119 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2020

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-12647

OFG Bancorp

Incorporated in the Commonwealth of Puerto Rico, IRS Employer Identification No. 66-0538893

Principal Executive Offices:

254 Muñoz Rivera Avenue

San Juan, Puerto Rico 00918

Telephone Number: (787) 771-6800

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common shares, par value $1.00 per share	OFG	New York Stock Exchange
7.125% Noncumulative Monthly Income Preferred Stock, Series A ($25.00 liquidation preference per share)	OFG.PRA	New York Stock Exchange
7.0% Noncumulative Monthly Income Preferred Stock, Series B ($25.00 liquidation preference per share)	OFG.PRB	New York Stock Exchange
7.125% Noncumulative Perpetual Preferred Stock, Series D ($25.00 liquidation preference per share)	OFG.PRD	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer ☑	Accelerated Filer ☐	Non-Accelerated Filer ☐	Smaller Reporting Company ☐
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 ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐No ☑

Number of shares outstanding of the registrant’s common stock, as of the latest practicable date:

51,340,582 common shares ($1.00 par value per share) outstanding as of April 30, 2020

PART I – FINANCIAL INFORMATION			Page
Item 1.	Financial Statements
	Unaudited Consolidated Statements of Financial Condition		1
	Unaudited Consolidated Statements of Operations		3
	Unaudited Consolidated Statements of Comprehensive Income		5
	Unaudited Consolidated Statements of Changes in Stockholders’ Equity		6
	Unaudited Consolidated Statements of Cash Flows		7
	Notes to Unaudited Consolidated Financial Statements
		Note 1 – Significant Accounting Policies	9
		Note 2 – Business Combinations	16
		Note 3 – Restricted Cash	19
		Note 4 – Investment Securities	19
		Note 5 – Loans	23
		Note 6 – Allowance for Credit Losses	43
		Note 7 – Foreclosed Real Estate	46
		Note 8 – Servicing Assets	46
		Note 9 – Derivatives	48
		Note 10 – Core Deposit, customer relationship intangible and other intangibles	49
		Note 11 – Accrued Interest Receivable and Other Assets	49
		Note 12 – Deposits and Related Interest	50
		Note 13 – Borrowings and Related Interest	51
		Note 14 – Offsetting of Financial Assets and Liabilities	54
		Note 15 – Income Taxes	56
		Note 16 – Regulatory Capital Requirements	57
		Note 17 – Stockholders’ Equity	59
		Note 18 – Accumulated Other Comprehensive Income	60
		Note 19 – Earnings per Common Share	62
		Note 20 – Guarantees	62
		Note 21 – Commitments and Contingencies	63
		Note 22 – Operating Leases	65
		Note 23 – Fair Value of Financial Instruments	67
		Note 24 – Banking and Financial Service Revenues	73
		Note 25 – Business Segments	75
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		77
		Critical Accounting Policies and Estimates	77
		Selected Financial Data	81
		Financial Highlights of the First Quarter of 2020	83
		Analysis of Results of Operations	83
		Analysis of Financial Condition	90
Item 3.	Quantitative and Qualitative Disclosures about Market Risk		111
Item 4.	Controls and Procedures		115
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings		116
Item 1A.	Risk Factors		116
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		117
Item 3.	Default upon Senior Securities		117
Item 4.	Mine Safety Disclosures		117
Item 5.	Other Information		117
Item 6.	Exhibits		118
Signatures			119

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

AS OF MARCH 31, 2020 AND DECEMBER 31, 2019

		December 31,
		2019

ASSETS
Cash and cash equivalents:
Cash and due from banks	1,314,688	$	844,532
Money market investments	10,203		6,775
Total cash and cash equivalents	1,324,891		851,307
Restricted cash	1,050		1,450
Investments:
Trading securities, at fair value, with amortized cost of 182 (December 31, 2019 - 182)	29		37
Investment securities available-for-sale, at fair value, with amortized cost of 648,565
and allowance for credit losses of 0 (December 31, 2019, amortized cost 1,074,475)	657,460		1,074,169
Federal Home Loan Bank (FHLB) stock, at cost	10,301		13,048
Other investments	973		560
Total investments	668,763		1,087,814
Loans:
Loans held-for-sale, at lower of cost or fair value	5,815		19,591
Loans held for investment, net of allowance for credit losses of 230,755 (December 31, 2019 - 116,539)	6,535,359		6,622,256
Total loans	6,541,174		6,641,847
Other assets:
Foreclosed real estate	27,292		29,909
Accrued interest receivable	40,181		37,120
Deferred tax asset, net	196,129		176,740
Premises and equipment, net	81,834		81,105
Customers' liability on acceptances	11,763		21,599
Core deposit, customer relationship and other intangibles	54,174		56,965
Servicing assets	49,287		50,779
Goodwill	86,069		86,069
Operating lease right-of-use assets	36,844		39,112
Other assets	119,120		135,845
Total assets	9,238,571	$	9,297,661
See notes to unaudited consolidated financial statements

All values are in US Dollars. 1

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

AS OF MARCH 31, 2020 AND DECEMBER 31, 2019

		December 31,
		2019

LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Demand deposits	3,711,492	$	3,579,115
Savings accounts	1,871,719		1,836,480
Time deposits	2,236,060		2,283,015
Total deposits	7,819,271		7,698,610
Borrowings:
Securities sold under agreements to repurchase	50,103		190,274
Advances from FHLB	76,961		78,009
Subordinated capital notes	36,083		36,083
Other borrowings	640		1,195
Total borrowings	163,787		305,561
Other liabilities:
Derivative liabilities	2,059		913
Acceptances executed and outstanding	11,763		21,599
Operating lease liabilities	37,702		39,840
Accrued expenses and other liabilities	181,395		185,660
Total liabilities	8,215,977		8,252,183
Commitments and contingencies (See Note 18)	nil		nil
Stockholders’ equity:
Preferred stock; 10,000,000 shares authorized;
1,340,000 shares of Series A, 1,380,000 shares of Series B, and 960,000 shares of Series D issued and outstanding
(December 31, 2019 - 1,340,000 shares; 1,380,000 shares; and 960,000 shares) 25 liquidation value	92,000		92,000
Common stock, 1 par value; 100,000,000 shares authorized; 59,885,234 shares issued: 51,326,998 shares outstanding (December 31, 2019 - 59,885,234;
51,398,956 )	59,885		59,885
Additional paid-in capital	621,206		621,515
Legal surplus	95,945		95,779
Retained earnings	250,557		279,646
Treasury stock, at cost, 8,558,236 shares (December 31, 2019 - 8,486,278 shares)	(103,289)		(102,339)
Accumulated other comprehensive income (loss), net of tax of 548 (December 31, 2019 - 206)	6,290		(1,008)
Total stockholders’ equity	1,022,594		1,045,478
Total liabilities and stockholders’ equity	9,238,571	$	9,297,661
See notes to unaudited consolidated financial statements

All values are in US Dollars.

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019

	Quarter Ended March 31,
	2020		2019
	(In thousands, except per share data)
Interest income:
Loans	$	116,502	$	84,119
Mortgage-backed securities		2,773		7,925
Investment securities and other		4,489		2,666
Total interest income		123,764		94,710
Interest expense:
Deposits		16,620		9,049
Securities sold under agreements to repurchase		1,002		2,785
Advances from FHLB and other borrowings		539		563
Subordinated capital notes		435		524
Total interest expense		18,596		12,921
Net interest income		105,168		81,789
Provision for credit losses		47,131		12,249
Net interest income after provision for credit losses		58,037		69,540
Non-interest income:
Banking service revenue		15,646		10,465
Wealth management revenue		7,286		5,882
Mortgage banking activities		3,234		1,206
Total banking and financial service revenues		26,166		17,553
Net gain on:
Sale of securities		4,728		-
Bargain purchase from Scotiabank PR & USVI acquisition		409		-
Other non-interest income		80		103
Total non-interest income, net		31,383		17,656
See notes to unaudited consolidated financial statements

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019 (CONTINUED)

	Quarter Ended March 31,
	2020		2019
	(In thousands, except per share data)
Non-interest expense:
Compensation and employee benefits		35,544		20,341
Occupancy, equipment and infrastructure costs		11,439		7,746
Electronic banking charges		9,588		5,065
Information technology expenses		6,934		2,507
Professional and service fees		5,789		3,208
Insurance		3,478		1,146
Taxes, other than payroll and income taxes		3,177		2,154
Loss on sale of foreclosed real estate, other repossessed assets and credit related expenses		2,522		3,366
Advertising, business promotion, and strategic initiatives		1,629		1,211
Loan servicing and clearing expenses		1,343		1,209
Communication		971		741
Printing, postage, stationary and supplies		722		578
Director and investor relations		310		230
Merger and restructuring charges		304		-
Other		3,572		2,650
Total non-interest expense		87,322		52,152
Income before income taxes		2,098		35,044
Income tax expense		297		11,574
Net income		1,801		23,470
Less: dividends on preferred stock		(1,628)		(1,628)
Income available to common shareholders	$	173	$	21,842
Earnings per common share:
Basic	$	-	$	0.43
Diluted	$	-	$	0.42
Average common shares outstanding and equivalents		51,713		51,626
Cash dividends per share of common stock	$	0.07	$	0.07
See notes to unaudited consolidated financial statements

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019

	Quarter Ended March 31,
	2020		2019
	(In thousands)
Net income	$	1,801	$	23,470
Other comprehensive income (loss) before tax:
Unrealized gain (loss) on securities available-for-sale		13,929		3,374
Realized gain on sale of securities available-for-sale		(4,728)		-
Unrealized (loss) gain on cash flow hedges		(1,150)		(343)
Other comprehensive income before taxes		8,051		3,031
Income tax effect		(753)		(115)
Other comprehensive income after taxes		7,298		2,916
Comprehensive income	$	9,099	$	26,386
See notes to unaudited consolidated financial statements

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES

IN STOCKHOLDERS’ EQUITY

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019

	Quarter Ended March 31,
	2020		2019
	(In thousands)
Preferred stock:
Balance at beginning of period	$	92,000	$	92,000
Balance at end of period		92,000		92,000
Common stock:
Balance at beginning of period		59,885		59,885
Balance at end of period		59,885		59,885
Additional paid-in capital:
Balance at beginning of period		621,515		619,381
Stock-based compensation expense		501		447
Lapsed restricted stock units		(810)		-
Balance at end of period		621,206		619,828
Legal surplus:
Balance at beginning of period		95,779		90,167
Transfer from retained earnings		166		2,454
Balance at end of period		95,945		92,621
Retained earnings:
Balance at beginning of period		279,646		253,040
Topic 326 adoption		(25,494)		-
Topic 842 adoption		-		(736)
Balance at beginning of period (as adjusted for change in accounting principle)		254,152		252,304
Net income		1,801		23,470
Cash dividends declared on common stock		(3,602)		(3,591)
Cash dividends declared on preferred stock		(1,628)		(1,628)
Transfer to legal surplus		(166)		(2,454)
Balance at end of period		250,557		268,101
Treasury stock:
Balance at beginning of period		(102,339)		(103,633)
Stock repurchased		(2,226)		-
Lapsed restricted stock units and options		1,276		437
Balance at end of period		(103,289)		(103,196)
Accumulated other comprehensive income (loss), net of tax:
Balance at beginning of period		(1,008)		(10,963)
Other comprehensive income, net of tax:		7,298		2,916
Balance at end of period		6,290		(8,047)
Total stockholders’ equity	$	1,022,594	$	1,021,192
See notes to unaudited consolidated financial statements

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019

	Quarter Ended March 31,
	2020		2019
	(In thousands)
Cash flows from operating activities:
Net income	$	1,801	$	23,470
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of deferred loan origination fees and fair value (discounts) premiums on acquired loans		(2,239)		809
Amortization of investment securities premiums, net of accretion of discounts		1,906		1,113
Amortization of core deposit, customer relationships and other intangibles		2,791		292
Net change in operating leases		130		10
Depreciation and amortization of premises and equipment		3,001		2,095
Deferred income tax (benefit) expense, net		(6,226)		1,344
Provision for credit losses		47,131		12,249
Stock-based compensation		501		447
(Gain) loss on:
Sale of securities		(4,728)		-
Sale of loans		(565)		(167)
Foreclosed real estate and other repossessed assets		554		1,176
Sale of other assets		(7)		-
Originations of loans held-for-sale		(31,401)		(18,282)
Proceeds from sale of loans held-for-sale		19,133		5,923
Net (increase) decrease in:
Trading securities		8		(21)
Accrued interest receivable		(3,067)		1,102
Servicing assets		1,492		93
Other assets		18,791		6,703
Net increase (decrease) in:
Accrued interest on deposits and borrowings		(1,136)		(991)
Accrued expenses and other liabilities		(28,815)		(16,687)
Net cash provided by operating activities		19,055		20,678
See notes to unaudited consolidated financial statements

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019 (CONTINUED)

	Quarter Ended March 31,
	2020		2019
	(In thousands)
Cash flows from investing activities:
Purchases of:
Investment securities available-for-sale		(618)		(207)
FHLB stock		-		(1,101)
Other investments		(413)		-
Maturities and redemptions of:
Investment securities available-for-sale		135,149		44,758
FHLB stock		2,747		945
Proceeds from sales of:
Investment securities available-for-sale		320,984		-
Foreclosed real estate and other repossessed assets, including write-offs		11,010		11,948
Premises and equipment		7		-
Origination and purchase of loans, excluding loans held-for-sale		(249,157)		(258,082)
Principal repayment of loans		241,638		254,992
Additions to premises and equipment		(3,730)		(2,220)
Net cash provided by investing activities	$	457,617	$	51,033
Cash flows from financing activities:
---	---	---	---	---
Net increase (decrease) in:
Deposits		145,096		12,850
Securities sold under agreements to repurchase		(140,000)		(23,766)
FHLB advances, federal funds purchased, and other borrowings		(1,598)		2,547
Exercise of stock options with treasury shares		466		437
Purchase of treasury stock		(2,226)		-
Dividends paid on preferred stock		(1,628)		(1,229)
Dividends paid on common stock		(3,598)		(3,590)
Net cash (used in) financing activities	$	(3,488)	$	(12,751)
Net change in cash, cash equivalents and restricted cash		473,184		58,960
Cash, cash equivalents and restricted cash at beginning of period		852,757		450,063
Cash, cash equivalents and restricted cash at end of period	$	1,325,941	$	509,023
Reconciliation of the Consolidated Statements of Cash Flows to the Consolidated Balance Sheets:
Cash and due from banks	$	1,314,688	$	498,328
Money market investments		10,203		7,665
Restricted cash		1,050		3,030
Total cash, cash equivalents, restricted cash and restricted cash equivalents at end of period	$	1,325,941	$	509,023
Supplemental Cash Flow Disclosure and Schedule of Non-cash Activities:
Interest paid	$	15,584	$	13,513
Income taxes paid	$	5,000	$	-
Operating lease liabilities paid	$	3,208	$	1,519
Mortgage loans securitized into mortgage-backed securities	$	26,783	$	15,163
Transfer from held-to-maturity securities to available-for-sale securities	$	-	$	424,740
Transfer from loans to foreclosed real estate and other repossessed assets	$	8,716	$	10,995
Reclassification of loans held-for-investment portfolio to held-for-sale portfolio	$	261	$	-
Reclassification of loans held-for-sale portfolio to held-for-investment portfolio	$	-	$	49
Financed sales of foreclosed real estate	$	-	$	186
Loans booked under the GNMA buy-back option	$	75,314	$	12,942
Initial recognition of operating lease right-of-use assets	$	-	$	21,930
Initial recognition of operating lease liabilities	$	-	$	23,689
See notes to unaudited consolidated financial statements

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

Oriental is a publicly-owned financial holding company incorporated under the laws of the Commonwealth of Puerto Rico. Oriental operates through various subsidiaries including, a commercial bank, Oriental Bank (the “Bank”), a securities broker-dealer, Oriental Financial Services Corp. (“Oriental Financial Services”), an insurance agency, Oriental Insurance, LLC (“Oriental Insurance”), and a retirement plan administrator, Oriental Pension Consultants, Inc. (“OPC”). Oriental also has a special purpose entity, Oriental Financial (PR) Statutory Trust II (the “Statutory Trust II”). OFG Ventures LLC (“OFG Ventures”), a limited liability corporation, is also a subsidiary of Oriental. Through these subsidiaries and their respective divisions, Oriental provides a wide range of banking and financial services such as commercial, consumer and mortgage lending, leasing, auto loans, financial planning, insurance sales, money management and investment banking and brokerage services, as well as corporate and individual trust services.

On April 30, 2010, the Bank acquired certain assets and assumed certain deposits and other liabilities of Eurobank, a Puerto Rico commercial bank, in an FDIC-assisted acquisition. On February 6, 2017, the Bank and the FDIC agreed to terminate the shared-loss agreements related to the Eurobank Acquisition. On December 18, 2012, Oriental acquired a group of Puerto Rico-based entities that included Banco Bilbao Vizcaya Argentaria Puerto Rico (“BBVAPR”), a Puerto Rico commercial bank, as well as a securities broker-dealer and an insurance agency, which is referred to herein as the “BBVAPR Acquisition.” On December 31, 2019, Oriental purchased from the BNS all outstanding common stock of Scotiabank de Puerto Rico (“SBPR”). Immediately following the closing of the Scotiabank Acquisition, Oriental merged Scotiabank de Puerto Rico with and into Oriental Bank, with Oriental Bank continuing as the surviving entity. As part of this transaction, Oriental Bank also acquired the U.S. Virgin Islands banking operations of BNS through an acquisition of certain assets and an assumption of certain liabilities, and certain loans and assumed certain liabilities from BNS’s Puerto Rico branch. This transaction is referred to as the “Scotiabank PR & USVI Acquisition.” These acquired businesses have been integrated for financial reporting purposes.

During March 2020, a global pandemic was declared by the World Health Organization related to the rapidly growing outbreak of a novel strain of Coronavirus (COVID-19). The pandemic has significantly impacted the economic conditions in P.R. and the U.S., creating significant uncertainties. After recent disruptions in economic conditions caused by COVID-19, Oriental made available several deferral programs for the payment of principal and interest for auto, personal, credit cards and mortgage, and commercial loans, for customers whose payments were not over 29 days past due at March 12, 2020. Refer to footnotes for further disclosure associated to this event.

Basis of Presentation

The accompanying unaudited consolidated financial statements of Oriental have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and in accordance with guidance provided by the Securities and Exchange Commission. Accordingly, these consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments considered necessary for a fair presentation of the financial position, results of operations and cash flows of Oriental on a consolidated basis, and all such adjustments are of a normal recurring nature. The consolidated financial statements should be read in conjunction with the audited consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. The Company evaluated subsequent events through the filing date of its quarterly report on Form 10-Q with the SEC and have recorded or disclosed those material events or transactions as described within the accompanying consolidated financial statements and notes.

Significant Accounting Policies

Oriental’s significant accounting and reporting policies can be found in Note 1 of the Company’s annual financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019. 9

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

New Accounting Updates Not Yet Adopted

Reference Rate Reform

In March 2020, the Financial Accounting Standards Board ("FASB") issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The ASU addresses operational challenges resulting from the discontinuation of the London Interbank Offered Rate (“LIBOR”) and other reference rates at the end of 2021. By providing optional practical expedients and exceptions to applying certain GAAP requirements, ASU No. 2020-04 provides temporary relief designed to ease the operational cost and burden of accounting for contract modifications, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued as a result of reference rate reform. In general, the optional expedients and exceptions allow eligible contracts that are modified due to reference rate reform to be accounted for prospectively as a continuation of those contracts, permit companies to preserve hedge accounting for hedging relationships affected by reference rate reform and enable companies to make a one-time election to transfer or sell certain held-to-maturity debt securities indexed to LIBOR or another reference rate that is expected to be discontinued. The temporary expedients and exceptions are elective and do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, with the exception of hedging relationships existing as of that date for which certain optional expedients have been elected and are expected to be retained through the end of the hedging relationships. We did not enter into any contract modifications between March 12, 2020 and March 31, 2020 that would be eligible for the accounting relief provided by ASU 2020-04. We will continue to evaluate ASU 2020-04 to determine the timing and extent to which we will apply the provided accounting relief.

Income Taxes

In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying The Accounting For Income Taxes. The ASU intended to simplify and improve the accounting for income taxes. The updated guidance eliminates certain exceptions and clarifies and amends certain areas of the guidance. The updated guidance is effective for interim and annual reporting periods beginning after December 15, 2020, with early adoption permitted. Oriental does not expect the adoption of this guidance to have a material impact on its condensed consolidated financial statements.

New Accounting Updates Adopted in 2020

Accounting for Financial Instruments -- Credit Losses

On January 1, 2020, Oriental adopted ASU 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (CECL) methodology. The CECL methodology utilizes a lifetime “expected credit loss” measurement objective for the recognition of credit losses for loans, held-to-maturity debt securities, receivables and other financial assets measured at amortized cost at the time the financial asset is originated or acquired. The allowance for credit losses is adjusted each period for changes in expected lifetime credit losses. The CECL methodology represents a significant change from prior U.S. GAAP and replaced the prior multiple existing impairment methods, which generally required that a loss be incurred before it was recognized. The CECL standard also requires credit losses related to AFS debt securities to be recorded through an allowance for credit losses. Our adoption of this standard on January 1, 2020 did not have an impact on our portfolio of AFS debt securities.

We adopted CECL using the modified retrospective method for all financial assets measured at amortized cost and off-balance-sheet credit exposures. Upon adoption, we recognized an after-tax cumulative effect reduction to retained earnings totaling $25.5 million, as detailed in the table below. Operating results for periods after January 1, 2020 are presented in accordance with ASC 326 while prior period amounts continue to be reported in accordance with previously applicable standards and the accounting policies described in our 2019 Form 10-K. 10

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following table details the impact of the adoption of CECL on the assets, liabilities and retained earnings as of January 1, 2020.

	January 1, 2020
	Pre-Adoption		Impact of adoption		Post-Adoption		Cumulative Effect on Retained Earnings
	(In thousands)
Assets:
Investment securities available for sale	$	1,074,169	$	-	$	1,074,169	$	-
Deferred tax asset		176,740		13,874		190,614		13,874
Loans
Commercial		2,222,085		42,143		2,264,228		-
Mortgage		2,508,821		7,830		2,516,651		-
Consumer		504,507		181		504,688		-
Auto		1,522,973		368		1,523,341		-
		6,758,386		50,522		6,808,908		-
Allowance for credit losses on loans
Commercial		(34,886)		(45,705)		(80,591)		(3,562)
Mortgage		(30,382)		(18,810)		(49,192)		(10,980)
Consumer		(18,446)		(8,599)		(27,045)		(8,418)
Auto		(32,825)		(16,606)		(49,431)		(16,238)
		(116,539)		(89,720)		(206,259)		(39,198)
Net loans		6,641,847		(39,198)		6,602,649		(39,198)
Liabilities:
Allowance for credit losses on off-balance sheet credit exposures		3,688		170		3,858		170
	$	7,889,068	$	(25,494)	$	7,863,574	$	(25,494)

In connection with the adoption of CECL, we revised certain accounting policies and implemented certain accounting policy elections. The revised accounting policies are described below.

Investment securities: Securities are classified as held to maturity and carried at amortized cost when management has the positive intent and ability to hold them until maturity. Oriental had no securities classified as held to maturity on March 31, 2020 or December 31, 2019. Securities to be held for indefinite periods of time are classified as available for sale and carried at fair value, with the unrealized holding gains and losses (those for which no allowance for credit losses are recorded) reported as a component of other comprehensive income, net of tax. Securities held for resale in anticipation of short-term market movements are classified as trading and are carried at fair value, with changes in unrealized holding gains and losses included in income. Management determines the appropriate classification of securities at the time of purchase. Securities with limited marketability, such as stock in the Federal Reserve Bank and the Federal Home Loan Bank, are carried at cost.

Premiums and discounts are amortized to interest income over the life of the related securities using the interest method. Net realized gains or losses on sales of investment securities and unrealized gains and losses valuation adjustments considered other than temporary, if any, on securities classified as either available-for-sale or held-to-maturity are reported separately in the statements of operations. The cost of securities sold is determined by the specific identification method. 11

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Allowance for credit losses – available-for-sale securities: For available-for-sale investment securities in an unrealized loss position, Oriental first assesses whether it intends to sell, or it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For investment securities available-for-sale that do not meet the aforementioned criteria, Oriental evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of security. If the present value of cash flows expected to be collected is less than amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income.

All securities held by Oriental are issued by U.S. government entities and agencies. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies and have a long history of no credit losses.

Management has made the accounting policy election to exclude accrued interest receivable on available-for-sale securities from the estimate of credit losses. Accrued interest receivable on available-for-sale debt securities totaled $2.7 million and $4.1 million on March 31, 2020 and December 31, 2019, respectively, reported in accrued interest receivable on the consolidated statement of financial condition.

Loans: Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at amortized cost. Amortized cost is the principal balance outstanding, net of purchase premiums and discounts, deferred loan fees and costs. Management has made the accounting policy election to exclude accrued interest receivable on loans from the estimate of credit losses. Accrued interest receivable totaled $37.4 million and $32.7 million on March 31, 2020 and December 31, 2019, respectively, reported in accrued interest receivable on the consolidated statement of financial condition. Interest income is accrued on the unpaid principal balance. Loan origination fees, net of certain direct origination costs, are deferred and recognized in interest income through the life of the loan.

Loans held for investment that were not purchased with credit deterioration are referred to as Non-PCD loans and loans that were purchased with credit deterioration are referred to as PCD loans.

Oriental discontinues accrual of interest after payments become more than 90 days past due or earlier if Oriental does not expect the full collection of principal or interest, except for residential mortgage loans insured or guaranteed under applicable FHA and VA programs that are not placed in non-accrual status until they become 12 months or more past due, as they are insured loans. At that time, any accrued income is reversed. The delinquency status is based upon the contractual terms of the loans. Loans for which the recognition of interest income has been discontinued are designated as non-accruing. Collections are accounted for on the cash method thereafter, until qualifying to return to accrual status. Such loans are not reinstated to accrual status until interest is received on a current basis and other factors indicative of doubtful collection cease to exist. The determination as to the ultimate collectability of the loan’s balance may involve management’s judgment in the evaluation of the borrower’s financial condition and prospects for repayment. Interest income is based on contractual yield on the Non-PCD loans.

Purchased Credit Deteriorated (PCD) Loans: Oriental has purchased loans, some of which have experienced more than insignificant credit deterioration since origination. Oriental considered the following factors as indicators that an acquired loan had evidence of deterioration in credit quality: loans that were 90 days or more past due; loans that had an internal loan grade of substandard or worse - substandard loans have a well-defined weakness that jeopardizes collection of the loan; loans that were classified as nonaccrual by the acquired bank at the time of acquisition; and loans that had been previously modified in a troubled debt restructuring. As such, our PCD asset are recorded at the purchase price plus the allowance for credit losses expected at the time of acquisition or implementation of standard. An allowance for credit losses is determined using an undiscounted cashflow methodology. 12

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Upon adoption of CECL, Oriental elected to maintain pools of loans that were previously accounted for under ASC 310-30 and will continue to account for these pools as a unit of account. As such, for these loans the determination of nonaccrual or accrual status is made at the pool level, not the individual loan level. Upon adoption of CECL, the allowance for credit losses was determined for each pool and added to the pool’s carrying amount to establish a new amortized cost basis. The difference between the unpaid principal balance of the pool and the new amortized cost basis is the non-credit premium or discount which will be amortized interest income over the remaining life of the pool. On a quarterly basis, management will monitor the composition and behavior of the pools to assess the ability for cash flow estimation and timing. If based on the analysis performed, the pool is classified as non-accrual the accretion/amortization of the non-credit (discount) premium will cease. Changes to the allowance for credit losses after adoption are recorded through provision expense.

Allowance for Credit Losses (“ACL”) – Loans: The allowance for credit losses is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Determining the amount of the ACL is complex and requires extensive judgment by management about matters that are inherently uncertain. Reevaluation of the ACL estimate in future periods, in light of changes in composition and characteristics of the loan portfolio, changes in the reasonable and supportable forecast and other factors then prevailing may result in material changes in the amount of the ACL and credit loss expense in those future periods. Loans are charged off against the allowance when management believes the uncollectability of a loan balance is confirmed.

Our methodology for estimating lifetime expected credit losses for our loan portfolios include the following key components:

 Expected credit losses are estimated on a collective basis for groups of loans that share similar risk characteristics. Factors that may be considered in aggregating loans for this purpose include but are not necessarily limited to, product or collateral type, internal risk rating, credit characteristics such as credit scores or collateral values, and historical or expected credit loss patterns.

 Credit losses for loans that do not share similar risk characteristics are estimated on an individual basis. Individual evaluations are typically performed for nonaccrual loans and modified loans classified as troubled debt restructurings. The lifetime losses for individually measured loans are estimated based on one of several methods, including the estimated fair value of the underlying collateral, observable market value of similar debt or the present value of expected cash flows.

 ACL reserves are estimated over the contractual term of the financial asset, which is generally adjusted for expected prepayments, expected extensions are generally not considered unless the option to extend the loan cannot be canceled unilaterally by Oriental, modifications are also not considered, unless Oriental has a reasonable expectation that it will execute a troubled debt restructuring (TDR), for unconditionally cancelable accounts such as credit cards, reserves are based on the expected life of the balance as of the evaluation date (assuming no further charges) and do not include any undrawn commitments that are unconditionally cancelable.

 Discounted cash flow (DCF) method to measure credit losses on most of our Non- PCD portfolios and undiscounted cash flow (UDCF) method for PCD portfolios.

 For the ACL, Oriental had to make assumptions regarding the likelihood and severity of credit loss events and their impact on expected cash flows, which drive the probability of default (PD), loss given default (LGD) and exposure at default (EAD) models.

 An economic forecast period based on the relation of losses with key economic variables for each portfolio segment; Oriental has elected a 2-year reasonable and supportable forecast period, with mean straight-line reversion occurring within the credit loss models based on the economic inputs. The length of the reasonable and supportable forecast is evaluated at each reporting period and adjusted if deemed necessary.

 Inclusion of qualitative adjustments to consider factors that have not been accounted for; For example, factors that Oriental considers include changes in lending policies and procedures, business conditions, the nature and size of the portfolio, portfolio concentrations, the volume and severity of past due loans and nonaccrual loans, the effect of external factors such as competition, and legal and regulatory requirements, among others.

 The estimate of credit losses includes expected recoveries of amounts previously charged off (i.e., negative allowance). If a loan has been charged off, the expected cash flows on the loan are not limited by the current amortized cost balance. Instead, expected cash flows can be assumed up to the unpaid principal balance immediately prior to the charge-off.

 The ACL excludes accrued interest since all our products are subject to a non-accrual and timely write-off policy. 13

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

In our loss forecasting framework, Oriental incorporates forward-looking information through the use of macroeconomic scenarios applied over the forecasted life of the assets. These macroeconomic scenarios include variables that have historically been key drivers of increases and decreases in credit losses. These variables include, but are not limited to, unemployment rates, real estate prices, gross domestic product levels, business and personal bankruptcies. As any one economic outlook is inherently uncertain, Oriental leverages multiple scenarios. The scenarios that are chosen each quarter and the amount of weighting given to each scenario depend on a variety of factors including recent economic events, leading economic indicators, views of internal as well as third-party economists and industry trends.

The ACL for troubled debt restructurings (TDR) is measured based on the present value of projected future lifetime principal and interest cash flows discounted at the loan’s effective interest rate, or in cases where foreclosure is probable or the loan is collateral dependent, at the loan’s collateral value or its observable market price, if available. For purposes of computing the specific loss component of the allowance, larger impaired loans are evaluated individually, and smaller impaired loans are evaluated as a pool.

Oriental has identified the following portfolio segments and measures the allowance for credit losses using the following methods:

Commercial Loans – As per assessment of common risk characteristics, segmentation was established by business line, collateral type, and size, delinquency or risk rating/classification. Segmentation aligns with Oriental’s current credit policies, and procedures for these portfolios. The estimate of lifetime expected credit losses on commercial loans is forecasted using models that estimate credit losses over the loan’s contractual life at an individual loan level. The models use the contractual terms to forecast future principal cash flows while also considering expected prepayments. All our lines of credit are unconditionally cancellable, and we also use the contractual terms. The loss forecasting model determines the probabilities of transition to different credit risk ratings or default at each point over the life of the asset based on the borrower’s current credit risk rating and business segment. Assumptions of expected loss are conditioned to the economic outlook and the model considers key economic variables such as unemployment rate, gross domestic product (U.S. projections), gross state product (P.R. projections), business bankruptcies and retail sales.

Loans that do not share risk characteristics are evaluated on an individual basis. Individual evaluations are typically performed for nonaccrual loans and modified loans classified as troubled debt restructurings. Loans evaluated individually are not included in the collective evaluation. When management determines that foreclosure is probable or when the borrower is experiencing financial difficulty at the reporting date and repayment is expected to be provided substantially through the operation or sale of the collateral expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for selling costs as appropriate, as Oriental elected the collateral-dependent practical expedient. For loans evaluated individually that are not collateral dependent, a discounted cash flow method is used to determine the allowance for credit losses.

Commercial loans are placed on non-accrual status when they become 90 days or more past due and are written-down, if necessary, based on the specific evaluation of the underlying collateral, if any.

Mortgage Loans – This segment includes traditional mortgages, non-traditional mortgages, mortgages in the loss mitigation program, residential performing TDRs and residential non-performing TDRs. Since these are large groups of smaller balance homogeneous loans, these are collectively evaluated. To estimate the lifetime expected credit losses for mortgage loans, Oriental estimates the number of loans that will default over the life of the existing portfolio, after factoring in estimated prepayments, using quantitative modeling methodologies. The most significant attribute in estimating Oriental’s lifetime expected credit losses is the vintage. The estimates are based on Oriental’s historical experience with the loan portfolio, adjusted to reflect the economic outlook. The outlook on the unemployment rate and house price index are key factors that impact the frequency and severity of loss estimates. Oriental expects to collect the amortized cost basis of government insured residential loans due to the nature of the government guarantee, so the quantitative ACL is zero for these loans.

Mortgage loans are placed on non-accrual status when they become 90 days or more past due and are written-down, if necessary, based on the specific evaluation of the collateral underlying the loan, except for FHA and VA insured mortgage loans which are placed in non-accrual when they become 12 months or more past due. For loans that are more than 180 days past due, with the exception of Oriental’s fully insured portfolio, the outstanding balance of loans that is in excess of the estimated property value after adjusting for costs to sell is charged off. If the estimated property value decreases in periods subsequent to the initial charge-off, Oriental will record additional charge-offs. 14

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Consumer Loans – This portfolio consists of smaller retail loans such as unsecured personal loans, unsecured personal lines of credit, retail credit cards and overdrafts. Since these are large groups of smaller balance homogeneous loans, these are collectively evaluated. To estimate the lifetime expected credit losses for consumer loans, Oriental estimates the number of loans that will default over the life of the existing portfolio, using quantitative modeling methodologies. The estimates are based on the Oriental’s historical experience with the loan portfolios, adjusted to reflect the economic outlook. The outlook on the GDP and consumer real estate prices are key factors that impact the frequency and severity of loss estimates. Credit cards are revolving lines of credit without a defined maturity date. Oriental elected to apply the remaining life methodology for the credit cards and revolving line segments. The remaining life methodology takes a calculated loss rate and applies it to a pool of loans on a periodic basis, based on the remaining life expectation of that pool. Future draws on the credit card lines are excluded from the estimated lifetime expected credit losses as they are unconditionally cancellable.

Consumer loans are placed on non-accrual status when they become 90 days past due and written-off when payments are delinquent 120 days in personal loans and 180 days in credit cards and personal lines of credit.

Auto Loans and Leases - This portfolio consists of auto loans and leases. Since these are large groups of smaller balance homogeneous loans, these are collectively evaluated. To estimate the lifetime expected credit losses for auto loans and leases, Oriental estimates the number of loans that will default over the life of the existing portfolio, after factoring in estimated prepayments, using quantitative modeling methodologies. The most significant attribute in estimating Oriental’s lifetime expected credit losses is the FICO score. The estimates are based on Oriental’s historical experience with the loan portfolio, adjusted to reflect the economic outlook. The outlook on the GDP and personal bankruptcies are key factors that impact the frequency and severity of loss estimates.

Auto loans and leases are placed on non-accrual status when they become 90 days past due, partially written-off to collateral value when payments are delinquent 120 days, and fully written-off when payments are delinquent 180 days.

Off-Balance Sheet Credit Exposures

In the ordinary course of business, Oriental enters into off-balance sheet instruments consisting of commitments to extend credit. Such financial instruments are recorded in the financial statements when these are funded or related fees are incurred or received. Oriental periodically evaluates the credit risks inherent in these commitments and establishes accruals for such risks if and when these are deemed necessary.

Allowance for Credit Losses on Off-Balance Sheet Credit Exposures: Oriental also estimates the lifetime expected credit losses related to unfunded lending commitments such as letters of credit, financial guarantees, unfunded banker’s acceptances and binding loan commitments. Reserves are estimated for the unfunded exposure using the same models and methodologies as the funded exposure and are reported as reserves for unfunded lending commitments.

Other Financial Assets with Zero Expected Credit Losses

For certain financial assets, zero expected credit losses will be recognized where the expectation of nonpayment of the amortized cost basis is zero, based on there being no history of loss and the nature of the receivables. 15

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Troubled Debt Restructurings

Oriental has implemented various consumer and commercial loan modification programs to provide its borrowers relief from the economic impacts of COVID-19. In accordance with the Coronavirus Aid, Relief, and Economic Security Act (CARES Act), Oriental has elected to not apply troubled debt restructuring classification to any COVID-19 related loan modifications that were provided after March 1, 2020 to borrowers who were current as of December 31, 2019. Accordingly, these modifications are not classified as TDRs. In addition, for loans modified in response to the COVID-19 pandemic that do not meet the above criteria (e.g., current payment status at December 31, 2019), Oriental is applying the guidance included in an interagency statement issued by the bank regulatory agencies. This guidance states that loan modifications performed in light of the COVID-19 pandemic, including loan payment deferrals that are up to six months in duration, that were granted to borrowers who were current as of the implementation date of a loan modification program or modifications granted under government mandated modification programs, are not TDRs. For loan modifications that include a payment deferral and are not TDRs, the borrower’s past due and nonaccrual status will not be impacted during the deferral period. Interest income will continue to be recognized over the contractual life of the loan. For more information on Oriental's TDR accounting, see Note 1 – Summary of Significant Accounting Policies to the Consolidated Financial Statements of Oriental’s 2019 Annual Report on Form 10-K.

Cloud computing arrangements

In August 2018, the Financial Accounting Standards Board (“FASB”) issued updated guidance that is intended to reduce potential diversity in practice in accounting for the costs of implementing cloud computing arrangements (i.e., hosting arrangements) that are service contracts. The updated guidance aligns the requirements for capitalizing implementation costs for these arrangements with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software and hosting arrangements that include an internal-use software license. The updated guidance is effective for interim and annual reporting periods beginning after December 15, 2019. The adoption of this guidance, effective January 1, 2020, did not have a material impact on Oriental’s consolidated financial statements.

Fair value measurements

In August 2018, the FASB issued updated guidance as part of its disclosure framework project intended to improve the effectiveness of disclosures in the notes to the financial statements. The updated guidance eliminates, adds and modifies certain disclosure requirements related to fair value measurements. The updated guidance is effective for interim and annual reporting periods beginning after December 15, 2019. The adoption of this guidance, effective January 1, 2020, did not have a material impact on the Company’s consolidated financial statements.

Goodwill

In January 2017, the FASB issued updated guidance intended to simplify how an entity tests goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Under the updated guidance, an entity will perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and will recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, with the loss recognized limited to the total amount of goodwill allocated to that reporting unit. The updated guidance is effective for interim and annual reporting periods beginning after December 15, 2019. The adoption of this guidance, effective January 1, 2020, did not have a material impact on the Company’s consolidated financial statements.

NOTE 2 – BUSINESS COMBINATIONS

On December 31, 2019, Oriental purchased from the Bank of Nova Scotia (“BNS”) all outstanding common stock of Scotiabank de Puerto Rico for an aggregate purchase price of $550.0 million, subject to settlement amounts as described herein. Immediately following the closing, Oriental merged Scotiabank de Puerto Rico with and into Oriental Bank, with Oriental Bank continuing as the surviving entity. As part of this transaction, Oriental Bank also acquired the U.S. Virgin Islands banking operations of BNS through an acquisition of certain assets (including loans, ATMs and physical branch locations) and an assumption of certain liabilities (including deposits) for their net book value plus a $10.0 million premium on deposits which were settled as part of the final consideration from the acquisition. In addition, Oriental acquired certain loans and assumed certain liabilities, from BNS’s Puerto Rico branch for their net book value which were settled as part of the final consideration from the acquisition. 16

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The assets acquired and liabilities assumed as of December 31, 2019 were presented at their fair value. In many cases, the determination of these fair values required management to make estimates about discount rates, expected cash flows, market conditions and other future events that are highly subjective in nature and subject to change. The fair values initially assigned to the assets acquired and liabilities assumed were preliminary and subject to refinement for up to one year after the closing date of the acquisition as new information relative to closing date fair values became available. During the quarter ended March 31, 2020, the Company recorded remeasurement adjustments to the preliminary estimated fair values of certain accounts receivables to reflect new information obtained during the measurement period (as defined by ASC Topic 805), about facts and circumstances that existed as of the acquisition date that, if known, would have affected the acquisition-date fair value measurements. As detailed in the table below, the adjustment occurred in other assets acquired. The adjustment resulted from the receipt of funds from Bank of Nova Scotia for certain intercompany transactions that were not identified at date of acquisition.

	December 31, 2019						Measurement		Fair Value
			Fair Value				Period		as
	Book Value		Adjustments, net		Fair Value		Adjustments		Remeasured
	(In thousands)
Cash and cash equivalents	$	492,512	$	-	$	492,512	$	-	$	492,512
Investments		576,319		(102)		576,217		-		576,217
Loans		2,237,337		(21,134)		2,216,203		-		2,216,203
Accrued interest receivable		7,722		(2,952)		4,770		-		4,770
Foreclosed real estate		8,636		(352)		8,284		-		8,284
Deferred tax asset, net		37,606		22,335		59,941		-		59,941
Premises and equipment		10,866		(1,068)		9,798		-		9,798
Servicing asset		40,258		206		40,464		-		40,464
Core deposit intangible		-		41,507		41,507		-		41,507
Customer relationship intangible		-		12,693		12,693		-		12,693
Other intangible		-		567		567		-		567
Operating lease right-of-use assets		15,452		4,011		19,463		-		19,463
Other assets		86,016		(6,507)		79,509		409		79,918
Total identifiable assets acquired		3,512,724		49,204		3,561,928		409		3,562,337
Deposits		3,028,066		(2,607)		3,025,459		-		3,025,459
Operating lease liability		16,317		2,091		18,408		-		18,408
Accrued expenses and other liabilities		87,309		-		87,309		-		87,309
Total liabilities assumed		3,131,692		(516)		3,131,176		-		3,131,176
Total identifiable net assets					$	430,752	$	409	$	431,161
Bargain purchase gain						315		409		724
Total consideration					$	430,437	$	-	$	430,437

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Merger and Restructuring Charges

Merger and restructuring charges are recorded in the consolidated statement of operations and include incremental costs to integrate the operations of Oriental and its most recent acquisition. These charges represent costs associated with these one-time activities and do not represent ongoing costs of the fully integrated combined organization. These costs were recorded in merger and restructuring charges within the consolidated statement of operations.

The following table presents severance and employee charges, systems integrations charges, and other merger and restructuring charges, related to the Scotiabank PR & USVI Acquisition, for the quarter ended March 31, 2020:

	Quarter ended March 31,
	2020
	(In thousands)
Severance and employee-related charges	$	138
Systems integrations and related charges		86
Other		80
Total merger and restructuring charges	$	304

Restructuring Reserve

Restructuring reserves are established by a charge to merger and restructuring charges, and the restructuring charges are included in the merger and restructuring charges table.

The following table presents the changes in restructuring reserves for the quarter ended March 31, 2020:

	Quarter ended March 31,
	2020
	(In thousands)
Balance at the beginning of the period	$	17,491
Merger and restructuring charges		304
Cash payments and other		(2,847)
Balance at the end of the period	$	14,948

Payments under merger and restructuring reserves associated with the Scotiabank PR & USVI Acquisition are expected to continue into 2020 and will be under applicable accounting guidance to the cost being incurred. 18

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3 – RESTRICTED CASH

The following table includes the composition of Oriental’s restricted cash:

	March 31,		December 31,
	2020		2019
	(In thousands)
Cash pledged as collateral to other financial institutions to secure:
Regulatory requirements	$	-	$	400
Obligations under agreement of loans sold with recourse		1,050		1,050
	$	1,050	$	1,450

At March 31, 2020 and December 31, 2019, the Bank’s international banking entities, OIB and Oriental Overseas, a division of the Bank, held short-term highly liquid securities in the amount of $305 thousand and $325 thousand, respectively, as the legal reserve required for international banking entities under Puerto Rico law. In addition, as part of the Scotiabank PR & USVI acquisition on December 31, 2019, a certificate of deposit of $300 thousand was held for the international banking entity that was retained as part of the integration, which was replaced during the quarter for $325 thousand short term high liquidity securities, amount held at March 31, 2020. These instruments cannot be withdrawn or transferred without the prior written approval of the Office of the Commissioner of Financial Institutions of Puerto Rico (the "OCFI").

As part of regulatory requirements for the administration of Individual Retirement Accounts (IRAs), Scotiabank maintained $100 thousand on a certificate of deposit that was registered as part of the integration on December 31, 2019. These matured during the quarter and were not renewed.

Oriental has a contract with FNMA which requires collateral to guarantee the repurchase, if necessary, of loans sold with recourse. At both, March 31, 2020 and December 31, 2019, Oriental delivered as collateral cash amounting to approximately $1.1 million.

The Bank is required by Puerto Rico law to maintain average weekly reserve balances to cover demand deposits. The amount of those minimum average reserve balances for the week that covered March 31, 2020 was $311.9 million (December 31, 2019 - $289.3 million). At March 31, 2020 and December 31, 2019, the Bank complied with this requirement. Cash and due from bank as well as other short-term, highly liquid securities, are used to cover the required average reserve balances.

NOTE 4 – INVESTMENT SECURITIES

Money Market Investments

Oriental considers as cash equivalents all money market instruments that are not pledged and that have maturities of three months or less at the date of acquisition. At March 31, 2020 and 2019, money market instruments included as part of cash and cash equivalents amounted to $10.2 million and $6.8 million, respectively. 19

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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Investment Securities

The amortized cost, gross unrealized gains and losses, fair value, and weighted average yield of the securities owned by Oriental at March 31, 2020 and December 31, 2019 were as follows:

	March 31, 2020
			Gross		Gross				Weighted
	Amortized		Unrealized		Unrealized		Fair		Average
	Cost		Gains		Losses		Value		Yield
	(In thousands)
Available-for-sale
Mortgage-backed securities
FNMA and FHLMC certificates	$	155,303	$	2,916	$	-	$	158,219	1.98%
GNMA certificates		142,294		2,994		-		145,288	2.29%
CMOs issued by US government-sponsored agencies		51,214		917		-		52,131	1.97%
Total mortgage-backed securities		348,811		6,827		-		355,638	2.10%
Investment securities
US Treasury securities		296,992		1,995		-		298,987	1.63%
Obligations of US government-sponsored agencies		1,884		33		-		1,917	1.39%
Other debt securities		878		40		-		918	2.98%
Total investment securities		299,754		2,068		-		301,822	1.64%
Total securities available for sale	$	648,565	$	8,895	$	-	$	657,460	1.89%
	December 31, 2019
---	---	---	---	---	---	---	---	---	---
			Gross		Gross				Weighted
	Amortized		Unrealized		Unrealized		Fair		Average
	Cost		Gains		Losses		Value		Yield
	(In thousands)
Available-for-sale
Mortgage-backed securities
FNMA and FHLMC certificates	$	403,227	$	846	$	1,417	$	402,656	2.00%
GNMA certificates		215,755		718		4		216,469	2.33%
CMOs issued by US government-sponsored agencies		55,235		16		490		54,761	1.97%
Total mortgage-backed securities		674,217		1,580		1,911		673,886	2.11%
Investment securities
US Treasury securities		397,183		-		-		397,183	1.60%
Obligations of US government-sponsored agencies		1,967		-		6		1,961	1.38%
Other debt securities		1,108		31		-		1,139	3.00%
Total investment securities		400,258		31		6		400,283	1.60%
Total securities available-for-sale	$	1,074,475	$	1,611	$	1,917	$	1,074,169	1.92%

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The amortized cost and fair value of Oriental’s investment securities at March 31, 2020, by contractual maturity, are shown in the next table. Securities not due on a single contractual maturity date, such as collateralized mortgage obligations, are classified in the period of final contractual maturity. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

	March 31, 2020
	Available-for-sale
	Amortized Cost		Fair Value
	(In thousands)
Mortgage-backed securities
Due from 1 to 5 years
FNMA and FHLMC certificates	$	1,242	$	1,292
GNMA certificates		694		704
Total due from 1 to 5 years		1,936		1,996
Due after 5 to 10 years
CMOs issued by US government-sponsored agencies	$	42,053	$	42,718
FNMA and FHLMC certificates		104,324		106,488
GNMA certificates		61,219		62,188
Total due after 5 to 10 years		207,596		211,394
Due after 10 years
FNMA and FHLMC certificates	$	49,737	$	50,439
GNMA certificates		80,381		82,396
CMOs issued by US government-sponsored agencies		9,161		9,413
Total due after 10 years		139,279		142,248
Total mortgage-backed securities		348,811		355,638
Investment securities
Due less than one year
US Treasury securities	$	286,985	$	288,658
Other debt securities		100		100
Total due in less than one year		287,085		288,758
Due from 1 to 5 years
Obligations of US government-sponsored agencies	$	1,884	$	1,917
US Treasury securities		10,007		10,329
Total due from 1 to 5 years		11,891		12,246
Due from 5 to 10 years
Other debt securities		778		818
Total due after 5 to 10 years		778		818
Total investment securities		299,754		301,822
Total	$	648,565	$	657,460

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

During the quarter ended March 31, 2020, Oriental retained securitized GNMA pools totaling $26.8 million amortized cost, at a yield of 2.82% from its own originations, while during the quarter ended 2019 that amount totaled $15.1 million amortized cost, at a yield of 3.84%.

During the quarter ended March 31, 2020, Oriental recorded a net gain on sale of securities of $4.7 million. During the quarter ended March 31, 2019 Oriental did not sell mortgage-backed securities or investment securities.

	Quarter Ended March 31, 2020
			Book Value
Description	Sale Price		at Sale		Gross Gains		Gross Losses
	(In thousands)
Sale of securities available-for-sale
Mortgage-backed securities
FNMA and FHLMC certificates	$	229,571	$	227,213	$	2,358	$	-
GNMA certificates		91,413		89,043		2,370		-
Total	$	320,984	$	316,256	$	4,728	$	-

At March 31, 2020, Oriental did not have investment securities in unrealized loss position. Effective January 1, 2020, Oriental adopted the new accounting standard for credit losses that requires evaluation of available-for-sale debt securities for any expected losses with recognition of an allowance for credit losses, when applicable. For more information, see Note 1 – Significant Accounting Policies. At March 31, 2020, all securities held by Oriental are issued by U.S. government entities and agencies that have a zero credit loss assumption.

	December 31, 2019
	12 months or more
	Amortized		Unrealized		Fair
	Cost		Loss		Value
	(In thousands)
Securities available-for-sale
CMOs issued by US Government-sponsored agencies	$	35,417	$	387	$	35,030
FNMA and FHLMC certificates		259,099		1,415		257,684
Obligations of US Government and sponsored agencies		1,967		6		1,961
GNMA certificates		19		-		19
	$	296,502	$	1,808	$	294,694
	Less than 12 months
	Amortized		Unrealized		Fair
	Cost		Loss		Value
	(In thousands)
Securities available-for-sale
CMOs issued by US Government-sponsored agencies		11,503		103		11,400
FNMA and FHLMC certificates		4,919		2		4,917
GNMA certificates		3,549		4		3,545
US Treasury Securities		627		-		627
	$	20,598	$	109	$	20,489
	Total
	Amortized		Unrealized		Fair
	Cost		Loss		Value
	(In thousands)
Securities available-for-sale
CMOs issued by US Government-sponsored agencies		46,920		490		46,430
FNMA and FHLMC certificates		264,018		1,417		262,601	22

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Obligations of US government and sponsored agencies		1,967		6		1,961
GNMA certificates		3,568		4		3,564
US Treasury Securities		627		-		627
	$	317,100	$	1,917	$	315,183

NOTE 5 - LOANS

Oriental’s loan portfolio is composed of four segments, commercial, mortgage, consumer, and auto. Loans are further segregated into classes which Oriental uses when assessing and monitoring the risk and performance of the portfolio.

The composition of the amortized cost basis of Oriental’s loan portfolio at March 31, 2020 was as follows:

	March 31, 2020
	Non-PCD		PCD		Total
	(In thousands)
Commercial loans:
Commercial secured by real estate	$	854,187	$	261,066	$	1,115,253
Other commercial and industrial		743,975		130,092		874,067
US Loan Program		312,031		-		312,031
		1,910,193		391,158		2,301,351
Mortgage		887,982		1,561,558		2,449,540
Consumer
Personal loans		358,253		2,807		361,060
Credit lines		51,379		539		51,918
Credit cards		71,875		-		71,875
Overdraft		203		-		203
Auto		1,487,701		42,466		1,530,167
		1,969,411		45,812		2,015,223
		4,767,586		1,998,528		6,766,114
Allowance for credit losses		(149,961)		(80,794)		(230,755)
Total loans held for investment		4,617,625		1,917,734		6,535,359
Mortgage loans held for sale		5,815		-		5,815
Total loans, net	$	4,623,440	$	1,917,734	$	6,541,174

At March 31, 2020, and December 31, 2019, Oriental had a carrying balance of $157.4 million and $134.0 million, respectively, in current status, in loans held for investment granted to the Puerto Rico government, including its instrumentalities, public corporations and municipalities, as part of the institutional commercial loan segment. All loans granted to the Puerto Rico government are general obligations of municipalities secured by ad valorem taxation, without limitation as to rate or amount, on all taxable property within the issuing municipalities. The good faith, credit and unlimited taxing power of each issuing municipality are pledged for the payment of its general obligations. 23

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The tables below present the aging of the amortized cost of loans held for investment at March 31, 2020, by class of loans. Mortgage loans past due include delinquent loans in the GNMA buy-back option program. Servicers of loans underlying GNMA mortgage-backed securities must report as their own assets the defaulted loans that they have the option (but not the obligation) to repurchase, even when they elect not to exercise that option.

	March 31, 2020
													Loans 90+
													Days Past
													Due and
	30-59 Days		60-89 Days		90+ Days		Total Past						Still
	Past Due		Past Due		Past Due		Due		Current		Total Loans		Accruing
	(In thousands)
Commercial
Commercial secured by real estate	$	2,620	$	1,174	$	22,718	$	26,512	$	827,675	$	854,187	$	-
Other commercial and industrial		1,904		376		4,951		7,231		736,744		743,975		-
US Loan Program		-		-		-		-		312,031		312,031		-
		4,524		1,550		27,669		33,743		1,876,450		1,910,193		-
Mortgage		4,770		15,748		101,570		122,088		765,894		887,982		2,794
Consumer
Personal loans		6,397		2,947		1,815		11,159		347,094		358,253		-
Credit lines		953		209		547		1,709		49,670		51,379		-
Credit cards		1,809		763		1,317		3,889		67,986		71,875		-
Overdraft		42		7		-		49		154		203		-
Auto		65,502		45,457		20,756		131,715		1,355,986		1,487,701		-
		74,703		49,383		24,435		148,521		1,820,890		1,969,411		-
Total loans	$	83,997	$	66,681	$	153,674	$	304,352	$	4,463,234	$	4,767,586	$	2,794

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

	December 31, 2019
													Loans 90+
													Days Past
													Due and
	30-59 Days		60-89 Days		90+ Days		Total Past						Still
	Past Due		Past Due		Past Due		Due		Current		Total Loans		Accruing
	(In thousands)
Originated:
Commercial
Commercial secured by real estate	$	869	$	867	$	15,047	$	16,783	$	814,257	$	831,040	$	-
Other commercial and industrial		7,513		340		1,895		9,748		554,111		563,859		-
US Loan Program		-		-		-		-		272,595		272,595		-
		8,382		1,207		16,942		26,531		1,640,963		1,667,494		-
Mortgage		9,285		12,538		29,733		51,556		525,860		577,416		2,418
Consumer
Personal loans		4,945		2,095		1,556		8,596		323,434		332,030		-
Credit lines		153		-		9		162		1,616		1,778		-
Credit cards		800		243		546		1,589		26,025		27,614		-
Overdraft		51		-		-		51		165		216		-
Auto		72,211		31,351		14,225		117,787		1,159,945		1,277,732		-
		78,160		33,689		16,336		128,185		1,511,185		1,639,370		-
Total originated loans	$	95,827	$	47,434	$	63,011	$	206,272	$	3,678,008	$	3,884,280	$	2,418
Acquired Scotiabank Non-PCI:
Commercial
Commercial secured by real estate	$	125	$	79	$	1,684	$	1,888	$	32,993	$	34,881	$	-
Other commercial and industrial		23		13		795		831		157,480		158,311		-
		148		92		2,479		2,719		190,473		193,192		-
Mortgage		-		567		64,376		64,943		257,236		322,179		-
Consumer
Personal loans		11		28		1		40		33,107		33,147		-
Credit lines		380		20		212		612		50,224		50,836		-
Credit cards		161		75		-		236		28,538		28,774		-
Auto		105		40		15		160		190,855		191,015		-
		657		163		228		1,048		302,724		303,772		-
Total acquired Scotiabank non-PCI loans	$	805	$	822	$	67,083	$	68,710	$	750,433	$	819,143	$	-
Acquired BBVAPR Non-PCI:
Commercial
Commercial secured by real estate	$	-	$	-	$	764	$	764	$	21	$	785	$	-
Other commercial and industrial		48		18		26		92		1,264		1,356		-
		48		18		790		856		1,285		2,141		-
Consumer
Personal loans		22		-		22		44		1,936		1,980		-	25

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Credit cards		477		99		350		926		17,888		18,814		-
Auto		20		21		30		71		64		135		-
		519		120		402		1,041		19,888		20,929		-
Total acquired BBVAPR non-PCI loans		567		138		1,192		1,897		21,173		23,070		-
Total non-PCI loans	$	97,199	$	48,394	$	131,286	$	276,879	$	4,449,614	$	4,726,493	$	2,418

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Before CECL implementation, certain acquired loans from the Scotiabank PR & USVI, BBVAPR and Eurobank acquisitions were accounted for by Oriental in accordance with ASC 310-30.

The carrying amount corresponding to acquired loans with deteriorated credit quality, including those accounted under ASC 310-30 by analogy, in the statements of financial condition at December 31, 2019 was as follows:

	December 31, 2019
		Scotiabank PR & USVI		BBVAPR		Eurobank
	(In thousands)
Contractual required payments receivable:	$	2,147,249	$	1,086,367	$	117,107
Less: Non-accretable discount		294,424		340,466		4,285
Cash expected to be collected		1,852,825		745,901		112,822
Less: Accretable yield		458,885		214,886		34,441
Carrying amount, gross		1,393,940		531,015		78,381
Less: allowance for loan and lease losses		-		17,036		14,458
Carrying amount, net	$	1,393,940	$	513,979	$	63,923

The following table describes the accretable yield and non-accretable discount activity of acquired BBVAPR loans accounted for under ASC 310-30 for the quarter ended March 31, 2019:

	Quarter Ended March 31, 2019
	Mortgage		Commercial		Auto		Consumer		Total
	(In thousands)
Accretable Yield Activity:
Balance at beginning of period	$	232,199	$	36,508	$	243	$	560	$	269,510
Accretion		(6,350)		(2,656)		(216)		(298)		(9,520)
Change in expected cash flows		-		3,265		3		298		3,566
Transfer from (to) non-accretable discount		1,058		262		150		(133)		1,337
Balance at end of period	$	226,907	$	37,379	$	180	$	427	$	264,893
Non-Accretable Discount Activity:
Balance at beginning of period	$	291,887	$	10,346	$	24,245	$	18,945	$	345,423
Change in actual and expected losses		(729)		(173)		(39)		(243)		(1,184)
Transfer (to) from accretable yield		(1,058)		(262)		(150)		133		(1,337)
Balance at end of period	$	290,100	$	9,911	$	24,056	$	18,835	$	342,902

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following table describes the accretable yield and non-accretable discount activity of acquired Eurobank loans for the quarter ended March 31, 2019:

	Quarter Ended March 31, 2019
	Mortgage		Commercial		Leasing		Consumer		Total
	(In thousands)
Accretable Yield Activity:
Balance at beginning of period	$	38,389	$	3,310		-	$	-	$	41,699
Accretion		(1,351)		(1,165)		(12)		(46)		(2,574)
Change in expected cash flows		(423)		(44)		(31)		87		(411)
Transfer from (to) non-accretable discount		407		159		43		(41)		568
Balance at end of period	$	37,022	$	2,260	$	-	$	-	$	39,282
Non-Accretable Discount Activity:
Balance at beginning of period	$	2,826	$	-	$	-	$	133	$	2,959
Change in actual and expected losses		7		159		43		(58)		151
Transfer (to) from accretable yield		(407)		(159)		(43)		41		(568)
Balance at end of period	$	2,426	$	-	$	-	$	116	$	2,542

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Non-accrual Loans

The following table presents the amortized cost basis of loans on nonaccrual status as of March 31, 2020:

	March 31, 2020
	Nonaccrual with		Nonaccrual with no
	Allowance		Allowance
	for Credit Loss		for Credit Loss
	(In thousands)
Non-PCD:
Commercial
Commercial secured by real estate	$	18,473	$	18,617
Other commercial and industrial		2,349		3,229
		20,822		21,846
Mortgage		17,631		7,937
Consumer
Personal loans		1,504		315
Personal lines of credit		552		-
Credit cards		1,319		-
Auto and leasing		21,147		-
		24,522		315
Total non-accrual loans	$	62,975	$	30,098
PCD:
Commercial
Commercial secured by real estate	$	12,821	$	3,150
Other commercial and industrial		66,351		89
		79,172		3,239
Mortgage		1,341		-
Consumer
Personal loans		10		-
		10		-
Total non-accrual loans	$	80,523	$	3,239

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the recorded investment in loans in non-accrual status by class of loans as of December 31, 2019:

	December 31,
	2019
	(In thousands)
Originated and other loans and leases held for investment
Commercial
Commercial secured by real estate	$	30,034
Other commercial and industrial		9,055
		39,089
Mortgage		18,735
Consumer
Personal loans		4,140
Personal lines of credit		15
Credit cards		546
Auto and leasing		14,239
		18,940
Total non-accrual originated loans	$	76,764
Acquired Scotiabank PR & USVI loans accounted for under ASC 310-20
---	---	---
Commercial
Commercial secured by real estate	$	1,922
Other commercial and industrial		805
		2,727
Consumer
Personal loans		2
Personal lines of credit		212
Auto		26
		240
Total non-accrual acquired Scotiabank PR & USVI loans accounted for under ASC 310-20		2,967
Acquired BBVAPR loans accounted for under ASC 310-20
Commercial
Commercial secured by real estate	$	764
Other commercial and industrial		26
		790
Consumer
Personal loans		22
Credit cards		350
Auto		30
		402
Total non-accrual acquired BBVAPR loans accounted for under ASC 310-20		1,192
Total non-accrual loans	$	80,923

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Delinquent residential mortgage loans insured or guaranteed under applicable FHA and VA programs are classified as non-performing loans when they become 90 days or more past due but are not placed in non-accrual status until they become 12 months or more past due, since they are insured loans. Therefore, those loans are included as non-performing loans but excluded from non-accrual loans.

At March 31, 2020 and December 31, 2019, loans whose terms have been extended and which were classified as troubled-debt restructurings that were not included in non-accrual loans amounted to $105.3 million and $103.7 million, respectively, as they were performing under their new terms.

Impaired Loans

Oriental evaluates all loans, some individually and others as homogeneous groups, for purposes of determining impairment. The total investment in impaired commercial loans that were individually evaluated for impairment at December 31, 2019 was $61.1 million. The impairments on these commercial loans were measured based on the fair value of collateral or the present value of cash flows, including those identified as troubled-debt restructurings. The allowance for loan and lease losses for these impaired commercial loans amounted to $8.2 million at December 31, 2019. The total investment in impaired mortgage loans that were individually evaluated for impairment was $71.2 million at December 31, 2019. Impairment on mortgage loans assessed as troubled-debt restructurings was measured using the present value of cash flows. The allowance for loan losses for these impaired mortgage loans amounted to $6.9 million at December 31, 2019.

Originated and Other Loans and Leases Held for Investment

Prior to the adoption of CECL, Oriental’s recorded investment in commercial and mortgage loans categorized as originated and other loans and leases held for investment that were individually evaluated for impairment and the related allowance for loan and lease losses at December 31, 2019 were as follows:

	December 31, 2019
	Unpaid		Recorded		Related
	Principal		Investment		Allowance		Coverage
	(In thousands)
Impaired loans with specific allowance:
Commercial	$	33,454	$	28,555	$	8,215	29%
Residential impaired and troubled-debt restructuring		78,666		71,196		6,874	10%
Impaired loans with no specific allowance
Commercial		39,109		31,895		N/A	0%
Total investment in impaired loans	$	151,229	$	131,646	$	15,089	11%

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Acquired BBVAPR Loans Accounted for under ASC 310-20 (Loans with revolving feature and/or acquired at a premium)

Prior to the adoption of CECL, Oriental’s recorded investment in acquired BBVAPR commercial loans accounted for under ASC 310-20 that were individually evaluated for impairment and the related allowance for loan and lease losses at December 31, 2019 were as follows:

	December 31, 2019
	Unpaid		Recorded		Related
	Principal		Investment		Allowance		Coverage
	(In thousands)
Impaired loans with specific allowance
Commercial	$	926	$	678	$	2	0%
Impaired loans with no specific allowance
Commercial	$	-	$	-		N/A	0%
Total investment in impaired loans	$	926	$	678	$	2	0%

Acquired BBVAPR Loans Accounted for under ASC 310-30 (including those accounted for under ASC 310-30 by analogy)

Prior to the adoption of CECL, Oriental’s recorded investment in acquired BBVAPR loan pools accounted for under ASC 310-30 that have recorded impairments and their related allowance for loan and lease losses at December 31, 2019 were as follows:

	December 31, 2019
							Coverage
	Unpaid		Recorded				to Recorded
	Principal		Investment		Allowance		Investment
	(In thousands)
Impaired loan pools with specific allowance:
Mortgage	$	400,964	$	411,531	$	9,376	2%
Commercial		87,103		84,117		6,713	8%
Auto		39,477		1,790		947	53%
Total investment in impaired loan pools	$	527,544	$	497,438	$	17,036	3%

The tables above only present information with respect to acquired BBVAPR loan pools accounted for under ASC 310-30 if there is a recorded impairment to such loan pools and a specific allowance for loan losses. 32

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Acquired Eurobank Loans

Prior to the adoption of CECL, Oriental’s recorded investment in acquired Eurobank loan pools that have recorded impairments and their related allowance for loan and lease losses as of December 31, 2019 were as follows:

	December 31, 2019
							Coverage
	Unpaid		Recorded		Specific		to Recorded
	Principal		Investment		Allowance		Investment
	(In thousands)
Impaired loan pools with specific allowance
Mortgage	$	53,090	$	49,366	$	12,278	25%
Commercial		17,176		17,142		2,180	13%
Total investment in impaired loan pools	$	70,266	$	66,508	$	14,458	22%

The tables above only present information with respect to acquired Eurobank loan pools accounted for under ASC 310-30 if there was a recorded impairment to such loan pools and a specific allowance for loan losses.

The following table presents the interest recognized in commercial and mortgage loans that were individually evaluated for impairment, which excludes loans accounted for under ASC 310-30, for the quarter ended March 31, 2019.

	Quarter Ended March 31,
	2019
	Interest Income Recognized		Average Recorded Investment
	(In thousands)
Originated and other loans held for investment:
Impaired loans with specific allowance
Commercial	$	399	$	50,890
Residential troubled-debt restructuring		667		83,657
Impaired loans with no specific allowance
Commercial		305		32,246
		1,371		166,793
Acquired loans accounted for under ASC 310-20:
Impaired loans with specific allowance
Commercial		-		747
Total interest income from impaired loans	$	1,371	$	167,540

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Modifications

The following tables present the troubled-debt restructurings in all loan portfolios during the quarters ended March 31, 2020, and 2019.

	Quarter Ended March 31, 2020
	Number of contracts	Pre-Modification Outstanding Recorded Investment		Pre-Modification Weighted Average Rate	Pre-Modification Weighted Average Term (in Months)	Post-Modification Outstanding Recorded Investment		Post-Modification Weighted Average Rate	Post-Modification Weighted Average Term (in Months)
	(Dollars in thousands)
Mortgage	26	$	3,093	5.14%	359	$	3,046	4.29%	360
Commercial	1		281	8.00%	105		281	6.00%	240
Consumer	15		199	13.70%	67		204	11.05%	82
Auto	1		14	18.95%	60		17	13.95%	84
	Quarter Ended March 31, 2019
	Number of contracts	Pre-Modification Outstanding Recorded Investment		Pre-Modification Weighted Average Rate	Pre-Modification Weighted Average Term (in Months)	Post-Modification Outstanding Recorded Investment		Post-Modification Weighted Average Rate	Post-Modification Weighted Average Term (in Months)
	(Dollars in thousands)
Mortgage	38	$	4,494	5.52%	387	$	4,242	4.60%	353
Commercial	1		7	11.50%	36		7	11.50%	24
Consumer	71		963	15.20%	65		967	11.86%	73

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following table presents troubled-debt restructurings for which there was a payment default during the quarters ended March 31, 2020 and 2019:

	Twelve month Period Ended March 31,
	2020			2019
	Number of Contracts	Recorded Investment		Number of Contracts	Recorded Investment
	(Dollars in thousands)
Mortgage	26	$	3,037	27	$	3,011
Commercial	-	$	-	4	$	1,981
Consumer	107	$	1,543	43	$	587

Collateral-dependent Loans

The table below present the amortized cost of collateral-dependent loans held for investment at March 31, 2020, by class of loans.

	March 31, 2020
	Real Estate		Equipment		Total
	(In thousands)
Commercial loans:
Commercial secured by real estate	$	29,671	$	-	$	29,671
Other commercial and industrial		3,144		879		4,023
Total loans	$	32,815	$	879	$	33,694

PCD loans, except for single pooled loans, are not included in the table above as their unit of account is the loan pool. 35

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Credit Quality Indicators

Oriental categorizes its loans into loan grades based on relevant information about the ability of borrowers to service their debt, such as economic conditions, portfolio risk characteristics, prior loss experience, and the results of periodic credit reviews of individual loans.

Oriental uses the following definitions for loan grades:

Pass: Loans classified as “pass” have a well-defined primary source of repayment very likely to be sufficient, with no apparent risk, strong financial position, minimal operating risk, profitability, liquidity and capitalization better than industry standards.

Special Mention: Loans classified as “special mention” have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date.

Substandard: Loans classified as “substandard” are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.

Doubtful: Loans classified as “doubtful” have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, questionable and improbable.

Loss: Loans classified as “loss” are considered uncollectible and of such little value that their continuance as bankable assets is not warranted. This classification does not mean that the asset has absolutely no recovery or salvage value, but rather that it is not practical or desirable to defer writing off this worthless loan even though partial recovery may be effected in the future.

Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to be pass loans. 36

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

As of March 31, 2020 and based on the most recent analysis performed, the risk category of loans subject to risk rating by class of loans is as follows.

	Term Loans												Revolving
	Amortized Cost Basis by Origination Year												Loans
													Amortized
	2020		2019		2018		2017		2016		Prior		Cost Basis		Total
	(In thousands)
Commercial:
Commercial secured by real estate:
Loan grade:
Pass	$	7,302	$	128,853	$	126,387	$	91,250	$	63,919	$	276,985	$	56,161	$	750,857
Special Mention		10,147		3,588		2,219		16,582		119		23,179		1,591		57,425
Substandard		-		338		822		8,771		458		26,903		8,580		45,872
Doubtful		-		-		-		-		-		-		34		34
Loss		-		-		-		-		-		-		-		-
Total commercial secured by real estate		17,449		132,779		129,428		116,603		64,496		327,067		66,366		854,188
Other commercial and industrial:
Loan grade:
Pass		2,689		104,871		102,701		17,761		8,906		83,310		408,054		728,292
Special Mention		-		75		-		-		7		6,007		3,455		9,544
Substandard		37		748		101		185		3,023		129		1,818		6,041
Doubtful		-		-		-		-		-		-		98		98
Loss		-		-		-		-		-		-		-		-
Total other commercial and industrial:		2,726		105,694		102,802		17,946		11,936		89,446		413,425		743,975
US Loan Program:
Loan grade:
Pass		38,921		69,580		146,014		7,220		-		-		37,135		298,870
Special Mention		-		-		9,827		-		-		-		-		9,827
Substandard		-		-		-		-		-		-		3,333		3,333
Doubtful		-		-		-		-		-		-		-		-
Loss		-		-		-		-		-		-		-		-
Total US loan program:		38,921		69,580		155,841		7,220		-		-		40,468		312,030
Total commercial loans	$	59,096	$	308,053	$	388,071	$	141,769	$	76,432	$	416,513	$	520,259	$	1,910,193

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

At March 31, 2020, the balance of revolving loans converted to term loans was $27.2 million.

Oriental considers the performance of the loan portfolio and its impact on the allowance for credit losses. For mortgage and consumer loan classes, Oriental also evaluates credit quality based on the aging status of the loan, which was previously presented, and by payment activity. The following table presents the amortized cost in mortgage and consumer loans based on payment activity: 38

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

															Revolving Loans
	Term Loans												Revolving		Converted to
	Amortized Cost Basis by Origination Year												Loans		Term Loans
													Amortized		Amortized
	2020		2019		2018		2017		2016		Prior		Cost Basis		Cost Basis		Total
	(In thousands)
Mortgage:
Payment performance:
Performing	$	706	$	21,770	$	33,825	$	36,620	$	43,605	$	720,381	$	-	$	-	$	856,907
Nonperforming		-		150		455		193		535		29,742		-		-		31,075
Total mortgage loans:		706		21,920		34,280		36,813		44,140		750,123		-		-		887,982
Consumer:
Personal loans:
Payment performance:
Performing		39,247		153,670		81,858		43,541		23,228		14,890		-		-		356,434
Nonperforming		-		293		487		399		250		390		-		-		1,819
Total personal loans		39,247		153,963		82,345		43,940		23,478		15,280		-		-		358,253
Credit lines:
Payment performance:
Performing		-		-		-		-		-		-		50,827		-		50,827
Nonperforming		-		-		-		-		-		-		552		-		552
Total credit lines		-		-		-		-		-		-		51,379		-		51,379
Credit cards:
Payment performance:
Performing		-		-		-		-		-		-		70,556		-		70,556
Nonperforming		-		-		-		-		-		-		1,319		-		1,319
Total credit cards		-		-		-		-		-		-		71,875		-		71,875
Overdrafts:
Payment performance:
Performing		-		-		-		-		-		-		203		-		203	39

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Nonperforming		-		-		-		-		-		-		-		-		-
Total overdrafts		-		-		-		-		-		-		203		-		203
Total consumer loans		39,247		153,963		82,345		43,940		23,478		15,280		123,457		-		481,710
Total mortgage and consumer loans	$	39,953	$	175,883	$	116,625	$	80,753	$	67,618	$	765,403	$	123,457	$	-	$	1,369,692

Oriental evaluates credit quality for auto loans and leases based on FICO score. The following table presents the amortized cost in auto loans and leases based on FICO score:

															Revolving
															Loans
	Term Loans												Revolving		Converted to
	Amortized Cost Basis by Origination Year												Loans		Term Loans
													Amortized		Amortized
	2020		2019		2018		2017		2016		Prior		Cost Basis		Cost Basis		Total
	(In thousands)
Auto:
FICO score:
1-660		19,459		158,140		139,073		83,191		47,310		48,792		-		-		495,965
661-699		11,031		96,585		63,852		32,279		18,638		19,004		-		-		241,389
700+		20,003		211,214		195,463		107,344		61,740		63,567		-		-		659,331
No FICO		28,821		39,335		9,542		6,113		3,777		3,428		-		-		91,016
Total auto:	$	79,314	$	505,274	$	407,930	$	228,927	$	131,465	$	134,791	$	-	$	-	$	1,487,701

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

As of December 31, 2019, and based on the most recent analysis performed, the loan grading of gross originated loans and acquired loans accounted for under ASC 310-20 subject to loan grade by class of loans was as follows:

	December 31, 2019
	Loan Grades
	Balance				Special
	Outstanding		Pass		Mention		Substandard		Doubtful		Loss
	(In thousands)
Commercial - originated and other loans held for investment
Commercial secured by real estate	$	831,040	$	729,116	$	55,835	$	46,089	$	-	$	-
Other commercial and industrial		563,859		547,304		6,634		9,921		-		-
US Loan Program		272,595		262,745		9,850		-		-		-
Total Commercial - originated and other loans		1,667,494		1,539,165		72,319		56,010		-		-
Scotiabank PR & USVI Commercial - acquired loans (under ASC 310-20)<br><br>(under ASC 310-20)
Commercial secured by real estate		34,881		33,306		35		1,504		36		-
Other commercial and industrial		158,311		158,171		-		39		101		-
Total Scotiabank PR & USVI commercial - acquired loans		193,192		191,477		35		1,543		137		-
BBVAPR Commercial - acquired loans (under ASC 310-20)<br><br>(under ASC 310-20)
Commercial secured by real estate		785		21		-		764		-		-
Other commercial and industrial		1,356		1,356		-		-		-		-
Total BBVAPR commercial - acquired loans		2,141		1,377		-		764		-		-
Total commercial loans	$	1,862,827	$	1,732,019	$	72,354	$	58,317	$	137	$	-

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

	December 31, 2019
	Loan Grades
	Balance				Special
	Outstanding		Pass		Mention		Substandard		Doubtful		Loss
Retail - originated and other loans held for investment
Mortgage	$	577,416	$	547,683	$	-	$	29,733	$	-	$	-
Personal loans		332,030		330,474		-		1,556		-		-
Personal lines of credit		1,778		1,769		-		9		-		-
Credit cards		27,614		27,068		-		546		-		-
Overdrafts		216		165		-		51		-		-
Auto		1,277,732		1,263,506		-		14,226		-		-
Total consumer loans		1,639,370		1,622,982		-		16,388		-		-
Total retail originated loans		2,216,786		2,170,665		-		46,121		-		-
Retail - acquired loans (accounted for under ASC 310-20) - Scotiabank PR & USVI
Mortgage		322,179		257,803		-		64,376		-		-
Personal loans		33,147		33,147		-		-		-		-
Personal lines of credit		50,836		50,624		-		212		-		-
Credit cards		28,774		28,774		-		-		-		-
Auto		191,015		191,000		-		15		-		-
Total consumer loans		303,772		303,545		-		227		-		-
Total retail acquired Scotiabank PR & USVI non-PCI loans		625,951		561,348		-		64,603		-		-
Retail - acquired loans (accounted for under ASC 310-20) - BBVPR
Consumer:
Credit cards		18,814		18,464		-		350		-		-
Personal loans		1,980		1,958		-		22		-		-
Auto		135		106		-		29		-		-
Total retail acquired BBVAPR non-PCI loans		20,929		20,528		-		401		-		-
Total retail originated and acquired non-PCI loans	$	2,863,666	$	2,752,541	$	-	$	111,125	$	-	$	-	42

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 6 – ALLOWANCE FOR CREDIT LOSSES

On January 1, 2020, Oriental adopted the new accounting standard that requires the measurement of the allowance for credit losses to be based on management’s best estimate of lifetime expected credit losses inherent in Oriental’s relevant financial assets. Upon adoption of the new accounting standard, Oriental recorded a $89.7 million increase in the allowance for credit losses on January 1, 2020. For Non-PCD loans, which represents 70% of the total loan portfolio, a $39.2 million allowance was recorded. For PCD loans, which represents 30% of the total loan portfolio, a $50.5 million adjustment was made through the allowance and loan balances with no impact in capital.

The allowance for credit losses is estimated using quantitative methods that consider a variety of factors such as historical loss experience, the current credit quality of the portfolio as well as an economic outlook over the life of the loan. Also included in the ACL are qualitative reserves to cover losses that are expected but, in Oriental's assessment, may not be adequately represented in the quantitative methods or the economic assumptions. In its loss forecasting framework, Oriental incorporates forward-looking information through the use of macroeconomic scenarios applied over the forecasted life of the assets. The scenarios that are chosen each quarter and the amount of weighting given to each scenario depend on a variety of factors including recent economic events, leading economic indicators, views of internal as well as third-party economists and industry trends. For more information on Oriental's credit loss accounting policies, including the allowance for credit losses, see Note 1 – Summary of Significant Accounting Policies.

As of January 1, 2020, Oriental used a probability weighted scenario approach as it is expected that Puerto Rico’s economic forecast should be close to an average between the baseline and a moderate recession. During the quarter ended March 31, 2020, there was a significant change in the economic outlook impacting the allowance for credit losses, with key economic factors such as the unemployment rate and gross domestic product projected to deteriorate sharply in the second quarter of 2020 driven by the impact of COVID-19. In response to these changes, Oriental reassessed the selection and probability weightings as well as analyzed various scenarios with immediate deterioration in economic variables followed by different recovery assumptions as part of the process for setting the allowance for credit loss reserve. Based on these analyses, the Oriental is now effectively fully weighted to a moderate recessionary economic environment within our forecast period. In addition, the allowance for credit losses at March 31, 2020 included additional qualitative reserves for certain segments that Oriental views as higher risk that may not be fully recognized through its quantitative models such as commercial loans concentrated in certain industries. As a result of these developments, Oriental has increased provision for credit losses in the quarter ended March 31, 2020 by $34.1 million. There are still many unknowns including the duration of the impact of COVID-19 on the economy and the results of the government fiscal and monetary actions along with recently implemented payment deferral programs.

Loans acquired in the Scotiabank PR & USVI Acquisition were recognized at fair value as of December 31, 2019, which included the impact of expected credit losses, and therefore, no allowance for credit losses was recorded at acquisition date.

The following table presents the activity in our allowance for credit losses by segment for the periods indicated:

	Quarter Ended March 31, 2020
	Commercial		Mortgage		Consumer		Auto		Total
	(In thousands)
Allowance for credit losses Non-PCD:
Balance at beginning of period	$	25,993	$	8,727	$	18,446	$	31,878	$	85,044
Impact of ASC 326 adoption		3,562		10,980		8,418		16,238		39,198
Provision for credit losses		21,890		156		6,270		14,034		42,350
Charge-offs		(3,771)		(418)		(6,015)		(13,053)		(23,257)
Recoveries		1,522		249		644		4,211		6,626
Balance at end of period	$	49,196	$	19,694	$	27,763	$	53,308	$	149,961

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

	Quarter Ended March 31, 2020
	Commercial		Mortgage		Consumer		Auto		Total
	(In thousands)
Allowance for credit losses PCD:
Balance at beginning of period	$	8,893	$	21,655	$	-	$	947	$	31,495
Impact of ASC 326 adoption		42,143		7,830		181		368		50,522
Provision for credit losses		(218)		6,139		364		(105)		6,180
Charge-offs		(2,357)		(5,143)		(431)		(375)		(8,306)
Recoveries		375		122		63		343		903
Balance at end of period	$	48,836	$	30,603	$	177	$	1,178	$	80,794
	Quarter Ended March 31, 2020
---	---	---	---	---	---	---	---	---	---	---
	Commercial		Mortgage		Consumer		Auto		Total
	(In thousands)
Total Allowance for credit losses:
Balance at beginning of period	$	34,886	$	30,382	$	18,446	$	32,825	$	116,539
Impact of ASC 326 adoption		45,705		18,810		8,599		16,606		89,720
Provision for credit losses		21,672		6,295		6,634		13,929		48,530
Charge-offs		(6,128)		(5,561)		(6,446)		(13,428)		(31,563)
Recoveries		1,897		371		707		4,554		7,529
Balance at end of period	$	98,032	$	50,297	$	27,940	$	54,486	$	230,755
	Quarter Ended March 31, 2019
---	---	---	---	---	---	---	---	---	---	---
	Mortgage		Commercial		Consumer		Auto and Leasing		Total
	(In thousands)
Allowance for loan and lease losses for originated and other loans:
Balance at beginning of period	$	19,783	$	30,326	$	15,571	$	29,508	$	95,188
Provision for credit losses		(2,794)		2,767		4,372		6,988		11,333
Charge-offs		(587)		(1,086)		(4,121)		(11,371)		(17,165)
Recoveries		287		147		263		3,982		4,679
Balance at end of period	$	16,689	$	32,154	$	16,085	$	29,107	$	94,035
	Quarter Ended March 31, 2019
---	---	---	---	---	---	---	---	---
	Commercial		Consumer		Auto		Total
	(In thousands)
Allowance for loan and lease losses<br><br>for acquired BBVAPR loans<br><br>accounted for under ASC 310-20:
Balance at beginning of period	$	22	$	1,905	$	135	$	2,062
Charge-offs		-		(440)		(85)		(525)
Recoveries		3		40		90		133
Provision (recapture) for acquired<br><br>loan and lease losses accounted for<br><br>under ASC 310-20		7		364		(73)		298
Balance at end of period	$	32	$	1,869	$	67	$	1,968

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

	Quarter Ended March 31, 2019
	Mortgage		Commercial		Auto		Total
	(In thousands)
Allowance for loan and lease losses for<br><br>acquired BBVAPR loans accounted for under<br><br>ASC 310-30:
Balance at beginning of period	$	15,225	$	20,641	$	6,144	$	42,010
Provision (recapture) for acquired BBVAPR loans and lease losses accounted for under ASC 310-30		2,733		850		(2,314)		1,269
Allowance de-recognition		(57)		(758)		(331)		(1,146)
Balance at end of period	$	17,901	$	20,733	$	3,499	$	42,133
	Quarter Ended March 31, 2019
---	---	---	---	---	---	---	---	---
	Mortgage		Commercial		Consumer		Total
	(In thousands)
Allowance for loan and lease losses for acquired Eurobank loans:
Balance at beginning of period	$	15,382	$	9,585	$	4	$	24,971
Provision for acquired Eurobank loan and lease losses		(202)		(449)		-		(651)
Allowance de-recognition		(70)		106		(4)		32
Balance at end of period	$	15,110	$	9,242	$	-	$	24,352
	December 31, 2019
---	---	---	---	---	---	---	---	---	---	---
	Mortgage		Commercial		Consumer		Auto and Leasing		Total
	(In thousands)
Allowance for loan and lease losses on originated and other loans:
Ending allowance balance attributable<br><br>to loans:
Individually evaluated for impairment	$	6,874	$	8,215	$	-	$	-	$	15,089
Collectively evaluated for impairment		1,853		17,774		16,882		31,873		68,382
Total ending allowance balance	$	8,727	$	25,989	$	16,882	$	31,873	$	83,471
Loans:
Individually evaluated for impairment	$	71,196	$	60,450	$	-	$	-	$	131,646
Collectively evaluated for impairment		506,220		1,607,044		361,638		1,277,732		3,752,634
Total ending loan balance	$	577,416	$	1,667,494	$	361,638	$	1,277,732	$	3,884,280

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

	December 31, 2019
	Commercial		Consumer		Auto		Total
	(In thousands)
Allowance for loan and lease losses<br><br>for acquired BBVAPR loans<br><br>accounted for under ASC 310-20:
Ending allowance balance attributable<br><br>to loans:
Individually evaluated for impairment	$	2	$	-	$	-	$	2
Collectively evaluated for impairment		2		1,564		5		1,571
Total ending allowance balance	$	4	$	1,564	$	5	$	1,573
Loans:
Individually evaluated for impairment	$	678	$	-	$	-	$	678
Collectively evaluated for impairment		1,463		20,794		135		22,392
Total ending loan balance	$	2,141	$	20,794	$	135	$	23,070

NOTE 7 — FORECLOSED REAL ESTATE

The following tables present the activity related to foreclosed real estate for the quarters ended March 31, 2020, and 2019:

	Quarter Ended March 31,
	2020		2019
		(In thousands)
Balance at beginning of period	$	29,909	$	33,768
Decline in value		(550)		(1,746)
Additions		1,900		3,801
Sales		(3,967)		(4,958)
Balance at end of period	$	27,292	$	30,865

NOTE 8 - SERVICING ASSETS

Oriental periodically sells or securitizes mortgage loans while retaining the obligation to perform the servicing of such loans. In addition, Oriental may purchase or assume the right to service mortgage loans originated by others. Whenever Oriental undertakes an obligation to service a loan, management assesses whether a servicing asset and/or liability should be recognized. A servicing asset is recognized whenever the compensation for servicing is expected to more than adequately compensate Oriental for servicing the loans and leases. Likewise, a servicing liability would be recognized in the event that servicing fees to be received are not expected to adequately compensate Oriental for its expected cost. On December 31, 2019 Oriental completed the Scotiabank PR & USVI Acquisition, increasing servicing assets by $40.1 million.

All separately recognized servicing assets are recognized at fair value using the fair value measurement method. Under the fair value measurement method, Oriental measures servicing rights at fair value at each reporting date, reports changes in fair value of servicing assets in earnings in the period in which the changes occur, and includes these changes, if any, with mortgage banking activities in the consolidated statements of operations. The fair value of servicing rights is subject to fluctuations as a result of changes in estimated and actual prepayment speeds and default rates and losses. The impact of COVID-19 has been considered in the fair value for the quarter ended March 31, 2020. 46

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The fair value of servicing rights is estimated by using a cash flow valuation model which calculates the present value of estimated future net servicing cash flows, taking into consideration actual and expected loan prepayment rates, discount rates, servicing costs, and other economic factors, which are determined based on current market conditions.

At March 31, 2020, the servicing asset amounted to $49.3 million ($50.8 million — December 31, 2019) related to mortgage servicing rights.

The following table presents the changes in servicing rights measured using the fair value method for quarters ended March 31, 2020 and 2019:

	Quarter Ended March 31,
	2020		2019
		(In thousands)
Fair value at beginning of period	$	50,779	$	10,716
Servicing from mortgage securitizations or asset transfers		456		302
Changes due to payments on loans		(767)		(201)
Changes in fair value due to changes in valuation model inputs or assumptions		(1,181)		(194)
Fair value at end of period	$	49,287	$	10,623

The following table presents key economic assumption ranges used in measuring the mortgage-related servicing asset fair value for the quarters ended March 31, 2020 and 2019:

	Quarter Ended March 31,
	2020	2019
Constant prepayment rate	5.02% - 19.08%	4.38% - 8.96%
Discount rate	10.00% - 15.50%	10.00% - 12.00%

The sensitivity of the current fair value of servicing assets to immediate 10 percent and 20 percent adverse changes in the above key assumptions were as follows:

	March 31, 2020
	(In thousands)
Mortgage-related servicing asset
Carrying value of mortgage servicing asset	$	49,287
Constant prepayment rate
Decrease in fair value due to 10% adverse change	$	(1,136)
Decrease in fair value due to 20% adverse change	$	(2,225)
Discount rate
Decrease in fair value due to 10% adverse change	$	(1,987)
Decrease in fair value due to 20% adverse change	$	(3,837)

These sensitivities are hypothetical and should be used with caution. As the figures indicate, changes in fair value based on a 10 percent variation in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, in this table, the effect of a variation in a particular assumption on the fair value of the retained interest is calculated without changing any other assumption.

Changes in one factor may result in changes in another (for example, increases in market interest rates may result in lower prepayments), which may magnify or offset the sensitivities. Mortgage banking activities, a component of total banking and financial service revenue in the consolidated statements of operations, include the changes from period to period in the fair value of the mortgage loan servicing rights, which may result from changes in the valuation model inputs or assumptions (principally reflecting changes in discount rates and prepayment speed assumptions) and other changes, including changes due to collection/realization of expected cash flows. 47

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Servicing fee income is based on a contractual percentage of the outstanding principal balance and is recorded as income when earned. Servicing fees on mortgage loans for the quarters ended March 31, 2020 and 2019 totaled $4.8 million and $1.0 million, respectively.

NOTE 9 — DERIVATIVES

The following table presents Oriental’s derivative assets and liabilities at March 31, 2020 and December 31, 2019:

	March 31,		December 31,
	2020		2019
	(In thousands)
Derivative assets:
Interest rate caps	$	2	$	6
	$	2	$	6
Derivative liabilities:
Interest rate swaps designated as cash flow hedges	$	2,057	$	907
Interest rate caps		2		6
	$	2,059	$	913

Interest Rate Swaps

Oriental enters into interest rate swap contracts to hedge the variability of future interest cash flows of forecasted wholesale borrowings attributable to changes in a predetermined variable index rate. The interest rate swaps effectively fix Oriental’s interest payments on an amount of forecasted interest expense attributable to the variable index rate corresponding to the swap notional stated rate. These swaps are designated as cash flow hedges for the forecasted wholesale borrowing transactions and are properly documented as such; therefore, qualify for cash flow hedge accounting. Any gain or loss associated with the effective portion of the cash flow hedges is recognized in other comprehensive income and is subsequently reclassified into operations in the period during which the hedged forecasted transactions affect earnings. Changes in the fair value of these derivatives are recorded in accumulated other comprehensive income to the extent there is no significant ineffectiveness in the cash flow hedging relationships. Currently, Oriental does not expect to reclassify any amount included in other comprehensive income related to these interest rate swaps to operations in the next twelve months.

The following table shows a summary of these swaps and their terms at March 31, 2020:

	Notional		Fixed	Variable	Trade	Settlement	Maturity
Type	Amount		Rate	Rate Index	Date	Date	Date
	(In thousands)
Interest Rate Swaps	$	31,539	2.4210%	1-Month LIBOR	07/03/13	07/03/13	08/01/23
	$	31,539

Accumulated unrealized losses of $2.1 million and $907 thousand were recognized in accumulated other comprehensive income related to the valuation of these swaps at March 31, 2020 and December 31, 2019, respectively, and the related liability is being reflected in the consolidated statements of financial condition. 48

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Interest Rate Caps

Oriental has entered into interest rate cap transactions with various clients with floating-rate debt who wish to protect their financial results against increases in interest rates. In these cases, Oriental simultaneously enters into mirror-image interest rate cap transactions with financial counterparties. None of these cap transactions qualify for hedge accounting, and therefore, they are marked to market through earnings. As of March 31, 2020 and December 31, 2019, the outstanding total notional amount of interest rate caps was $41.3 million and $41.5 million, respectively. At March 31, 2020 and December 31, 2019, the interest rate caps sold to clients represented a liability of $2 thousand and $6 thousand, respectively, and were included as part of derivative liabilities in the consolidated statements of financial condition. At March 31, 2020 and December 31, 2019, the interest rate caps purchased as mirror-images represented an asset of $2 thousand and $6 thousand, respectively, and were included as part of derivative assets in the consolidated statements of financial condition.

NOTE 10 — CORE DEPOSIT, CUSTOMER RELATIONSHIP AND OTHER INTANGIBLES

Core deposit, customer relationship and other intangibles at March 31, 2020 and December 31, 2019 consists of the following:

	March 31,		December 31
	2020		2019
	(In thousands)
Core deposit intangibles	$	41,111	$	43,185
Customer relationship intangibles		12,567		13,213
Other intangibles		496		567
	$	54,174	$	56,965

In connection with the FDIC-assisted acquisition, the BBVAPR Acquisition and the Scotiabank PR & USVI Acquisition, Oriental recorded a core deposit intangible representing the value of checking and savings deposits acquired. At March 31, 2020 this core deposit intangible amounted to $41.1 million. At December 31, 2019 core deposit intangible amounted to $43.2 million, including $41.5 from the Scotiabank PR & USVI Acquisition. In addition, Oriental recorded a customer relationship intangible representing the value of customer relationships acquired with the acquisition of the securities broker-dealer and insurance agency in the BBVAPR and insurance agency in the Scotiabank PR & USVI Acquisitions. At March 31, 2020 this customer relationship intangible amounted to $12.6 million. At December 31, 2019 customer relationship intangible amounted to $13.2 million, including $12.7 million from the Scotiabank PR & USVI Acquisition. Oriental also recorded other intangibles from the Scotiabank PR & USVI Acquisition which amounted to $ 496 thousand and $567 thousand at March 31, 2020 and December 31, 2020, respectively.

NOTE 11 — ACCRUED INTEREST RECEIVABLE AND OTHER ASSETS

Accrued interest receivable at March 31, 2020 and December 31, 2019 consists of the following:

	March 31,		December 31,
	2020		2019
	(In thousands)
Loans, excluding acquired loans	$	37,433	$	32,728
Investments		2,748		4,053
	$	40,181	$	36,781

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Other assets at March 31, 2020 and December 31, 2019 consist of the following:

	March 31,		December 31,
	2020		2019
	(In thousands)
Prepaid expenses	$	44,582	$	52,558
Other repossessed assets		3,096		3,327
Tax credits		-		277
Investment in Statutory Trust		1,083		1,083
Accounts receivable and other assets		70,359		78,600
	$	119,120	$	135,845

Prepaid expenses amounting to $44.6 million at March 31, 2020, include prepaid municipal, property and income taxes aggregating to $38.6 million. At December 31, 2019 prepaid expenses amounted to $52.6 million, including prepaid municipal, property and income taxes aggregating to $45.3 million, from which $31.9 million corresponded to the Scotiabank PR & USVI Acquisition.

Other repossessed assets totaled $3.1 million and $3.3 million at March 31, 2020 and December 31, 2019, respectively, that consist mainly of repossessed automobiles, which are recorded at their net realizable value.

NOTE 12— DEPOSITS AND RELATED INTEREST

Total deposits, including related accrued interest payable, as of March 31, 2020 and December 31, 2019 consist of the following:

	March 31,		December 31,
	2020		2019
	(In thousands)
Non-interest bearing demand deposits	$	1,712,943	$	1,675,315
Interest-bearing savings and demand deposits		3,827,602		3,718,846
Retail certificates of deposit		1,759,487		1,781,237
Institutional certificates of deposit		263,725		279,714
Total core deposits		7,563,757		7,455,112
Brokered deposits		255,514		243,498
Total deposits	$	7,819,271	$	7,698,610

Brokered deposits include $212.8 million in certificates of deposits and $42.7 million in money market accounts at March 31, 2020, and $222.1 million in certificates of deposits and $21.4 million in money market accounts at December 31, 2019.

The weighted average interest rate of Oriental’s deposits was 0.90% and 0.86%, respectively, at March 31, 2020 and December 31, 2019. Interest expense for the quarters ended March 31, 2020 and 2019 was as follows:

	Quarter Ended March 31,
	2020		2019
	(In thousands)
Demand and savings deposits	$	6,985	$	3,411
Certificates of deposit		9,635		5,638
	$	16,620	$	9,049

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

At March 31, 2020 and December 31, 2019, time deposits in denominations of $250 thousand or higher, excluding accrued interest and unamortized discounts, amounted to $683.6 million and $692.1 million, respectively. Such amounts include public funds time deposits from various Puerto Rico government municipalities, agencies and corporations of $243.4 million and $257.2 million at a weighted average rate of 58.0% and 67.0% at March 31, 2020 and December 31, 2019, respectively.

At March 31, 2020 and December 31, 2019, total public fund deposits from various Puerto Rico government municipalities, agencies and corporations amounted to $264.4 million and $278.7 million, respectively. These public funds were collateralized with commercial loans and securities amounting to $325.8 million and $320.8 million at March 31, 2020 and December 31, 2019, respectively.

Excluding accrued interest of approximately $10.8 million, the scheduled maturities of certificates of deposit at March 31, 2020 and December 31, 2019 are as follows:

	March 31,		December 31,
		2020		2019
	(In thousands)
Within one year:
Three (3) months or less	$	253,498	$	314,796
Over 3 months through 1 year		984,807		881,183
		1,238,305		1,195,979
Over 1 through 2 years		641,084		732,421
Over 2 through 3 years		183,694		175,032
Over 3 through 4 years		87,391		89,148
Over 4 through 5 years		74,803		78,706
	$	2,225,277	$	2,271,286

The table of scheduled maturities of certificates of deposits above includes brokered-deposits and individual retirement accounts.

The aggregate amount of overdrafts in demand deposit accounts that were reclassified to loans amounted to $709 thousand and $1.0 million as of March 31, 2020 and December 31, 2019, respectively.

NOTE 13— BORROWINGS AND RELATED INTEREST

Securities Sold under Agreements to Repurchase

At March 31, 2020, securities underlying agreements to repurchase were delivered to, and are being held by, the counterparties with whom the repurchase agreements were transacted. The counterparties have agreed to resell to Oriental the same or similar securities at the maturity of these agreements. The purpose of these transactions is to provide financing for Oriental’s securities portfolio.

The following table shows Oriental’s repurchase agreements, excluding accrued interest in the amount of $103 thousand and $274 thousand at March 31, 2020 and December 31, 2019, respectively:

	March 31,		December 31,
	2020		2019
	(In thousands)
Short-term fixed-rate repurchase agreements, interest ranging from 1.85% to 2.70% (December 31, 2019)	$	-	$	140,000
Long-term fixed-rate repurchase agreements, interest ranging from 1.85% to 2.86% (December 31, 2019; 1.85% to 2.86%)		50,000		50,000
Total assets sold under agreements to repurchase	$	50,000	$	190,000

Repurchase agreements mature as follows: 51

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

	March 31,		December 31,
	2020		2019
	(In thousands)
Less than 90 days	$	-	$	140,000
Over 90-days		50,000		50,000
Total	$	50,000	$	190,000

During the quarter ended March 31, 2020 $140.0 million of repurchase agreements matured and were not renewed.

The following securities were sold under agreements to repurchase:

	March 31, 2020
	Amortized				Approximate		Weighted
	Cost of				Fair Value		Average
	Underlying		Balance of		of Underlying		Interest Rate
Underlying Securities	Securities		Borrowing		Securities		of Security
	(Dollars in thousands)
FNMA and FHLMC Certificates	$	54,054	$	50,000	$	54,756		3.12%
Total	$	54,054	$	50,000	$	54,756		3.12%
	December 31, 2019
	Amortized				Approximate		Weighted
	Cost of				Fair Value		Average
	Underlying		Balance of		of Underlying		Interest Rate
Underlying Securities	Securities		Borrowing		Securities		of Security
	(Dollars in thousands)
FNMA and FHLMC Certificates	$	204,225	$	190,000	$	204,068		2.98%
Total	$	204,225	$	190,000	$	204,068		2.98%

Advances from the Federal Home Loan Bank of New York

Advances are received from the FHLB-NY under an agreement whereby Oriental is required to maintain a minimum amount of qualifying collateral with a fair value of at least 110% of the outstanding advances. At March 31, 2020 and December 31, 2019, these advances were secured by mortgage and commercial loans amounting to $1.028 billion and $1.060 billion, respectively. Also, at March 31, 2020 and December 31, 2019, Oriental had an additional borrowing capacity with the FHLB-NY of $951 million and $983 million, respectively. At March 31, 2020 and December 31, 2019, the weighted average remaining maturity of FHLB’s advances was 20.8 months and 22.7 months, respectively. The original terms of these advances range between one day and seven years, and the FHLB-NY does not have the right to exercise put options at par on any advances outstanding as of March 31, 2020. 52

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following table shows a summary of the advances and their terms, excluding accrued interest in the amount of $154 thousand and $160 thousand, at March 31, 2020 and December 31, 2019, respectively:

	March 31,		December 31
		2020		2019
		(In thousands)
Short-term fixed-rate advances from FHLB, with a weighted average interest rate of 1.71% to 2.59% (December 31, 2019 - 1.85% to 2.59%)	$	39,967	$	40,472
Long-term fixed-rate advances from FHLB, with a weighted average interest rate of 2.92% to 3.24% (December 31, 2019 - 2.92% to 3.24% )		36,840		37,377
	$	76,807	$	77,849

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Advances from FHLB mature as follows:

	March 31,		December 31,
		2020		2019
	(In thousands)
Under 90 days	$	39,967	$	31,955
Over one to three years		-		8,517
Over three to five years		32,512		33,018
Over five years		4,328		4,359
	$	76,807	$	77,849

All of the advances referred to above with maturity dates up to the date of this report were renewed as one-month short-term advances.

Subordinated Capital Notes

Subordinated capital notes amounted to $36.1 million at March 31, 2020 and December 31, 2019.

NOTE 14 – OFFSETTING OF FINANCIAL ASSETS AND LIABILITIES

Oriental’s derivatives are subject to agreements which allow a right of set-off with each respective counterparty. In addition, Oriental’s securities purchased under agreements to resell and securities sold under agreements to repurchase have a right of set-off with the respective counterparty under the supplemental terms of the master repurchase agreements. In an event of default, each party has a right of set-off against the other party for amounts owed in the related agreements and any other amount or obligation owed in respect of any other agreement or transaction between them. Security collateral posted to open and maintain a master netting agreement with a counterparty, in the form of cash and securities, may from time to time be segregated in an account at a third-party custodian pursuant to an account control agreement. 54

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the potential effect of rights of set-off associated with Oriental’s recognized financial assets and liabilities at March 31, 2020 and December 31, 2019:

March 31, 2020
							Gross Amounts Not Offset in the Statement of Financial Condition
			Gross Amounts		Net Amount of
			Offset in the		Assets Presented
	Gross Amount		Statement of		in Statement				Cash
	of Recognized		Financial		of Financial		Financial		Collateral		Net
	Assets		Condition		Condition		Instruments		Received		Amount
	(In thousands)
Derivatives	$	2	$	-	$	2	$	-	$	-	$	2
December 31, 2019
							Gross Amounts Not Offset in the Statement of Financial Condition
			Gross Amounts		Net amount of
			Offset in the		Assets Presented
	Gross Amount		Statement of		in Statement				Cash
	of Recognized		Financial		of Financial		Financial		Collateral		Net
	Assets		Condition		Condition		Instruments		Received		Amount
	(In thousands)
Derivatives	$	6	$	-	$	6	$	-	$	-	$	6

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2020
							Gross Amounts Not Offset in the Statement of Financial Condition
					Net Amount of
			Gross Amounts		Liabilities
			Offset in the		Presented
	Gross Amount		Statement of		in Statement				Cash
	of Recognized		Financial		of Financial		Financial		Collateral		Net
	Liabilities		Condition		Condition		Instruments		Provided		Amount
	(In thousands)
Derivatives	$	2,059	$	-	$	2,059	$	-	$	-	$	2,059
Securities sold under agreements to repurchase		50,000		-		50,000		54,756		-		(4,756)
Total	$	52,059	$	-	$	52,059	$	54,756	$	-	$	(2,697)
December 31, 2019
							Gross Amounts Not Offset in the Statement of Financial Condition
					Net Amount of
			Gross Amounts		Liabilities
			Offset in the		Presented
	Gross Amount		Statement of		in Statement				Cash
	of Recognized		Financial		of Financial		Financial		Collateral		Net
	Liabilities		Condition		Condition		Instruments		Provided		Amount
	(In thousands)
Derivatives	$	913	$	-	$	913	$	-		-	$	913
Securities sold under agreements to repurchase		190,000		-		190,000		204,068		-		(14,068)
Total	$	190,913	$	-	$	190,913	$	204,068	$	-	$	(13,155)

NOTE 15 — INCOME TAXES

Oriental is subject to the provisions of the Puerto Rico Internal Revenue Code of 2011, as amended (the “Code”), which imposes a maximum statutory corporate tax rate of 37.5% on a corporation’s net taxable income. Under the Code, all corporations are treated as separate taxable entities and are not entitled to file consolidated tax returns. Such entities are subject to Puerto Rico regular income tax or the alternative minimum tax (“AMT”) on income earned from all sources pursuant to the Code. The AMT is payable if it exceeds regular income tax. The excess of AMT over regular income tax paid in any one year may be used to offset regular income tax in future years, subject to certain limitations.

Oriental also has operations in the United States mainland through its wholly owned subsidiary, OPC, a retirement plan administrator based in Florida. In October 2017, Oriental expanded its operations in the United States through the Bank’s wholly owned subsidiary, OFG USA. In addition, on December 31, 2019, Oriental established a new branch in USVI as a result of the purchase transaction from BNS. The United States subsidiaries are subject to federal income taxes at the corporate level, while for USVI branch applies the federal income taxes under a mirror system and a 10% surtax included in the maximum tax rate. OPC is subject to Florida state taxes and OFG USA is subject to North Carolina state taxes. 56

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

At March 31, 2020 and December 31, 2019, Oriental’s net deferred tax asset amounted to $196.1 million and $176.7 million, respectively. In assessing the realizability of the deferred tax asset, management considers whether it is more likely than not that some portion or the entire deferred tax asset will not be realized. The ultimate realization of the deferred tax asset is mainly dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax asset is deductible, management believes it is more likely than not that Oriental will realize the deferred tax asset, net of the existing valuation allowances recorded at March 31, 2020 and December 31, 2019. The amount of the deferred tax asset that is considered realizable could be reduced in the near term if there are changes in estimates of future taxable income.

Oriental maintained an effective tax rate lower than statutory rate for the quarters ended March 31, 2020 and 2019 of 14.2% and 33.0%, respectively. The estimated annual effective tax rate was 26%; however, the current effective tax rate was 14.2% due to a discrete tax windfall on stock awards, compared to 33.0% the change of which reflected a higher proportion of exempt income and income tax at preferential tax rates.

Oriental classifies unrecognized tax benefits in other liabilities. These gross unrecognized tax benefits would affect the effective tax rate if realized. At both, March 31, 2020 and December 31, 2019, unrecognized tax benefits amounted at $2.7 million, respectively. Oriental had accrued $8 thousand at March 31, 2020 (December 31, 2019 - $51 thousand) for the payment of interest and penalties relating to unrecognized tax benefits.

Income tax expense for the quarters ended March 31, 2020 and 2019, was $297 thousand and $11.6 million, respectively.

NOTE 16 — REGULATORY CAPITAL REQUIREMENTS

Regulatory Capital Requirements

OFG Bancorp (on a consolidated basis) and the Bank are subject to various regulatory capital requirements administered by federal and Puerto Rico banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on Oriental’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, Oriental and the Bank must meet specific capital guidelines that involve quantitative measures of their assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Pursuant to the Dodd-Frank Act, federal banking regulators adopted capital rules based on the framework of the Basel Committee on Banking Supervision in “Basel III: A Global Regulatory Framework for More Resilient Banks and Banking Systems” (“Basel III”), which became effective January 1, 2015 for Oriental and the Bank (subject to certain phase-in periods through January 1, 2019) and that replaced their general risk-based capital rules, advanced approaches rule, market risk rule, and leverage rules. Among other matters, the Basel III capital rules: (i) introduce a capital measure called “Common Equity Tier 1” (“CET1”) and related regulatory capital ratio of CET1 to risk-weighted assets; (ii) specify that Tier 1 capital consists of CET1 and “Additional Tier 1 capital” instruments meeting certain revised requirements; (iii) mandate that most deductions/adjustments to regulatory capital measures be made to CET1 and not to the other components of capital; and (iv) expand the scope of the deductions from and adjustments to capital as compared to prior regulations. The Basel III capital rules prescribe a new standardized approach for risk weightings that expand the risk-weighting categories from the previous four Basel I-derived categories (0%, 20%, 50% and 100%) to a larger and more risk-sensitive number of categories, depending on the nature of the assets, and resulting in higher risk weights for a variety of asset classes.

Pursuant to the Basel III capital rules, the minimum capital ratios requirements are as follows:

4.5% CET1 to risk-weighted assets;

6.0% Tier 1 capital (that is, CET1 plus Additional Tier 1 capital) to risk-weighted assets;

8.0% Total capital (that is, Tier 1 capital plus Tier 2 capital) to risk-weighted assets; and

4.0% Tier 1 capital to average consolidated assets as reported on consolidated financial statements (known

as the “leverage ratio”). 57

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

In July 2019, the federal banking agencies adopted a final rule, pursuant to the Economic Growth and Regulatory Paperwork Reduction Act of 1996, that simplifies for non-advanced approaches banking organizations. It simplifies the regulatory capital treatment for mortgage servicing assets (MSA) and certain deferred tax assets arising from temporary differences (temporary difference DTAs). It increases CET1 capital threshold deductions from 10 percent to 25 percent and removes the aggregate 15 percent CET1 threshold deduction. However, it retains the 250 percent risk weight applicable to non-deducted amounts of MSAs and temporary difference DTAs. In November 2019, the agencies jointly issued a final rule that permits insured depository institutions and depository institution holding companies to implement the simplifications to the capital rule on January 1, 2020, rather than April 1, 2020. These banking organizations may elect to use the revised effective date of January 1, 2020 or wait until the quarter beginning April 1, 2020. During 1Q 2020, Oriental elected to early implement the simplifications to the capital rule, which increased the capital ratios.

On January 1, 2020, Oriental adopted CECL with the initial implementation adjustment to Non-PCD loans and off-balance sheet instruments against retained earnings. For more information, see Note 1 – Significant Accounting Policies. On March 27, 2020, in response to the COVID-19 pandemic, U.S. banking regulators issued an interim final rule that Oriental adopted to delay for two years the initial adoption impact of CECL on regulatory capital, followed by a three-year transition period to phase out the aggregate amount of the capital benefit provided during 2020 and 2021 (i.e., a five-year transition period). During the two-year delay, Oriental will add back to CET1 capital 100 percent of the initial adoption impact of CECL plus 25 percent of the cumulative quarterly changes in the allowance for credit losses (i.e., quarterly transitional amounts). After two years, starting on January 1, 2022, the quarterly transitional amounts along with the initial adoption impact of CECL will be phased out of CET1 capital over the three-year period.

As of March 31, 2020 and December 31, 2019, OFG Bancorp and the Bank met all capital adequacy requirements to which they are subject. As of March 31, 2020 and December 31, 2019, the Bank is “well capitalized” under the regulatory framework for prompt corrective action. To be categorized as “well capitalized,” an institution must maintain minimum CET1 risk-based, Tier 1 risk-based, total risk-based, and Tier 1 leverage ratios as set forth in the tables presented below.

OFG Bancorp’s and the Bank’s actual capital amounts and ratios as of March 31, 2020 and December 31, 2019 are as follows:

				Minimum Capital			Minimum to be Well
	Actual			Requirement			Capitalized
	Amount		Ratio	Amount		Ratio		Amount	Ratio
	(Dollars in thousands)
OFG Bancorp Ratios
As of March 31, 2020
Total capital to risk-weighted assets	$	1,020,748	14.62%	$	558,690	8.00%	$	698,363	10.00%
Tier 1 capital to risk-weighted assets	$	933,226	13.36%	$	419,018	6.00%	$	558,690	8.00%
Common equity tier 1 capital to risk-weighted assets	$	816,356	11.69%	$	314,263	4.50%	$	453,936	6.50%
Tier 1 capital to average total assets	$	933,226	10.14%	$	368,210	4.00%	$	460,263	5.00%
As of December 31, 2019
Total capital to risk-weighted assets	$	937,962	13.91%	$	539,268	8.00%	$	674,085	10.00%
Tier 1 capital to risk-weighted assets	$	852,311	12.64%	$	404,451	6.00%	$	539,268	8.00%
Common equity tier 1 capital to risk-weighted assets	$	735,441	10.91%	$	303,338	4.50%	$	438,155	6.50%
Tier 1 capital to average total assets	$	852,311	9.24%	$	369,151	4.00%	$	461,438	5.00%

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

				Minimum Capital			Minimum to be Well
	Actual			Requirement			Capitalized
	Amount		Ratio	Amount		Ratio	Amount		Ratio
	(Dollars in thousands)
Bank Ratios
As of March 31, 2020
Total capital to risk-weighted assets	$	978,518	14.06%	$	556,816	8.00%	$	696,020	10.00%
Tier 1 capital to risk-weighted assets	$	891,285	12.81%	$	417,612	6.00%	$	556,816	8.00%
Common equity tier 1 capital to risk-weighted assets	$	891,285	12.81%	$	313,209	4.50%	$	452,413	6.50%
Tier 1 capital to average total assets	$	891,285	9.68%	$	368,376	4.00%	$	460,470	5.00%
As of December 31, 2019
Total capital to risk-weighted assets	$	898,812	13.36%	$	538,279	8.00%	$	672,848	10.00%
Tier 1 capital to risk-weighted assets	$	813,444	12.09%	$	403,709	6.00%	$	538,279	8.00%
Common equity tier 1 capital to risk-weighted assets	$	813,444	12.09%	$	302,782	4.50%	$	437,351	6.50%
Tier 1 capital to average total assets	$	813,444	8.85%	$	367,537	4.00%	$	459,421	5.00%

NOTE 17 – STOCKHOLDERS’ EQUITY

Preferred Stock and Common Stock

At both March 31, 2020 and December 31, 2019, preferred and common stock paid-in capital amounted $92.0 million and $59.9 million, respectively.

Additional Paid-in Capital

Additional paid-in capital represents contributed capital in excess of par value of common and preferred stock net of the costs of issuance. As of both March 31, 2020 and December 31, 2019, accumulated issuance costs charged against additional paid-in capital amounted to $13.6 million and $10.1 million for common and preferred stock, respectively.

Legal Surplus

The Puerto Rico Banking Act requires that a minimum of 10% of the Bank’s net income for the year be transferred to a reserve fund until such fund (legal surplus) equals the total paid in capital on common and preferred stock. At March 31, 2020 and December 31, 2019, the Bank’s legal surplus amounted to $95.9 million and $95.8 million, respectively. The amount transferred to the legal surplus account is not available for the payment of dividends to shareholders.

Treasury Stock

Under Oriental’s current stock repurchase program, it is authorized to purchase in the open market up to $5.5 million of its outstanding shares of common stock. The shares of common stock repurchased are to be held by Oriental as treasury shares. During the quarter ended March 31, 2020, Oriental purchased 175,000 shares under this program for a total of $2.2 million, at an average price of $12.69 per share. During the quarter ended March 31, 2019, Oriental did not repurchase any shares under the program. 59

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

At March 31, 2020 the number of shares that may yet be purchased under the $70 million program is estimated at ,492885, and was calculated by dividing the remaining balance of $5.5 million by $11.18 (closing price of Oriental's common stock at March 31, 2020).

The activity in connection with common shares held in treasury by Oriental for the quarters ended March 31, 2020 and 2019 is set forth below:

		Quarter Ended March 31,
		2020			2019
			Dollar			Dollar
		Shares	Amount		Shares	Amount
		(In thousands, except shares data)
Beginning of period	$	8,486,278	$	102,339	8,591,310	$	103,633
Common shares used upon lapse of restricted stock units and options		(103,042)		(1,276)	(34,507)		(437)
Common shares repurchased as part of the stock repurchase program		175,000		2,226	-		-
End of period	$	8,558,236	$	103,289	8,556,803	$	103,196

NOTE 18 - ACCUMULATED OTHER COMPREHENSIVE INCOME

Accumulated other comprehensive income, net of income taxes, as of March 31, 2020 and December 31, 2019 consisted of:

	March 31,		December 31,
	2020		2019
	(In thousands)
Unrealized loss on securities available-for-sale which are not<br><br>other-than-temporarily impaired	$	8,895	$	(306)
Income tax effect of unrealized loss on securities available-for-sale		(1,320)		(135)
Net unrealized gain on securities available-for-sale which are not<br><br>other-than-temporarily impaired		7,575		(441)
Unrealized (loss) gain on cash flow hedges		(2,057)		(907)
Income tax effect of unrealized (loss) gain on cash flow hedges		772		340
Net unrealized (loss) gain on cash flow hedges		(1,285)		(567)
Accumulated other comprehensive (loss), net of income taxes	$	6,290	$	(1,008)

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following table presents changes in accumulated other comprehensive income by component, net of taxes, for the quarters ended March 31, 2020 and 2019:

	Quarter Ended March 31,
	2020
	Net unrealized		Net unrealized		Accumulated
	gains on		loss on		other
	securities		cash flow		comprehensive
	available-for-sale		hedges		(loss) income
	(In thousands)
Beginning balance	$	(441)	$	(567)	$	(1,008)
Other comprehensive income (loss) before reclassifications		3,288		(828)		2,460
Amounts reclassified out of accumulated other comprehensive income (loss)		4,728		110		4,838
Other comprehensive income (loss)		8,016		(718)		7,298
Ending balance	$	7,575	$	(1,285)	$	6,290
	Quarter Ended March 31,
	2019
	Net unrealized		Net unrealized		Accumulated
	gains on		loss on		other
	securities		cash flow		comprehensive
	available-for-sale		hedges		(loss) income
	(In thousands)
Beginning balance	$	(10,972)	$	9	$	(10,963)
Transfer of securities held-to-maturity to available-for-sale		(12,041)		-		(12,041)
Other comprehensive income (loss) before reclassifications		15,189		(432)		14,757
Amounts reclassified out of accumulated other comprehensive (loss) income		(17)		217		200
Other comprehensive income (loss)		3,131		(215)		2,916
Ending balance	$	(7,841)	$	(206)	$	(8,047)

The following table presents reclassifications out of accumulated other comprehensive income for the quarters ended March 31, 2020 and 2019:

	Amount reclassified out of accumulated other comprehensive income				Affected Line Item in Consolidated Statement of Operations
	Quarter Ended March 31,
		2020		2019
	(In thousands)
Cash flow hedges:
Interest-rate contracts	$	110	$	217	Net interest expense
Available-for-sale securities:
Gain on sale of investments		4,728		-	Net gain on sale of securities
Tax effect from changes in tax rates		-		(17)	Income tax expense
	$	4,838	$	200

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 19 – EARNINGS PER COMMON SHARE

The calculation of earnings per common share for the quarters ended March 31, 2020 and 2019 is as follows:

	Quarter Ended March 31,
	2020		2019
	(In thousands, except per share data)
Net income	$	1,801	$	23,470
Less: Dividends on preferred stock
Non-convertible preferred stock (Series A, B, and D)		(1,628)		(1,628)
Income available to common shareholders	$	173	$	21,842
Income available to common shareholders assuming conversion	$	173	$	21,842
Weighted average common shares and share equivalents:
Average common shares outstanding		51,404		51,305
Effect of dilutive securities:
Average potential common shares-options		309		321
Total weighted average common shares outstanding and equivalents		51,713		51,626
Earnings per common share - basic	$	-	$	0.43
Earnings per common share - diluted	$	-	$	0.42

For the quarter ended March 31, 2020, Oriental did not have weighted-average stock options with an anti-dilutive effect on earnings per share. For the quarters ended March 31, 2019, weighted-average stock options with an anti-dilutive effect on earnings per share not included in the calculation amounted to 28,414.

NOTE 20 – GUARANTEES

At March 31, 2020 and December 31, 2019, the notional amount of the obligations undertaken in issuing the guarantees under standby letters of credit represented a liability of $21.6 million and $47.3 million, respectively.

Oriental has a liability for residential mortgage loans sold subject to credit recourse pursuant to GNMA’s and FNMA’s residential mortgage loan sales and securitization programs. At March 31, 2020, the unpaid principal balance of residential mortgage loans sold subject to credit recourse was $140.5 million. At December 31, 2019, the unpaid principal balance of residential mortgage loans sold subject to credit recourse was $147.4 million, from which $142.5 million were related to the Scotiabank PR & USVI Acquisition.

The following table shows the changes in Oriental’s liability for estimated losses from these credit recourse agreements, included in the consolidated statements of financial condition during the quarters ended March 31, 2020 and 2019.

	Quarter Ended March 31,
	2020		2019
	(In thousands)
Balance at beginning of period	$	985	$	346
Net (charge-offs/terminations) recoveries		(79)		(132)
Balance at end of period	$	906	$	214

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The estimated losses to be absorbed under the credit recourse arrangements were recorded as a liability when the credit recourse was assumed and are updated on a quarterly basis. The expected loss, which represents the amount expected to be lost on a given loan, considers the probability of default and loss severity. The probability of default represents the probability that a loan in good standing would become 120 days delinquent, in which case Oriental is obligated to repurchase the loan.

If a borrower defaults, pursuant to the credit recourse provided, Oriental is required to repurchase the loan or reimburse the third-party investor for the incurred loss. The maximum potential amount of future payments that Oriental would be required to make under the recourse arrangements is equivalent to the total outstanding balance of the residential mortgage loans serviced with recourse and interest, if applicable. During the quarter ended March 31, 2020, Oriental repurchased $479 thousand in mortgage loans subject to credit recourse. During the quarter ended March 31, 2019, Oriental did not repurchase any mortgage loans subject to the credit recourse provision. If a borrower defaults, Oriental has rights to the underlying collateral securing the mortgage loan. Oriental suffers losses on these mortgage loans when the proceeds from a foreclosure sale of the collateral property are less than the outstanding principal balance of the loan, any uncollected interest advanced, and the costs of holding and disposing the related property. At March 31, 2020, Oriental’s liability for estimated credit losses related to loans sold with credit recourse amounted to $906 thousand (December 31, 2019– $985 thousand).

When Oriental sells or securitizes mortgage loans, it generally makes customary representations and warranties regarding the characteristics of the loans sold. Oriental's mortgage operations division groups conforming mortgage loans into pools which are exchanged for FNMA and GNMA mortgage-backed securities, which are generally sold to private investors, or are sold directly to FNMA or other private investors for cash. As required under such mortgage backed securities programs, quality review procedures are performed by Oriental to ensure that asset guideline qualifications are met. To the extent the loans do not meet specified characteristics, Oriental may be required to repurchase such loans or indemnify for losses and bear any subsequent loss related to the loans. During the quarter ended March 31, 2020, Oriental repurchased $8.4 million (March 31, 2019 – $1.9 million) of unpaid principal balance in mortgage loans, excluding mortgage loans subject to credit recourse provision referred above. At March 31, 2020 and December 31, 2019, Oriental had a $4.0 million and a $4.6 million liability, respectively, for the estimated credit losses related to these loans.

During the quarters ended March 31, 2020 and 2019, Oriental recognized $14 thousand and $116 thousand, respectively, in losses from the repurchase of residential mortgage loans sold subject to credit recourse, and $405 thousand and $16 thousand, respectively, in losses from the repurchase of residential mortgage loans as a result of breaches of customary representations and warranties.

Servicing agreements relating to the mortgage-backed securities programs of FNMA and GNMA, and to mortgage loans sold or serviced to certain other investors, including the FHLMC, require Oriental to advance funds to make scheduled payments of principal, interest, taxes and insurance, if such payments have not been received from the borrowers. At March 31, 2020, Oriental serviced $4.3 billion (December 31, 2019 - $4.4 billion) in mortgage loans for third parties. Oriental generally recovers funds advanced pursuant to these arrangements from the mortgage owner, from liquidation proceeds when the mortgage loan is foreclosed or, in the case of FHA/VA loans, under the applicable FHA and VA insurance and guarantees programs. However, in the meantime, Oriental must absorb the cost of the funds it advances during the time the advance is outstanding. Oriental must also bear the costs of attempting to collect on delinquent and defaulted mortgage loans. In addition, if a defaulted loan is not cured, the mortgage loan would be canceled as part of the foreclosure proceedings and Oriental would not receive any future servicing income with respect to that loan. At March 31, 2020, the outstanding balance of funds advanced by Oriental under such mortgage loan servicing agreements was approximately $3.8 million (December 31, 2019 - $3.6 million). To the extent the mortgage loans underlying Oriental's servicing portfolio experience increased delinquencies, Oriental would be required to dedicate additional cash resources to comply with its obligation to advance funds as well as incur additional administrative costs related to increases in collection efforts.

NOTE 21— COMMITMENTS AND CONTINGENCIES

Loan Commitments

In the normal course of business, Oriental becomes a party to credit-related financial instruments with off-balance-sheet risk to meet the financing needs of its customers. These financial instruments include commitments to extend credit, standby and commercial letters of credit, and financial guarantees. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amounts recognized in the consolidated statements of financial condition. The contract or notional amount of those instruments reflects the extent of Oriental’s involvement in particular types of financial instruments. 63

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Oriental’s exposure to credit losses in the event of nonperformance by the counterparty to the financial instrument for commitments to extend credit, including commitments under credit card arrangements, and commercial letters of credit is represented by the contractual notional amounts of those instruments, which do not necessarily represent the amounts potentially subject to risk. In addition, the measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are identified. Oriental uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments.

Credit-related financial instruments at March 31, 2020 and December 31, 2019 were as follows:

	March 31,		December 31,
	2020		2019
	(In thousands)
Commitments to extend credit	$	847,105	$	853,148
Commercial letters of credit		451		2,178

Commitments to extend credit represent agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Oriental evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if it is deemed necessary by Oriental upon the extension of credit, is based on management’s credit evaluation of the counterparty.

At March 31, 2020 and December 31, 2019, commitments to extend credit consisted mainly of undisbursed available amounts on commercial lines of credit, construction loans, and revolving credit card arrangements. Since many of the unused commitments are expected to expire unused or be only partially used, the total amount of these unused commitments does not necessarily represent future cash requirements.

Commercial letters of credit are issued or confirmed to guarantee payment of customers’ payables or receivables in short-term international trade transactions. Generally, drafts will be drawn when the underlying transaction is consummated as intended. However, the short-term nature of this instrument serves to mitigate the risk associated with these contracts.

The summary of instruments that are considered financial guarantees in accordance with the authoritative guidance related to guarantor’s accounting and disclosure requirements for guarantees, including indirect guarantees of indebtedness of others, at March 31, 2020 and December 31, 2019, is as follows:

	March 31,		December 31,
	2020		2019
	(In thousands)
Standby letters of credit and financial guarantees	$	21,612	$	47,251
Loans sold with recourse		140,526		147,399

Standby letters of credit and financial guarantees are written conditional commitments issued by Oriental to guarantee the payment and/or performance of a customer to a third party (“beneficiary”). If the customer fails to comply with the agreement, the beneficiary may draw on the standby letter of credit or financial guarantee as a remedy. The amount of credit risk involved in issuing letters of credit in the event of non-performance is the face amount of the letter of credit or financial guarantee. These guarantees are primarily issued to support public and private borrowing arrangements, including commercial paper, bond financing, and similar transactions. The amount of collateral obtained, if it is deemed necessary by Oriental upon extension of credit, is based on management’s credit evaluation of the customer.

On January 1, 2020,Oriental adopted CECL, which requires the measurement of the allowance for credit losses to be based on management’s best estimate of lifetime expected credit losses inherent in all financial assets measured at amortized cost and off-balance-sheet credit exposures. Upon adoption, Oriental recognized an increase in the off-balance sheet allowance of $0.2 million with the corresponding decrease in retained earnings. At March 31, 2020 and December 31, 2019, the allowance for credit losses for off-balance sheet credit exposures corresponding to commitments to extend credit, stand by letters of credit and loans sold with recourse amounted to $2.4 million and $3.7 million, respectively, and is included in other liabilities in the statement of financial condition. 64

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Contingencies

Oriental and its subsidiaries are defendants in a number of legal proceedings incidental to their business. In the ordinary course of business, Oriental and its subsidiaries are also subject to governmental and regulatory examinations. Certain subsidiaries of Oriental, including the Bank (and its subsidiary, OIB), Oriental Financial Services, and Oriental Insurance, are subject to regulation by various U.S., Puerto Rico and other regulators.

Oriental seeks to resolve all arbitration, litigation and regulatory matters in the manner management believes is in the best interests of Oriental and its shareholders, and contests allegations of liability or wrongdoing and, where applicable, the amount of damages or scope of any penalties or other relief sought as appropriate in each pending matter.

Subject to the accounting and disclosure framework under the provisions of ASC 450, it is the opinion of Oriental’s management, based on current knowledge and after taking into account its current legal accruals, that the eventual outcome of all matters would not be likely to have a material adverse effect on the consolidated statements of financial condition of Oriental. Nonetheless, given the substantial or indeterminate amounts sought in certain of these matters, and the inherent unpredictability of such matters, an adverse outcome in certain of these matters could, from time to time, have a material adverse effect on Oriental’s consolidated results of operations or cash flows in particular quarterly or annual periods. Oriental has evaluated all arbitration, litigation and regulatory matters where the likelihood of a potential loss is deemed reasonably possible. Oriental has determined that the estimate of the reasonably possible loss is not significant.

NOTE 22— OPERATING LEASES

Lessee Accounting

Right of use assets and lease liabilities are recognized at the commencement of an arrangement where it is determined at inception that a lease exists. Lease assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. These assets and liabilities are initially recognized based on the present value of lease payments over the lease term calculated using our incremental borrowing rate. Lease terms include options to extend or terminate the lease when it is reasonably certain that those options will be exercised. The right-of-use asset is measured at the amount of the lease liability adjusted for the remaining balance of any lease incentives received, any cumulative prepaid or accrued rent if the lease payments are uneven throughout the lease term, any unamortized initial direct costs, and any impairment of the right-of-use-asset.

Operating lease expense consists of a single lease cost calculated so that the remaining cost of the lease is allocated over the remaining lease term on a straight-line basis, and any impairment of the right-of-use asset. Variable lease payments are generally expensed as incurred and include certain nonlease components, such as maintenance and other services provided by the lessor, and other charges included in the lease. Leases with an initial term of 12 months or less are not recorded on the balance sheet, and the expense for these short-term leases and for operating leases is recognized on a straight-line basis over the lease term.

Oriental’s leases do not contain residual value guarantees or material variable lease payments. All leases were classified as operating leases.

Substantially all of the leases in which Oriental is the lessee are comprised of real estate property for branches, ATM locations, and office space with terms extending through 2032. All of our leases are classified as operating leases, and therefore, were previously not recognized on Oriental’s consolidated statements of financial condition. With the adoption of Topic 842, operating lease agreements are required to be recognized on the consolidated statements of financial condition as a right-of-use asset and a corresponding lease liability. Oriental leases to others certain space in its principal offices for terms extending through 2023; all are operating leases. 65

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Operating Lease Cost

	Quarter Ended March 31,
	2020		2019		Statement of Operations Classification
Lease costs	$	3,338	$	1,529	Occupancy and equipment
Variable lease costs		588		684	Occupancy and equipment
Short-term lease cost (benefit)		(157)		156	Occupancy and equipment
Lease income		(123)		(155)	Occupancy and equipment
Total lease cost	$	3,646	$	2,214

Operating Lease Assets and Liabilities

		March 31	December 31
		2020	2019		Statement of Financial Condition Classification
	(In thousands)
Right-of-use assets	$	36,844	$	39,112	Operating lease right-of-use assets
Lease Liabilities	$	37,702	$	39,840	Operating leases liabilities
	March 31, 2020
---	---	---
	(In thousands)
Weighted-average remaining lease term		6.4 years
Weighted-average discount rate		6.8%

Future minimum payments for operating leases with initial or remaining terms of one year or more as of March 31, 2020 were as follows:

	Minimum Rent
Year Ending December 31,	(In thousands)
2020	$	8,030
2021		8,598
2022		7,230
2023		6,081
2024		4,102
Thereafter		13,358
Total lease payments	$	47,399
Less imputed interest		9,697
Present value of lease liabilities	$	37,702

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 23 - FAIR VALUE OF FINANCIAL INSTRUMENTS

Oriental follows the fair value measurement framework under U.S. Generally Accepted Accounting Principles (“GAAP”).

Fair Value Measurement

The fair value measurement framework defines fair value as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This framework also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

Money market investments

The fair value of money market investments is based on the carrying amounts reflected in the consolidated statements of financial condition as these are reasonable estimates of fair value given the short-term nature of the instruments.

Investment securities

The fair value of investment securities is based on valuations obtained from an independent pricing provider, ICE Data Pricing (formerly known as IDC). ICE is a well-recognized pricing company and an established leader in financial information. Such securities are classified as Level 1 or Level 2 depending on the basis for determining fair value. If listed prices or quotes are not available, fair value is based upon externally developed models that use both observable and unobservable inputs depending on the market activity of the instrument, and such securities are classified as Level 3. At March 31, 2020 and 2019, Oriental did not have investment securities classified as Level 3.

Derivative instruments

The fair value of the interest rate swaps is largely a function of the financial market’s expectations regarding the future direction of interest rates. Accordingly, current market values are not necessarily indicative of the future impact of derivative instruments on earnings. This will depend, for the most part, on the shape of the yield curve, the level of interest rates, as well as the expectations for rates in the future. The fair value of most of these derivative instruments is based on observable market parameters, which include discounting the instruments’ cash flows using the U.S. dollar LIBOR-based discount rates, and also applying yield curves that account for the industry sector and the credit rating of the counterparty and/or Oriental. Certain other derivative instruments with limited market activity are valued using externally developed models that consider unobservable market parameters. Based on their valuation methodology, derivative instruments are classified as Level 2 or Level 3.

Servicing assets

Servicing assets do not trade in an active market with readily observable prices. Servicing assets are priced using a discounted cash flow model. The valuation model considers servicing fees, portfolio characteristics, prepayment assumptions, delinquency rates, late charges, other ancillary revenues, cost to service and other economic factors. Due to the unobservable nature of certain valuation inputs, the servicing rights are classified as Level 3.

Foreclosed real estate

Foreclosed real estate includes real estate properties securing residential mortgage and commercial loans. The fair value of foreclosed real estate may be determined using an external appraisal, broker price option or an internal valuation. These foreclosed assets are classified as Level 3 given certain internal adjustments that may be made to external appraisals.

Other repossessed assets

Other repossessed assets include repossessed automobiles. The fair value of the repossessed automobiles may be determined using internal valuation and an external appraisal. These repossessed assets are classified as Level 3 given certain internal adjustments that may be made to external appraisals. 67

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Assets and liabilities measured at fair value on a recurring and non-recurring basis are summarized below:

	March 31, 2020
	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
	(In thousands)
Recurring fair value measurements:
Investment securities available-for-sale	$	298,986	$	358,474	$	-	$	657,460
Trading securities		-		29		-		29
Money market investments		10,203		-		-		10,203
Derivative assets		-		2		-		2
Servicing assets		-		-		49,287		49,287
Derivative liabilities		-		(2,059)		-		(2,059)
	$	309,189	$	356,446	$	49,287	$	714,922
Non-recurring fair value measurements:
Collateral dependant loans		-		-		33,694		33,694
Foreclosed real estate		-		-		27,292		27,292
Other repossessed assets		-		-		3,096		3,096
	$	-	$	-	$	64,082	$	64,082
	December 31, 2019
---	---	---	---	---	---	---	---	---
	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
	(In thousands)
Recurring fair value measurements:
Investment securities available-for-sale	$	397,183	$	676,986	$	-	$	1,074,169
Trading securities		-		37		-		37
Money market investments		6,775		-		-		6,775
Derivative assets		-		6		-		6
Servicing assets		-		-		50,779		50,779
Derivative liabilities		-		(913)		-		(913)
	$	403,958	$	676,116	$	50,779	$	1,130,853
Non-recurring fair value measurements:
Impaired commercial loans	$	-	$	-	$	61,128	$	61,128
Foreclosed real estate		-		-		29,909		29,909
Other repossessed assets		-		-		3,327		3,327
	$	-	$	-	$	94,364	$	94,364

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The table below presents a reconciliation of all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the quarters ended March 31, 2020 and 2019:

Level 3 Instruments Only	Servicing Assets
	(In thousands)
	Quarter Ended March 31,
	2020		2019
Balance at beginning period	$	50,779	$	10,716
New instruments acquired		456		302
Principal repayments		(767)		(201)
Changes in fair value of servicing assets		(1,181)		(194)
Balance at end of period	$	49,287	$	10,623

There were no transfers into or out of level 3 and no changes in unrealized gains and losses from recurring level 3 fair value measurements held at March 31, 2020 and 2020 during the quarters then ended included in other comprehensive income. For more information on the qualitative information about level 3 fair value measurements, see Note 9 – Servicing Assets.

During the quarters ended March 31, 2020 and 2019, there were purchases and sales of assets and liabilities measured at fair value on a recurring basis.

The table below presents quantitative information for all assets and liabilities measured at fair value on a recurring and non-recurring basis using significant unobservable inputs (Level 3) at March 31, 2020:

	March 31, 2020
	Fair Value		Valuation Technique	Unobservable Input	Range	Weighted Average
	(In thousands)
Servicing assets	$	49,287	Cash flow valuation	Constant prepayment rate	5.02% - 19.08%	6.72%
				Discount rate	10.00% - 15.50%	11.35%
Collateral dependent loans	$	33,694	Fair value of property<br><br>or collateral	Appraised value less disposition costs	13.20% - 44.20%	23.00%
Foreclosed real estate	$	27,292	Fair value of property<br><br>or collateral	Appraised value less disposition costs	13.20% - 44.20%	18.53%
Other repossessed assets	$	3,096	Fair value of property<br><br>or collateral	Estimated net realizable value less disposition costs	36.00% - 64.00%	52.0%

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Information about Sensitivity to Changes in Significant Unobservable Inputs

Servicing assets – The significant unobservable inputs used in the fair value measurement of Oriental’s servicing assets are constant prepayment rates and discount rates. Changes in one factor may result in changes in another (for example, increases in market interest rates may result in lower prepayments), which may magnify or offset the sensitivities. Mortgage banking activities, a component of total banking and financial service revenue in the consolidated statements of operations, include the changes from period to period in the fair value of the mortgage loan servicing rights, which may result from changes in the valuation model inputs or assumptions (principally reflecting changes in discount rates and prepayment speed assumptions) and other changes, including changes due to collection/realization of expected cash flows.

Fair Value of Financial Instruments

The information about the estimated fair value of financial instruments required by GAAP is presented hereunder. The aggregate fair value amounts presented do not necessarily represent management’s estimate of the underlying value of Oriental.

The estimated fair value is subjective in nature, involves uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could affect these fair value estimates. The fair value estimates do not take into consideration the value of future business and the value of assets and liabilities that are not financial instruments. Other significant tangible and intangible assets that are not considered financial instruments are the value of long-term customer relationships of retail deposits, and premises and equipment. 70

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The estimated fair value and carrying value of Oriental’s financial instruments at March 31, 2020 and December 31, 2019 is as follows:

	March 31,				December 31,
	2020				2019
	Fair		Carrying		Fair		Carrying
	Value		Value		Value		Value
	(In thousands)
Level 1
Financial Assets:
Cash and cash equivalents	$	1,324,891	$	1,324,891	$	851,307	$	851,307
Restricted cash	$	1,050	$	1,050	$	1,450	$	1,450
Level 2
Financial Assets:
Trading securities	$	29	$	29	$	37	$	37
Investment securities available-for-sale	$	657,460	$	657,460	$	1,074,169	$	1,074,169
Federal Home Loan Bank (FHLB) stock	$	10,301	$	10,301	$	13,048	$	13,048
Other investments	$	973	$	973	$	560	$	560
Derivative assets	$	2	$	2	$	6	$	6
Financial Liabilities:
Derivative liabilities	$	2,059	$	2,059	$	913	$	913
Level 3
Financial Assets:
Total loans (including loans held-for-sale)	$	6,166,068	$	6,541,174	$	5,894,745	$	6,641,847
Accrued interest receivable	$	40,181	$	40,181	$	36,781	$	36,781
Servicing assets	$	49,287	$	49,287	$	50,779	$	50,779
Accounts receivable and other assets	$	70,351	$	70,351	$	78,595	$	78,595
Financial Liabilities:
Deposits	$	7,802,049	$	7,819,271	$	7,679,685	$	7,698,610
Securities sold under agreements to repurchase	$	49,907	$	50,103	$	190,345	$	190,274
Advances from FHLB	$	80,070	$	76,961	$	79,620	$	78,009
Other borrowings	$	640	$	640	$	1,195	$	1,195
Subordinated capital notes	$	38,693	$	36,083	$	35,886	$	36,083
Accrued expenses and other liabilities	$	181,395	$	181,395	$	185,661	$	185,661

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following methods and assumptions were used to estimate the fair values of significant financial instruments at March 31, 2020 and December 31, 2019:

• Cash and cash equivalents (including money market investments and time deposits with other banks), restricted cash, accrued interest receivable, accounts receivable and other assets, accrued expenses and other liabilities, and other borrowings have been valued at the carrying amounts reflected in the consolidated statements of financial condition as these are reasonable estimates of fair value given the short-term nature of the instruments.

• Investments in FHLB-NY stock are valued at their redemption value.

• The fair value of investment securities, including trading securities and other investments, is based on quoted market prices, when available or prices provided from contracted pricing providers, or market prices provided by recognized broker-dealers. If listed prices or quotes are not available, fair value is based upon externally developed models that use both observable and unobservable inputs depending on the market activity of the instrument.

• The fair value of servicing asset is estimated by using a cash flow valuation model which calculates the present value of estimated future net servicing cash flows, taking into consideration actual and expected loan prepayment rates, discount rates, servicing costs, and other economic factors, which are determined based on current market conditions.

• The fair values of the derivative instruments, which include interest rate swaps and forward-settlement swaps, are based on the net discounted value of the contractual projected cash flows of both the pay-fixed receive-variable legs of the contracts. The projected cash flows are based on the forward yield curve and discounted using current estimated market rates.

• The fair value of the loan portfolio (including loans held-for-sale and non-performing loans) is based on the exit market price, which is estimated by segregating by type, such as mortgage, commercial, consumer, auto and leasing. Each loan segment is further segmented into fixed and adjustable interest rates. The fair value is calculated by discounting contractual cash flows, adjusted for prepayment estimates (voluntary and involuntary), if any, using estimated current market discount rates that reflect the credit and interest rate risk inherent in the loan.

• The fair value of demand deposits and savings accounts is the amount payable on demand at the reporting date. The fair value of fixed-maturity certificates of deposit is based on the discounted value of the contractual cash flows, using estimated current market discount rates for deposits of similar remaining maturities.

• The fair value of long-term borrowings, which include securities sold under agreements to repurchase, advances from FHLB, and subordinated capital notes is based on the discounted value of the contractual cash flows using current estimated market discount rates for borrowings with similar terms, remaining maturities and put dates. 72

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 24 – BANKING AND FINANCIAL SERVICE REVENUES

The following table presents the major categories of banking and financial service revenues for the quarters ended March 31, 2020 and 2019:

	Quarter Ended March 31,
	2020		2019
	(In thousands)
Banking service revenues:
Checking accounts fees	$	2,660	$	1,473
Savings accounts fees		440		155
Electronic banking fees		11,248		7,892
Credit life commissions		128		117
Branch service commissions		512		373
Servicing and other loan fees		443		316
International fees		156		137
Miscellaneous income		59		2
Total banking service revenues		15,646		10,465
Wealth management revenue:
Insurance income		2,410		1,281
Broker fees		1,915		1,757
Trust fees		2,753		2,604
Retirement plan and administration fees		208		240
Total wealth management revenue		7,286		5,882
Mortgage banking activities:
Net servicing fees		2,690		944
Net gains on sale of mortgage loans and valuation		565		162
Other		(21)		100
Total mortgage banking activities		3,234		1,206
Total banking and financial service revenues	$	26,166	$	17,553

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Oriental recognizes the revenue from banking services, wealth management and mortgage banking based on the nature and timing of revenue streams from contracts with customer:

Banking Service Revenues

Electronic banking fees are credit and debit card processing services, use of the Bank’s ATMs by non-customers, debit card interchange income and service charges on deposit accounts. Revenue is recorded once the contracted service has been provided.

Service charges on checking and saving accounts as consumer periodic maintenance revenue is recognized once the service is rendered, while overdraft and late charges revenue are recorded after the contracted service has been provided.

Other income as credit life commissions, servicing and other loan fees, international fees, and miscellaneous fees recognized as banking services revenue are out of the scope of the 606 guidelines.

Wealth Management Revenue

Insurance income from commissions and sale of annuities are recorded once the sale has been completed.

Brokers fees consist of two categories:

 Sales commissions generated by advisors for their clients’ purchases and sales of securities and other investment products, which are collected once the stand-alone transactions are completed at trade date or as earned, and managed account fees which are fees charged to advisors’ clients’ accounts on the Company corporate advisory platform. These revenues do not cover future services, as a result there is no need to allocate the amount received to any other service.

 Fees for providing distribution services related to mutual funds, net of compensation paid to a service provider who provides such services, as well as trailer fees (also known as 12b-1 fees). These fees are considered variable and are recognized over time, as the uncertainty of the fees to be received is resolved as the net asset value of the mutual fund is determined and investor activity occurs. Fees do not cover future services, as a result there is no need to allocate the amount received to any other service.

Retirement plan and administration fees are revenues related to the payment received from the clients of OPC for assistance with the planning, design and administration of retirement plans, acting as third-party administrator for such plans, and daily record keeping services of retirement plans. Fees are collected once the stand-alone transaction was completed at trade date. Fees do not cover future services, as a result there is no need to allocate the amount received to any other service.

Trust fees are revenues related to fiduciary services provided to 401K retirement plans, a unit investment trust, and retirement plans, which include investment management, payment of distributions, if any, safekeeping, custodial services of plan assets, servicing of Trust officers, on-going due diligence of the Trust, and recordkeeping of transactions. Fees are billed based on services contracted. Negotiated fees are detailed in the contract. Fees collected in advance, are amortized over the term of the contract. Fees are collected on a monthly basis once the administrative service has been completed. Monthly fee does not include future services.

Investment banking fees as compensation fees are out of the scope of the 606 guidelines.

Mortgage Banking Activities

Mortgage banking activities as servicing fees, gain on sale of mortgage loans valuation and other are out of the scope of the 606 guidelines. 74

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 25 – BUSINESS SEGMENTS

Oriental segregates its businesses into the following major reportable segments of business: Banking, Wealth Management, and Treasury. Management established the reportable segments based on the internal reporting used to evaluate performance and to assess where to allocate resources. Other factors such as Oriental’s organization, nature of its products, distribution channels and economic characteristics of the products were also considered in the determination of the reportable segments. Oriental measures the performance of these reportable segments based on pre-established goals of different financial parameters such as net income, net interest income, loan production, and fees generated. Oriental’s methodology for allocating non-interest expenses among segments is based on several factors such as revenue, employee headcount, occupied space, dedicated services or time, among others. These factors are reviewed on a periodical basis and may change if the conditions warrant.

Banking includes the Bank’s branches and traditional banking products such as deposits and commercial, consumer and mortgage loans. Mortgage banking activities are carried out by the Bank’s mortgage banking division, whose principal activity is to originate mortgage loans for Oriental’s own portfolio. As part of its mortgage banking activities, Oriental may sell loans directly into the secondary market or securitize conforming loans into mortgage-backed securities.

Wealth Management is comprised of the Bank’s trust division, Oriental Financial Services, Oriental Insurance, and OPC. The core operations of this segment are financial planning, money management and investment banking, brokerage services, insurance sales activity, corporate and individual trust and retirement services, as well as retirement plan administration services.

The Treasury segment encompasses all of Oriental’s asset/liability management activities, such as purchases and sales of investment securities, interest rate risk management, derivatives, and borrowings. Intersegment sales and transfers, if any, are accounted for as if the sales or transfers were to third parties, that is, at current market prices. 75

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Following are the results of operations and the selected financial information by operating segment for the quarters ended March 31, 2020 and 2019:

	Quarter Ended March 31, 2020
			Wealth				Total Major				Consolidated
	Banking		Management		Treasury		Segments		Eliminations		Total
	(In thousands)
Interest income	$	119,446	$	18	$	4,300	$	123,764	$	-	$	123,764
Interest expense		(15,889)		-		(2,707)		(18,596)		-		(18,596)
Net interest income		103,557		18		1,593		105,168		-		105,168
Provision for loan and lease losses, net		(47,131)		-		-		(47,131)		-		(47,131)
Non-interest income		19,477		7,375		4,531		31,383		-		31,383
Non-interest expenses		(82,545)		(3,724)		(1,053)		(87,322)		-		(87,322)
Intersegment revenue		457		-		-		457		(457)		-
Intersegment expenses		-		(154)		(303)		(457)		457		-
Income before income taxes	$	(6,185)	$	3,515	$	4,768	$	2,098	$	-	$	2,098
Income tax expense		(2,319)		1,318		1,298		297		-		297
Net income	$	(3,866)	$	2,197	$	3,470	$	1,801	$	-	$	1,801
Total assets	$	9,207,848	$	34,014	$	1,069,334	$	10,311,196	$	(1,072,625)	$	9,238,571
	Quarter Ended March 31, 2019
			Wealth				Total Major				Consolidated
	Banking		Management		Treasury		Segments		Eliminations		Total
	(In thousands)
Interest income	$	83,516	$	18	$	11,176	$	94,710	$	-	$	94,710
Interest expense		(8,636)		-		(4,285)		(12,921)		-		(12,921)
Net interest income		74,880		18		6,891		81,789		-		81,789
Provision for loan and lease losses, net		(12,207)		-		(42)		(12,249)		-		(12,249)
Non-interest income		11,656		5,984		16		17,656		-		17,656
Non-interest expenses		(46,483)		(4,327)		(1,342)		(52,152)		-		(52,152)
Intersegment revenue		554		-		-		554		(554)		-
Intersegment expenses		-		(174)		(380)		(554)		554		-
Income before income taxes	$	28,400	$	1,501	$	5,143	$	35,044	$	-	$	35,044
Income tax expense		10,650		563		361		11,574		-		11,574
Net income	$	17,750	$	938	$	4,782	$	23,470	$	-	$	23,470
Total assets	$	5,862,487	$	25,425	$	1,742,557	$	7,630,469	$	(1,027,278)	$	6,603,191

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

INTRODUCTION

The following discussion of Oriental’s financial condition and results of operations should be read in conjunction with the “Selected Financial Data” and Oriental’s consolidated financial statements and related notes. This discussion and analysis contains forward-looking statements. Please see “Forward-Looking Statements”, “Risk Factors”, and "Quantitative and Qualitative Disclosures about Market Risk" in this Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 and set forth in our Form 10-K for the year ended December 31, 2019 (the “2019 Form 10-K”), for discussion of the uncertainties, risks and assumptions associated with these statements.

Other factors not identified above, including those described under the headings in our Annual Report on Form 10-K for the year ended December 31, 2019 may also cause actual results to differ materially from those described in our forward-looking statements

Oriental is a publicly-owned financial holding company that provides a full range of banking and financial services through its subsidiaries, including commercial, consumer, auto and mortgage lending; checking and savings accounts; financial planning, insurance and securities brokerage services; and corporate and individual trust and retirement services. Oriental operates through three major business segments: Banking, Wealth Management, and Treasury, and distinguishes itself based on quality service. Oriental has 39 branches in Puerto Rico, a subsidiary in Boca Raton, Florida, and a non-bank operating subsidiary in Cornelius, North Carolina. Oriental’s long-term goal is to strengthen its banking and financial services franchise by expanding its lending businesses, increasing the level of integration in the marketing and delivery of banking and financial services, maintaining effective asset-liability management, growing non-interest revenue from banking and financial services, and improving operating efficiencies.

Oriental’s diversified mix of businesses and products generates both the interest income traditionally associated with a banking institution and non-interest income traditionally associated with a financial services institution (generated by such businesses as securities brokerage, fiduciary services, investment banking, insurance agency, and retirement plan administration). Although all of these businesses, to varying degrees, are affected by interest rate and financial market fluctuations and other external factors, Oriental’s commitment is to continue producing a balanced and growing revenue stream.

RECENT DEVELOPMENTS

COVID-19 Pandemic 2020

In the first quarter of 2020, the World Health Organization declared the outbreak of COVID-19 a pandemic. The COVID-19 pandemic has resulted in authorities implementing numerous measures attempting to contain the spread and impact of COVID-19, such as travel bans and restrictions, quarantines, shelter-in-place orders and limitations on business activity, including closures. These measures are, among other things, severely restricting global economic activity, which is disrupting global supply chains, lowering asset valuations, significantly increasing unemployment and underemployment levels, decreasing liquidity in markets for certain securities and causing significant volatility and disruptions in financial markets. These measures have also negatively impacted, and could continue to negatively impact businesses, market participants, our clients, and the P.R., U.S. and global economy for a prolonged period of time. To address the economic impact in the U.S., in March and April 2020, the President signed into law four economic stimulus packages to provide relief to businesses and individuals, including the Coronavirus Aid, Relief, and Economic Security Act (CARES Act). Among other measures, the CARES Act created funding for the Small Business Administration (SBA) Paycheck Protection Program (PPP), which provides loans to small businesses to keep their employees on payroll and make other eligible payments. The original funding for the PPP was fully allocated by mid-April 2020, with additional funding made available on April 24, 2020 under the Paycheck Protection Program and Health Care Enhancement Act. On April 9, 2020, the Board of Governors of the Federal Reserve System (Federal Reserve) provided additional funding sources for small and mid-sized businesses as well as for state and local governments as they work through cash flow stresses caused by the COVID-19 pandemic. Additionally, the Federal Reserve has taken other steps to provide fiscal and monetary stimuli, including reducing the federal funds rate and the interest rate on the Federal Reserve’s discount window, and implementing programs to promote liquidity in certain securities markets. The Federal Reserve, along with other U.S. banking regulators, has also issued interagency guidance to financial institutions that are working with borrowers affected by COVID-19. On March 15, 2020, the Governor of the Commonwealth of Puerto Rico ordered all individuals living in the Puerto Rico to stay within their residence to prevent the spread of the novel coronavirus and many businesses have suspended or reduced business activities. The Puerto Rico "stay at home" directive excludes essential businesses, including banks, and Oriental remains open and fully operational as described below. These "stay at home" directives have, however, significantly reduced 77

economic activity in the United States and in Puerto Rico. In recent weeks, Puerto Rico-based initial claims for unemployment have risen considerably since March of 2020.

In response to the pandemic, Oriental has implemented protocols and processes to help protect our employees and clients. These measures include:

 Enhancing workplace safety by providing protective gear, increased sanitation and enforcing social distancing.

 Operating our businesses from remote locations, leveraging our business continuity plans and capabilities that include having over 50% of employees work from home, and other employees operating using pre-planned contingency strategies for critical site-based operations. These capabilities have allowed us to continue to service our clients. We will continue to manage the increased operational risk related to the execution of our business continuity plans in accordance with our Risk Framework and Operational Risk Management Program.

 Expanding health insurance and benefits for employees, including coverage of the COVID-19 tests and related telemedicine, opening insurance networks of laboratories, pharmacies and doctors to ease employee access, and providing a safety kits to all employees for personal or family use.

 Providing uninterrupted and excellent levels of service, achieved through all channels, phone, digital, branch appointments, ATMs, interactive ATMs, and drive-thru tellers, while maintaining employee and customer safety and social distancing. First bank to establish consumer and business relief programs accessible online to clients affected by COVID-19 and the only bank in Puerto Rico and USVI facilitating scheduling appointments at most branches through its webpage.

 Offering assistance to our commercial, consumer and small business clients affected by the COVID-19 pandemic, which includes payment deferrals, waive of certain fees, doubled amount that can be withdrawn or transferred via online banking and mobile check deposit, elimination of adverse credit reports, participation in the CARES Act and Federal Reserve lending programs for businesses, including the SBA PPP, and continuing to provide access to the important financial services on which our clients rely.

In connection with reviewing our financial condition in light of the pandemic, we evaluated our assets, including goodwill and other intangibles, for potential impairment. Based upon our review as of March 31, 2020, no impairments have been recorded and there have been no significant changes in fair value hierarchy classifications. We have also elected to delay for two years the phase-in of the capital impact from our adoption of the new accounting standard on credit losses. For more information, see Regulatory Capital section in the MD&A. Oriental has implemented various consumer and commercial loan modification programs to provide its borrowers relief from the economic impacts of COVID-19. Based on guidance in the CARES Act that the Company adopted, COVID-19 related modifications to consumer and commercial loans that were current as of December 31, 2019 are exempt from troubled debt restructuring (TDR) classification under accounting principles generally accepted in the United States of America (GAAP). In addition, the bank regulatory agencies issued interagency guidance stating that COVID-19 related short-term modifications (i.e., six months or less) granted to consumer or commercial loans that were current as of the loan modification program implementation date are not TDRs. Under these terms, as of March 31, 2020, Oriental had processed payment deferrals for 2,226 loans with an aggregate loan balance of $132.7 million. Through April 27, 2020, the number of deferrals increased to 30,226 with an aggregate loan balance of $925 million, with substantially all considered performing at the time of deferral. These deferrals were generally no more than 120 days in duration.

Additionally, Oriental is a lender for the Small Business Administration's (“SBA”) Paycheck Protection Program ("PPP"), a program under the CARES Act, and other SBA, Federal Reserve or United States Treasury programs that have been created in response to the pandemic and may be a lender for programs created in the future. These programs are new and their effects on the Company’s business are uncertain. Through April 27, 2020, the Company had approved more than 900 PPP loans in excess of $140 million under the round one allocation approved by Congress, impacting more than 25,000 employees.

Given the unprecedented uncertainty and rapidly evolving economic effects and social impacts of the COVID-19 pandemic, the future direct and indirect impact on our business, results of operations and financial condition are highly uncertain. Should current economic conditions persist or continue to deteriorate, we expect that this macroeconomic environment will have a continued adverse effect on our business and results of operations, which could include, but not be limited to: decreased demand for our products and services, protracted periods of lower interest rates, lower asset management fees, lower sales and trading revenue due to decreased market liquidity resulting from heightened volatility, increased noninterest expenses, including operational losses, and increased credit losses due to deterioration in the financial condition of our consumer and commercial borrowers, including declining asset and collateral values, which may continue to increase our provision for credit losses and net charge-offs. Our provision for credit losses and net charge-offs could also be impacted by continued volatility in the hotels and restaurants, hospitals and retail shopping centers markets. 78

For more information on how the risks related to COVID-19 may adversely affect our business, results of operations and financial condition, see Part II, Item 1A. Risk Factors.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of financial statements in accordance with GAAP requires management to make a number of judgments, estimates and assumptions that affect the reported amount of assets, liabilities, income and expenses in the consolidated financial statements. Understanding our accounting policies and the extent to which we use management judgment and estimates in applying these policies is integral to understanding our financial statements. We provide a summary of our significant accounting policies in “Note 1—Summary of Significant Accounting Policies” of our 2019 Form 10-K.

In the “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” section of our 2019 Form 10-K, we identified several accounting policies as critical, including the following, because they require significant judgments and assumptions about highly complex and inherently uncertain matters and the use of reasonably different estimates and assumptions could have a material impact on our reported results of operations or financial condition:

 Business Combinations

 Allowance for Loan and Lease Losses

 Acquisition Accounting for Loans

We evaluate our critical accounting estimates and judgments on an ongoing basis and update them as necessary based on changing conditions and update them as necessary, based on changing conditions.

Allowance for Credit Losses

In the first quarter of 2020, we adopted ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“CECL”) and updated our critical accounting policy and estimate for loan loss reserves. We maintain an allowance for credit losses that represents management’s current estimate of expected credit losses inherent in our commercial, mortgage, consumer and auto loans held for investment as of each balance sheet date.

We have an established process, using analytical tools and management judgment, to determine our allowance for credit losses. Establishing the allowance each quarter involves evaluating many factors including, but not limited to, historical loss and recovery experience, recent trends in delinquencies and charge-offs, risk ratings, the value of collateral underlying secured loans, current general economic conditions, our reasonable and supportable forecasts of future economic conditions, changes in the legal and regulatory environment and uncertainties in forecasting and modeling techniques used in estimating our allowance for credit losses. Key factors that have a significant impact on our allowance for credit losses include assumptions about expected prepayments, unemployment rates, gross domestic product, gross state product, business and personal bankruptcies, retail sales, house price index, consumer real estate prices, and the valuation of commercial properties, FICO and collateral value.

We have a governance framework intended to ensure that our estimate of the allowance for credit losses is appropriate. Our governance framework provides for oversight of methods, models, qualitative adjustments, process controls and results. At least quarterly, representatives from the Finance and Risk Management review and assess our allowance methodologies, key assumptions and the appropriateness of the allowance for credit losses.

In addition to the allowance for credit losses, on a quarterly basis, we review and assess our estimate of expected losses related to unfunded lending commitments that are not unconditionally cancellable. The factors impacting our assessment generally align with those considered in our evaluation of the allowance for credit losses for the funded exposure and are reported as reserves for unfunded lending commitment. Changes to the reserve for losses on unfunded commitments are recorded through the provision for credit losses in the consolidated statements of income and to other liabilities on the consolidated balance sheets.

Although we examine a variety of externally available data, as well as our internal loan performance data, to determine our allowance for credit losses and reserve for unfunded lending commitments, our estimation process is subject to risks and uncertainties, including a reliance on historical loss and trend information that may not be representative of current conditions and indicative of future performance as well as economic forecasts that may not align with actual future economic conditions. Accordingly, our actual credit 79

loss experience may not be in line with our expectations. We provide additional information on the methodologies and key assumptions used in determining our allowance for credit losses for each of our loan portfolio segments in “Note 1—Summary of Significant Accounting Policies” and changes in our allowance in “Note 6—Allowance for Credit Losses”.

Acquisition Accounting for Loans

Oriental has purchased loans, some of which have experienced more than insignificant credit deterioration since origination. CECL replaces the concept of purchased credit impaired loans with the concept of purchased financial assets with credit deterioration (PCD). PCD accounting is called ‘gross-up accounting’ because, at acquisition, an entity grosses up the amortized cost basis of the PCD asset for the initial estimate of credit losses. PCD loans are recorded at the amount paid. An allowance for credit losses is determined using the same methodology as other loans held for investment. These loans are not classified as nonperforming even though the customer may be contractually past due because we expect that we will fully collect the carrying value of these loans because the loan pool remains accruing.

Upon adoption of CECL, Oriental elected to maintain pools of loans that were previously accounted for under ASC 310-30 and will continue to account for these pools as a unit of account. Upon adoption of CECL, the allowance for credit losses was determined for each pool and added to the pool’s carrying amount to establish a new amortized cost basis. The difference between the unpaid principal balance of the pool and the new amortized cost basis is the non-credit premium or discount which will be amortized interest income over the remaining life of the pool. Changes to the allowance for credit losses after adoption are recorded through provision expense.

Apart from these changes, there have been no other material changes in the methods used to formulate these critical accounting estimates from those discussed in our 2019 Form 10-K. 80

SELECTED FINANCIAL DATA

	Quarter Ended March 31,
					Variance
	2020		2019		%
EARNINGS DATA:	(In thousands, except per share data)
Interest income	$	123,764	$	94,710	30.7%
Interest expense		18,596		12,921	43.9%
Net interest income		105,168		81,789	28.6%
Provision for loan and lease losses, net		47,131		12,249	284.8%
Net interest income after provision for loan<br><br>and lease losses		58,037		69,540	-16.5%
Non-interest income		31,383		17,656	77.7%
Non-interest expenses		87,322		52,152	67.4%
Income before taxes		2,098		35,044	-94.0%
Income tax expense		297		11,574	-97.4%
Net income		1,801		23,470	-92.3%
Less: dividends on preferred stock		(1,628)		(1,628)	0.0%
Income available to common shareholders	$	173	$	21,842	-99.2%
PER SHARE DATA:
Basic	$	-	$	0.43	-100.0%
Diluted	$	-	$	0.42	-100.0%
Average common shares outstanding		51,404		51,305	0.2%
Average common shares outstanding and equivalents		51,713		51,626	0.2%
Cash dividends declared per common share	$	0.07	$	0.07	0.3%
Cash dividends declared on common shares	$	3,602	$	3,591	0.3%
PERFORMANCE RATIOS:
Return on average assets (ROA)		0.08%		1.42%	-94.4%
Return on average tangible common equity		0.08%		10.32%	-99.2%
Return on average common equity (ROE)		0.07%		9.34%	-99.3%
Efficiency ratio		66.49%		52.50%	26.6%
Interest rate spread		4.89%		5.26%	-7.0%
Interest rate margin		4.94%		5.37%	-7.9%

SELECTED FINANCIAL DATA - (Continued)
	March 31,		December 31,		Variance
	2020		2019		%
PERIOD END BALANCES AND CAPITAL RATIOS:	(In thousands, except per share data)
Cash, cash equivalents and restricted cash	$	1,325,941	$	852,757	55.5%
Investments and loans
Investment securities	$	668,763	$	1,087,814	-38.5%
Loans and leases, net		6,541,174		6,641,847	-1.5%
Total investments and loans	$	7,209,937	$	7,729,661	-6.7%
Deposits and borrowings
Deposits	$	7,819,271	$	7,698,610	1.6%
Securities sold under agreements to repurchase		50,103		190,274	-73.7%
Other borrowings		113,684		115,287	-1.4%
Total deposits and borrowings	$	7,983,058	$	8,004,171	-0.3%
Stockholders’ equity
Preferred stock	$	92,000	$	92,000	0.0%
Common stock		59,885		59,885	0.0%
Additional paid-in capital		621,206		621,515	0.0%
Legal surplus		95,945		95,779	0.2%
Retained earnings		250,557		279,646	-10.4%
Treasury stock, at cost		(103,289)		(102,339)	-0.9%
Accumulated other comprehensive (loss)		6,290		(1,008)	-724.0%
Total stockholders' equity	$	1,022,594	$	1,045,478	-2.2%
Per share data
Book value per common share	$	18.33	$	18.75	-2.3%
Tangible book value per common share	$	15.60	$	15.96	-2.3%
Market price at end of period	$	11.18	$	23.61	-52.6%
Capital ratios
Leverage capital		10.14%		9.24%	9.7%
Common equity Tier 1 capital ratio		11.69%		10.91%	7.1%
Tier 1 risk-based capital		13.36%		12.64%	5.7%
Total risk-based capital		14.62%		13.91%	5.1%
Equity-to-assets ratio		11.07%		11.24%	-1.5%
Financial assets managed
Trust assets managed	$	2,812,054	$	3,136,884	-10.4%
Broker-dealer assets	$	2,058,713	$	2,375,871	-13.3%	82

FINANCIAL HIGHLIGHTS

Our first quarter performance confirms the strength of our business, balance sheet and franchise during this critical time. This is the direct result of the proactive and customer focused culture we have developed through the years, our ongoing technology investments, and the effective strategies we have put to work.

We believe we are in a strong position going forward. In addition to closing the Scotiabank acquisition last year, we significantly reduced higher-cost non-core funding and sold a large portion of non-performing loans. During the first quarter, we increased our allowance for loan losses by $114 million, to a total of $231 million, equal to 3.41% of loans.

First quarter of 2020:

•Strong increase in core net revenues due to the December 31, 2019 acquisition of the Puerto Rico and U.S. Virgin Islands operations of The Bank of Nova Scotia (Scotiabank), and a major reserve build reflecting CECL as well as anticipated changes in Puerto Rico and USVI macroeconomic scenarios due to the effect of the COVID-19.

•Core net revenues of $131.3 million, CECL “Day 1” allowance of $89.9 million, provision for credit losses of $48.5 million, $4.7 million gain on sale of investment securities, and $0.00 earnings per share. This compares in the year-ago quarter to net core revenues of $99.3 million, provision of $12.2 million, no gain, and $0.42 earnings per share fully diluted.

•All March 31, 2020 regulatory capital ratios increased from December 31, 2019 and continue to be significantly above requirements for a well-capitalized institution. CET1 capital ratio of 11.69%. More than $1.6 billion available liquidity from cash and unencumbered securities.

•Our core operations performed well in what became a challenging and unique operating environment. Net interest margin was 4.94%, loan production totaled $280 million, and there was a large reduction in wholesale funding due to the significant increase in client deposits from the acquisition.

•Following the implementation of local stay-at-home restrictions mid-March, Oriental has achieved uninterrupted and excellent levels of service through all channels while maintaining employee and customer safety and social distancing.

•Years of investments in first to market customer-facing technology, some with unique features, is resulting in noticeable increases by retail and business customers who want to get things done fácil, rápido, hecho.

ANALYSIS OF RESULTS OF OPERATIONS

The following tables show major categories of interest-earning assets and interest-bearing liabilities, their respective interest income, expenses, yields and costs, and their impact on net interest income due to changes in volume and rates for the quarters ended March 31, 2020 and 2019: 83

TABLE 1 - ANALYSIS OF NET INTEREST INCOME AND CHANGES DUE TO VOLUME/RATE
FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019
	Interest				Average rate		Average balance
	March		March		March	March	March		March
	2020		2019		2020	2019	2020		2019
	(Dollars in thousands)
A - TAX EQUIVALENT SPREAD
Interest-earning assets	$	123,764	$	94,710	5.82%	6.24%	$	8,556,533	$	6,152,202
Tax equivalent adjustment		3,080		2,338	0.14%	0.15%		-		-
Interest-earning assets - tax equivalent		126,844		97,048	5.96%	6.39%		8,556,533		6,152,202
Interest-bearing liabilities		18,596		12,922	0.93%	0.96%		8,024,244		5,452,780
Tax equivalent net interest income / spread		108,248		84,126	5.03%	5.43%		532,289		699,422
Tax equivalent interest rate margin					5.17%	5.58%
B - NORMAL SPREAD
Interest-earning assets:
Investments:
Investment securities		4,474		8,223	1.91%	2.61%		924,965		1,258,899
Interest bearing cash and money market investments		2,788		2,368	1.19%	2.47%		943,581		388,578
Total investments		7,262		10,591	1.91%	2.61%		1,868,546		1,647,477
Non-PCD/Non-PCI loans
Mortgage		11,239		8,887	5.47%	5.55%		826,435		649,408
Commercial		29,759		25,152	6.50%	6.43%		1,841,715		1,585,352
Consumer		14,878		11,429	12.09%	12.12%		494,908		382,397
Auto		31,329		26,557	8.45%	9.24%		1,491,255		1,165,023
Total Non-PCD/Non-PCI loans		87,205		72,025	7.54%	7.72%		4,654,313		3,782,180
PCD/PCI loans
Mortgage		23,020		7,702	5.83%	5.87%		1,589,057		525,169
Commercial		5,244		3,820	5.33%	8.03%		395,396		190,207
Consumer		127		344	13.03%	170.30%		3,919		808
Auto		906		228	8.04%	14.34%		45,302		6,361
Total PCD/PCI loans		29,297		12,094	5.79%	6.70%		2,033,674		722,545
Total loans		116,502		84,119	7.01%	7.57%		6,687,987		4,504,725
Total interest-earning assets		123,764		94,710	5.82%	6.24%		8,556,533		6,152,202	84

	Interest					Average rate		Average balance
	March		March			March	March	March		March
	2020		2019			2020	2019	2020		2019
	(Dollars in thousands)
Interest-bearing liabilities:
Deposits:
NOW Accounts		2,389		1,454		0.49%	0.53%		1,980,505		1,119,610
Savings and money market		2,440		1,615		0.55%	0.55%		1,797,658		1,181,024
Time deposits		8,131		2,944		1.60%	1.20%		2,039,311		992,331
Total core deposits		12,960		6,013		0.90%	0.74%		5,817,474		3,292,965
Brokered deposits		1,586		2,835		2.70%	2.31%		236,008		498,116
		14,546		8,848		0.95%	0.93%		6,053,482		3,791,081
Non-interest bearing deposits		-		-		0.00%	0.00%		1,698,964		1,099,547
Core deposit intangible amortization		2,074		201		0.00%	0.00%		-		-
Total deposits		16,620		9,049		0.86%	0.75%		7,752,446		4,890,628
Borrowings:
Securities sold under agreements to repurchase		1,002		2,785		2.54%	2.54%		158,462		444,843
Advances from FHLB and other borrowings		539		563		2.81%	2.81%		77,255		81,226
Subordinated capital notes		435		524		4.85%	5.88%		36,083		36,083
Total borrowings		1,976		3,872		2.92%	2.79%		271,800		562,152
Total interest bearing liabilities		18,596		12,921		0.93%	0.96%		8,024,246		5,452,780
Net interest income / spread	$	105,168	$	81,789		4.89%	5.28%
Interest rate margin						4.94%	5.39%
Excess of average interest-earning assets<br><br>over average interest-bearing liabilities								$	532,287	$	699,422
Average interest-earning assets to average<br><br>interest-bearing liabilities ratio									106.63%		112.83%
C - CHANGES IN NET INTEREST INCOME DUE TO:
	Volume		Rate		Total
	(In thousands)
Interest Income:
Investments	$	1,421	$	(4,750)	$	(3,329)
Loans		38,554		(6,171)		32,383
Total interest income		39,975		(10,921)		29,054
Interest Expense:
Deposits		5,295		2,276		7,571
Repurchase agreements		(1,793)		10		(1,783)
Other borrowings		(37)		(76)		(113)
Total interest expense		3,465		2,210		5,675
Net Interest Income	$	36,510	$	(13,131)	$	23,379						85

Net Interest Income

Net interest income is a function of the difference between rates earned on Oriental’s interest-earning assets and rates paid on its interest-bearing liabilities (interest rate spread) and the relative amounts of its interest earning assets and interest-bearing liabilities (interest rate margin). Oriental constantly monitors the composition and re-pricing of its assets and liabilities to maintain its net interest income at adequate levels.

Comparison of the quarters ended March 31, 2020 and 2019

Net interest income of $105.2 million increased $23.4 million from $81.8 million, mainly reflecting the Scotiabank PR & USVI Acquisition. Interest rate spread decreased 39 basis points to 4.89% from 5.28% and net interest margin decreased 45 basis points to 4.94% from 5.39%. These decreases are mainly due to the net effect of a decrease of 42 basis points in the average yield of total interest-earning assets and 3 basis points in the total average cost of interest-bearing liabilities.

Total interest income was $123.8 million, up 31%, due to increased interest earning assets partially offset by lower yield. Interest earning assets totaled $8.6 billion, up 39%. Yield was 5.82%, down 42 basis points.

Total interest expense was $18.6 million, up 44%, due to increased balances of lower-cost deposits partially offset by decreased balances of higher-cost borrowings. Cost of deposits was $16.6 million, up 84%, primarily reflecting a 59% increase in balances from the Scotiabank acquisition and a 2 basis point increase in cost, before the deposit intangible amortization from the acquisition. Cost of borrowings was $2.0 million, down 49%, due to a 52% decrease in balances and a 13 basis point increase in cost.

Net Interest Margin declined 45 basis points mainly due to a higher proportion of 30-year, fixed rate residential mortgages from the Scotiabank acquisition. The Net Interest Margin decline also reflected the full effect of Federal Reserve Bank’s second half 2019 rate cuts (75 basis points) and the partial effect of the March 2020 rate cuts (150 basis points) on cash and variable rate commercial loans.

TABLE 2 - NON-INTEREST INCOME SUMMARY
	Quarter Ended March 31,
	2020		2019		Variance
	(Dollars in thousands)
Banking service revenue	$	15,646	$	10,465	49.5%
Wealth management revenue		7,286		5,882	23.9%
Mortgage banking activities		3,234		1,206	168.2%
Total banking and financial service revenue		26,166		17,553	49.1%
Net gain (loss) on:
Sale of securities available for sale		4,728		-	100.0%
Bargain purchase from Scotiabank PR & USVI acquisition		409		-	100.0%
Other non-interest income		80		103	-22.3%
Total non-interest income, net	$	31,383	$	17,656	77.7%

Non-Interest Income

Non-interest income is affected by the amount of the trust department assets under management, transactions generated by clients’ financial assets serviced by the securities broker-dealer and insurance agency subsidiaries, the level of mortgage banking activities, fees generated from loans and deposit accounts, and gains on sales of assets. 86

Comparison of quarters ended March 31, 2020 and 2019

Oriental recorded non-interest income, net, in the amount of $31.4 million, compared to $17.7 million, an increase of 77.7%, or $13.7 million. The net increase in non-interest income was mainly due to:

 An increase of $5.2 million in banking service revenues reflecting Scotiabank PR & USVI Acquisition as electronic banking revenues and deposit fees increased $3.4 million and $1.5 million, respectively, due to the Company’s larger customer base;

 An increase of $1.4 million in wealth management revenue due to higher insurance income by $1.2 million mainly from Scotiabank PR & USVI Acquisition insurance transaction volume,

 An increase of $2.0 million in mortgage-banking activities, also reflecting the Scotiabank PR & USVI Acquisition, as servicing revenues increased $3.7 million, partially offset by a decrease of $2.0 million from the quarterly mortgage-servicing rights valuation due to pricing; and

 A gain of $4.7 million on the sale of $316.0 million in mortgage backed securities during the first quarter of 2020.

TABLE 3 - NON-INTEREST EXPENSES SUMMARY
	Quarter Ended March 31,
	2020		2019		Variance %
Compensation and employee benefits	$	35,544	$	20,341	74.7%
Occupancy, equipment and infrastructure costs		11,439		7,746	47.7%
Electronic banking charges		9,588		5,065	89.3%
Information technology expenses		6,934		2,507	176.6%
Professional and service fees		5,789		3,208	80.5%
Insurance		3,478		1,146	203.5%
Taxes, other than payroll and income taxes		3,177		2,154	47.5%
Loss on sale of foreclosed real estate, other repossessed assets and credit related expenses		2,522		3,366	-25.1%
Advertising, business promotion, and strategic initiatives		1,629		1,211	34.5%
Loan servicing and clearing expenses		1,343		1,209	11.1%
Communication		971		741	31.0%
Printing, postage, stationery and supplies		722		578	24.9%
Director and investor relations		310		230	34.8%
Merger and restructuring charges		304		-	100.0%
Other		3,572		2,650	34.8%
Total non-interest expenses	$	87,322	$	52,152	67.4%
Relevant ratios and data:
Efficiency ratio		66.49%		52.50%
Compensation and benefits to<br><br>non-interest expense		41.37%		39.00%
Compensation to average total assets owned		1.52%		1.23%
Average number of employees		2,460		1,394
Average compensation per employee	$	14.45	$	14.59
Average loans per average employee	$	2,719	$	3,245

Non-Interest Expenses

Comparison of quarters ended March 31, 2020 and 2019

Non-interest expense was $85.9 million, representing an increase of 64.8%, or $33.8 million, compared to $52.2 million, when compared with the first quarter ended 2019.

The increase in non-interest expenses was driven by:

 Higher compensation and employee benefits by $15.2 million, reflecting higher employees from the Scotiabank PR & USVI Acquisition;

 Increase in electronic banking charges of $4.5 million mainly driven by $1.9 million increase in credit card merchant fees, $1.2 million increase in debit cards interchange fees, and $1.0 million increase in debit card billing fees, as level of transactions increased due to a larger customer base;

 Increase in information technology expenses by $4.4 million related to the Scotiabank PR & USVI Acquisition system integrations;

 Increase in occupancy and equipment by $3.7 million mainly driven by $2.7 million increase in facilities, including branches, from the Scotiabank PR & USVI Acquisition and to $1.1 million increase in information technology infrastructure; and

 Increase in professional and service fees by $2.6 million from higher supervisory examination fees by $786 thousand, consulting and advisory expenses by $502 thousand, audit fees by $460 thousand and legal expenses by $349 thousand.

The increases in the foregoing non-interest expenses were offset by lower markdowns in foreclosed real estate and other repossessed assets resulting in a decrease of $1.2 million compared to prior year.

The efficiency ratio was 65.42%, up from 52.50%. The efficiency ratio measures how much of Oriental’s revenues is used to pay operating expenses. Oriental computes its efficiency ratio by dividing non-interest expenses by the sum of its net interest income and non-interest income, but excluding gains on the sale of investment securities, derivatives gains or losses, other gains and losses, and other income that may be considered volatile in nature. Management believes that the exclusion of those items permits consistent comparability. Amounts presented as part of non-interest income that are excluded from the efficiency ratio computation for the quarters ended March 31, 2020 and 2019 amounted to $5.2 million and $103 thousand, respectively.

Provision for Credit Losses

Comparison of quarters ended March 31, 2020 and 2019

Provision for credit losses increased $36.3 million from $12.2 million to $48.5 million. This included a $34.1 million provision to incorporate changes in the macro-economic scenario and qualitative adjustments as a result of the Covid-19 pandemic.

Please refer to the "Allowance for Credit Losses" in the "Credit Risk Management" section of this MD&A for a more detailed analysis of the allowance for credit losses.

Income Taxes

Comparison of quarters ended March 31, 2020 and 2019

Effective tax rate was 14.2% in the quarter ended March 31, 2020 compared to 33.0% in the same quarter of 2019. First quarter of 2020 reflected an effective tax rate of 26.0% offset by non-recurring items. Such effective tax rate is based on a higher proportion of exempt income and income taxed at preferential rates. 88

Business Segments

Oriental segregates its businesses into the following major reportable segments: Banking, Wealth Management, and Treasury. Management established the reportable segments based on the internal reporting used to evaluate performance and to assess where to allocate resources. Other factors such as Oriental’s organization, nature of its products, distribution channels and economic characteristics of its services were also considered in the determination of the reportable segments. Oriental measures the performance of these reportable segments based on pre-established goals of different financial parameters such as net income, net interest income, loan production, and fees generated. Oriental’s methodology for allocating non-interest expenses among segments is based on several factors such as revenue, employee headcount, occupied space, dedicated services or time, among others. Following are the results of operations and the selected financial information by operating segment for the quarters ended March 31, 2020 and 2019.

	Quarter Ended March 31, 2020
				Wealth				Total Major				Consolidated
	Banking			Management		Treasury		Segments		Eliminations		Total
	(In thousands)
Interest income	$	119,446	$	18	$	4,300	$	123,764	$	-	$	123,764
Interest expense		(15,889)		-		(2,707)		(18,596)		-		(18,596)
Net interest income		103,557		18		1,593		105,168		-		105,168
Provision credit losses		(47,131)		-		-		(47,131)		-		(47,131)
Non-interest income		19,477		7,375		4,531		31,383		-		31,383
Non-interest expenses		(82,545)		(3,724)		(1,053)		(87,322)		-		(87,322)
Intersegment revenue		457		-		-		457		(457)		-
Intersegment expenses		-		(154)		(303)		(457)		457		-
Income before income taxes	$	(6,185)	$	3,515		4,768	$	2,098	$	-	$	2,098
Income tax expense		(2,319)		1,318		1,298		297		-		297
Net income	$	(3,866)	$	2,197	$	3,470	$	1,801	$	-	$	1,801
Total assets	$	9,207,848	$	34,014	$	1,069,334	$	10,311,196	$	(1,072,625)	$	9,238,571
	Quarter Ended March 31, 2019
				Wealth				Total Major				Consolidated
	Banking			Management		Treasury		Segments		Eliminations		Total
	(In thousands)
Interest income	$	83,516	$	18	$	11,176	$	94,710	$	-	$	94,710
Interest expense		(8,636)		-		(4,285)		(12,921)		-		(12,921)
Net interest income		74,880		18		6,891		81,789		-		81,789
Provision for loan and lease losses		(12,207)		-		(42)		(12,249)		-		(12,249)
Non-interest income		11,656		5,984		16		17,656		-		17,656
Non-interest expenses		(46,483)		(4,327)		(1,342)		(52,152)		-		(52,152)
Intersegment revenue		554		-		-		554		(554)		-
Intersegment expenses		-		(174)		(380)		(554)		554		-
Income before income taxes	$	28,400	$	1,501		5,143	$	35,044	$	-	$	35,044
Income tax expense		10,650		563		361		11,574		-		11,574
Net income	$	17,750	$	938	$	4,782	$	23,470	$	-	$	23,470
Total assets	$	5,862,487	$	25,425	$	1,742,557	$	7,630,469	$	(1,027,278)	$	6,603,191

Comparison of quarters ended March 31, 2020 and 2019

Banking

Oriental's banking segment net income before taxes decreased $34.6 million from $28.4 million to a loss of $6.2 million, mainly reflecting:

 Higher interest income from loans of $35.9 million reflecting the Scotiabank PR & USVI Acquisition;

 Increase in core deposits cost by $6.9 million mainly related to new deposits from the Scotiabank PR & USVI Acquisition and $2.1 million amortization of core deposit intangibles, partially offset by a $1.2 million decrease in brokered deposits cost;

 Increase in provision for credit losses by $36.3 million which included a $34.1 million provision to incorporate changes in the macro-economic scenario and qualitative adjustments as a result of the Covid-19 pandemic;

 An increase of $5.2 million and $2.0 million in banking service revenues and mortgage-banking activities, respectively, reflecting Scotiabank PR & USVI Acquisition from a higher customers base and serving fees; and

 Increase in non-interest expense by $34.7 million reflecting the Scotiabank PR & USVI Acquisition, mainly in compensation and employee benefits, electronic banking charges, occupancy and equipment, information technology, and professional services.

Wealth Management

Wealth management segment revenue consists of commissions and fees from fiduciary activities, and securities brokerage and insurance activities. Net income before taxes from this segment increase $2.0 million mainly from an increase in insurance income by $1.2 million as a result of increased activity from the Scotiabank PR & USVI Acquisition.

Treasury

Treasury segment net income before taxes remains stable at $4.8 million. Results reflects:

 Decrease in investment securities interest income of $6.9 million mainly due to sales of mortgage backed securities in late 2019 and during the first quarter of 2020, and the full effect of Federal Reserve Bank’s second half 2019 rate cuts (75 basis points) and the partial effect of the March 2020 rate cuts (150 basis points) on cash;

 Lower borrowing mainly from maturities of higher cost repurchases agreements not renewed; and

 A gain of $4.7 million on the sale of mortgage-backed securities during the first quarter of 2020.

ANALYSIS OF FINANCIAL CONDITION

Assets Owned

At March 31, 2020, Oriental’s total assets amounted to $9.239 billion representing a decrease of 0.6%, when compared to $9.298 billion at December 31, 2019. Loans portfolio decreased $100.7 billion and investments decreased $419.1 million, while cash increased $473.6 million. 90

Oriental’s loan portfolio is comprised of residential mortgage loans, commercial loans collateralized by mortgages on real estate, other commercial and industrial loans, consumer loans, and auto loans. Oriental’s loan portfolio decreased 1.5%, mainly due to an increase of $39.2 million in the allowance for credit losses on Non-PCD loans as a result of CECL implementation and the $34.1 million provision to incorporate changes in the macro-economic scenario and qualitative adjustments as a result of the Covid-19 pandemic during the quarter. Loan production during the first quarter of 2020 reached $280.1 million compared to $276.4 million in the year ago quarter, a 1.4% increase, mainly from higher originations in the mortgage and the US loan program portfolios. The Non-PCD loan portfolio increased $32.1 million from December 31, 2019 to $4.768 billion at March 31, 2020.

During the first quarter of 2020 Oriental sold $316.3 million mortgage-backed securities at a gain of $4.7 million and had $100.0 million maturities in US treasury notes, increasing cash by $416.3 million.

Financial Assets Managed

Oriental’s financial assets include those managed by Oriental’s trust division, retirement plan administration subsidiary, and assets gathered by its broker-dealer and insurance subsidiaries. Oriental’s trust division offers various types of individual retirement accounts ("IRAs") and manages 401(k) and Keogh retirement plans and custodian and corporate trust accounts, while the retirement plan administration subsidiary, OPC, manages private retirement plans. At March 31, 2020, total assets managed by Oriental’s trust division and OPC amounted to $2.812 billion, compared to $3.137 billion at December 31, 2019. Oriental Financial Services offers a wide array of investment alternatives to its client base, such as tax-advantaged fixed income securities, mutual funds, stocks, bonds and money management wrap-fee programs. At March 31, 2020, total assets gathered by Oriental Financial Services and Oriental Insurance from its customer investment accounts amounted to $2.059 billion, compared to $2.376 billion at December 31, 2019. Decrease was mainly due to decrease in market interest rates.

Goodwill

Goodwill recorded in connection with the BBVAPR Acquisition and the FDIC-assisted Eurobank Acquisition is not amortized to expense but is tested at least annually for impairment. No goodwill was recorded in connection with the recent Scotiabank PR & USVI Acquisition. A quantitative annual impairment test is not required if, based on a qualitative analysis, Oriental determines that the existence of events and circumstances indicate that it is more likely than not that goodwill is not impaired. Oriental completes its annual goodwill impairment test as of October 31 of each year. Oriental tests for impairment by first allocating its goodwill and other assets and liabilities, as necessary, to defined reporting units. A fair value is then determined for each reporting unit. If the fair values of the reporting units exceed their book values, no write-down of the recorded goodwill is necessary.

Reporting unit valuation is inherently subjective, with a number of factors based on assumptions and management judgments or estimates. Actual values may differ significantly from such estimates. Among these are future growth rates for the reporting units, selection of comparable market transactions, discount rates and earnings capitalization rates. Changes in assumptions and results due to economic conditions, industry factors, and reporting unit performance and cash flow projections could result in different assessments of the fair values of reporting units and could result in impairment charges. If an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount, an interim impairment test is required.

Relevant events and circumstances for evaluating whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount may include macroeconomic conditions (such as a further deterioration of the Puerto Rico economy or the liquidity for Puerto Rico securities or loans secured by assets in Puerto Rico), adverse changes in legal factors or in the business climate, adverse actions by a regulator, unanticipated competition, the loss of key employees, natural disasters, or similar events.

As of March 31, 2020, Oriental had $86.1 million of goodwill allocated as follows: $84.1 million to the Banking unit and $2.0 million to the Wealth Management unit. 91

TABLE 4 - ASSETS SUMMARY AND COMPOSITION
	March 31		December 31,		Variance
	2020		2019		%
	(Dollars in thousands)
Investments:
FNMA and FHLMC certificates	$	158,219	$	402,656	-60.7%
Obligations of US government-sponsored agencies		1,917		1,961	-2.2%
US Treasury securities		298,987		397,184	-24.7%
CMOs issued by US government-sponsored agencies		52,131		54,760	-4.8%
GNMA certificates		145,288		216,470	-32.9%
FHLB stock		10,301		13,048	-21.1%
Other debt securities		918		1,138	-19.3%
Other investments		1,002		597	67.8%
Total investments		668,763		1,087,814	-38.5%
Loans		6,541,174		6,641,847	-1.5%
Total investments and loans		7,209,937		7,729,661	-6.7%
Other assets:
Cash and due from banks (including restricted cash)		1,315,738		845,982	55.5%
Money market investments		10,203		6,775	50.6%
Foreclosed real estate		27,292		29,909	-8.7%
Accrued interest receivable		40,181		36,781	9.2%
Deferred tax asset, net		196,129		176,740	11.0%
Premises and equipment, net		81,834		81,105	0.9%
Servicing assets		49,287		50,779	-2.9%
Goodwill		86,069		86,069	0.0%
Right of use assets		36,844		39,112	-5.8%
Core deposit, customer relationship and other intangibles		54,174		56,965	-4.9%
Other assets and customers' liability on acceptances		130,883		157,783	-17.0%
Total other assets		2,028,634		1,568,000	29.4%
Total assets	$	9,238,571	$	9,297,661	-0.6%
Investment portfolio composition:
FNMA and FHLMC certificates		23.7%		37.0%
Obligations of US government-sponsored agencies		0.3%		0.2%
US Treasury securities		44.7%		36.5%
CMOs issued by US government-sponsored agencies		7.8%		5.0%
GNMA certificates		21.7%		19.9%
FHLB stock		1.5%		1.2%
Other debt securities and other investments		0.3%		0.2%
		100.0%		100.0%

TABLE 5 - LOAN PORTFOLIO COMPOSITON
	March 31,		December 31,
	2020		2019
	(In thousands)
Loans held for investment:
Commercial	$	2,301,350	$	2,222,085
Mortgage		2,449,538		2,489,230
Consumer		485,060		504,507
Auto		1,530,166		1,522,973
		6,766,114		6,738,795
Allowance for credit losses		(230,755)		(116,539)
Total loans held for investment		6,535,359		6,622,256
Mortgage loans held for sale		5,815		19,591
Total loans, net	$	6,541,174	$	6,641,847

Oriental’s loan portfolio is composed of mortgage, commercial, consumer, and auto loans business products. As shown in Table 5 above, total loans, net, amounted to $6.541 billion at March 31, 2020 and $6.642 billion at December 31, 2019. Oriental’s loans held-for-investment portfolio composition and trends were as follows:

 Mortgage loan portfolio amounted to $2.450 billion (36.2% of the gross loan portfolio) compared to $2.489 million (36.9% of the gross originated loan portfolio) at December 31, 2019. Mortgage loan production totaled $30.8 million for the quarter ended March 31, 2020, which represents an increase of 33.2% from $23.1 million for the same period in 2019. Mortgage loans included delinquent loans in the GNMA buy-back option program amounting to $75.3 million and $75.2 million at March 31, 2020 and December 31, 2019, respectively. Servicers of loans underlying GNMA mortgage-backed securities must report as their own assets the defaulted loans that they have the option (but not the obligation) to repurchase, even when they elect not to exercise that option.

 Commercial loan portfolio amounted to $2,302 billion (34.0% of the gross loan portfolio) compared to $2.222 billion (33.0% of the gross loan portfolio) at December 31, 2019. Commercial production, including the U.S. loan program production of $47.1 million increased 9.8% to $101.2 million for the quarter ended March 31, 2020, from $92.2 million for the same period in 2019.

 Consumer loan portfolio amounted to $485.1 million (7.2% of the gross loan portfolio) compared to $504.5 million (7.5% of the gross loan portfolio) at December 31, 2019. Consumer loan production decreased 4.1% to $39.2 million for the quarter ended March 31, 2020 from $40.9 million for the same period in 2019.

 Auto and leasing portfolio amounted to $1.530 billion (22.6% of the gross loan portfolio) compared to $1.523 billion (22.6% of the gross originated loan portfolio) at December 31, 2019. Auto production decreased 9.9% to $109.3 million for the quarter ended March 31, 2020, compared to $120.2 million for the same period in 2019. 93

TABLE 6 — HIGHER RISK RESIDENTIAL MORTGAGE LOANS
	March 31, 2020
	Higher-Risk Residential Mortgage Loans*
											High Loan-to-Value Ratio Mortgages
	Junior Lien Mortgages					Interest Only Loans					LTV 90% and over
	Carrying					Carrying					Carrying
	Value		Allowance		Coverage	Value		Allowance		Coverage	Value		Allowance		Coverage
	(In thousands)
Delinquency:
0 - 89 days	$	7,277	$	228	3.13%	$	7,332	$	485	6.61%	$	61,015	$	1,510	2.47%
90 - 119 days		166		35	21.08%		-		-	0.00%		1,951		365	18.71%
120 - 179 days		147		33	22.45%		-		-	0.00%		1,449		211	14.56%
180 - 364 days		65		2	3.08%		-		-	0.00%		1,463		283	19.34%
365+ days		24		1	4.17%		280		19	6.79%		7,903		376	4.76%
Total	$	7,679	$	299	3.89%	$	7,612	$	504	6.62%	$	73,781	$	2,745	3.72%
Percentage of total loans excluding<br><br>acquired loans accounted for under ASC 310-30		0.20%					0.19%					1.89%
Refinanced or Modified Loans:
Amount	$	2,109	$	159	7.54%	$	592	$	30	5.07%	$	27,602	$	2,026	7.34%
Percentage of Higher-Risk Loan<br><br>Category		27.46%					7.78%					37.41%
Loan-to-Value Ratio:
Under 70%	$	5,058	$	183	3.62%	$	1,481	$	100	6.75%	$	-	$	-	-
70% - 79%		594		27	4.55%		1,421		96	6.76%		-		-	-
80% - 89%		1,740		33	1.90%		3,318		224	6.75%		-		-	-
90% and over		287		56	19.51%		1,392		84	6.03%		73,781		2,745	3.72%
	$	7,679	$	299	3.89%	$	7,612	$	504	6.62%	$	73,781	$	2,745	3.72%
* Loans may be included in more than one higher-risk loan category and excludes acquired residential mortgage loans. Only Non-PCD loans.																94

The following table includes the maturities of Oriental's lending exposure to the Puerto Rico government, which is limited solely to loans to municipalities secured by ad valorem taxation, without limitation as to rate or amount, on all taxable property within the issuing municipalities. The good faith, credit and unlimited taxing power of each issuing municipality are pledged for the payment of its general obligations. Deposits from the Puerto Rico government totaled 264.4 million at March 31, 2020.
TABLE 7 - PUERTO RICO GOVERNMENT RELATED LOANS AND SECURITIES
March 31, 2020
					Maturity
	Carrying Value		Less than 1 Year		1 to 3 Years		More than 3 Years
Loans:
Public corporations	24,141	$	24,141	$	-	$	-
Municipalities	133,218		64,970		36,245		32,003
Total	157,359	$	89,111	$	36,245	$	32,003

All values are in US Dollars.

Credit Risk Management

Allowance for Credit Losses

Oriental maintains an allowance for credit losses at a level that management considers adequate to provide for probable losses based upon an evaluation of known and inherent risks. Oriental’s allowance for credit losses ("ACL") policy provides for a detailed quarterly analysis of lifetime expected credit losses.

On January 1, 2020, Oriental adopted the new accounting standard that requires the measurement of the allowance for credit losses to be based on management’s best estimate of lifetime expected credit losses inherent in the Company’s relevant financial assets. Upon adoption of the new accounting standard, Oriental recorded a net increase of $89.7 million in the allowance for credit losses on January 1, 2020 which was comprised of a net increase of $39.2 million allowance for credit losses for Non-PCD loans decreasing retained earnings and $50.5 million for PCD loans, made through the allowance and loan balances with no impact in capital. The allowance for credit losses further increased by $24.5 million at March 31, 2020, which included a $34.1 million increase primarily due to the deterioration in the economic outlook resulting from the impact of COVID-19.

Tables 8 through 10 set forth an analysis of activity in the allowance for credit losses and present selected credit loss statistics for March 31, 2020 and December 31, 2019 (prior to the adoption of the CECL accounting standard). In addition, Table 5 sets forth the composition of the loan portfolio.

Please refer to the “Provision for Credit Losses” section in the MD&A for a more detailed analysis of provisions for credit losses. 95

Non-performing Assets

Oriental’s non-performing assets include non-performing loans and foreclosed real estate (see Tables 11 and 12). At March 31, 2020 and December 31, 2019, Oriental had $93.1 million and $80.9 million, respectively, of non-accrual loans, including non-PCD loans accounted for under ASU 2016-13.

At March 31, 2020 and December 31, 2019, loans whose terms have been extended and which are classified as troubled-debt restructurings that are not included in non-performing assets amounted to $105.3 million and $103.7 million, respectively.

Delinquent residential mortgage loans insured or guaranteed under applicable FHA and VA programs are classified as non-performing loans when they become 90 days or more past due, but are not placed in non-accrual status until they become 12 months or more past due, since they are insured loans. Therefore, these loans are included as non-performing loans but excluded from non-accrual loans.

At March 31, 2020, Oriental’s non-performing assets increased by 79.2% to $212.7 million including PCD loans from the new methodology (2.30% of total assets) from $118.7 million (1.28% of total assets) at December 31, 2019. Foreclosed real estate and other repossessed assets amounting to $27.3 million and $3.1 million, respectively, at March 31, 2020, and $29.9 million and $3.3 million, respectively, at December 31, 2019, were recorded at fair value. Oriental does not expect non-performing loans to result in significantly higher losses. At March 31, 2020, the allowance coverage ratio to non-performing loans was 126.6% (99.5% at December 31, 2019).

Upon adoption of CECL, Oriental elected to maintain pools of loans that were previously accounted for under ASC 310-30 and will continue to account for these pools as a unit of account. As such, for PCD loans the determination of nonaccrual or accrual status is made at the pool level, not the individual loan level. Upon adoption of CECL, the allowance for credit losses was determined for each pool and added to the pool’s carrying amount to establish a new amortized cost basis. The difference between the unpaid principal balance of the pool and the new amortized cost basis is the non-credit premium or discount which will be amortized interest income over the remaining life of the pool. On a quarterly basis, management will monitor the composition and behavior of the pools to assess the ability for cash flow estimation and timing. If based on the analysis performed, the pool is classified as non-accrual the accretion/amortization of the non-credit (discount) premium will cease. 96

Oriental follows a conservative residential mortgage lending policy, with more than 90% of its residential mortgage portfolio consisting of fixed-rate, fully amortizing, fully documented loans that do not have the level of risk associated with subprime loans offered by certain major U.S. mortgage loan originators. Furthermore, Oriental has never been active in negative amortization loans or adjustable rate mortgage loans, including those with teaser rates.

The following items comprise non-performing loans held for investment, Non-PCD and PCDs:

Commercial loans —At March 31, 2020, Oriental’s non-performing commercial loans amounted to $113.5 million (62.2 % of Oriental’s non-performing loans), a 165.0% increase from $42.8 million at December 31, 2019 (50.1% of Oriental’s non-performing loans). Increase was mainly due to PCD loan pools in nonaccrual amounting to $82.4 million from the Scotiabank PR & USVI Acquisition. Non-PCD commercial loans are placed on non-accrual status when they become 90 days or more past due and are written-down, if necessary, based on the specific evaluation of the underlying collateral, if any.

Residential mortgage loans —At March 31, 2020, Oriental’s non-performing mortgage loans totaled $44.0 million (24.1% of Oriental’s non-performing loans), a 95.1% increase from $22.6 million (26.4% of Oriental’s non-performing loans) at December 31, 2019. Non-PCD residential mortgage loans are placed on non-accrual status when they become 90 days or more past due and are written-down, if necessary, based on the specific evaluation of the collateral underlying the loan, except for FHA and VA insured mortgage loans which are placed in non-accrual when they become 12 months or more past due.

Consumer loans —At March 31, 2020, Oriental’s non-performing consumer loans amounted to $3.7 million (2.0% of Oriental’s non-performing loans), a 36.1% decrease from $5.8 million at December 31, 2019 (6.8% of Oriental’s non-performing loans). Non-PCD consumer loans are placed on non-accrual status when they become 90 days past due and written-off when payments are delinquent 120 days in personal loans and 180 days in credit cards and personal lines of credit.

Auto loans and leases —At March 31, 2020, Oriental’s non-performing auto loans and leases amounted to $21.1 million (11.6% of Oriental’s total non-performing loans), an increase of 47.9% from $14.3 million at December 31, 2019 (16.7% of Oriental’s total non-performing loans). Non-PCD auto loans and leases are placed on non-accrual status when they become 90 days past due, partially written-off to collateral value when payments are delinquent 120 days, and fully written-off when payments are delinquent 180 days.

Oriental has two mortgage loan modification programs. These are the Loss Mitigation Program and the Non-traditional Mortgage Loan Program. Both programs are intended to help responsible homeowners to remain in their homes and avoid foreclosure, while also reducing Oriental’s losses on non-performing mortgage loans.

The Loss Mitigation Program helps mortgage borrowers who are or will become financially unable to meet the current or scheduled mortgage payments. Loans that qualify under this program are those guaranteed by FHA, VA, RURAL, PRHFA, conventional loans guaranteed by Mortgage Guaranty Insurance Corporation (MGIC), conventional loans sold to FNMA and FHLMC, and conventional loans retained by Oriental. The program offers diversified alternatives such as regular or reduced payment plans, payment moratorium, mortgage loan modification, partial claims (only FHA), short sale, and Deed In Lieu.

The Non-traditional Mortgage Loan Program is for non-traditional mortgages, including balloon payment, interest only/interest first, variable interest rate, adjustable interest rate and other qualified loans. Non-traditional mortgage loan portfolios are segregated into the following categories: performing loans that meet secondary market requirement and are refinanced under the credit underwriting guidelines of FHA/VA/FNMA/ FHLMC, and performing loans not meeting secondary market guidelines processed pursuant Oriental’s current credit and underwriting guidelines. Oriental achieved an affordable and sustainable monthly payment by taking specific, sequential, and necessary steps such as reducing the interest rate, extending the loan term, capitalizing arrearages, deferring the payment of principal or, if the borrower qualifies, refinancing the loan.

In order to apply for any of the loan modification programs, if the borrower is active in Chapter 13 bankruptcy, it must request an authorization from the bankruptcy trustee to allow for the loan modification. Borrowers with discharged Chapter 7 bankruptcies may also apply. Loans in these programs are evaluated by designated underwriters for troubled-debt restructuring classification if Oriental grants a concession for legal or economic reasons due to the debtor’s financial difficulties. 97

TABLE 8 - ALLOWANCE FOR CREDIT LOSSES BREAKDOWN
	March 31,		December 31,		Variance
	2020		2019		%
	(In thousands)
Allowance for credit losses:
Non-PCD/Non-PCI
Commercial	$	49,196	$	25,993		89.3%
Mortgage		19,694		8,727		125.7%
Consumer		27,763		18,446		50.5%
Auto and leases		53,308		31,878		67.2%
Total allowance for credit losses	$	149,961	$	85,044	$	76.3%
PCD/PCI
Commercial	$	48,836		8,893		449.2%
Mortgage		30,603		21,655		41.3%
Consumer		177		-		100.0%
Auto and leases		1,178		947		24.4%
Total allowance for credit losses	$	80,794		31,495		156.5%
Allowance for credit losses summary
Commercial	$	98,032	$	34,886		181.0%
Mortgage		50,297		30,382		65.5%
Consumer		27,940		18,446		51.5%
Auto and leases		54,486		32,825		66.0%
Total allowance for credit losses	$	230,755	$	116,539	$	98.0%
Allowance composition:
Commercial		42.5%		29.9%
Mortgage		21.8%		26.1%
Consumer		12.1%		15.8%
Auto and leases		23.6%		28.2%
		100.0%		100.0%
Allowance coverage ratio at end of period:
Commercial		4.3%		1.6%		171.3%
Mortgage		2.1%		1.2%		68.0%
Consumer		5.8%		3.7%		57.5%
Auto and leases		3.6%		2.2%		65.2%
		3.4%		1.7%		97.2%
Allowance coverage ratio to non-performing loans:
Commercial		86.4%		81.5%		6.1%
Mortgage		114.3%		134.7%		-15.2%
Consumer		755.1%		318.8%		136.9%
Auto and leases		257.7%		229.6%		12.2%
		126.6%		136.4%		-7.2%

TABLE 9 - ALLOWANCE FOR CREDIT LOSSES SUMMARY
	Quarter Ended March 31,
						Variance
	2020		2019		%
	(In thousands)
Allowance for credit losses:
Balance at beginning of period	$	116,539	$	164,231		-29.0%
Impact of ASC 326 adoption		89,720		-		100.0%
Provision for credit losses		48,530		12,249		296.2%
Charge-offs		(31,563)		(17,690)		78.4%
Allowance derecognition		-		(1,114)		-100.0%
Recoveries		7,529		4,812		56.5%
Balance at end of period	$	230,755	$	162,488	$	42.0%	99

TABLE 10 — NET CREDIT LOSSES STATISTICS ON LOAN AND LEASES
	Quarter Ended March 31,
					Variance
	2020		2019		%
	(Dollars in thousands)
Non-PCD/Non-PCI Loans:
Mortgage
Charge-offs	$	(418)	$	(587)		-28.8%
Recoveries		249		287		-13.2%
Total		(169)		(300)		-42.0%
Commercial
Charge-offs		(3,771)		(1,086)		247.2%
Recoveries		1,522		150		914.7%
Total		(2,249)		(936)		1161.9%
Consumer
Charge-offs		(6,015)		(4,561)		31.9%
Recoveries		644		303		112.5%
Total		(5,371)		(4,258)		144.4%
Auto and leases
Charge-offs		(13,053)		(11,456)		13.9%
Recoveries		4,211		4,072		3.4%
Total		(8,842)		(7,384)		17.4%
PCD Loans:
Mortgage
Charge-offs	$	(5,143)	$	-		100.0%
Recoveries		122		-		100.0%
Total		(5,021)		-		100.0%
Commercial
Charge-offs		(2,357)		-		100.0%
Recoveries		375		-		100.0%
Total		(1,982)		-		100.0%
Consumer
Charge-offs		(431)		-		100.0%
Recoveries		63		-		100.0%
Total		(368)		-		100.0%
Auto and leases
Charge-offs		(375)		-		100.0%
Recoveries		343		-		100.0%
Total		(32)		-		100.0%
Total charge-offs		(31,563)		(17,690)		78.4%
Total recoveries		7,529		4,812		56.5%
Total	$	(24,034)	$	(12,878)		86.6%
Net credit losses to average<br><br>loans outstanding:
Mortgage		0.84%		0.18%		356.71%

100

Commercial		0.77%		0.24%	226.83%
Consumer		4.60%		4.45%	3.32%
Auto and leases		2.31%		2.54%	-8.88%
Total		1.44%		1.36%	5.54%
Recoveries to charge-offs		23.85%		27.20%	-12.31%
Average Loans Held for Investment (a)
Mortgage	$	2,459,920	$	649,408	278.8%
Commercial		2,192,683		1,585,352	38.3%
Consumer		498,827		382,397	30.4%
Auto and leases		1,536,557		1,165,023	31.9%
Total	$	6,687,987	$	3,782,180	76.8%
(a) CECL replaces the concept of purchased credit impaired loans (PCI assets) with the concept of purchased financial assets with credit deterioration (PCD assets). An entity records a PCD asset at the purchase price plus the allowance for credit losses expected at the time of acquisition. Under this method, there is no credit loss expense affecting net income on acquisition. Changes in estimates of expected credit losses after acquisition are recognized as credit loss expense (or reversal of credit loss expense) in subsequent periods as they arise.

101

TABLE 11 — NON-PERFORMING ASSETS
	March 31,		December 31,		Variance
	2020		2019		(%)
	(Dollars in thousands)
Non-performing assets:
Non-PCD/Non-PCI
Non-accruing loans
Troubled-Debt Restructuring loans	$	21,283	$	23,587	-9.8%
Other loans		71,790		57,336	25.2%
Accruing loans
Troubled-Debt Restructuring loans		5,045		3,317	52.1%
Other loans		460		500	-8.0%
Total	$	98,578	$	84,740	16.3%
PCD/PCI loan pools		83,762		724	11469.3%
Total non-performing loans	$	182,340	$	85,464	113.4%
Foreclosed real estate		27,292		29,909	-8.7%
Other repossessed assets		3,096		3,327	-6.9%
	$	212,728	$	118,700	79.2%
Non-performing assets to total assets		2.30%		1.28%	79.7%
Non-performing assets to total capital		20.80%		11.35%	83.3%
	Quarter Ended March 31,
---	---	---	---	---
	2020		2019
	(In thousands)
Interest that would have been recorded in the period if the<br><br>loans had not been classified as non-accruing loans	$	607	$	1,107

102

TABLE 12 - NON-PERFORMING LOANS
	March 31,		December 31,		Variance
	2020		2019		%
	(In thousands)
Non-performing loans
Non-PCD/Non-PCI
Commercial	$	31,073	$	42,606	-27.1%
Mortgage		42,668		22,552	89.2%
Consumer		3,690		5,287	-30.2%
Auto and leases		21,147		14,295	47.9%
Total	$	98,578	$	84,740	16.3%
PCD/PCI
Commercial	$	82,411	$	225	36527.1%
Mortgage		1,341		-	100.0%
Consumer		10		499	-98.0%
Total	$	83,762	$	724	11469.3%
Total non-performing loans	$	182,340	$	85,464	113.4%
Non-performing loans composition percentages:
Commercial		62.2%		50.1%
Mortgage		24.1%		26.4%
Consumer		2.0%		6.8%
Auto and leases		11.6%		16.7%
		100.0%		100.0%
Non-performing loans to:
Total loans		2.7%		1.8%	50.3%
Total assets		2.0%		0.9%	116.5%
Total capital		17.8%		8.1%	119.9%
Non-performing loans with partial charge-offs to:
Total loans		1.2%		0.5%	132.7%
Non-performing loans		44.9%		29.3%	53.4%
Other non-performing loans ratios:
Charge-off rate on non-performing loans to non-performing loans on which charge-offs have been taken		81.3%		123.0%	-33.9%
Allowance for credit losses to non-performing loans on which no charge-offs have been taken		229.6%		141.9%	61.9%

103

TABLE 13 - LIABILITIES SUMMARY AND COMPOSITION
	March 31,		December 31,		Variance
	2020		2019		%
	(Dollars in thousands)
Deposits:
Non-interest bearing deposits	$	1,712,943	$	1,675,315	2.2%
NOW accounts		1,998,503		1,903,757	5.0%
Savings and money market accounts		1,871,719		1,836,480	1.9%
Certificates of deposit		2,225,278		2,271,286	-2.0%
Total deposits		7,808,443		7,686,838	1.6%
Accrued interest payable		10,828		11,772	-8.0%
Total deposits and accrued interest payable		7,819,271		7,698,610	1.6%
Borrowings:
Securities sold under agreements to repurchase		50,103		190,274	-73.7%
Advances from FHLB		76,961		78,009	-1.3%
Subordinated capital notes		36,083		36,083	0.0%
Other term notes		640		1,195	-46.4%
Total borrowings		163,787		305,561	-46.4%
Total deposits and borrowings		7,983,058		8,004,171	-0.3%
Other Liabilities:
Derivative liabilities		2,059		913	125.5%
Acceptances outstanding		11,763		21,599	-45.5%
Lease liability		37,702		39,840	-5.4%
Other liabilities		181,395		185,660	-2.3%
Total liabilities	$	8,215,977	$	8,252,183	-0.4%
Deposits portfolio composition percentages:
Non-interest bearing deposits		21.9%		21.8%
NOW accounts		25.6%		24.8%
Savings and money market accounts		24.0%		23.9%
Certificates of deposit		28.5%		29.5%
		100.0%		100.0%
Borrowings portfolio composition percentages:
Securities sold under agreements to repurchase		30.6%		62.3%
Advances from FHLB		47.0%		25.5%
Other term notes		0.4%		0.4%
Subordinated capital notes		22.0%		11.8%
		100.0%		100.0%
Securities sold under agreements to repurchase (excluding accrued interest)
Amount outstanding at period-end	$	50,000	$	190,000
Daily average outstanding balance	$	158,462	$	299,842
Maximum outstanding balance at any month-end	$	190,000	$	461,954

104 Liabilities and Funding Sources

As shown in Table 13 above, at March 31, 2020, Oriental’s total liabilities were $8.216 billion, 0.4% less than the $8.252 billion reported at December 31, 2019. Deposits and borrowings, Oriental’s funding sources, amounted to $7.983 billion at March 31, 2020 versus $8.004 billion at December 31, 2019, a 0.3% decrease, mainly from a decrease of $141.8 million in borrowings. The overall declines in brokered deposits and borrowings are part of the strategy to replace higher cost funding with lower cost core deposits.

Borrowings consist mainly of repurchase agreements, FHLB-NY advances and subordinated capital notes. At March 31, 2020, borrowings amounted to $163.8 million, representing a decrease of 46.4% when compared with the $305.6 million reported at December 31, 2019. The decrease in borrowings reflects a decrease of $140.0 million in short-term repurchase agreements that matured during the quarter and were not renewed.

At March 31, 2020, deposits represented 98% and borrowings represented 2% of interest-bearing liabilities. At March 31, 2020, deposits, the largest category of Oriental’s interest-bearing liabilities, were $7.819 billion, an increase of 1.6% from $7.699 billion at December 31, 2019. Customer deposits increased $108.6 million as both retail and commercial clients retained higher balances.

Stockholders’ Equity

At March 31, 2020, Oriental’s total stockholders’ equity was $1.023 billion, a 2.2% decrease when compared to $1.045 million at December 31, 2019. This decrease in stockholders’ equity reflects decreases in retained earnings of $29.1 million and in additional paid-in capital of $309 thousand; and increases in accumulated other comprehensive income, net of tax of $7.3 million, in treasury stock, at cost, of $950 thousand and in legal surplus of $166 thousand. Decrease in retained earnings was mainly due to the $25.5 million net impact of CECL implementation. Book value per share was $18.33 at March 31, 2020 compared to $18.75 at December 31, 2019.

From December 31, 2019 to March 31, 2020, tangible common equity to total assets decreased from 8.83% to 8.66%, leverage capital ratio increased from 9.24% to 10.14%, common equity tier 1 capital ratio increased from 10.91% to 11.69%, tier 1 risk-based capital ratio increased from 12.64% to 13.36%, and total risk-based capital ratio increased from 13.91% to 14.62%.

Regulatory Capital

Oriental and the Bank are subject to regulatory capital requirements established by the Federal Reserve Board and the FDIC. The current risk-based capital standards applicable to Oriental and the Bank (“Basel III capital rules”), which have been effective since January 1, 2015, are based on the final capital framework for strengthening international capital standards, known as Basel III, of the Basel Committee on Banking Supervision. As of March 31, 2020, the capital ratios of Oriental and the Bank continue to exceed the minimum requirements for being “well-capitalized” under the Basel III capital rules.

On January 1, 2020, the Company implemented CECL using the modified retrospective approach. As a result, a $39.2 million allowance for credit losses was recorded for Non-PCD loans and $0.2 million for unused commitments with the corresponding adjustment reducing retained earnings, net of a $13.9 million deferred tax effect. For more information, see Note 1 – Summary of Significant Accounting Policies to the Consolidated Financial Statements. On March 27, 2020, in response to the COVID-19 pandemic, U.S. banking regulators issued an interim final rule that the Company adopted to delay for two years the initial adoption impact of CECL on regulatory capital, followed by a three-year transition period to phase out the aggregate amount of the capital benefit provided during 2020 and 2021 (i.e., a five-year transition period). During the two-year delay, the Company will add back to CET1 capital 100 percent of the initial adoption impact of CECL plus 25 percent of the cumulative quarterly changes in the allowance for credit losses (i.e., quarterly transitional amounts). After two years, starting on January 1, 2022, the quarterly transitional amounts along with the initial adoption impact of CECL will be phased out of CET1 capital over the three-year period.

In July 2019, the federal banking agencies adopted a final rule, pursuant to the Economic Growth and Regulatory Paperwork Reduction Act of 1996, that simplifies for non-advanced approaches banking organizations. It simplifies the regulatory capital treatment for mortgage servicing assets (MSA) and certain deferred tax assets arising from temporary differences (temporary difference DTAs). It increases common equity tier 1 (CET1) capital threshold deductions from 10 percent to 25 percent and removes the aggregate 15 percent CET1 threshold deduction. However, it retains the 250 percent risk weight applicable to non-deducted amounts of MSAs and temporary difference DTAs. In November 2019, the agencies jointly issued a final rule that permits insured depository institutions and depository institution holding companies to implement the simplifications to the capital rule on January 1,

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2020, rather than April 1, 2020. These banking organizations may elect to use the revised effective date of January 1, 2020 or wait until the quarter beginning April 1, 2020. During 1Q 2020, the Company elected to early implement the simplifications to the capital rule. As a result, capital ratios increased.

The risk-based capital ratios presented in Table 14, which include common equity tier 1, tier 1 capital, total capital and leverage capital as of March 31, 2020 and December 31, 2019, are calculated based on the Basel III capital rules related to the measurement of capital, risk-weighted assets and average assets.

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The following are the consolidated capital ratios of Oriental under the Basel III capital rules at March 31, 2020 and December 31, 2019:

TABLE 14 — CAPITAL, DIVIDENDS AND STOCK DATA
	March 31,		December 31,		Variance
	2020		2019		%
	(Dollars in thousands, except per share data)
Capital data:
Stockholders’ equity	$	1,022,594	$	1,045,478	-2.2%
Regulatory Capital Ratios data:
Common equity tier 1 capital ratio		11.69%		10.91%	7.1%
Minimum common equity tier 1 capital ratio required		4.50%		4.50%	0.0%
Actual common equity tier 1 capital	$	816,356		735,442	11.0%
Minimum common equity tier 1 capital required	$	314,263		303,338	3.6%
Minimum capital conservation buffer required	$	174,591		168,521	3.6%
Excess over regulatory requirement	$	327,502		263,582	24.3%
Risk-weighted assets	$	6,983,626		6,740,846	3.6%
Tier 1 risk-based capital ratio		13.36%		12.64%	5.7%
Minimum tier 1 risk-based capital ratio required		6.00%		6.00%	0.0%
Actual tier 1 risk-based capital	$	933,226	$	852,312	9.5%
Minimum tier 1 risk-based capital required	$	419,018	$	404,451	3.6%
Excess over regulatory requirement	$	514,208	$	447,861	14.8%
Risk-weighted assets	$	6,983,626	$	6,740,846	3.6%
Total risk-based capital ratio		14.62%		13.91%	5.1%
Minimum total risk-based capital ratio required		8.00%		8.00%	0.0%
Actual total risk-based capital	$	1,020,748	$	937,963	8.8%
Minimum total risk-based capital required	$	558,690	$	539,268	3.6%
Excess over regulatory requirement	$	462,058	$	398,695	15.9%
Risk-weighted assets	$	6,983,626	$	6,740,846	3.6%
Leverage capital ratio		10.14%		9.24%	9.8%
Minimum leverage capital ratio required		4.00%		4.00%	0.0%
Actual tier 1 capital	$	933,226	$	852,312	9.5%
Minimum tier 1 capital required	$	368,210	$	369,151	-0.3%
Excess over regulatory requirement	$	565,016	$	483,161	16.9%
Tangible common equity to total assets		8.66%		8.83%	-1.9%
Tangible common equity to risk-weighted assets		11.46%		12.17%	-5.8%
Total equity to total assets		11.07%		11.24%	-1.6%
Total equity to risk-weighted assets		14.64%		15.51%	-5.6%
Stock data:
Outstanding common shares		51,326,998		51,398,956	-0.1%
Book value per common share	$	18.33	$	18.75	-2.2%
Tangible book value per common share	$	15.60	$	15.96	-2.3%
Market price at end of period	$	11.18	$	23.61	-52.6%
Market capitalization at end of period	$	573,836	$	1,213,529	-52.7%

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The following table presents a reconciliation of Oriental’s total stockholders’ equity to tangible common equity and total assets to tangible assets at March 31, 2020 and December 31, 2019:

	March 31,		December 31,
	2020		2019
	(In thousands, except share or per<br><br>share information)
Total stockholders' equity	$	1,022,594	$	1,045,478
Preferred stock		(92,000)		(92,000)
Preferred stock issuance costs		10,130		10,130
Goodwill		(86,069)		(86,069)
Core deposit intangible		(41,111)		(43,185)
Customer relationship intangible		(12,567)		(13,213)
Other intangibles		(496)		(567)
Total tangible common equity (non-GAAP)	$	800,481	$	820,574
Total assets		9,238,571		9,297,661
Goodwill		(86,069)		(86,069)
Core deposit intangible		(41,111)		(43,185)
Customer relationship intangible		(12,567)		(13,213)
Other intangibles		(496)		(567)
Total tangible assets	$	9,098,328	$	9,154,627
Tangible common equity to tangible assets		8.80%		8.96%
Common shares outstanding at end of period		51,326,998		51,398,956
Tangible book value per common share	$	15.60	$	15.96

The tangible common equity ratio and tangible book value per common share are non-GAAP measures and, unlike tier 1 capital and common equity tier 1 capital, are not codified in the federal banking regulations. Management and many stock analysts use the tangible common equity ratio and tangible book value per common share in conjunction with more traditional bank capital ratios to compare the capital adequacy of banking organizations. Neither tangible common equity nor tangible assets or related measures should be considered in isolation or as a substitute for stockholders’ equity, total assets or any other measure calculated in accordance with GAAP. Moreover, the manner in which Oriental calculates its tangible common equity, tangible assets and any other related measures may differ from that of other companies reporting measures with similar names.

Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. To mitigate these limitations, Oriental has procedures in place to calculate these measures using the appropriate GAAP or regulatory components. Although these non-GAAP financial measures are frequently used by stakeholders in the evaluation of a company, they have limitations as analytical tools and should not be considered in isolation or as a substitute for analyses of results as reported under GAAP.

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The following table presents Oriental’s capital adequacy information under the Basel III capital rules:

	March 31,		December 31,		Variance
	2020		2019		%
	(Dollars in thousands)
Risk-based capital:
Common equity tier 1 capital	$	816,356	$	735,442	11.0%
Additional tier 1 capital		116,870		116,870	0.0%
Tier 1 capital		933,226		852,312	9.5%
Additional Tier 2 capital		87,522		85,651	2.2%
Total risk-based capital	$	1,020,748	$	937,963	8.8%
Risk-weighted assets:
Balance sheet items	$	6,614,729	$	6,321,472	4.6%
Off-balance sheet items		368,897		419,374	-12.0%
Total risk-weighted assets	$	6,983,626	$	6,740,846	3.6%
Ratios:
Common equity tier 1 capital (minimum required - 4.5%)		11.69%		10.91%	7.1%
Tier 1 capital (minimum required - 6%)		13.36%		12.64%	5.7%
Total capital (minimum required - 8%)		14.62%		13.91%	5.1%
Leverage ratio (minimum required - 4%)		10.14%		9.24%	9.8%
Equity to assets		11.07%		11.24%	-1.6%
Tangible common equity to assets		8.66%		8.83%	-1.9%

The Bank is considered “well capitalized” under the regulatory framework for prompt corrective action. The table below shows the Bank’s regulatory capital ratios at March 31, 2020 and December 31, 2019:

	March 31,		December 31,		Variance
	2020		2019		%
	(Dollars in thousands)
Oriental Bank Regulatory Capital Ratios:
Common Equity Tier 1 Capital to Risk-Weighted Assets		12.81%		12.09%	6.0%
Actual common equity tier 1 capital	$	891,285	$	813,444	9.6%
Minimum capital requirement (4.5%)	$	313,209	$	302,782	3.4%
Minimum capital conservation buffer requirement (1.875%)	$	174,005	$	168,212	3.4%
Minimum to be well capitalized (6.5%)	$	452,413	$	437,351	3.4%
Tier 1 Capital to Risk-Weighted Assets		12.81%		12.09%	6.0%
Actual tier 1 risk-based capital	$	891,285	$	813,444	9.6%
Minimum capital requirement (6%)	$	417,612	$	403,709	3.4%
Minimum to be well capitalized (8%)	$	556,816	$	538,279	3.4%
Total Capital to Risk-Weighted Assets		14.06%		13.36%	5.3%
Actual total risk-based capital	$	978,518	$	898,812	8.9%
Minimum capital requirement (8%)	$	556,816	$	538,279	3.4%
Minimum to be well capitalized (10%)	$	696,020	$	672,848	3.4%
Total Tier 1 Capital to Average Total Assets		9.68%		8.85%	9.3%
Actual tier 1 capital	$	891,285	$	813,444	9.6%
Minimum capital requirement (4%)	$	368,376	$	367,537	0.2%
Minimum to be well capitalized (5%)	$	460,470	$	459,421	0.2%

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Oriental’s common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “OFG.” At March 31, 2020 and December 31, 2019, Oriental’s market capitalization for its outstanding common stock was $573.8 million ($11.18 per share) and $1.214 billion ($23.61 per share), respectively.

The following table provides the high and low prices and dividends per share of Oriental’s common stock for each quarter of the last three calendar years:

					Cash
	Price				Dividend
	High		Low		Per share
2020
March 31, 2020	$	23.50	$	9.32	$	0.07
2019
December 31, 2019	$	23.61	$	20.00	$	0.07
September 30, 2019	$	24.20	$	19.84	$	0.07
June 30, 2019	$	23.77	$	18.78	$	0.07
March 31, 2019	$	21.24	$	16.37	$	0.07
2018
December 31, 2018	$	18.56	$	14.93	$	0.07
September 30, 2018	$	17.60	$	14.45	$	0.06
June 30, 2018	$	14.75	$	10.60	$	0.06
March 31, 2018	$	12.05	$	8.60	$	0.06

Under Oriental’s current stock repurchase program, it is authorized to purchase in the open market up to $5.5 million of its outstanding shares of common stock. The shares of common stock repurchased are to be held by Oriental as treasury shares. During the quarter ended March 31, 2020, Oriental purchased 175,000 shares under this program for a total of $2.2 million, at an average price of $12.69 per share. There were no repurchases during the quarter ended March 31, 2019.

At March 31, 2020, the number of shares that may yet be purchased under such program is estimated at 492,885 and was calculated by dividing the remaining balance of $7.7 million by $11.18 (closing price of Oriental's common stock at March 31, 2020).

110 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Background

Oriental’s risk management policies are established by its Board of Directors (the “Board”) and implemented by management through the adoption of a risk management program, which is overseen and monitored by the Chief Risk and Compliance Officer, the Board’s Risk and Compliance Committee and the executive Risk and Compliance Team. Oriental has continued to refine and enhance its risk management program by strengthening policies, processes and procedures necessary to maintain effective risk management.

All aspects of Oriental’s business activities are susceptible to risk. Consequently, risk identification and monitoring are essential to risk management. As more fully discussed below, Oriental’s primary risk exposures include, market, interest rate, credit, liquidity, operational and concentration risks.

Market Risk

Market risk is the risk to earnings or capital arising from adverse movements in market rates or prices, such as interest rates or prices. Oriental evaluates market risk together with interest rate risk. Oriental’s financial results and capital levels are constantly exposed to market risk. The Board and management are primarily responsible for ensuring that the market risk assumed by Oriental complies with the guidelines established by policies approved by the Board. The Board has delegated the management of this risk to the Asset/Liability Management Committee (“ALCO”) which is composed of certain executive officers from the business, treasury and finance areas. One of ALCO’s primary goals is to ensure that the market risk assumed by Oriental is within the parameters established in such policies.

Interest Rate Risk

Interest rate risk is the exposure of Oriental’s earnings or capital to adverse movements in interest rates. It is a predominant market risk in terms of its potential impact on earnings. Oriental manages its asset/liability position in order to limit the effects of changes in interest rates on net interest income. ALCO oversees interest rate risk, liquidity management and other related matters.

In executing its responsibilities, ALCO examines current and expected conditions in global financial markets, competition and prevailing rates in the local deposit market, liquidity, unrealized gains and losses in securities, recent or proposed changes to the investment portfolio, alternative funding sources and their costs, hedging and the possible purchase of derivatives such as swaps, and any tax or regulatory issues which may be pertinent to these areas.

On a quarterly basis, Oriental performs a net interest income simulation analysis on a consolidated basis to estimate the potential change in future earnings from projected changes in interest rates. These simulations are carried out over a five-year time horizon, assuming certain gradual upward and downward interest rate movements, achieved during a twelve-month period. Instantaneous interest rate movements are also modeled. Simulations are carried out in two ways:

(i) using a static balance sheet as Oriental had on the simulation date, and

(ii) using a dynamic balance sheet based on recent organic growth patterns and core business strategies.

The balance sheet is divided into groups of assets and liabilities detailed by maturity or re-pricing and their corresponding interest yields and costs. As interest rates rise or fall, these simulations incorporate expected future lending rates, current and expected future funding sources and costs, the possible exercise of options, changes in prepayment rates, deposits decay and other factors which may be important in projecting the future growth of net interest income.

Oriental uses a software application to project future movements in Oriental’s balance sheet and income statement. The starting point of the projections generally corresponds to the actual values of the balance sheet on the date of the simulations.

111

These simulations are complex and use many assumptions that are intended to reflect the general behavior of Oriental over the period in question. There can be no assurance that actual events will match these assumptions in all cases. For this reason, the results of these simulations are only approximations of the true sensitivity of net interest income to changes in market interest rates. The following table presents the results of the simulations at March 31, 2020 for the most likely scenario, assuming a one-year time horizon:

	Net Interest Income Risk (one-year projection)
	Static Balance Sheet			Growing Simulation
	Amount		Percent	Amount		Percent
	Change		Change	Change		Change
Change in interest rate	(Dollars in thousands)
+ 200 Basis points	$	28,247	7.08%	$	24,885	6.01%
+ 100 Basis points	$	13,302	3.33%	$	11,552	2.79%
- 100 Basis points	$	(8,623)	-2.16%	$	(6,072)	-1.47%
- 200 Basis points	$	(9,956)	-2.49%	$	(6,527)	-1.58%

Future net interest income could be affected by Oriental’s investments in callable securities, prepayment risk related to mortgage loans and mortgage-backed securities, and any structured repurchase agreements and advances from the FHLB-NY in which it may enter into from time to time. As part of the strategy to limit the interest rate risk and reduce the re-pricing gaps of Oriental’s assets and liabilities, Oriental has executed certain transactions which include extending the maturity and the re-pricing frequency of the liabilities to longer terms reducing the amounts of its structured repurchase agreements and entering into hedge-designated swaps to hedge the variability of future interest cash flows of forecasted wholesale borrowings that only consist of advances from the FHLB-NY as of March 31, 2020.

Oriental maintains an overall interest rate risk management strategy that incorporates the use of derivative instruments to minimize significant unplanned fluctuations in earnings that are caused by interest rate volatility. Oriental’s goal is to manage interest rate sensitivity by modifying the repricing or maturity characteristics of certain balance sheet assets and liabilities so that the net interest margin is not, on a material basis, adversely affected by movements in interest rates. As a result of interest rate fluctuations, hedged fixed-rate assets and liabilities will appreciate or depreciate in market value. Also, for some fixed-rate assets or liabilities, the effect of this variability in earnings is expected to be substantially offset by Oriental’s gains and losses on the derivative instruments that are linked to the forecasted cash flows of these hedged assets and liabilities. Oriental considers its strategic use of derivatives to be a prudent method of managing interest-rate sensitivity as it reduces the exposure of earnings and the market value of its equity to undue risk posed by changes in interest rates. The effect of this unrealized appreciation or depreciation is expected to be substantially offset by Oriental’s gains or losses on the derivative instruments that are linked to these hedged assets and liabilities. Another result of interest rate fluctuation is that the contractual interest income and interest expense of hedged variable-rate assets and liabilities, respectively, will increase or decrease.

Derivative instruments that are used as part of Oriental’s interest risk management strategy include interest rate swaps, forward-settlement swaps, futures contracts, and option contracts that have indices related to the pricing of specific balance sheet assets and liabilities. Interest rate swaps generally involve the exchange of fixed and variable-rate interest payments between two parties based on a common notional principal amount and maturity date. Interest rate futures generally involve exchanged-traded contracts to buy or sell U.S. Treasury bonds and notes in the future at specified prices. Interest rate options represent contracts that allow the holder of the option to (i) receive cash or (ii) purchase, sell, or enter into a financial instrument at a specified price within a specified period. Some purchased option contracts give Oriental the right to enter into interest rate swaps and cap and floor agreements with the writer of the option. In addition, Oriental enters into certain transactions that contain embedded derivatives. When the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract, it is bifurcated and carried at fair value.

112

Following is a summary of certain strategies, including derivative activities, currently used by Oriental to manage interest rate risk:

Interest rate swaps — Oriental entered into hedge-designated swaps to hedge the variability of future interest cash flows of forecasted wholesale borrowings attributable to changes in the one-month LIBOR rate. Once the forecasted wholesale borrowing transactions occurred, the interest rate swap effectively fixes Oriental’s interest payments on an amount of forecasted interest expense attributable to the one-month LIBOR rate corresponding to the swap notional stated rate. A derivative liability of $2.1 million (notional amount of $31.5 million) was recognized at March 31, 2020 related to the valuation of these swaps.

Wholesale borrowings — Oriental uses interest rate swaps to hedge the variability of interest cash flows of certain advances from the FHLB-NY that are tied to a variable rate index. The interest rate swaps effectively fix Oriental’s interest payments on these borrowings. As of March 31, 2020, Oriental had $31.5 million in interest rate swaps at an average rate of 2.42% designated as cash flow hedges for $31.5 million in advances from the FHLB-NY that reprice or are being rolled over on a monthly basis.

Credit Risk

Credit risk is the possibility of loss arising from a borrower or counterparty in a credit-related contract failing to perform in accordance with its terms. The principal source of credit risk for Oriental is its lending activities. In Puerto Rico, Oriental’s principal market, economic conditions are very challenging, as they have been for the last twelve years, due to a shrinking population, a protracted economic recession, a housing sector that remains under pressure, the Puerto Rico government’s fiscal and liquidity crisis, and the payment defaults on various Puerto Rico government bonds, with severe austerity measures expected for the Puerto Rico government to be able to restructure its debts under the supervision of the federally-created Fiscal Oversight and Management Board for Puerto Rico. In addition, as was demonstrated with January 2020 earthquakes and with hurricanes Irma and Maria during the month of September 2017, Puerto Rico is susceptible to natural disasters, such as hurricanes and earthquakes, which can have a disproportionate impact on Puerto Rico because of the logistical difficulties of bringing relief to an island far from the United States mainland. Moreover, the Puerto Rico government's fiscal challenges and Puerto Rico's unique relationship with the United States also complicate any relief efforts after a natural disaster. These events increase credit risk as debtors may no longer be capable of operating their businesses and the collateral securing Oriental's loans may suffer significant damages.

Oriental manages its credit risk through a comprehensive credit policy which establishes sound underwriting standards by monitoring and evaluating loan portfolio quality, and by the constant assessment of reserves and loan concentrations. Oriental also employs proactive collection and loss mitigation practices.

Oriental may also encounter risk of default in relation to its securities portfolio. The securities held by Oriental are all agency mortgage-backed securities. Thus, these instruments are guaranteed by mortgages, a U.S. government-sponsored entity, or the full faith and credit of the U.S. government.

Oriental’s executive Credit Risk Team, composed of its Chief Operating Officer, Chief Risk and Compliance Officer, and other senior executives, has primary responsibility for setting strategies to achieve Oriental’s credit risk goals and objectives. Those goals and objectives are set forth in Oriental’s Credit Policy as approved by the Board.

During the first quarter of 2020, the COVID-19 pandemic negatively impacted economic activity in the U.S. and around the world. While we did see increases in consumer portfolio delinquencies and nonperforming loans, we did not see meaningful impacts to commercial portfolio delinquencies, nonperforming loans or charge-offs as of and during the quarter ended March 31, 2020. To provide relief to individuals and businesses in the U.S., in March and April 2020, the President signed into law four economic stimulus packages, including the CARES Act. U.S. bank regulatory agencies also issued interagency guidance to financial institutions that are working with borrowers affected by COVID-19.

To support our customers, we have implemented various loan modification programs and other forms of support, including offering loan payment deferrals, waiver of certain fees and pausing foreclosure sales, evictions and repossessions. For a information of the loan modification programs that we have implemented, see Executive Summary - Recent Developments – COVID-19 Pandemic 2020 of the MD&A. For information on the accounting for loan modifications related to the COVID-19 pandemic, see Note 1 – Summary of Significant Accounting Policies to the Consolidated Financial Statements.

113 Liquidity Risk

Liquidity risk is the risk of Oriental not being able to generate sufficient cash from either assets or liabilities to meet obligations as they become due without incurring substantial losses. The Board has established a policy to manage this risk. Oriental’s cash requirements principally consist of deposit withdrawals, contractual loan funding, repayment of borrowings as these mature, and funding of new and existing investments as required.

Oriental’s business requires continuous access to various funding sources. While Oriental is able to fund its operations through deposits as well as through advances from the FHLB-NY and other alternative sources, Oriental’s business is dependent upon other external wholesale funding sources. Oriental has selectively reduced its use of certain wholesale funding sources, such as repurchase agreements and brokered deposits. As of March 31, 2020, Oriental had $50.0 million in repurchase agreements, excluding accrued interest, and $255.5 million in brokered deposits. These liquidity risk management practices have allowed us to effectively manage the market stress that began in the first quarter of 2020 from the COVID-19 pandemic. For more information on the effects of the pandemic, see Executive Summary - Recent Developments – COVID-19 Pandemic 2020 of the MD&A.

Brokered deposits are typically offered through an intermediary to small retail investors. Oriental’s ability to continue to attract brokered deposits is subject to variability based upon a number of factors, including volume and volatility in the global securities markets, Oriental’s credit rating, and the relative interest rates that it is prepared to pay for these liabilities. Brokered deposits are generally considered a less stable source of funding than core deposits obtained through retail bank branches. Investors in brokered deposits are generally more sensitive to interest rates and will generally move funds from one depository institution to another based on small differences in interest rates offered on deposits.

Although Oriental expects to have continued access to credit from the foregoing sources of funds, there can be no assurance that such financing sources will continue to be available or will be available on favorable terms. In a period of financial disruption or if negative developments occur with respect to Oriental, the availability and cost of Oriental’s funding sources could be adversely affected. In that event, Oriental’s cost of funds may increase, thereby reducing its net interest income, or Oriental may need to dispose of a portion of its investment portfolio, which depending upon market conditions, could result in realizing a loss or experiencing other adverse accounting consequences upon any such dispositions. Oriental’s efforts to monitor and manage liquidity risk may not be successful to deal with dramatic or unanticipated changes in the global securities markets or other reductions in liquidity driven by Oriental or market-related events. In the event that such sources of funds are reduced or eliminated, and Oriental is not able to replace these on a cost-effective basis, Oriental may be forced to curtail or cease its loan origination business and treasury activities, which would have a material adverse effect on its operations and financial condition.

As of March 31, 2020, Oriental had approximately $1.325 billion in unrestricted cash and cash equivalents, $404.1 million in investment securities that are not pledged as collateral, and $951.0 million in borrowing capacity at the FHLB-NY.

Operational Risk

Operational risk is the risk of loss from inadequate or failed internal processes, personnel and systems or from external events. All functions, products and services of Oriental are susceptible to operational risk.

Oriental faces ongoing and emerging risk and regulatory pressure related to the activities that surround the delivery of banking and financial products and services. Coupled with external influences such as the risk of natural disasters, market conditions, security risks, and legal risks, the potential for operational and reputational loss has increased. In order to mitigate and control operational risk, Oriental has developed, and continues to enhance, specific internal controls, policies and procedures that are designed to identify and manage operational risk at appropriate levels throughout the organization. The purpose of these policies and procedures is to provide reasonable assurance that Oriental’s business operations are functioning within established limits.

114

Oriental classifies operational risk into two major categories: business specific and corporate-wide affecting all business lines. For business specific risks, a risk assessment group works with the various business units to ensure consistency in policies, processes and assessments. With respect to corporate-wide risks, such as information security, business recovery, legal and compliance, Oriental has specialized groups, such as Information Security, Enterprise Risk Management, Corporate Compliance, Information Technology, Legal and Operations. These groups assist the lines of business in the development and implementation of risk management practices specific to the needs of the business groups. All these matters are reviewed and discussed in the executive Risk and Compliance Team. Oriental also has a Business Continuity Plan to address situations where its capacity to perform critical functions is affected. Under such circumstances, a Crisis Management Team is activated to restore such critical functions within established timeframes.

The Business Continuity Plan have allowed us to effectively manage the operational disruption that began in the first quarter of 2020 from the COVID-19 pandemic. For more information on the effects of the pandemic, see Executive Summary - Recent Developments – COVID-19 Pandemic 2020 of the MD&A.

Oriental is subject to extensive United States federal and Puerto Rico regulations, and this regulatory scrutiny has been significantly increasing over the last several years. Oriental has established and continues to enhance procedures based on legal and regulatory requirements that are reasonably designed to ensure compliance with all applicable statutory and regulatory requirements. Oriental has a corporate compliance function headed by a Chief Risk and Compliance Officer who reports to the Chief Executive Officer and supervises the BSA Officer and Regulatory Compliance Officer. The Chief Risk and Compliance Officer is responsible for the oversight of regulatory compliance and implementation of a company-wide compliance program, including the Bank Secrecy Act/Anti-Money Laundering compliance program.

Concentration Risk

Substantially all of Oriental’s business activities and a significant portion of its credit exposure are concentrated in Puerto Rico. As a consequence, Oriental’s profitability and financial condition may be adversely affected by an extended economic slowdown, adverse political, fiscal or economic developments in Puerto Rico or the effects of a natural disaster, all of which could result in a reduction in loan originations, an increase in non-performing assets, an increase in foreclosure losses on mortgage loans, and a reduction in the value of its loans and loan servicing portfolio.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

As of the end of the period covered by this quarterly report on Form 10-Q, an evaluation was carried out under the supervision and with the participation of Oriental’s management, including the Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”), of the effectiveness of the design and operation of Oriental’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based upon such evaluation, the CEO and the CFO have concluded that, as of the end of such period, Oriental’s disclosure controls and procedures provided reasonable assurance of effectiveness in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by Oriental in the reports that it files or submits under the Exchange Act. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute assurance that it will detect or uncover failures within Oriental to disclose material information otherwise required to be set forth in Oriental’s periodic reports.

Internal Control over Financial Reporting

Effective January 1, 2020, Oriental adopted the CECL accounting standard. The Company designed new controls and modified existing controls as part of its adoption. These additional controls over financial reporting included controls over model creation and design, model governance, assumptions, and expanded controls over loan level data. On December 31, 2019, Oriental acquired Scotianbak PR & USVI as described elsewhere in this report. Oriental is still in the process of integrating policies, processes, internal controls, people, technology and operations relating to this transaction into our overall internal controls over financial reporting. As integration activities occur, management will modify existing internal controls and/or implement additional internal controls when necessary to appropriately address underlying risks. In addition, during this integration period, management has extended its oversight and monitoring processes that support internal control over financial reporting, and to-date, while this acquisition is considered a significant change to Oriental's internal control over financial reporting, management has not identified any other changes in Oriental’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended March 31, 2020, that has materially affected, or is reasonably likely to materially affect, Oriental’s internal control over financial reporting.

115

PART - II OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Oriental and its subsidiaries are defendants in a number of legal proceedings incidental to their business. Oriental is vigorously contesting such claims. Based upon a review by legal counsel and the development of these matters to date, management is of the opinion that the ultimate aggregate liability, if any, resulting from these claims will not have a material adverse effect on Oriental’s financial condition or results of operations.

ITEM 1A. RISK FACTORS

Our Annual Report on Form 10-K for the year ended December 31, 2019 (2019 Form 10-K) describes market, credit, and

business operations risk factors that could affect our businesses, results of operations or financial condition. On March 11, 2020, the World Health Organization declared the outbreak of a strain of novel coronavirus disease, COVID-19, a global pandemic. As conditions and circumstances related to the COVID-19 pandemic have evolved subsequent to our 2019 Form 10-K filing, the following supplements the risk factors described in our 2019 Form 10-K.

The COVID-19 pandemic has adversely impacted our business and financial results, and the extent to which the pandemic and measures taken in response to the pandemic could materially and adversely impact our business, financial condition, liquidity, capital and results of operations will depend on future developments, which are highly uncertain and are difficult to predict.

Global health concerns relating to the COVID-19 pandemic and related government actions taken to reduce the spread of the virus have impacted the macroeconomic environment, significantly increased economic uncertainty and reduced economic activity. The pandemic has also caused governmental authorities to implement numerous measures to try to contain the virus, including travel bans and restrictions, quarantines, shelter-in-place orders, and business limitations and shutdowns. These measures have negatively impacted and may further negatively impact consumer and business payment and spending patterns.

The COVID-19 pandemic has adversely impacted, and may continue to adversely impact, our business, financial condition, capital and results of operations. The extent of these impacts depends on future developments, which are highly uncertain and difficult to predict, including, but not limited to, the duration and magnitude of the pandemic, the actions taken to contain the virus or treat its impact, the effectiveness of economic stimulus measures in Puerto Rico and the United States, and how quickly and to what extent economic and operating conditions and consumer and business spending can return to their pre-pandemic levels. As a result, our loan growth and the overall demand for our products and services may be significantly impacted, which could adversely affect our revenue and other results of operations. In addition, we could experience higher credit losses in our loan portfolios and increases in our allowance for credit losses. For example, as a result of the significant uncertainty due to the COVID-19 pandemic we realized a substantial build in our allowance for credit losses for the first quarter of 2020. We could also experience impairments of other financial assets and other negative impacts on our financial position, including possible constraints on liquidity and capital, as well as higher costs of capital. Even after the COVID-19 pandemic has subsided, we may continue to experience adverse impacts to our business and results of operations, which could be material, as a result of the macroeconomic impact and any recession that has occurred or may occur in the future.

The spread of COVID-19 has caused us to modify our business practices and operations, including providing a range of forbearance options to our customers in certain circumstances. We may need to further modify our practices and operations as this event unfolds. We have also implemented work-from-home policies for over 50% of our employees, and social distancing plans for our employees who are working from Oriental’s facilities. These measures could impair our ability to perform critical functions and may adversely impact our results of operations. We may take further actions as required by government authorities or that we otherwise determine are in the best interests of our customers, employees and business partners.

Federal, state, and local governmental authorities have enacted, and may enact in the future, legislation, regulations and protocols in response to the COVID-19 pandemic, including governmental programs intended to provide economic relief to businesses and individuals. Our participation in and execution of any such programs may cause operational, compliance, reputational and credit risks, which could result in litigation, governmental action or other forms of loss. The extent of these impacts, which may be substantial, will depend on the degree of our participation in these programs. There remains significant uncertainty regarding the measures that authorities will enact in the future and the ultimate impact of the legislation, regulations and protocols that have been and will be enacted. Moreover, we expect that the effects of the COVID-19 pandemic will heighten many of the other known risks described in the “Risk Factors” section of our 2019 Form 10-K.

116 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITES AND USE OF PROCEEDS

On June 29, 2011, the Company announced the approval by the Board of Directors of a stock repurchase program to purchase an additional $70 million of the Company’s common stock in the open market.

Any shares of common stock repurchased are held by the Company as treasury shares. The Company records treasury stock purchases under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. During the quarter ended March 31, 2020, the Company purchased 175,000 additional shares under this program for a total of $2.2 million, at an average price of $12.69 per share.

The following table presents the shares repurchased for each month during the quarter ended March 31, 2020, excluding the months ended January 31, 2020 and February 29, 2020, during which no shares were purchased as part of the stock repurchase program:

				Total number of		Maximum approximate
				shares purchased		dollar value of shares
	Total number of	Average price paid		as part of publicly		that may yet be purchased
Period	shares purchased	per share		announced programs		under the programs
						(In thousands)
March 1-31, 2020	175,000	$	12.69	175,000	$	5,322
Quarter ended March 31, 2020	175,000	$	12.69	175,000	$	5,322

The number of shares that may yet be purchased under the current $70 million program is estimated at 492,885 and was calculated by dividing the remaining balance of $5.5 million by $11.18 (closing price of the Company’s common stock at March 31, 2020). The Company did not purchase any shares of its common stock other than through its publicly announced stock repurchase program during the quarter ended March 31, 2020.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

117 ITEM 6. EXHIBITS

Exhibit No. Description of Document:

31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1 Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101 The following materials from Oriental’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Unaudited Consolidated Statements of Financial Condition, (ii) Unaudited Consolidated Statements of Operations, (iii) Unaudited Consolidated Statements of Comprehensive Income, (iv) Unaudited Consolidated Statements of Changes in Stockholders’ Equity, (v) Unaudited Consolidated Statements of Cash Flows, and (vi) Notes to Unaudited Consolidated Financial Statements.

118 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, thereunto duly authorized.

OFG Bancorp

(Registrant)

By:	/s/ José Rafael Fernández	Date: May 11, 2020
	José Rafael Fernández
	President and Chief Executive Officer
By:	/s/ Maritza Arizmendi	Date: May 11, 2020
	Maritza Arizmendi
	Executive Vice President, Chief Financial Officer and<br><br>Chief Accounting Officer
By:	/s/ Krisen Aguirre Torres	Date: May 11, 2020
	Krisen Aguirre Torres
	Vice President Financial Reporting and Accounting Control

EXHIBIT 31.1

MANAGEMENT CERTIFICATION PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, José Rafael Fernández, President and Chief Executive Officer of OFG Bancorp, certify that:

*1.*I have reviewed this quarterly report on Form 10-Q of OFG Bancorp;

*2.*Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

*3.*Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f ) and 15d-15(f )) for the registrant and have:

*a)*Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

*b)*Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U. S. generally accepted accounting principles;

*c)*Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

*d)*Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal year that has materially affected, or is reasonably likely to materially affect the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

*a)*All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

*b)*Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 11, 2020

By: /s/ José Rafael Fernández

José Rafael Fernández

President and Chief Executive Officer

EXHIBIT 31.2

MANAGEMENT CERTIFICATION PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Maritza Arizmendi, Executive Vice President and Chief Financial Officer of OFG Bancorp, certify that:

1 I have reviewed this quarterly report on Form 10-Q of OFG Bancorp;

2 Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3 . Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

*b)*Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 11, 2020

By: /s/ Maritza Arizmendi

Maritza Arizmendi

Executive Vice President and Chief Financial Officer

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

(18 U.S.C. §1350)

In connection with OFG Bancorp’s quarterly report on Form 10-Q for the quarter ended March 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, José Rafael Fernández, President and Chief Executive Officer of OFG Bancorp, hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. §1350), that:

*(1)*The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

*(2)*The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of OFG Bancorp.

In witness whereof, I execute this certification in San Juan, Puerto Rico, this 11th day of May 2020.

By: /s/ José Rafael Fernández

José Rafael Fernández

President and Chief Executive Officer

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

(18 U.S.C. §1350)

In connection with OFG Bancorp’s quarterly report on Form 10-Q for the period ended March 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Maritza Arizmendi, Executive Vice President and Chief Financial Officer of OFG Bancorp, hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. §1350), that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of OFG Bancorp.

In witness whereof, I execute this certification in San Juan, Puerto Rico, this 11th day of May 2020.

By: /s/ Maritza Arizmendi

Maritza Arizmendi

Executive Vice President and Chief Financial Officer

10-Q

119

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2020

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the transition period from ______________ to ______________

Commission File Number 001-12647

OFG Bancorp

Incorporated in the Commonwealth of Puerto Rico, IRS Employer Identification No. 66-0538893

Principal Executive Offices:

254 Muñoz Rivera Avenue

San Juan, Puerto Rico 00918

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐No ☑

Number of shares outstanding of the registrant’s common stock, as of the latest practicable date:

51,340,582 common shares ($1.00 par value per share) outstanding as of April 30, 2020

TABLE OF CONTENTS

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

AS OF MARCH 31, 2020 AND DECEMBER 31, 2019

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

AS OF MARCH 31, 2020 AND DECEMBER 31, 2019

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019 (CONTINUED)

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES

IN STOCKHOLDERS’ EQUITY

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019

OFG BANCORP

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE QUARTERS ENDED MARCH 31, 2020 AND 2019 (CONTINUED)

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

Basis of Presentation

Significant Accounting Policies

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

New Accounting Updates Not Yet Adopted

Reference Rate Reform

Income Taxes

New Accounting Updates Adopted in 2020

Accounting for Financial Instruments -- Credit Losses

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Troubled Debt Restructurings

Cloud computing arrangements

Fair value measurements

Goodwill

NOTE 2 – BUSINESS COMBINATIONS

OFG BANCORP

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

OFG BANCORP

For the transition period from to