-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Gz9mrJBBciCEmPfFwjTdIvU9vYQwd2ac1GEK0UnNNGOod4ttqoStRGhFAmetpI13 z4KMSqnu0Y8Q24011zjySA== 0000950144-04-011499.txt : 20041123 0000950144-04-011499.hdr.sgml : 20041123 20041123084523 ACCESSION NUMBER: 0000950144-04-011499 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041122 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041123 DATE AS OF CHANGE: 20041123 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST BANCORP /PR/ CENTRAL INDEX KEY: 0001057706 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 660561882 STATE OF INCORPORATION: PR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14793 FILM NUMBER: 041162323 BUSINESS ADDRESS: STREET 1: 1519 PONCE DE LEON AVE STREET 2: SANTUREE CITY: SAN JUAN STATE: PR ZIP: 00908 BUSINESS PHONE: 7877298200 MAIL ADDRESS: STREET 1: 1519 PONCE DE LEON AVE CITY: SAN JUAN STATE: PR ZIP: 00908 8-K 1 g92097e8vk.txt FIRST BANCORP. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------- FORM 8-K --------------- CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2004 First BanCorp. - ------------------------------------------------------------------------------- (Exact name of registrant as specified in this charter) Puerto Rico 001-14793 66-0561882 - ---------------------------- --------------------- ------------------- (State or other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification No.) 1519 Ponce De Leon Avenue, San Juan, Puerto Rico 00908-0146 - ------------------------------------------------ ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (787) 729-8200 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): - - Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) - - Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) - - Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) - - Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 1 ITEM 8.01 OTHER EVENTS On November 22, 2004, First BanCorp. (the "Company") issued a press release in which it announced the signing of a definitive merger agreement pursuant to which the Company will acquire, in an all-cash consideration transaction, Ponce General Corporation, a Delaware corporation, and its subsidiaries, UniBank, a federal savings and loan association, and Ponce Realty Corporation, a Delaware corporation with real estate holdings in Florida. The Company's press release is attached to this Current Report as Exhibit 99.1 and is incorporated by reference herein. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (C) Exhibits. The following exhibit is being filed herewith: 99.1 Press release dated November 22, 2004 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant had duly caused this report to be signed on its behalf of the undersigned hereunto duly authorized. FIRST BANCORP By: /s/ Annie Astor-Carbonell ----------------------------------- Annie Astor-Carbonell Senior Executive Vice President and Chief Financial Officer Date: November 22, 2004 2 EX-99.1 2 g92097exv99w1.txt EX-99.1 PRESS RELEASE Exhibit 99.1 [FIRST BANCORP LOGO] CONTACT: Annie Astor-Carbonell Senior Executive Vice President and Chief Financial Officer (787) 729-8088 FIRST BANCORP ANNOUNCES U.S. EXPANSION THROUGH THE ACQUISITION OF FLORIDA-BASED PONCE GENERAL CORP. San Juan, Puerto Rico - November 22, 2004--First BanCorp. (NYSE:FBP), announced today the signing of a definitive merger agreement pursuant to which First BanCorp will acquire, in an all-cash consideration transaction, Ponce General Corporation, a Delaware corporation, and its subsidiaries, UniBank, a federal savings and loan association, and Ponce Realty Corporation, a Delaware corporation with real estate holdings in Florida. UniBank, which is headquartered in Miami, Florida, had consolidated assets of $471.4 million, deposits of $416.3 million and stockholders' equity of $43.5 million as of September 30, 2004. UniBank has 9 full service branches located in the Miami/Dade, Broward, Orange and Osceola counties of Florida. The acquisition, which is expected to be accretive to First BanCorp's earnings per share in 2005, is expected to close on or before the second quarter of 2005, pending the receipt of all requisite regulatory approvals and the approval of the shareholders of Ponce General Corporation. Angel Alvarez, Chairman and Chief Executive Officer of First BanCorp, stated "We are very excited about our acquisition of Ponce General Corporation and its subsidiaries. This acquisition will allow us to bring our successful banking model to Florida, and positions First BanCorp to enter new markets in Florida within cities FIRST BANCORP ANNOUNCES U.S. EXPANSION PAGE 2 THROUGH THE ACQUISITION OF FLORIDA-BASED PONCE GENERAL CORP. that have a significant Hispanic population. This acquisition will allow First BanCorp to build a platform in Florida to consider further expansion to the United States in the future. First BanCorp anticipates that officers and employees of Ponce General, Ponce Realty and UniBank will become part of First BanCorp's team." Joseph Guerra, President of UniBank, added, "We are excited about our future prospects with First BanCorp. First BanCorp is committed to continuing UniBank's tradition of community banking for our customers and the communities we serve in Florida." With $15.2 billion in assets, First BanCorp is the second largest Financial Holding Company in Puerto Rico. It is the parent company of FirstBank Puerto Rico; a state chartered commercial bank in Puerto Rico and Virgin Islands and of FirstBank Insurance Agency, Inc. Both First BanCorp and FirstBank Puerto Rico, operate within US banking laws and regulations. The Bank operates a total of 112 financial service facilities throughout Puerto Rico and the US and British Virgin Islands, including the operations of its subsidiaries. On October 1, 2004 the Bank opened a banking agency in Coral Gables, Florida, which provides commercial real estate and construction lending. Among the bank's subsidiaries is Money Express, a finance company, First Leasing and Car Rental, a car and truck rental leasing company, and FirstMortgage, a mortgage banking company. In the US and British Virgin Islands the Bank operates First Insurance, an insurance agency, First Trade, Inc., a foreign corporation management company, and First Express, a small loan company. The Corporation's common and preferred shares trade on the New York Stock Exchange, under the symbols FBP, FBPPrA, FBPPrB, FBPPrC, FBPPrD and FBPPrE. Statements contained in this news release that are not historical facts may constitute forward-looking statements (within the meaning of Section 21E of the Securities Exchange Act of 1934) which may involve significant risks ands uncertainties. Actual FIRST BANCORP ANNOUNCES U.S. EXPANSION PAGE 3 THROUGH THE ACQUISITION OF FLORIDA-BASED PONCE GENERAL CORP. results may differ materially from the results discussed in these forward-looking statements. These include securing all necessary governmental and other approvals, the satisfaction of all conditions to the merger, changes in business and other market conditions, and the success of the business combination envisioned by the parties. These and other factors could adversely affect the outcome and financial effects of the plans and events described herein. -----END PRIVACY-ENHANCED MESSAGE-----