Condensed consolidating financial information of guarantor and issuers of registered guaranteed securities

12 Months Ended

Dec. 31, 2016

Disclosure Text Block

Condensed Consolidating Financial Information of Guarantor and Issuers of Registeres Guranteed Securities

Note 44 – 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 December 31, 2016and 2015, and the results of their operations and cash flows for the periods ended December 31, 2016, 2015 and 2014.

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.

Condensed Consolidating Statement of Financial Condition
		At December 31, 2016
							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			$	47,783	$	591	$	362,101	$	(48,081)	$	362,394
Money market investments				252,347		13,263		2,891,670		(267,063)		2,890,217
Trading account securities, at fair value				2,640		-		57,297		(132)		59,805
Investment securities available-for-sale, at
	fair value			-		-		8,209,806		-		8,209,806
Investment securities held-to-maturity, at
	amortized cost			-		-		98,101		-		98,101
Other investment securities, at lower of cost
	or realizable value			9,850		4,492		153,476		-		167,818
Investment in subsidiaries				5,609,611		1,818,127		-		(7,427,738)		-
Loans held-for-sale, at lower of cost or
	fair value			-		-		88,821		-		88,821
Loans held-in-portfolio:
	Loans not covered under loss-sharing
	agreements with the FDIC			1,142		-		22,894,030		-		22,895,172
	Loans covered under loss-sharing
	agreements with the FDIC			-		-		572,878		-		572,878
	Less - Unearned income			-		-		121,425		-		121,425
	Allowance for loan losses			2		-		540,649		-		540,651
	Total loans held-in-portfolio, net			1,140		-		22,804,834		-		22,805,974
FDIC loss-share asset				-		-		69,334		-		69,334
Premises and equipment, net				3,067		-		540,914		-		543,981
Other real estate not covered under loss-
	sharing agreements with the FDIC			81		-		180,364		-		180,445
Other real estate covered under loss-
	sharing agreements with the FDIC			-		-		32,128		-		32,128
Accrued income receivable				112		138		137,882		(90)		138,042
Mortgage servicing assets, at fair value				-		-		196,889		-		196,889
Other assets				61,770		25,146		2,073,562		(14,968)		2,145,510
Goodwill				-		-		627,294		-		627,294
Other intangible assets				553		-		44,497		-		45,050
Total assets			$	5,988,954	$	1,861,757	$	38,568,970	$	(7,758,072)	$	38,661,609
Liabilities and Stockholders' Equity
Liabilities:
Deposits:
	Non-interest bearing		$	-	$	-	$	7,028,524	$	(48,081)	$	6,980,443
	Interest bearing			-		-		23,782,844		(267,063)		23,515,781
	Total deposits			-		-		30,811,368		(315,144)		30,496,224
Federal funds purchased and assets
	sold under agreements to repurchase			-		-		479,425		-		479,425
Other short-term borrowings				-		-		1,200		-		1,200
Notes payable				735,600		148,512		690,740		-		1,574,852
Other liabilities				55,309		6,034		865,861		(15,253)		911,951
Total liabilities				790,909		154,546		32,848,594		(330,397)		33,463,652
Stockholders' equity:
Preferred stock				50,160		-		-		-		50,160
Common stock				1,040		2		56,307		(56,309)		1,040
Surplus				4,246,495		4,111,207		5,717,066		(9,819,746)		4,255,022
Retained earnings (accumulated deficit)				1,228,834		(2,382,049)		264,944		2,108,578		1,220,307
Treasury stock, at cost				(8,198)		-		-		(88)		(8,286)
Accumulated other comprehensive loss,
	net of tax			(320,286)		(21,949)		(317,941)		339,890		(320,286)
Total stockholders' equity				5,198,045		1,707,211		5,720,376		(7,427,675)		5,197,957
Total liabilities and stockholders' equity			$	5,988,954	$	1,861,757	$	38,568,970	$	(7,758,072)	$	38,661,609

Condensed Consolidating Statement of Financial Condition
		At December 31, 2015
							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			$	24,298	$	600	$	363,620	$	(24,844)	$	363,674
Money market investments				262,204		23,931		2,179,887		(285,930)		2,180,092
Trading account securities, at fair value				2,020		-		69,639		-		71,659
Investment securities available-for-sale, at
	fair value			216		-		6,062,776		-		6,062,992
Investment securities held-to-maturity, at
	amortized cost			-		-		100,903		-		100,903
Other investment securities, at lower of cost
	or realizable value			9,850		4,492		157,906		-		172,248
Investment in subsidiaries				5,539,325		1,789,512		-		(7,328,837)		-
Loans held-for-sale, at lower of cost or
	fair value			-		-		137,000		-		137,000
Loans held-in-portfolio:
	Loans not covered under loss-sharing
	agreements with the FDIC			1,176		-		22,452,637		-		22,453,813
	Loans covered under loss-sharing
	agreements with the FDIC			-		-		646,115		-		646,115
	Less - Unearned income			-		-		107,698		-		107,698
	Allowance for loan losses			3		-		537,108		-		537,111
	Total loans held-in-portfolio, net			1,173		-		22,453,946		-		22,455,119
FDIC loss-share asset				-		-		310,221		-		310,221
Premises and equipment, net				2,823		-		499,788		-		502,611
Other real estate not covered under loss-sharing
	agreements with the FDIC			532		-		154,699		-		155,231
Other real estate covered under loss-sharing
	agreements with the FDIC			-		-		36,685		-		36,685
Accrued income receivable				85		115		124,070		(36)		124,234
Mortgage servicing assets, at fair value				-		-		211,405		-		211,405
Other assets				54,908		23,596		2,132,616		(17,958)		2,193,162
Goodwill				-		-		626,388		-		626,388
Other intangible assets				554		-		57,555		-		58,109
Total assets			$	5,897,988	$	1,842,246	$	35,679,104	$	(7,657,605)	$	35,761,733
Liabilities and Stockholders' Equity
Liabilities:
Deposits:
	Non-interest bearing		$	-	$	-	$	6,426,359	$	(24,844)	$	6,401,515
	Interest bearing			-		-		21,094,138		(285,930)		20,808,208
	Total deposits			-		-		27,520,497		(310,774)		27,209,723
Federal funds purchased and assets sold
	under agreements to repurchase			-		-		762,145		-		762,145
Other short-term borrowings				-		-		1,200		-		1,200
Notes payable				733,516		148,483		780,509		-		1,662,508
Other liabilities				59,148		6,659		971,429		(18,218)		1,019,018
Liabilities from discontinued operations				-		-		1,815		-		1,815
Total liabilities				792,664		155,142		30,037,595		(328,992)		30,656,409
Stockholders' equity:
Preferred stock				50,160		-		-		-		50,160
Common stock				1,038		2		56,307		(56,309)		1,038
Surplus				4,220,629		4,111,208		5,712,635		(9,815,316)		4,229,156
Retained earnings (accumulated deficit)				1,096,484		(2,416,251)		128,459		2,279,265		1,087,957
Treasury stock, at cost				(6,101)		-		-		-		(6,101)
Accumulated other comprehensive loss,
	net of tax			(256,886)		(7,855)		(255,892)		263,747		(256,886)
Total stockholders' equity				5,105,324		1,687,104		5,641,509		(7,328,613)		5,105,324
Total liabilities and stockholders' equity			$	5,897,988	$	1,842,246	$	35,679,104	$	(7,657,605)	$	35,761,733

Condensed Consolidating Statement of Operations
			Year ended December 31, 2016
							All other
		Popular, Inc.		PNA			subsidiaries and			Elimination			Popular, Inc.
(In thousands)		Holding Co.		Holding Co.			eliminations			entries			Consolidated
Interest and dividend income:
	Dividend income from subsidiaries	$	102,300		$	-		$	-		$	(102,300)		$	-
	Loans		78			-			1,459,642			-			1,459,720
	Money market investments		1,399			101			16,428			(1,500)			16,428
	Investment securities		664			322			151,025			-			152,011
	Trading account securities		-			-			6,414			-			6,414
	Total interest and dividend income		104,441			423			1,633,509			(103,800)			1,634,573
Interest expense:
	Deposits		-			-			129,077			(1,500)			127,577
	Short-term borrowings		-			-			7,812			-			7,812
	Long-term debt		52,470			10,769			13,890			-			77,129
	Total interest expense		52,470			10,769			150,779			(1,500)			212,518
Net interest income (expense)			51,971			(10,346)			1,482,730			(102,300)			1,422,055
Provision (reversal) for loan losses- non-covered loans			(35)			-			171,161			-			171,126
Provision (reversal) for loan losses- covered loans			-			-			(1,110)			-			(1,110)
Net interest income (expense)
	after provision for loan losses		52,006			(10,346)			1,312,679			(102,300)			1,252,039
Service charges on deposit accounts			-			-			160,836			-			160,836
Other service fees			-			-			237,342			(2,572)			234,770
Mortgage banking activities			-			-			56,538			-			56,538
Net gain on sale of investment securities			1,767			-			195			-			1,962
Other-than-temporary impairment losses on investment securities			-			-			(209)			-			(209)
Trading account profit (loss)			90			-			(831)			(44)			(785)
Net gain on sale of loans, including valuation
	adjustments on loans held-for-sale		-			-			8,245			-			8,245
Adjustments (expense) to indemnity reserves
	on loans sold		-			-			(17,285)			-			(17,285)
FDIC loss-share expense			-			-			(207,779)			-			(207,779)
Other operating income (loss)			12,352			(2,559)			51,903			(53)			61,643
	Total non-interest income (loss)		14,209			(2,559)			288,955			(2,669)			297,936
Operating expenses:
Personnel costs			48,032			-			439,444			-			487,476
Net occupancy expenses			3,630			-			82,023			-			85,653
Equipment expenses			2,807			-			59,418			-			62,225
Other taxes			187			1			42,116			-			42,304
Professional fees			10,817			122			312,517			(413)			323,043
Communications			520			-			23,377			-			23,897
Business promotion			2,261			-			50,753			-			53,014
FDIC deposit insurance			-			-			24,512			-			24,512
Other real estate owned (OREO) expenses			52			-			47,067			-			47,119
Other operating expenses			(72,514)			60			165,066			(2,165)			90,447
Amortization of intangibles			-			-			12,144			-			12,144
Goodwill impairment charge			-			-			3,801			-			3,801
	Total operating expenses		(4,208)			183			1,262,238			(2,578)			1,255,635
Income (loss) before income tax
	and equity in earnings of subsidiaries		70,423			(13,088)			339,396			(102,391)			294,340
Income tax expense (benefit)			19			(4,581)			83,364			(18)			78,784
Income (loss) before equity in
	earnings of subsidiaries		70,404			(8,507)			256,032			(102,373)			215,556
Equity in undistributed earnings of
	subsidiaries		145,152			41,574			-			(186,726)			-
Income from continuing operations			215,556			33,067			256,032			(289,099)			215,556
Income from discontinued operations, net of tax			-			-			1,135			-			1,135
Equity in undistributed earnings of
	discontinued operations		1,135			1,135			-			(2,270)			-
Net Income		$	216,691		$	34,202		$	257,167		$	(291,369)		$	216,691
Comprehensive income, net of tax		$	153,291		$	20,108		$	195,118		$	(215,226)		$	153,291

Condensed Consolidating Statement of Operations
			Year ended December 31, 2015
							All other
		Popular, Inc.		PNA			subsidiaries and			Elimination			Popular, Inc.
(In thousands)		Holding Co.		Holding Co.			eliminations			entries			Consolidated
Interest and dividend income:
	Dividend income from subsidiaries	$	41,350		$	-		$	-		$	(41,350)		$	-
	Loans		673			3			1,458,613			(583)			1,458,706
	Money market investments		40			8			7,245			(50)			7,243
	Investment securities		619			322			125,123			-			126,064
	Trading account securities		-			-			11,001			-			11,001
	Total interest and dividend income		42,682			333			1,601,982			(41,983)			1,603,014
Interest expense:
	Deposits		-			-			107,583			(50)			107,533
	Short-term borrowings		-			502			7,593			(583)			7,512
	Long-term debt		52,470			10,779			15,737			-			78,986
	Total interest expense		52,470			11,281			130,913			(633)			194,031
Net interest (expense) income			(9,788)			(10,948)			1,471,069			(41,350)			1,408,983
Provision for loan losses- non-covered loans			35			-			217,423			-			217,458
Provision for loan losses- covered loans			-			-			24,020			-			24,020
Net interest (expense) income after provision
	for loan losses		(9,823)			(10,948)			1,229,626			(41,350)			1,167,505
Service charges on deposit accounts			-			-			160,108			-			160,108
Other service fees			-			-			238,566			(2,476)			236,090
Mortgage banking activities			-			-			81,802			-			81,802
Net gain on sale of investment securities			-			-			141			-			141
Other-than temporary impairment losses on
	investment securities		-			-			(14,445)			-			(14,445)
Trading account loss			(187)			-			(4,536)			-			(4,723)
Net gain on sale of loans, including valuation
	adjustments on loans held-for-sale		-			-			542			-			542
Adjustments (expense) to indemnity reserves
	on loans sold		-			-			(18,628)			-			(18,628)
FDIC loss-share income			-			-			20,062			-			20,062
Other operating income (loss)			13,710			(244)			45,173			(47)			58,592
	Total non-interest income (loss)		13,523			(244)			508,785			(2,523)			519,541
Operating expenses:
Personnel costs			49,112			-			428,407			-			477,519
Net occupancy expenses			3,591			-			83,297			-			86,888
Equipment expenses			2,240			-			57,870			-			60,110
Other taxes			(822)			-			40,619			-			39,797
Professional fees			11,384			504			297,392			(295)			308,985
Communications			519			-			24,627			-			25,146
Business promotion			1,868			-			50,208			-			52,076
FDIC deposit insurance			-			-			27,626			-			27,626
Other real estate owned (OREO) expenses			-			-			85,568			-			85,568
Other operating expenses			(69,185)			463			166,289			(2,492)			95,075
Amortization of intangibles			-			-			11,019			-			11,019
Restructuring costs			-			-			18,412			-			18,412
	Total operating expenses		(1,293)			967			1,291,334			(2,787)			1,288,221
Income (loss) before income tax and equity in
	earnings of subsidiaries		4,993			(12,159)			447,077			(41,086)			398,825
Income tax (benefit) expense			(186)			305			(495,394)			103			(495,172)
Income (loss) before equity in earnings of subsidiaries			5,179			(12,464)			942,471			(41,189)			893,997
Equity in undistributed earnings of subsidiaries			888,818			638,341			-			(1,527,159)			-
Income from continuing operations			893,997			625,877			942,471			(1,568,348)			893,997
Income from discontinued operations, net of tax			-			-			1,347			-			1,347
Equity in undistributed earnings of discontinued
	operations		1,347			1,347			-			(2,694)			-
Net Income		$	895,344		$	627,224		$	943,818		$	(1,571,042)		$	895,344
Comprehensive income, net of tax		$	868,330		$	623,433		$	916,942		$	(1,540,375)		$	868,330

Condensed Consolidating Statement of Operations
			Year ended December 31, 2014
							All other
		Popular, Inc.		PNA			subsidiaries and			Elimination			Popular, Inc.
(In thousands)		Holding Co.		Holding Co.			eliminations			entries			Consolidated
Interest Income:
	Loans	$	1,294		$	-		$	1,478,658		$	(1,202)		$	1,478,750
	Money market investments		20			7			4,219			(22)			4,224
	Investment securities		617			322			131,692			-			132,631
	Trading account securities		-			-			17,938			-			17,938
	Total interest income		1,931			329			1,632,507			(1,224)			1,633,543
Interest Expense:
	Deposits		-			-			105,095			(8)			105,087
	Short-term borrowings		-			405			68,187			(1,216)			67,376
	Long-term debt		492,657			10,826			12,525			-			516,008
	Total interest expense		492,657			11,231			185,807			(1,224)			688,471
Net interest (expense) income			(490,726)			(10,902)			1,446,700			-			945,072
Provision (reversal) for loan losses- non-covered loans			(200)			-			224,199			-			223,999
Provision for loan losses- covered loans			-			-			46,135			-			46,135
Net interest (expense) income
	after provision for loan losses		(490,526)			(10,902)			1,176,366			-			674,938
Service charges on deposit accounts			-			-			158,637			-			158,637
Other service fees			-			-			228,006			(2,741)			225,265
Mortgage banking activities			-			-			30,615			-			30,615
Net loss and valuation adjustments on
	investment securities		-			-			(870)			-			(870)
Trading account (loss) profit			(40)			-			4,398			-			4,358
Net gain on sale of loans, including valuation
	adjustments on loans held-for-sale		-			-			40,591			-			40,591
Adjustments (expense) to indemnity reserves
	on loans sold		-			-			(40,629)			-			(40,629)
FDIC loss-share expense			-			-			(103,024)			-			(103,024)
Other operating income (loss)			12,291			(16)			59,306			(9)			71,572
	Total non-interest income (loss)		12,251			(16)			377,030			(2,750)			386,515
Operating expenses:
Personnel costs			39,457			-			379,222			-			418,679
Net occupancy expenses			3,952			-			82,755			-			86,707
Equipment expenses			3,764			-			45,153			-			48,917
Other taxes			1,019			-			55,899			-			56,918
Professional fees			14,963			1,119			266,202			(229)			282,055
Communications			496			-			25,188			-			25,684
Business promotion			1,731			-			52,285			-			54,016
FDIC deposit insurance			-			-			40,307			-			40,307
Loss on early extinguishment of debt			-			-			532			-			532
Other real estate owned (OREO) expenses			6			-			49,605			-			49,611
Other operating expenses			(63,755)			435			161,216			(2,523)			95,373
Amortization of intangibles			-			-			8,160			-			8,160
Restructuring costs			-			-			26,725			-			26,725
	Total operating expenses		1,633			1,554			1,193,249			(2,752)			1,193,684
(Loss) income before income tax and
	equity in earnings of subsidiaries		(479,908)			(12,472)			360,147			2			(132,231)
Income tax expense			5,580			-			52,698			1			58,279
(Loss) income before equity in
	earnings of subsidiaries		(485,488)			(12,472)			307,449			1			(190,510)
Equity in undistributed earnings
	of subsidiaries		294,978			32,484			-			(327,462)			-
(Loss) income from continuing operations		$	(190,510)		$	20,012		$	307,449		$	(327,461)		$	(190,510)
Loss from discontinued operations, net of tax			-			-			(122,980)			-			(122,980)
Equity in undistributed losses of
	discontinued operations		(122,980)			(122,980)			-			245,960			-
Net (Loss) Income			(313,490)			(102,968)			184,469			(81,501)			(313,490)
Comprehensive (loss) income, net of tax		$	(354,617)	$		(79,665)		$	144,355		$	(64,690)		$	(354,617)

Condensed Consolidating Statement of Cash Flows

						Year ended December 31, 2016
										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					$	216,691	$	34,202	$	257,167	$	(291,369)	$	216,691
Adjustments to reconcile net income to net
	cash provided by (used in) operating activities:
	Equity in undistributed earnings of subsidiaries					(146,287)		(42,709)		-		188,996		-
	Provision (reversal) for loan losses					(35)		-		170,051		-		170,016
	Goodwill impairment losses					-		-		3,801		-		3,801
	Amortization of intangibles					-		-		12,144		-		12,144
	Depreciation and amortization of premises and
		equipment				654		-		46,220		-		46,874
	Net accretion of discounts and amortization
		of premiums and deferred fees				2,087		28		(42,901)		-		(40,786)
	Other-than-temporary impairment on investment securities					-		-		209		-		209
	Fair value adjustments on mortgage servicing rights					-		-		25,336		-		25,336
	FDIC loss-share expense					-		-		207,779		-		207,779
	Adjustments (expense) to indemnity reserves on
		loans sold				-		-		17,285		-		17,285
	(Earnings) losses from investments under the
		equity method				(12,352)		2,559		(21,495)		-		(31,288)
	Deferred income tax expense (benefit)					19		(4,581)		66,154		(18)		61,574
	(Gain) loss on:
			Disposition of premises and equipment and other
				productive assets		(2)		-		4,096		-		4,094
			Sale and valuation adjustments of investment
				securities		(1,767)		-		(195)		-		(1,962)
			Sale of loans, including valuation adjustments on
				loans held for sale and mortgage banking activities		-		-		(35,517)		-		(35,517)
			Sale of foreclosed assets, including write-downs			52		-		19,305		-		19,357
	Acquisitions of loans held-for-sale					-		-		(310,217)		-		(310,217)
	Proceeds from sale of loans held-for-sale					-		-		89,887		-		89,887
	Net originations on loans held-for-sale					-		-		(510,783)		-		(510,783)
	Net (increase) decrease in:
			Trading securities			(620)		-		754,326		133		753,839
			Accrued income receivable			(27)		(23)		(13,812)		54		(13,808)
			Other assets			3,796		(3)		(27,125)		(2,972)		(26,304)
	Net increase (decrease) in:
			Interest payable			-		-		219		(54)		165
			Pension and other postretirement benefits
				obligations		-		-		(55,678)		-		(55,678)
			Other liabilities			(3,854)		(624)		(11,781)		3,018		(13,241)
Total adjustments						(158,336)		(45,353)		387,308		189,157		372,776
Net cash provided by (used in) operating activities						58,355		(11,151)		644,475		(102,212)		589,467
Cash flows from investing activities:
	Net decrease (increase) in money market investments					9,857		10,668		(711,782)		(18,868)		(710,125)
	Purchases of investment securities:
			Available-for-sale			-		-		(3,407,779)		-		(3,407,779)
			Other			-		-		(14,130)		-		(14,130)
	Proceeds from calls, paydowns, maturities and
		redemptions of investment securities:
			Available-for-sale			-		-		1,227,966		-		1,227,966
			Held-to-maturity			-		-		4,588		-		4,588
			Other			-		-		11,122		-		11,122
	Proceeds from sale of investment securities:
			Available for sale			278		-		4,981		-		5,259
			Other			1,583		-		7,438		-		9,021
	Net repayments (disbursements) on loans					35		-		(267,240)		-		(267,205)
	Proceeds from sale of loans					-		-		141,363		-		141,363
	Acquisition of loan portfolios					-		-		(535,445)		-		(535,445)
	Net payments from FDIC under loss-sharing
		agreements				-		-		98,518		-		98,518
	Return of capital from equity method investments					433		474		-		-		907
	Return of capital from wholly-owned subsidiaries					14,000		-		-		(14,000)		-
	Acquisition of premises and equipment					(953)		-		(99,367)		-		(100,320)
	Proceeds from sale of:
			Premises and equipment and other productive assets			56		-		8,841		-		8,897
			Foreclosed assets			434		-		82,923		-		83,357
Net cash provided by (used in) investing activities						25,723		11,142		(3,448,003)		(32,868)		(3,444,006)
Cash flows from financing activities:
	Net increase (decrease) in:
			Deposits			-		-		3,290,797		(4,369)		3,286,428
			Federal funds purchased and assets sold
				under agreements to repurchase		-		-		(282,719)		-		(282,719)
	Payments of notes payable					-		-		(254,816)		-		(254,816)
	Proceeds from issuance of notes payable					-		-		165,047		-		165,047
	Proceeds from issuance of common stock					7,437		-		-		-		7,437
	Dividends paid to parent company					-		-		(102,300)		102,300		-
	Dividends paid					(65,932)		-		-		-		(65,932)
	Net payments for repurchase of common stock					(2,098)		-		-		(88)		(2,186)
	Return of capital to parent company					-		-		(14,000)		14,000		-
Net cash (used in) provided by financing activities						(60,593)		-		2,802,009		111,843		2,853,259
Net increase (decrease) in cash and due from banks						23,485		(9)		(1,519)		(23,237)		(1,280)
Cash and due from banks at beginning of period						24,298		600		363,620		(24,844)		363,674
Cash and due from banks at end of period					$	47,783	$	591	$	362,101	$	(48,081)	$	362,394
During the ended December 31, 2016 there have not been any cash flows associated with discontinued operations.

Condensed Consolidating Statement of Cash Flows

						Year ended December 31, 2015
										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					$	895,344	$	627,224	$	943,818	$	(1,571,042)	$	895,344
Adjustments to reconcile net income to net cash
		(used in) provided by operating activities:
	Equity in undistributed earnings of subsidiaries					(890,165)		(639,688)		-		1,529,853		-
	Provision for loan losses					35		-		241,443		-		241,478
	Amortization of intangibles					-		-		11,019		-		11,019
	Depreciation and amortization of premises and
		equipment				761		-		46,713		-		47,474
	Net accretion of discounts and amortization
		of premiums and deferred fees				2		-		(73,498)		-		(73,496)
	Other-than-temporary impairment on investment securities					-		-		14,445		-		14,445
	Fair value adjustments on mortgage servicing rights					-		-		7,904		-		7,904
	FDIC loss-share income					-		-		(20,062)		-		(20,062)
	Adjustments (expense) to indemnity reserves on
		loans sold				-		-		18,628		-		18,628
	Earnings losses from investments under the
		equity method				(13,710)		244		(10,907)		-		(24,373)
	Deferred income tax benefit					(186)		-		(519,045)		103		(519,128)
	(Gain) loss on:
			Disposition of premises and equipment			(2)		-		(3,627)		-		(3,629)
			Sale and valuation adjustments of investment
				securities		-		-		(141)		-		(141)
			Sale of loans, including valuation adjustments on
				loans held for sale and mortgage banking activities		-		-		(35,013)		-		(35,013)
			Sale of foreclosed assets, including write-downs			-		-		60,378		-		60,378
	Acquisitions of loans held-for-sale					-		-		(401,991)		-		(401,991)
	Proceeds from sale of loans held-for-sale					-		-		124,111		-		124,111
	Net originations on loans held-for-sale					-		-		(792,821)		-		(792,821)
	Net (increase) decrease in:
			Trading securities			(380)		-		1,084,063		-		1,083,683
			Accrued income receivable			(10)		(3)		5,395		10		5,392
			Other assets			8,032		342		92,032		(273)		100,133
	Net (decrease) increase in:
			Interest payable			-		(26)		564		(10)		528
			Pension and other postretirement benefits
				obligations		-		-		3,252		-		3,252
			Other liabilities			(5,622)		(187)		(67,180)		9		(72,980)
Total adjustments						(901,245)		(639,318)		(214,338)		1,529,692		(225,209)
Net cash (used in) provided by operating activities						(5,901)		(12,094)		729,480		(41,350)		670,135
Cash flows from investing activities:
	Net increase in money market investments					(242,457)		(23,574)		(376,248)		284,573		(357,706)
	Purchases of investment securities:
			Available-for-sale			-		-		(2,014,315)		-		(2,014,315)
			Held-to-maturity			-		-		(750)		-		(750)
			Other			-		-		(40,847)		-		(40,847)
	Proceeds from calls, paydowns, maturities and
		redemptions of investment securities:
			Available-for-sale			-		-		1,362,712		-		1,362,712
			Held-to-maturity			-		-		4,856		-		4,856
			Other			-		-		46,341		-		46,341
	Proceeds from sale of investment securities:
			Available for sale			-		-		96,760		-		96,760
			Other			-		-		14,950		-		14,950
	Net repayments on loans					53,793		350		431,302		(53,769)		431,676
	Proceeds from sale of loans					-		-		30,160		-		30,160
	Acquisition of loan portfolios					-		(350)		(338,097)		-		(338,447)
	Acquisition of trademark					-		-		(50)		-		(50)
	Net payments from FDIC under loss-sharing
		agreements				-		-		247,976		-		247,976
	Net cash received and acquired from business combination					-		-		731,279		-		731,279
	Acquisition of servicing assets					-		-		(61,304)		-		(61,304)
	Cash paid related to business acquisitions					-		-		(17,250)		-		(17,250)
	Return of capital from equity method investments					11,500		1,829		-		-		13,329
	Return of capital from wholly-owned subsidiaries					203,000		200,000		-		(403,000)		-
	Mortgage servicing rights purchased					-		-		(2,400)		-		(2,400)
	Acquisition of premises and equipment					(1,079)		-		(61,577)		-		(62,656)
	Proceeds from sale of:
			Premises and equipment			9		-		12,871		-		12,880
			Foreclosed assets			-		-		141,145		-		141,145
Net cash provided by investing activities						24,766		178,255		207,514		(172,196)		238,339
Cash flows from financing activities:
	Net (decrease) increase in:
			Deposits			-		-		495,904		(288,566)		207,338
			Federal funds purchased and assets sold
				under agreements to repurchase		-		-		(509,512)		-		(509,512)
			Other short-term borrowings			-		-		(201,984)		53,769		(148,215)
	Payments of notes payable					-		(8,169)		(729,720)		-		(737,889)
	Proceeds from issuance of notes payable					-		-		277,398		-		277,398
	Proceeds from issuance of common stock					6,226		-		-		-		6,226
	Dividends paid to parent company					-		-		(41,350)		41,350		-
	Dividends paid					(19,257)		-		-		-		(19,257)
	Net payments for repurchase of common stock					(1,984)		-		-		-		(1,984)
	Return of capital to parent company					-		(158,000)		(245,000)		403,000		-
Net cash used in financing activities						(15,015)		(166,169)		(954,264)		209,553		(925,895)
Net increase (decrease) in cash and due from banks						3,850		(8)		(17,270)		(3,993)		(17,421)
Cash and due from banks at beginning of period						20,448		608		380,890		(20,851)		381,095
Cash and due from banks at end of period					$	24,298	$	600	$	363,620	$	(24,844)	$	363,674
The Condensed Consolidating Statements of Cash Flows include the cash flows from operating, investing and financing activities associated with discontinued operations.

						Year ended December 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 (loss) income					$	(313,490)	$	(102,968)	$	184,469	$	(81,501)	$	(313,490)
Adjustments to reconcile net income to net
		cash (used in) provided by operating activities:
	Equity in undistributed (earnings) losses of subsidiaries					(171,998)		90,496		-		81,502		-
	Provision (reversal) for loan losses					(200)		-		263,569		-		263,369
	Goodwill impairment losses					-		-		186,511		-		186,511
	Amortization of intangibles					-		-		9,434		-		9,434
	Depreciation and amortization of premises and
		equipment				648		-		46,489		-		47,137
	Net accretion of discounts and amortization
		of premiums and deferred fees				404,461		-		(125,885)		-		278,576
	Fair value adjustments on mortgage servicing rights					-		-		24,683		-		24,683
	FDIC loss share expense					-		-		103,024		-		103,024
	Adjustments (expense) to indemnity reserves on
		loans sold				-		-		40,629		-		40,629
	Earnings from investments under the
		equity method				(12,291)		16		(27,303)		-		(39,578)
	Deferred income tax expense					8,203		-		35,308		1		43,512
	Loss (gain) on:
			Disposition of premises and equipment			1		-		(1,717)		-		(1,716)
			Sale and valuation adjustments of investment
				securities		-		-		870		-		870
			Sale of loans, including valuation adjustments on
				loans held for sale and mortgage banking activities		-		-		(88,724)		-		(88,724)
			Sale of foreclosed assets, including write-downs			-		-		28,005		-		28,005
			Disposal of discontinued business			-		-		(38,355)		-		(38,355)
	Acquisitions of loans held-for-sale					-		-		(308,600)		-		(308,600)
	Proceeds from sale of loans held-for-sale					-		-		123,375		-		123,375
	Net originations on loans held-for-sale					-		-		(753,312)		-		(753,312)
	Net (increase) decrease in:
			Trading securities			(288)		-		1,105,662		-		1,105,374
			Accrued income receivable			(12)		2		9,712		17		9,719
			Other assets			4,099		(7,124)		158,585		(23,060)		132,500
	Net increase (decrease) in:
			Interest payable			7,066		20		(7,776)		(17)		(707)
			Pension and other postretirement benefits
				obligations		-		-		(10,171)		-		(10,171)
			Other liabilities			(180)		(32,391)		40,449		23,059		30,937
Total adjustments						239,509		51,019		814,462		81,502		1,186,492
Net cash (used in) provided by operating activities						(73,981)		(51,949)		998,931		1		873,002
Cash flows from investing activities:
	Net (increase) decrease in money market investments					(1,026)		4,447		(963,907)		(3,447)		(963,933)
	Purchases of investment securities:
			Available-for-sale			-		-		(2,001,940)		-		(2,001,940)
			Held-to-maturity			-		-		(1,000)		-		(1,000)
			Other			-		-		(110,010)		-		(110,010)
	Proceeds from calls, paydowns, maturities and
		redemptions of investment securities:
			Available-for-sale			-		-		1,722,650		-		1,722,650
			Held-to-maturity			-		-		39,962		-		39,962
			Other			1,000		-		91,752		-		92,752
	Proceeds from sale of investment securities:
			Available for sale			-		-		310,210		-		310,210
			Other			-		-		37,104		-		37,104
	Net repayments on loans					465,452		-		776,179		(465,731)		775,900
	Proceeds from sale of loans					-		-		355,145		-		355,145
	Acquisition of loan portfolios					-		-		(389,067)		-		(389,067)
	Net payments from FDIC under loss-sharing
		agreements				-		-		256,498		-		256,498
	Cash paid related to business acquisitions					-		-		(6,330)		-		(6,330)
	Capital contribution to subsidiary					(100,000)		-		-		100,000		-
	Return of capital from wholly-owned subsidiaries					210,000		250,000		-		(460,000)		-
	Net cash disbursed from disposal of discontinued business					-		-		(205,895)		-		(205,895)
	Acquisition of premises and equipment					(1,075)		-		(49,971)		-		(51,046)
	Proceeds from sale of:
			Premises and equipment			48		-		14,289		-		14,337
			Foreclosed assets			-		-		150,115		-		150,115
Net cash provided by investing activities						574,399		254,447		25,784		(829,178)		25,452
Cash flows from financing activities:
	Net increase (decrease) in:
			Deposits			-		-		115,453		(6,438)		109,015
			Federal funds purchased and assets sold
				under agreements to repurchase		-		-		(387,635)		-		(387,635)
			Other short-term borrowings			-		8,169		(853,900)		465,731		(380,000)
	Payments of notes payable					(936,000)		(675)		(122,615)		-		(1,059,290)
	Proceeds from issuance of notes payable					450,000		-		331,905		-		781,905
	Proceeds from issuance of common stock					5,394		-		-		-		5,394
	Dividends paid					(3,723)		-		-		-		(3,723)
	Repurchase of TARP-related warrants					(3,000)		-		-		-		(3,000)
	Net payments for repurchase of common stock					(3,236)		-		-		-		(3,236)
	Return of capital to parent company					-		(210,000)		(250,000)		460,000		-
	Capital contribution from parent					-		-		100,000		(100,000)		-
Net cash used in financing activities						(490,565)		(202,506)		(1,066,792)		819,293		(940,570)
Net increase (decrease) in cash and due from banks						9,853		(8)		(42,077)		(9,884)		(42,116)
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					$	20,448	$	608	$	380,890	$	(20,851)	$	381,095
The Condensed Consolidating Statements of Cash Flows include the cash flows from operating, investing and financing activities associated with discontinued operations.