance of common stock | | 1,545 | | - | | - | | - | | 1,545 | | Dividends paid | | (620) | | - | | - | | - | | (620) | | Net payments for repurchase of common stock | | (25) | | - | | - | | - | | (25) | | Capital contribution from parent | | - | | 8,300 | | - | | (8,300) | | - | Net cash provided by financing activities | | 900 | | 5,300 | | 512,390 | | 9,039 | | 527,629 | Net increase (decrease) in cash and due from banks | | 3,836 | | (2) | | (197,208) | | (3,699) | | (197,073) | Cash and due from banks at beginning of period | | 1,103 | | 624 | | 439,552 | | (1,916) | | 439,363 | Cash and due from banks at end of period | $ | 4,939 | $ | 622 | $ | 242,344 | $ | (5,615) | $ | 242,290 |
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