Popular (BPOP) 8-K Popular, Inc. Announces Third Quarter Financial Results

Exhibit 99.1

Popular, Inc. Announces Third Quarter Financial Results

• Reports net income of $62.6 million and adjusted net income of $90.5 million
• The continuing operations reflected a net income of $32.8 million and adjusted net income of $81.7 million
• The discontinued operations reflected a net income of $29.8 million and adjusted net income of $8.8 million
• Adjusted net interest margin of 4.64% in Q3 2014 vs. 4.68% in Q2 2014
• Credit Quality (excluding covered loans):
  • Non-performing loan inflows, excluding consumer loans, were down by $23.8 million, or 15.7%, from Q2 2014;
  • Non-performing loans held-in-portfolio (NPLs) decreased by $17.8 million, or 2.8% from Q2 2014; NPLs to loans ratio decreased to 3.2% from 3.3% in Q2 2014;
  • Net charge-offs (NCOs) were 0.83% of average loans held-in-portfolio vs. 0.94% in Q2 2014; NCOs declined $5.7 million quarter over quarter;
  • Allowance for loan losses of $521.7 million vs. $526.2 million in Q2 2014; Allowance for loan losses to loans held-in-portfolio at 2.69% vs. 2.68% in Q2 2014.
• Completed the sale of its Central Florida and Illinois regional operations
• Repaid TARP funds on July 2, 2014
• Common Equity Tier 1 ratio of 14.8% and Tangible Book Value per Share of $36.24 at September 30, 2014; capital exceeds well-capitalized minimum threshold by $2.2 billion.

SAN JUAN, Puerto Rico--(BUSINESS WIRE)--October 22, 2014--Popular, Inc. (the “Corporation” or “Popular”) (NASDAQ:BPOP) reported a net income of $62.6 million and adjusted net income of $90.5 million for the quarter ended September 30, 2014, compared to net loss of $511.3 million and adjusted net income of $86.2 million for the quarter ended June 30, 2014.

Mr. Richard L. Carrión, Chairman of the Board and Chief Executive Officer, said: "In the third quarter Popular reached important milestones, such as the repayment of TARP and continued the restructuring of our U.S. operations, completing the sale of our Illinois and Central Florida operations. These accomplishments come in concert with another period of stable results and credit quality, reflecting our ability to operate successfully even under challenging conditions".

Earnings Highlights
(Unaudited)	Quarters ended									Nine months ended
(Dollars in thousands, except per share information)	30-Sep-14			30-Jun-14			30-Sep-13			30-Sep-14			30-Sep-13
Net interest income (expense)	$	326,421		$	(59,381	)	$	331,012		$	618,211		$	990,067
Provision for loan losses – non-covered loans		68,166			50,074			48,715			172,362			486,783
Provision for loan losses – covered loans [1]		12,463			11,604			17,433			49,781			60,489
Net interest income (expense) after provision for loan losses		245,792			(121,059	)		264,864			396,068			442,795
FDIC loss share expense		(4,864	)		(55,261	)		(14,866	)		(84,331	)		(44,887	)
Other non-interest income		129,194			118,050			301,575			367,482			650,624
Operating expenses		310,640			275,439			308,292			863,678			917,381
Income (loss) from continuing operations before income tax		59,482			(333,709	)		243,281			(184,459	)		131,151
Income tax expense (benefit)		26,667			(4,124	)		17,768			45,807			(276,489	)
Income (loss) from continuing operations	$	32,815		$	(329,585	)	$	225,513		$	(230,266	)	$	407,640
Income (loss) from discontinued operations, net of tax	$	29,758		$	(181,729	)	$	3,622		$	(132,066	)	$	28,656
Net income (loss)	$	62,573		$	(511,314	)	$	229,135		$	(362,332	)	$	436,296
Net income (loss) applicable to common stock	$	61,643		$	(512,245	)	$	228,204		$	(365,124	)	$	433,504
Net income (loss) per common share from continuing operations - Basic	$	0.31		$	(3.21	)	$	2.18		$	(2.27	)	$	3.94
Net income (loss) per common share from continuing operations - Diluted	$	0.31		$	(3.21	)	$	2.18		$	(2.27	)	$	3.93
Net income (loss) per common share from discontinued operations - Basic	$	0.29		$	(1.77	)	$	0.04		$	(1.28	)	$	0.28
Net income (loss) per common share from discontinued operations - Diluted	$	0.29		$	(1.77	)	$	0.04		$	(1.28	)	$	0.28
[1] Covered loans represent loans acquired in the Westernbank FDIC-assisted transaction that are covered under FDIC loss sharing agreements.

Significant events

• On July 2, 2014, the Corporation completed the repayment of TARP funds to the U.S. Treasury through the repurchase of $935 million of trust capital securities issued to the U.S. Treasury under the TARP Capital Purchase Program. The Corporation funded the repurchase through a combination of available cash and approximately $400 million from the proceeds of the issuance of its $450 million aggregate principal amount of 7% Senior Notes due on 2019 issued on July 1, 2014.

On July 23, 2014, the Corporation also completed the repurchase of the outstanding warrant initially issued to the U.S. Treasury under the TARP Capital Purchase Program in 2008. The warrant represented the right to purchase 2,093,284 shares of the Corporation’s common stock at an exercise price of $67 per share with an original term of 10 years. The Corporation and the U.S. Treasury agreed upon a repurchase price of $3.0 million for the warrant. With the completion of this transaction, the Corporation completed its exit from the TARP Capital Purchase Program.

In connection with the repayment of TARP on July 2, 2014, the Corporation accelerated the related amortization of the discount and deferred costs amounting to $414.1 million, which is reflected as part of interest expense in the consolidated statement of operations, during the second quarter of 2014.

• During the third quarter of 2014, the Corporation completed two of the previously announced sales of its regional operations in the U.S. The sales of its Central Florida and Illinois operations resulted in a net gain of $1.2 million and $24.6 million, respectively. The sale of the California region is expected to be completed before the end of the year.

The Corporation continues its strategy of centralizing certain back office operations in Puerto Rico and New York. The Corporation incurred $8.3 million in restructuring charges during the third quarter of 2014. Over the course of the fourth quarter of 2014 and early in 2015, an additional $41 million in restructuring charges are expected to be incurred, comprised of $22 million in severance and retention payments and $19 million in operational set-up costs and lease cancelations. Upon the completion of the regional sales and the centralization of operations in the first half of 2015, annual operating expenses are expected to decrease by approximately $40 million, after the reorganization is complete. This decrease in expenses is expected to offset the reduction in revenues that will result from the sale of the regional operations.

In connection with the restructuring of its U.S. mainland operations, the Corporation is also taking steps to restructure its balance sheet and funding strategies. As part of the strategy, during the third quarter of 2014, the Corporation sold approximately $94.2 million in securities available for sale and refinanced approximately $638 million in long term structured repos in the U.S. with a yield of 4.41% and replaced them with lower cost short-term repos of a similar amount. The fees associated with the refinancing of these repos were $39.7 million, of which $20.7 million were recorded as interest expense during the third quarter of 2014, with remainder to be recorded during the fourth quarter of 2014.

The Corporation also sold or entered into agreements to sell certain of its legacy and classified loans in the U.S. for an aggregate of approximately $220.7 million which resulted in a net loss of approximately $12.0 million in the quarter, which is reflected in the provision for loan losses.

• As previously disclosed, on July 31, 2013, BPPR filed a statement of claims with the American Arbitration Association requesting that the review board determine certain matters relating to the loss-share claims under its commercial loss share agreement with the FDIC. The statement of claim also included requests for reimbursement of certain valuation adjustments for discounts to appraised values, costs to sell troubled assets and other items. On October 17, 2014, BPPR and the FDIC settled the claims that had been submitted to the review board. The settlement provides for an agreed methodology for submitting claims for reimbursement of charge-offs for late stage real-estate-collateral-dependent loans. While the terms of the settlement could delay the timing of reimbursement of certain claims from the FDIC, the settlement is not expected to have a material adverse impact on BPPR’s current estimate of expected reimbursable losses for the covered portfolio through the end of the loss share agreement in the quarter ending June 30, 2015.
• On October 20, 2014, the Memorandum of Understanding (the “MOU”) entered into on July 2, 2011 between Popular, Inc., BPPR, the Federal Reserve Bank of New York (the””FRB-NY”) and the Office of the Commissioner of Financial Institutions of Puerto Rico was lifted. The MOU provided, among other things, for the Corporation to take steps to improve its credit risk management practices and asset quality, and for the Corporation to develop strategic plans to improve earnings and to develop capital plans. The MOU also required the Corporation to obtain approval from the applicable MOU counterparties prior to, among other things, declaring or paying dividends, purchasing or redeeming any shares of its stock, consummating acquisitions or mergers, or making any distributions on its trust preferred securities or subordinated debentures.

The decision to sell three of its U.S. regional operations resulted in the discontinuance of each of these respective operations. As required by US GAAP, current and prior periods presented in the consolidated statement of operations as well as financial information covering income and expense amounts presented in this earnings release has been retrospectively adjusted for the impact of the discontinued operations for comparative purposes. The consolidated statement of financial condition and related financial information for prior periods included in this earnings release do not reflect the reclassification of BPNA’s assets and liabilities to discontinued operations. Refer to Table P for a detail of the net loss, assets and liabilities from the discontinued operations. Also, refer to Table Q for details of the restructuring charges incurred during the quarter ended September 30, 2014.

The following table reflects the results of operations for the third quarter of 2014, with adjustments to exclude the impact of significant events.

	Quarter ended
(Unaudited)	30-Sep-14
(In thousands)	Actual Results (US GAAP)			BPNA Reorganization [2]			Income Tax Adjustments [3]			Indemnification Asset Adjustment [4]		Adjusted Results (Non-GAAP)
Net interest income	$	326,421		$	(20,663	)	$	-		$	-	$	347,084
Provision for loan losses – non-covered loans		68,166			11,950			-			-		56,216
Provision for loan losses – covered loans [1]		12,463			-			-			-		12,463
Net interest income (expense) after provision for loan losses		245,792			(32,613	)		-			-		278,405
FDIC loss share expense		(4,864	)		-			-			15,046		(19,910	)
Other non-interest income		129,194			-			-			-		129,194
Restructuring costs		8,290			8,290			-			-		-
Other operating expenses		302,350			-			-			-		302,350
Income (loss) from continuing operations before income tax		59,482			(40,903	)		-			15,046		85,339
Income tax expense		26,667			-			20,048			3,009		3,610
Income (loss) from continuing operations	$	32,815		$	(40,903	)	$	(20,048	)	$	12,037	$	81,729
Income (loss) from discontinued operations, net of tax	$	29,758		$	20,949		$	-		$	-	$	8,809
Net income (loss)	$	62,573		$	(19,954	)	$	(20,048	)	$	12,037	$	90,538
[1] Covered loans represent loans acquired in the Westernbank FDIC-assisted transaction that are covered under FDIC loss sharing agreements.
[2] Includes losses on bulk sales and reclassifications to loans held-for-sale of classified and legacy loans for an aggregated net loss $12.0 million, loss on the refinancing of structured repos for $20.7 million recorded as interest expense, restructuring cost of $8.3 million and the net gain of $25.8 million on the sale of the Central Florida and Illinois regional operations, which was offset by costs directly associated with the unwinding of the regions subject to the sales for $4.8 million.
[3] As disclosed last quarter, on July 1, 2014, the Government of Puerto Rico approved an amendment to the Internal Revenue Code, which, among other things, changed the income tax rate for capital gains from 15% to 20%. As a result, the Corporation recognized an income tax expense of $20.0 million, mainly related to the deferred tax liability associated with the portfolio acquired from Westernbank.
[4] The FDIC indemnity asset amortization included a positive adjustment of $15.0 million to reverse the impact of accelerated amortization expense recorded in prior periods. Refer to Non-Interest section for further details.

	Quarter ended
(Unaudited)	30-Jun-14
(In thousands)	Actual Results (US GAAP)			TARP repayment discount amortization and Income Tax adjustments [2]			BPNA Reorganization [3]			Adjusted Results (Non-GAAP)
Net interest (expense) income	$	(59,381	)	$	(414,068	)	$	-		$	354,687
Provision for loan losses – non-covered loans		50,074			-			-			50,074
Provision for loan losses – covered loans [1]		11,604			-			-			11,604
Net interest (expense) income after provision for loan losses		(121,059	)		(414,068	)		-			293,009
FDIC loss share expense		(55,261	)		-			-			(55,261	)
Other non-interest income		118,050			-			-			118,050
Restructuring costs		4,574			-			4,574			-
Other operating expenses		270,865			-			-			270,865
(Loss) income from continuing operations before income tax		(333,709	)		(414,068	)		(4,574	)		84,933
Income tax (benefit) expense		(4,124	)		(14,524	)		-			10,400
(Loss) income from continuing operations	$	(329,585	)	$	(399,544	)	$	(4,574	)	$	74,533
(Loss) income from discontinued operations, net of tax	$	(181,729	)	$	-		$	(193,363	)	$	11,634
Net (loss) income	$	(511,314	)	$	(399,544	)	$	(197,937	)	$	86,167
[1] Covered loans represent loans acquired in the Westernbank FDIC-assisted transaction that are covered under FDIC loss sharing agreements.
[2] Income tax adjustments include a benefit of approximately $23.4 million related to a Closing Agreement with the PR Department of Treasury, completed during the second quarter of 2014 and the negative impact of the deferred tax asset valuation allowance of approximately $8.9 million recorded at the Holding Company, due to the difference in the tax treatment of the interest expense related to the TARP funds and the newly issued $450 million senior notes. Refer to Income taxes section for further details.
[3] Adjustments included within Loss from discontinued operations include approximately $186.5 million of goodwill impairment charge and $6.9 million in transaction costs, which include severance payment expenses, legal and other professional services, incurred in connection with the agreements to sell the U.S. regional operations. Refer to Table P for a detail of the net loss from discontinued operations. Adjustments within operating expenses are related to restructuring charges incurred in connection with the reorganization of PCB. Refer to Table Q for a detail of restructuring charges.

	Quarters ended
(Unaudited)	Adjusted Results Non-GAAP
(In thousands)	30-Sep-14			30-Jun-14			Variance
Net interest income	$	347,084		$	354,687		$	(7,603	)
Provision for loan losses – non-covered loans		56,216			50,074			6,142
Provision for loan losses – covered loans [1]		12,463			11,604			859
Net interest income after provision for loan losses		278,405			293,009			(14,604	)
FDIC loss share expense		(19,910	)		(55,261	)		35,351
Other non-interest income		129,194			118,050			11,144
Restructuring costs		-			-			-
Other operating expenses		302,350			270,865			31,485
Income from continuing operations before income tax		85,339			84,933			406
Income tax expense		3,610			10,400			(6,790	)
Income from continuing operations	$	81,729		$	74,533		$	7,196
Income from discontinued operations, net of tax		8,809			11,634		$	(2,825	)
Net income (loss)	$	90,538		$	86,167		$	4,371
[1] Covered loans represent loans acquired in the Westernbank FDIC-assisted transaction that are covered under FDIC loss sharing agreements.

Net interest income

For the quarter ended September 30, 2014, the Corporation had a net interest income of $326.4 million and an adjusted net interest income of $347.1 million, excluding the impact of the $20.7 million expense related to the refinancing of structured repos, compared to a net interest expense of $59.4 million for the previous quarter. Excluding the impact of the accelerated amortization of the discount and deferred costs of $414.1 million associated with the TARP trust preferred securities, net interest income was $354.7 million, for the second quarter of 2014. Net interest margin was 4.36% for the third quarter of 2014, compared to (0.77%) for the previous quarter. Adjusted net interest margin was 4.64%, compared to 4.68% for the second quarter of 2014. The main drivers of the adjusted decrease in the net interest income of $7.6 million, or four basis points, were:

• A decrease of $14.7 million, or one hundred and eighty eight basis points, in income from the covered loans portfolio, mainly related to the $7.6 million impact of a change in the estimated life of certain commercial loans resulting in an extension of the period in which the accretion of income will be recorded. Although the total estimated cash flows for the life of these loans increased, the nominal interest income was reduced for each reporting period, thus lowering the yield. Also, a loan resolution during the second quarter of 2014 resulted in a one-time benefit of approximately $4.9 million in that quarter. Refer to Table O for schedule of the accretable yield for covered loans accounted for under ASC 310-30.
• A decrease of $2.6 million, or six basis points, in income from commercial loans, due mainly to lower volume of loans at BPPR principally related to the repayment of certain government lines of credit, partially offset by the impact of one more day during the third quarter of 2014, compared to the previous quarter.
• A decrease of $12.9 million, or one hundred and forty three basis points, on interest expense on borrowings, mainly related to the lower yield on the 7% Senior Notes issued on July 1, 2014, to partially fund the repayment of TARP funds, as compared to the 16% yield on the TARP funds incurred during the previous quarter.

BPPR’s net interest margin was 5.25%, a decrease of twenty five basis points from the previous quarter. Net interest income amounted to $315.7 million for the quarter ended September 30, 2014, compared with $334.0 million for the previous quarter. The decrease in the net interest income was mainly due to the above mentioned decrease in interest income from covered loans and lower volume of commercial loans.

BPNA earned $26.4 million in net interest income for the quarter ended September 30, 2014. Excluding the impact of the repos refinancing, the net interest income was $47.1 million, compared with $48.7 million in the previous quarter. Net interest margin was 1.82% for the quarter. The adjusted net interest margin for the quarter was 3.23%, compared to 3.25% in the previous quarter. The decrease in net interest income was mostly the result of a lower volume of mortgage loans due to portfolio amortization and lower yield on commercial loans.

Non-interest income

Non-interest income was $124.3 million for the third quarter of 2014, an increase of $61.5 million when compared with the second quarter. The FDIC indemnity asset amortization for the third quarter of 2014 included a benefit of approximately $15.0 million to reverse the impact of accelerated amortization expense recorded in prior periods. This amount will be recognized as expense over the remaining portion of the Loss Sharing Agreement that expires in the quarter ending June 30, 2015. Excluding this impact, non-interest income increased by $46.5 million compared to the second quarter of 2014, driven primarily by the following items:

• Lower FDIC loss-share expense by $35.4 million, driven by lower amortization of the indemnification asset by $29.6 million due to the impact of the reduction in expected losses of $102.9 million during the second quarter of 2014 which resulted in a significant increase in the amortization during such quarter; higher mirror accounting on reimbursable expenses by $4.5 million due to higher OREO expenses, including write-downs and sales of covered OREO properties, and a positive variance in the fair value adjustment of the true-up payment obligation. See additional details about covered portfolio and FDIC indemnity asset in Table O.
• Higher mortgage banking activities income by $10.6 million due to lower realized losses of $5.7 million on closed derivatives positions and lower unfavorable valuation adjustments on mortgage servicing rights of $5.2 million at the BPPR segment. Refer to Table F for details of mortgage banking activities.
• Higher net gain on sale of loans, including valuation adjustments on loans held-for-sale by $5.9 million due to commercial NPL’s sales at BPPR and BPNA segments, as part of workout activities.

These positive variances were partially offset by:

• Higher provision for loans sold with credit recourse by $2.0 million.
• Lower other service fees by $1.6 million mostly due to lower sale and administration fees at the broker dealer business due to lower transaction volumes in the third quarter. Refer to Table F for a breakdown of other service fees.
• Net losses on investment securities by $1.8 million due to the sale of securities available for sale at BPNA segment.

Refer to Table B for further details.

Financial Impact of FDIC-Assisted Transaction
(Unaudited)	Quarters ended									Nine months ended
(In thousands)	30-Sep-14			30-Jun-14			30-Sep-13			30-Sep-14			30-Sep-13
Income Statement
Interest income on covered loans	$	68,251		$	82,975		$	71,631		$	232,324		$	213,952
Total FDIC loss share expense		(4,864	)		(55,261	)		(14,866	)		(84,331	)		(44,887	)
Other non-interest income		-			-			109			-			593
Provision for loan losses		12,463			11,604			17,433			49,781			60,489
Total revenues less provision for loan losses	$	50,924		$	16,110		$	39,441		$	98,212		$	109,169
Balance Sheet
Loans covered under loss-sharing agreements with FDIC	$	2,654,263		$	2,736,102		$	3,076,009
FDIC loss share asset		681,106			751,553			1,324,711
FDIC true-up payment obligation		126,473			127,551			124,092

See additional details on accounting for FDIC-Assisted transaction in Table O.

Operating expenses

Operating expenses increased by $35.2 million when compared with the second quarter of 2014. Excluding the impact of the significant events related to the BPNA reorganization, operating expenses increased by $31.5 million compared to the second quarter of 2014, driven primarily by:

• Higher other real estate owned (OREO) expenses by $16.3 million, mainly due to higher losses on sales of OREOs at BPPR by $5.6 million largely related to several auctions of OREO properties as part of the Corporation’s resolution strategies, higher write-downs on mortgage and commercial properties, and an increase in property tax payments.
• Higher other operating expenses by $9.9 million, due to higher provision for unused commitments in BPPR by $5.5 million mainly for credit cards and higher sundry reserve expense that had benefited from reserve release in Q2 mainly at BPNA.
• Higher personnel cost by $5.4 million, mainly due to higher salaries as a result of accrued salaries for additional work hours, incentives, and medical insurance related expenses during the quarter.
• Higher other operating taxes by $1.8 million, mainly due to higher personal property tax.

These increases were partially offset by:

• Lower business promotion expense by $3.0 million, mainly due to lower fees from advertising agencies due to seasonality of marketing campaigns.

Non-personnel credit-related costs, which include collections, appraisals, credit related fees, and OREO expenses, amounted to $25.8 million for the third quarter of 2014, compared with $10.1 million for the second quarter of 2014. The increase was principally due to higher losses on sales of OREO’s and higher write-downs on mortgage and commercial properties at BPPR, discussed above.

Full-time equivalent employees (“FTEs”), including discontinued operations, were 7,848 as of September 30, 2014, compared with 8,032 as of June 30, 2014, and 8,094 as of September 30, 2013.

For a breakdown of operating expenses by category refer to table B.

Income taxes

Income tax expense amounted to $26.7 million for the third quarter of 2014, compared to a benefit of $4.1 million for the previous quarter.

On July 1, 2014, the Government of Puerto Rico approved an amendment to the Internal Revenue Code, which, among other things, changed the income tax rate for capital gains from 15% to 20%. As a result, the Corporation recognized an income tax expense of approximately $20.0 million during the third quarter of 2014, mainly related to the deferred tax liability associated with the portfolio acquired from Westernbank. On an adjusted basis, the income tax provision amounted to $3.6 million, compared to $10.4 million for the previous quarter.

During the third quarter of 2014, the Corporation recorded a favorable adjustment of approximately $6.1 million in connection with filing its tax returns for the year 2013. Also, the Corporation reversed approximately $3.6 million of reserves for uncertain tax positions due to the expiration of the statute of limitations in the Puerto Rico operations. Excluding these adjustments, the adjusted income tax expense would have been $13.3 million, for an effective tax rate of approximately 16% on the adjusted pre-tax income.

Credit Quality

The following table presents non-performing assets information:

Non-Performing Assets
(Unaudited)
(In thousands)	30-Sep-14			30-Jun-14			30-Sep-13
Total non-performing loans held-in-portfolio, excluding covered loans	$	621,945		$	639,735		$	617,573
Non-performing loans held-for-sale		19,728			4,426			2,099
Other real estate owned (“OREO”), excluding covered OREO		135,256			139,420			135,502
Total non-performing assets, excluding covered assets		776,929			783,581			755,174
Covered loans and OREO		166,533			171,955			190,554
Total non-performing assets	$	943,462		$	955,536		$	945,728
Net charge-offs for the quarter (excluding covered loans)	$	40,469		$	46,201		$	57,892
Ratios (excluding covered loans):
Non-covered loans held-in-portfolio (1)	$	19,359,216		$	19,635,224		$	21,427,183
Non-performing loans held-in-portfolio to loans held-in-portfolio (1)		3.21	%		3.26	%		2.88	%
Allowance for loan losses to loans held-in-portfolio		2.69			2.68			2.46
Allowance for loan losses to non-performing loans, excluding loans held-for-sale		83.88			82.26			85.19
[1] During the quarter ended June 30, 2014 approximately $1.8 billion in loans held-in-portfolio were reclassified to the discontinued operations, of which $9.5 million were in non-performing status as of June 30, 2014 and $48 thousand were in non-performing status as of September 30, 2014.
Refer to Table H for additional information.

Provision for Loan Losses
(Unaudited)	Quarters ended								Nine months ended
(In thousands)	30-Sep-14		30-Jun-14			30-Sep-13			30-Sep-14			30-Sep-13
Provision (reversal) for loan losses - non-covered loans:
BPPR	$	61,868	$	74,860		$	50,475		$	190,643		$	485,228
BPNA		6,298		(24,786	)		(1,760	)		(18,281	)		1,555
Total provision for loan losses - non-covered loans		68,166		50,074			48,715			172,362			486,783
Provision for loan losses - covered loans		12,463		11,604			17,433			49,781			60,489
Total provision for loan losses	$	80,629	$	61,678		$	66,148		$	222,143		$	547,272

Credit Quality

The Corporation’s asset quality generally continued to improve during the third quarter of 2014, as evidenced by declines in both non-performing loans (“NPLs”) and net charge-offs (“NCOs”). The BPNA segment continued to reflect strong credit quality led by the improved risk profile of its loan portfolios, further strengthened by the divesture and reclassification to discontinued operations of its regional operations in California, Illinois and Central Florida as well as certain legacy and classified assets. In the BPPR segment, stable trends continued during the quarter, but the Corporation continues to monitor potential risks associated with Puerto Rico’s economic and fiscal conditions.

The following presents credit quality performance for the third quarter of 2014 for the Corporation’s non-covered portfolios. Unless otherwise noted, all credit metrics for the third quarter of 2014 are from continuing operations.

• Inflows of NPLs held-in-portfolio, excluding consumer loans, decreased by $23.8 million, or 15.7%, from the previous quarter, mainly driven by improvements in the BPPR and BPNA segments of $17.5 million and $6.3 million, respectively.
• Non-performing loans held-in-portfolio decreased by $17.8 million, or 2.8%, during the quarter ended September 30, 2014, mainly driven by a $36.2 million decline in the BPNA segment. The decline in the BPNA segment was mostly related to loans sold or transferred to held-for-sale as part of the US operations reorganization, which includes the sale of certain classified and legacy loans and to commercial NPL resolutions. This reduction was in part offset by an increase of $18.4 million in the BPPR segment, mostly driven by higher mortgage NPLs. At September 30, 2014, NPLs represented 3.2% of total loans held-in-portfolio, compared to 3.3% at June 30, 2014.
• Excluding the $32.3 million write-down related to the U.S. legacy and classified bulk loan sales of approximately $220.7 million, net charge-offs for the third quarter of 2014 totaled $40.5 million, or an annualized 0.83% of average non-covered loans held-in-portfolio, compared to $46.2 million, or 0.94%, in the second quarter of 2014. The decrease of $5.7 million was primarily driven by a $4.7 million decline in the BPPR segment, mostly due to higher commercial recoveries. Refer to Table J for further information on net charge-offs and related ratios.
• The allowance for loan losses decreased by $4.6 million from the second quarter of 2014, mainly driven by a $27.7 million reduction release in BPNA, prompted primarily by the aforementioned write-downs due to the reclassification to loans held-for-sale of certain portfolios, and continued improvements in the BPNA’s loan portfolio risk profile. This reduction was in part offset by a $23.2 million allowance increase in the BPPR segment driven by qualitative factors adjustments, which reflect challenging macroeconomic conditions in Puerto Rico. The general and specific reserves related to non-covered loans totaled $389.7 million and $132.0 million, respectively, at quarter-end, compared with $405.2 million and $121.0 million, respectively, as of June 30, 2014. The ratio of the allowance for loan losses to loans held-in-portfolio stood at 2.69% in the third quarter of 2014, compared to 2.68% in the previous quarter.
• The provision for loan losses for the third quarter of 2014 totaled $68.2 million, increasing by $18.1 million from the second quarter of 2014. This increase reflects a $12.0 million impact related to the above mentioned bulk sales and transfer of certain BPNA loans to held-for-sale, as these loans required a $32.3 million write-down and carried $20.3 million in reserves. Excluding the effect of the loans sales and transfers to held-for-sale, the provision for the third quarter amounted to $56.2 million, an increase of $6.1 million compared with the previous quarter.

Credit Quality by Segment
(Unaudited)
(In thousands)	Quarters ended
BPPR	30-Sep-14			30-Jun-14			30-Sep-13
Provision for loan losses	$	61,868		$	74,860		$	50,475
Net charge-offs		38,682			43,335		44,678		[1]
Total non-performing loans held-in-portfolio, excluding covered loans		592,229			573,806			441,253
Allowance / non-covered loans held-in-portfolio		3.09	%		2.94	%		2.55	%
	Quarters ended
BPNA	30-Sep-14			30-Jun-14			30-Sep-13
Provision for loan losses (reversal of provision) - Continuing operations	$	6,298		$	(24,786	)	$	(1,760	)
Provision for loan losses (reversal of provision) - Discontinued operations		-			-			6,515
Net charge-offs (recoveries) - Continuing operations		1,787			2,866			7,183
Net charge-offs (recoveries) - Discontinued operations		-			-			6,031
Total non-performing loans held-in-portfolio		29,716			65,929			176,320
Allowance / non-covered loans held-in-portfolio		0.91	%		1.59	%		2.20	%

BPPR Segment

• Inflows of NPLs held-in-portfolio, excluding consumer loans, decreased by $17.5 million, or 12.9%, from the second quarter of 2014, reflective of lower commercial and mortgage inflows of $6.7 million and $9.9 million, respectively.
• Total NPLs held-in-portfolio increased by $18.4 million from the second quarter of 2014, mainly driven by higher mortgage and consumer NPLs of $21.1 million and $8.5 million, respectively, partially offset by lower commercial NPLs of $9.1 million. Consumer NPL increase was mostly due to the reclassification from the mortgage portfolio of approximately $6.8 million in home equity loans. Sequentially, both the commercial and consumer portfolios showed stable credit quality trends, while mortgage NPLs continued to increase. At September 30, 2014, NPLs represented 3.7% of total loans held-in-portfolio, compared to 3.6% in the second quarter.
• Net charge-offs were $38.7 million, decreasing by $4.7 million from the second quarter of 2014, primarily reflecting a reduction of $8.3 million in the commercial NCOs largely stemming from higher recoveries, coupled with lower losses, offset by higher residential mortgage NCOs of $3.4 million. The ratio of net charge-offs to average loans held-in-portfolio decreased to 0.98% on an annualized basis from 1.09% in the previous quarter.
• The allowance for loan losses increased by $23.2 million from the second quarter of 2014. Consistent with prior quarters, the increase in the allowance was mainly prompted by qualitative factors adjustments, reflective of the challenging macroeconomic conditions that persist in Puerto Rico. The allowance for loan losses as a percentage of loans held-in-portfolio increased to 3.09% from 2.94% in the second quarter of 2014.
• The provision for loan losses for the third quarter of 2014 amounted to $61.9 million, decreasing by $13.0 million from the previous quarter. This decrease was predominantly driven by lower net charge-offs during the third quarter of 2014.

BPNA Segment

• Total NPLs held-in-portfolio decreased by $36.2 million, or 54.9%, from the second quarter of 2014. This decrease was primarily driven by a reduction in mortgage and consumer NPLs of $12.3 million and $4.6 million, respectively, mainly as a result of the previously mentioned legacy and classified bulk loan sales for an aggregate of approximately $220.7 million, and a $16.7 million reduction in commercial NPLs mostly due to loan resolutions. Total inflows of non-performing loans held-in-portfolio, excluding consumer loans, decreased by $6.3 million, or 40.1%, from the second quarter of 2014. At September 30, 2014, NPLs represented 0.84% of total loans held-in-portfolio, compared to 1.7% in the second quarter.
• Excluding the $32.3 million write-down related to US classified and legacy assets, net charge-offs amounted to $1.8 million, essentially flat from the previous quarter of 2014. The ratio of net charge-offs to average loans held-in-portfolio was 19 basis points on an annualized basis, compared to 30 basis points in the previous quarter.
• The allowance for loan losses decreased by $27.7 million from the second quarter of 2014, primarily reflective of a $20.3 million write-down associated with the loans sold or transferred to loans held-for- sale, and continuous credit quality improvements. The allowance for loan losses as a percentage of loans held-in-portfolio decreased to 0.91% from 1.59% in the previous quarter.
• The provision for loan losses in the third quarter of 2014 amounted to $6.3 million, compared to a provision release of $24.8 million in the second quarter. Excluding the effect of the classified and legacy assets transactions, the provision for the third quarter amounted to a provision release of $5.7 million.

Financial Condition Highlights
(Unaudited)
(In thousands)	30-Sep-14		30-Jun-14		30-Sep-13
Money market, trading and investment securities	$	7,200,291	$	7,949,164	$	6,776,473
Loans not covered under loss sharing agreements with the FDIC		19,359,216		19,635,224		21,427,183
Loans covered under loss sharing agreements with the FDIC		2,654,263		2,736,102		3,076,009
Assets from discontinued operations		1,129,053		1,828,382		-
Total assets		34,099,095		36,587,902		36,052,116
Deposits		24,466,105		24,901,152		26,395,054
Borrowings		3,375,485		4,465,965		4,164,104
Liabilities from discontinued operations		1,106,762		2,079,742		-
Total liabilities		29,800,703		32,327,461		31,658,231
Stockholders’ equity		4,298,392		4,260,441		4,393,885

Total assets decreased by $2.5 billion from the second quarter of 2014, driven by:

• A decrease of $699.3 million in assets from discontinued operations as the Corporation completed the sales of the Central Florida and Illinois regional operations. Refer to Table P.
• A decrease of $657.5 million in other assets due to the reduction of trade receivables of $441.6 million, net of transaction costs, recorded during the second quarter in connection with the issuance of the 7% Senior Notes used to partially fund the repayment of TARP funds, and the sale of the Corporation’s Bank Owned Life Insurance assets at BPNA, which had a balance of approximately $230.6 million as of the end of the second quarter.
• A decrease of $613.8 million in money market investments as the Corporation had built up liquidity at the end of the second quarter in anticipation of the repayment of TARP funds and the impact of the U.S. regional sales.
• A decrease of $200.5 million in trading account securities due to sales of mortgage backed securities at BPPR.
• A decrease of $275.6 million in non-covered loans held-in-portfolio, mainly at BPNA, due to the bulk sales and reclassification of loans held for sale of classified and legacy mortgage and commercial loans for an aggregate of approximately $220.7 million.
• The covered loan portfolio decreased by $81.8 million due to the continuation of loan resolutions and the normal portfolio run-off.
• A decrease of $70.5 million in FDIC loss share asset mainly due to collections and the amortization of the asset, as detailed in Table O.

These decreases were partially offset by:

• An increase in loans held for sale of $81.0 million, mainly at BPNA due to the reclassification of $105.0 million of commercial and residential mortgage loans related to definitive agreements for bulk sales of loans to be completed during the fourth quarter of 2014.
• An increase in investment securities available for sale of $73.8 million due to the purchase of US Treasuries at the BPPR segment, offset in part by sales of mortgage backed securities and CMOs at the BPNA segment.

Total liabilities decreased by $2.5 billion from the second quarter of 2014, driven by:

• A decrease of $973.0 million in liabilities from discontinued operations as the corporation completed the sales of the Central Florida and Illinois regional operations. Refer to Table P.
• A decrease of $636.5 million in notes payable due to the repayment of TARP Capital Purchase Program funds to the U.S. Treasury Department of $935 million, partially offset by an increase of $300.0 million in Advances from the Federal Home Loan Bank of NY.
• A decrease of $424.0 million in federal funds purchased and assets sold under agreements to repurchase mainly due to a reduction of $250.0 million of federal funds purchased by BPPR, and net decreases in assets sold under agreements to repurchase of $174.0 million.
• A decrease of $435.0 million in total deposits, mainly due to a reduction of $268.3 million in higher cost and brokered deposits at BPNA and a reduction of $156.8 million at BPPR, mainly due to non-interest bearing deposits in trust received near the end of the second quarter to repay principal and interest of government bond issuances. Refer to Table G for the composition of deposits.

Stockholders’ equity increased by $37.9 million from the second quarter of 2014, mainly as a result of the net income for the quarter of $62.6 million, partially offset by an increase of $19.8 million in net unrealized loss on investment securities available-for-sale. Refer to Table G for capital ratios.

Refer to Table C for the Statements of Financial Condition.

Forward-Looking Statements

The information included in this news release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations and involve certain risks and uncertainties that may cause actual results to differ materially from those expressed in forward-looking statements. Factors that might cause such a difference include, but are not limited to (i) the rate of growth in the economy and employment levels, as well as general business and economic conditions; (ii) changes in interest rates, as well as the magnitude of such changes; (iii) the fiscal and monetary policies of the federal government and its agencies; (iv) changes in federal bank regulatory and supervisory policies, including required levels of capital and the impact of proposed capital standards on our capital ratios; (v) the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act on our businesses, business practices and cost of operations; (vi) regulatory approvals that may be necessary to undertake certain actions or consummate strategic transactions such as acquisitions and dispositions; (vii) the relative strength or weakness of the consumer and commercial credit sectors and of the real estate markets in Puerto Rico and the other markets in which borrowers are located; (viii) the performance of the stock and bond markets; (ix) competition in the financial services industry; (x) additional Federal Deposit Insurance Corporation assessments; and (xi) possible legislative, tax or regulatory changes. For a discussion of such factors and certain risks and uncertainties to which the Corporation is subject, see the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2013, as well as its filings with the U.S. Securities and Exchange Commission. Other than to the extent required by applicable law, including the requirements of applicable securities laws, the Corporation assumes no obligation to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements.

Founded in 1893, Popular, Inc. is the leading banking institution by both assets and deposits in Puerto Rico and ranks among the top 50 U.S. banks by assets. In the United States, Popular has established a community-banking franchise providing a broad range of financial services and products with branches in New York, New Jersey, Florida and California.

An electronic version of this press release can be found at the Corporation’s website: www.popular.com.

Popular will hold a conference call to discuss the financial results today Wednesday, October 22, 2014 at 10:30 a.m. Eastern Standard Time. The call will be broadcast live over the Internet and can be accessed through the investor relations section of the Corporation’s website: www.popular.com.

Listeners are recommended to go to the website at least 15 minutes prior to the call to download and install any necessary audio software. The call may also be accessed through a dial-in telephone number 1-866-235-1201 or 1-412-902-4127.

A replay of the webcast will be archived in Popular’s website. A telephone replay will be available one hour after the end of the conference call through Thursday, October 30, 2014. The replay dial in is 1-877-344-7529 or 1-412-317-0088. The replay passcode is 10052964.

Popular, Inc.

Financial Supplement to Third Quarter 2014 Earnings Release

Table A - Selected Ratios and Other Information

Table B - Consolidated Statement of Operations

Table C - Consolidated Statement of Financial Condition

Table D - Consolidated Average Balances and Yield / Rate Analysis - QUARTER

Table E - Consolidated Average Balances and Yield / Rate Analysis - YEAR-TO-DATE

Table F - Mortgage Banking Activities and Other Service Fees

Table G - Loans and Deposits

Table H - Non-Performing Assets

Table I - Activity in Non-Performing Loans

Table J - Allowance for Credit Losses, Net Charge-offs and Related Ratios

Table K - Allowance for Loan Losses - Breakdown of General and Specific Reserves - CONSOLIDATED

Table L - Allowance for Loan Losses - Breakdown of General and Specific Reserves - PUERTO RICO OPERATIONS

Table M - Allowance for Loan Losses - Breakdown of General and Specific Reserves - U.S. MAINLAND OPERATIONS

Table N - Reconciliation to GAAP Financial Measures

Table O - Financial Information - Westernbank Covered Loans

Table P - Financial Information from Discontinued Operations

Table Q - Restructuring Charges

POPULAR, INC.
Financial Supplement to Third Quarter 2014 Earnings Release
Table A - Selected Ratios and Other Information
(Unaudited)
	Quarters ended									Nine months ended
	30-Sep-14			30-Jun-14			30-Sep-13			30-Sep-14			30-Sep-13
Basic EPS from continuing operations	$	0.31		$	(3.21	)	$	2.18		$	(2.27	)	$	3.94
Basic EPS from discontinued operations	$	0.29		$	(1.77	)	$	0.04		$	(1.28	)	$	0.28
Total Basic EPS	$	0.60		$	(4.98	)	$	2.22		$	(3.55	)	$	4.22
Diluted EPS from continuing operations	$	0.31		$	(3.21	)	$	2.18		$	(2.27	)	$	3.93
Diluted EPS from discontinued operations	$	0.29		$	(1.77	)	$	0.04		$	(1.28	)	$	0.28
Total Diluted EPS	$	0.60		$	(4.98	)	$	2.22		$	(3.55	)	$	4.21
Average common shares outstanding		102,953,328			102,781,438			102,714,262			102,845,402			102,666,570
Average common shares outstanding - assuming dilution		103,152,916			102,781,438			103,017,443			102,845,402			103,014,674
Common shares outstanding at end of period		103,448,206			103,472,979			103,327,146			103,448,206			103,327,146
Market value per common share	$	29.44		$	34.18		$	26.25		$	29.44		$	26.25
Market capitalization - (In millions)	$	3,046		$	3,537		$	2,712		$	3,046		$	2,712
Return on average assets		0.71	%		(5.66	)%		2.51	%		(1.35	)%		1.60	%
Return on average common equity		5.75	%		(43.04	)%		21.64	%		(10.68	)%		14.38	%
Net interest margin [2]		4.64	%		4.68	%		4.46	%		4.67	%		4.44	%
Common equity per share	$	41.07		$	40.69		$	42.04		$	41.07		$	42.04
Tangible common book value per common share (non-GAAP) [1]	$	36.24		$	35.84		$	35.32		$	36.24		$	35.32
Tangible common equity to tangible assets (non-GAAP) [1]		11.16	%		10.28	%		10.32	%		11.16	%		10.32	%
Tier 1 risk-based capital [3]		16.93	%		19.23	%		18.54	%		16.93	%		18.54	%
Total risk-based capital [3]		18.20	%		20.69	%		19.82	%		18.20	%		19.82	%
Tier 1 leverage [3]		11.14	%		13.07	%		12.26	%		11.14	%		12.26	%
Tier 1 common equity to risk-weighted assets (non-GAAP) [1] [3]		14.79	%		13.51	%		14.20	%		14.79	%		14.20	%
[1] Refer to Table N for Non-GAAP reconciliations.
[2] Not on a taxable equivalent basis. For the quarter ended September 30, 2014, excludes the impact of the $20.7 million fees related to repos refinancing. For the quarter ended June 30, 2014, excludes the impact of the $414.1 million TARP discount amortization. US GAAP Net interest margin was 4.36% for the third quarter, compared to (0.77)% for the previous quarter. Refer to Tables D & E for reconciliation.
[3] Capital ratios for the current quarter are estimated.

POPULAR, INC.
Financial Supplement to Third Quarter 2014 Earnings Release
Table B - Consolidated Statement of Operations
(Unaudited)
	Quarters ended						Variance			Quarter ended			Variance			Nine months ended
(In thousands, except per share information)	30-Sep-14			30-Jun-14			Q3 2014 vs.Q2 2014			30-Sep-13			Q3 2014 vs.Q3 2013			30-Sep-14			30-Sep-13
Interest income:
Loans	$	362,592		$	380,986		$	(18,394	)	$	366,267		$	(3,675	)	$	1,121,180		$	1,097,081
Money market investments		1,007			1,131			(124	)		848			159			3,111			2,632
Investment securities		33,154			33,989			(835	)		33,561			(407	)		102,270			107,490
Trading account securities		4,446			5,344			(898	)		5,242			(796	)		15,047			16,212
Total interest income		401,199			421,450			(20,251	)		405,918			(4,719	)		1,241,608			1,223,415
Interest expense:
Deposits		26,533			26,223			310			29,115			(2,582	)		79,614			96,176
Short-term borrowings		28,955			8,892			20,063			9,563			19,392			46,887			29,111
Long-term debt		19,290			445,716			(426,426	)		36,228			(16,938	)		496,896			108,061
Total interest expense		74,778			480,831			(406,053	)		74,906			(128	)		623,397			233,348
Net interest income (expense)		326,421			(59,381	)		385,802			331,012			(4,591	)		618,211			990,067
Provision for loan losses - non-covered loans		68,166			50,074			18,092			48,715			19,451			172,362			486,783
Provision for loan losses - covered loans		12,463			11,604			859			17,433			(4,970	)		49,781			60,489
Net interest income (expense) after provision for loan losses		245,792			(121,059	)		366,851			264,864			(19,072	)		396,068			442,795
Service charges on deposit accounts		40,585			39,237			1,348			40,517			68			119,181			123,056
Other service fees		54,839			56,468			(1,629	)		57,041			(2,202	)		164,125			169,264
Mortgage banking activities		14,402			3,788			10,614			18,892			(4,490	)		21,868			57,270
Net (loss) gain and valuation adjustments on investment securities		(1,763	)		-			(1,763	)		-			(1,763	)		(1,763	)		5,856
Trading account profit (loss)		740			1,055			(315	)		(6,607	)		7,347			3,772			(11,936	)
Net gain (loss) on sale of loans, including valuation adjustments on loans held-for-sale		15,593			9,659			5,934			2,374			13,219			29,645			(56,054	)
Adjustments (expense) to indemnity reserves on loans sold		(9,480	)		(7,454	)		(2,026	)		(2,387	)		(7,093	)		(27,281	)		(30,162	)
FDIC loss share (expense) income		(4,864	)		(55,261	)		50,397			(14,866	)		10,002			(84,331	)		(44,887	)
Other operating income		14,278			15,297			(1,019	)		191,745			(177,467	)		57,935			393,330
Total non-interest income		124,330			62,789			61,541			286,709			(162,379	)		283,151			605,737
Operating expenses:
Personnel costs
Salaries		71,166			69,149			2,017			70,474			692			209,353			206,681
Commissions, incentives and other bonuses		14,738			12,862			1,876			14,060			678			40,699			43,537
Pension, postretirement and medical insurance		9,282			7,532			1,750			13,744			(4,462	)		25,515			41,968
Other personnel costs, including payroll taxes		9,356			9,557			(201	)		10,074			(718	)		32,376			30,106
Total personnel costs		104,542			99,100			5,442			108,352			(3,810	)		307,943			322,292
Net occupancy expenses		21,203			20,267			936			21,386			(183	)		62,830			62,937
Equipment expenses		12,370			12,044			326			11,387			983			35,826			34,492
Other taxes		15,369			13,543			1,826			17,680			(2,311	)		42,575			44,433
Professional fees		67,649			67,024			625			69,237			(1,588	)		201,672			203,989
Communications		6,455			6,425			30			6,290			165			19,565			19,236
Business promotion		13,062			16,038			(2,976	)		14,809			(1,747	)		40,486			42,751
FDIC deposit insurance		9,511			10,480			(969	)		15,143			(5,632	)		30,969			42,056
Loss on early extinguishment of debt		-			-			-			3,388			(3,388	)		-			3,388
Other real estate owned (OREO) expenses		19,745			3,410			16,335			16,632			3,113			29,595			70,156
Credit and debit card processing, volume, interchange and other expenses		5,659			5,640			19			4,816			843			16,495			14,617
Other operating expenses		24,759			14,869			9,890			17,182			7,577			56,781			51,065
Amortization of intangibles		2,026			2,025			1			1,990			36			6,077			5,969
Restructuring costs		8,290			4,574			3,716			-			8,290			12,864			-
Total operating expenses		310,640			275,439			35,201			308,292			2,348			863,678			917,381
Income (loss) from continuing operations before income tax		59,482			(333,709	)		393,191			243,281			(183,799	)		(184,459	)		131,151
Income tax expense (benefit)		26,667			(4,124	)		30,791			17,768			8,899			45,807			(276,489	)
Income (loss) from continuing operations		32,815			(329,585	)		362,400			225,513			(192,698	)		(230,266	)		407,640
Income (loss) from discontinued operations, net of tax		29,758			(181,729	)		211,487			3,622			26,136			(132,066	)		28,656
Net income (loss)	$	62,573		$	(511,314	)	$	573,887		$	229,135		$	(166,562	)	$	(362,332	)	$	436,296
Net income (loss) applicable to common stock	$	61,643		$	(512,245	)	$	573,888		$	228,204		$	(166,561	)	$	(365,124	)	$	433,504
Net income (loss) per common share - basic:
Net income (loss) from continuing operations	$	0.31		$	(3.21	)	$	3.52		$	2.18		$	(1.87	)	$	(2.27	)	$	3.94
Net income (loss) from discontinued operations	$	0.29		$	(1.77	)	$	2.06		$	0.04		$	0.25		$	(1.28	)	$	0.28
Net income (loss) per common share - basic	$	0.60		$	(4.98	)	$	5.58		$	2.22		$	(1.62	)	$	(3.55	)	$	4.22
Net income (loss) per common share - diluted:
Net income (loss) from continuing operations	$	0.31		$	(3.21	)	$	3.52		$	2.18		$	(1.87	)	$	(2.27	)	$	3.93
Net income (loss) from discontinued operations	$	0.29		$	(1.77	)	$	2.06		$	0.04		$	0.25		$	(1.28	)	$	0.28
Net income (loss) per common share - diluted	$	0.60		$	(4.98	)	$	5.58		$	2.22		$	(1.62	)	$	(3.55	)	$	4.21

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table C - Consolidated Statement of Financial Condition
(Unaudited)
										Variance
										Q3 2014 vs.
(In thousands)	30-Sep-14			30-Jun-14			30-Sep-13			Q2 2014
Assets:
Cash and due from banks	$	321,914		$	362,572		$	368,590		$	(40,658	)
Money market investments		1,053,121			1,666,944			961,788			(613,823	)
Trading account securities, at fair value		145,343			345,823			338,848			(200,480	)
Investment securities available-for-sale, at fair value		5,727,766			5,653,992			5,136,618			73,774
Investment securities held-to-maturity, at amortized cost		112,893			114,280			140,355			(1,387	)
Other investment securities, at lower of cost or realizable value		161,168			168,125			198,864			(6,957	)
Loans held-for-sale, at lower of cost or fair value		178,008			97,010			124,532			80,998
Loans held-in-portfolio:
Loans not covered under loss sharing agreements with the FDIC		19,450,677			19,726,234			21,520,054			(275,557	)
Loans covered under loss sharing agreements with the FDIC		2,654,263			2,736,102			3,076,009			(81,839	)
Less: Unearned income		91,461			91,010			92,871			451
Allowance for loan losses		611,375			624,911			642,928			(13,536	)
Total loans held-in-portfolio, net		21,402,104			21,746,415			23,860,264			(344,311	)
FDIC loss share asset		681,106			751,553			1,324,711			(70,447	)
Premises and equipment, net		497,111			492,382			519,623			4,729
Other real estate not covered under loss sharing agreements with the FDIC		135,256			139,420			135,502			(4,164	)
Other real estate covered under loss sharing agreements with the FDIC		151,382			155,805			159,968			(4,423	)
Accrued income receivable		116,746			119,520			122,881			(2,774	)
Mortgage servicing assets, at fair value		152,282			151,951			161,445			331
Other assets		1,634,819			2,292,360			1,803,478			(657,541	)
Goodwill		461,246			461,246			647,757			-
Other intangible assets		37,777			40,122			46,892			(2,345	)
Assets from discontinued operations		1,129,053			1,828,382			-			(699,329	)
Total assets	$	34,099,095		$	36,587,902		$	36,052,116		$	(2,488,807	)
Liabilities and Stockholders’ Equity:
Liabilities:
Deposits:
Non-interest bearing	$	5,521,415		$	5,666,685		$	5,762,554		$	(145,270	)
Interest bearing		18,944,690			19,234,467			20,632,500			(289,777	)
Total deposits		24,466,105			24,901,152			26,395,054			(435,047	)
Federal funds purchased and assets sold under agreements to repurchase		1,650,712			2,074,676			1,793,208			(423,964	)
Other short-term borrowings		1,200			31,200			826,200			(30,000	)
Notes payable		1,723,573			2,360,089			1,544,696			(636,516	)
Other liabilities		852,351			880,602			1,099,073			(28,251	)
Liabilities from discontinued operations		1,106,762			2,079,742			-			(972,980	)
Total liabilities		29,800,703			32,327,461			31,658,231			(2,526,758	)
Stockholders’ equity:
Preferred stock		50,160			50,160			50,160			-
Common stock		1,036			1,035			1,034			1
Surplus		4,171,890			4,173,616			4,155,244			(1,726	)
Retained earnings		229,306			167,663			445,330			61,643
Treasury stock		(3,933	)		(1,742	)		(877	)		(2,191	)
Accumulated other comprehensive loss		(150,067	)		(130,291	)		(257,006	)		(19,776	)
Total stockholders’ equity		4,298,392			4,260,441			4,393,885			37,951
Total liabilities and stockholders’ equity	$	34,099,095		$	36,587,902		$	36,052,116		$	(2,488,807	)

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table D - Consolidated Average Balances and Yield / Rate Analysis - QUARTER
(Unaudited)
	Quarter ended							Quarter ended									Quarter ended							Variance									Variance
	30-Sep-14							30-Jun-14									30-Sep-13							Q3 2014 vs. Q2 2014									Q3 2014 vs. Q3 2013
($ amounts in millions; yields not on a taxable equivalent basis)	Average balance			Income / Expense		Yield / Rate		Average balance			Income / Expense			Yield / Rate			Average balance			Income / Expense		Yield / Rate		Average balance			Income / Expense			Yield / Rate			Average balance			Income / Expense			Yield / Rate
Assets:
Interest earning assets:
Money market, trading and investment securities	$	7,501		$	38.6	2.06	%	$	7,839		$	40.4		2.07		%	$	6,813		$	39.7	2.32	%		($338	)		($1.8	)	(0.01	)	%	$	688			($1.1	)	(0.26	)	%
Loans not covered under loss sharing agreements with the FDIC:
Commercial		8,239			99.6	4.80			8,446			102.2		4.86				8,332			102.6	4.88			(207	)		(2.6	)	(0.06	)			(93	)		(3.0	)	(0.08	)
Construction		201			2.5	4.86			175			2.4		5.55				313			3.7	4.68			26			0.1		(0.69	)			(112	)		(1.2	)	0.18
Mortgage		6,646			84.0	5.05			6,691			85.3		5.10				6,633			81.7	4.93			(45	)		(1.3	)	(0.05	)			13			2.3		0.12
Consumer		3,905			98.4	10.00			3,894			97.9		10.08				3,776			95.7	10.06			11			0.5		(0.08	)			129			2.7		(0.06	)
Lease financing		545			9.8	7.20			546			10.2		7.43				537			10.9	8.08			(1	)		(0.4	)	(0.23	)			8			(1.1	)	(0.88	)
Total loans not covered under loss sharing agreements with the FDIC		19,536			294.3	5.99			19,752			298.0		6.05				19,591			294.6	5.98			(216	)		(3.7	)	(0.06	)			(55	)		(0.3	)	0.01
Loans covered under loss sharing agreements with the FDIC		2,727			68.3	9.95			2,811			83.0		11.83				3,119			71.6	9.13			(84	)		(14.7	)	(1.88	)			(392	)		(3.3	)	0.82
Total loans		22,263			362.6	6.48			22,563			381.0		6.77				22,710			366.2	6.41			(300	)		(18.4	)	(0.29	)			(447	)		(3.6	)	0.07
Total interest earning assets		29,764		$	401.2	5.36	%		30,402		$	421.4		5.56		%		29,523		$	405.9	5.47	%		(638	)		($20.2	)	(0.20	)	%		241			($4.7	)	(0.11	)	%
Allowance for loan losses		(629	)						(627	)								(603	)						(2	)								(26	)
Other non-interest earning assets		4,416							4,598									5,275							(182	)								(859	)
Assets from discontinued operations		1,473							1,863									1,979							(390	)								(506	)
Total average assets	$	35,024						$	36,236								$	36,174						$	(1,212	)							$	(1,150	)
Liabilities and Stockholders' Equity:
Interest bearing deposits:
NOW and money market	$	4,876		$	3.9	0.32	%	$	4,897		$	3.8		0.32		%	$	4,671		$	3.4	0.29	%	$	(21	)	$	0.1		-		%	$	205		$	0.5		0.03		%
Savings		6,740			3.7	0.22			6,713			3.6		0.22				6,615			3.5	0.21			27			0.1		-				125			0.2		0.01
Time deposits		7,569			18.9	0.99			7,709			18.8		0.98				7,701			22.2	1.14			(140	)		0.1		0.01				(132	)		(3.3	)	(0.15	)
Total interest bearing deposits		19,185			26.5	0.55			19,319			26.2		0.54				18,987			29.1	0.61			(134	)		0.3		0.01				198			(2.6	)	(0.06	)
Borrowings[1]		3,591			27.6	3.06			3,614			40.5		4.49				4,403			45.8	4.15			(23	)		(12.9	)	(1.43	)			(812	)		(18.2	)	(1.09	)
Total interest bearing liabilities		22,776			54.1	0.94			22,933			66.7		1.17				23,390			74.9	1.28			(157	)		(12.6	)	(0.23	)			(614	)		(20.8	)	(0.34	)
Net interest spread						4.42	%							4.39		%						4.19	%							0.03		%							0.23		%
Non-interest bearing deposits		5,464							5,451									5,386							13									78
Other liabilities		860							915									963							(55	)								(103	)
Liabilities from discontinued operations		1,618							2,113									2,200							(495	)								(582	)
Stockholders' equity		4,306							4,824									4,235							(518	)								71
Total average liabilities and stockholders' equity	$	35,024						$	36,236								$	36,174						$	(1,212	)							$	(1,150	)
Adjusted net interest income / margin non-taxable equivalent basis				$	347.1	4.64	%				$	354.7		4.68		%				$	331.0	4.46	%					($7.6	)	(0.04	)	%				$	16.1		0.18		%
Impact of fees related to repos refinancing				$	20.7
Accelerated amortization TARP discount and related deferred costs					-						$	414.1
Net interest income (expense)/margin non-taxable equivalent basis				$	326.4	4.36	%					($59.4	)	(0.77	)	%
(1) Borrowing expense for the third quarter, including the fees related to repos refinancing, was 5.34%, while borrowing expense including the impact of the accelerated TARP amortization in the second quarter was 50.31%.

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table E - Consolidated Average Balances and Yield / Rate Analysis - YEAR-TO-DATE
(Unaudited)
	Nine months ended							Nine months ended
	30-Sep-14							30-Sep-13							Variance
	Average			Income /		Yield /		Average			Income /		Yield /		Average			Income /			Yield /
($ amounts in millions; yields not on a taxable equivalent basis)	balance			Expense		Rate		balance			Expense		Rate		balance			Expense			Rate
Assets:
Interest earning assets:
Money market, trading and investment securities	$	7,635		$	120.4	2.10	%	$	6,908		$	126.3	2.44	%	$	727			($5.9	)	(0.34	)	%
Loans not covered under loss sharing agreements with the FDIC:
Commercial		8,390			302.6	4.82			8,260			298.5	4.83			130			4.1		(0.01	)
Construction		187			9.7	6.93			330			10.7	4.34			(143	)		(1.0	)	2.59
Mortgage		6,676			256.2	5.12			6,688			256.2	5.11			(12	)		-		0.01
Consumer		3,854			290.1	10.07			3,741			284.6	10.17			113			5.5		(0.10	)
Lease financing		545			30.3	7.40			541			33.1	8.16			4			(2.8	)	(0.76	)
Total loans not covered under loss sharing agreements with the FDIC		19,652			888.9	6.04			19,560			883.1	6.03			92			5.8		0.01
Loans covered under loss sharing agreements with the FDIC		2,823			232.3	11.00			3,299			214.0	8.67			(476	)		18.3		2.33
Total loans		22,475			1,121.2	6.66			22,859			1,097.1	6.41			(384	)		24.1		0.25
Total interest earning assets		30,110		$	1,241.6	5.51	%		29,767		$	1,223.4	5.49	%		343		$	18.2		0.02		%
Allowance for loan losses		(624	)						(613	)						(11	)
Other non-interest earning assets		4,566							5,186							(620	)
Assets from discontinued operations		1,762							2,005							(243	)
Total average assets	$	35,814						$	36,345							($531	)
Liabilities and Stockholders' Equity:
Interest bearing deposits:
NOW and money market	$	4,837		$	11.5	0.32	%	$	4,668		$	12.0	0.34	%	$	169			($0.5	)	(0.02	)	%
Savings		6,715			10.9	0.22			6,559			11.7	0.24			156			(0.8	)	(0.02	)
Time deposits		7,605			57.2	1.01			8,013			72.5	1.21			(408	)		(15.3	)	(0.20	)
Total interest bearing deposits		19,157			79.6	0.56			19,240			96.2	0.67			(83	)		(16.6	)	(0.11	)
Borrowings [1]		3,690			109.0	3.94			4,459			137.1	4.10			(769	)		(28.1	)	(0.16	)
Total interest bearing liabilities		22,847			188.6	1.10			23,699			233.3	1.31			(852	)		(44.7	)	(0.21	)
Net interest spread						4.41	%						4.18	%							0.23		%
Non-interest bearing deposits		5,499							5,339							160
Other liabilities		889							1,012							(123	)
Liabilities from discontinued operations		1,957							2,214							(257	)
Stockholders' equity		4,622							4,081							541
Total average liabilities and stockholders' equity	$	35,814						$	36,345							($531	)
Adjusted net interest income / margin non-taxable equivalent basis				$	1,053.0	4.67	%				$	990.1	4.44	%				$	62.9		0.23		%
Impact of fees related to repos refinancing				$	20.7
Accelerated amortization of TARP discount and related deferred costs					414.1
Net interest income/margin non-taxable equivalent basis				$	618.2	2.75	%
(1) Borrowing expense including the fees related to repos refinancing and the impact of the accelerated TARP amortization was 19.65%.

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table F - Mortgage Banking Activities and Other Service Fees
(Unaudited)
Mortgage Banking Activities										Variance
	Quarters ended									Q3 2014 vs.			Q3 2014 vs.			Nine months ended						Variance
(In thousands)	30-Sep-14			30-Jun-14			30-Sep-13			Q2 2014			Q3 2013			30-Sep-14			30-Sep-13			2014 vs. 2013
Mortgage servicing fees, net of fair value adjustments:
Mortgage servicing fees	$	11,091		$	10,558		$	11,543		$	533		$	(452	)	$	32,397		$	34,099		$	(1,702	)
Mortgage servicing rights fair value adjustments		(2,588	)		(7,740	)		3,879			5,152			(6,467	)		(18,424	)		(6,862	)		(11,562	)
Total mortgage servicing fees, net of fair value adjustments		8,503			2,818			15,422			5,685			(6,919	)		13,973			27,237			(13,264	)
Net gain on sale of loans, including valuation on loans held-for-sale		7,466			8,189			3,559			(723	)		3,907			22,831			16,968			5,863
Trading account (loss) profit:
Unrealized gains (losses) on outstanding derivative positions		13			22			(865	)		(9	)		878			(725	)		(265	)		(460	)
Realized (losses) gains on closed derivative positions		(1,580	)		(7,241	)		776			5,661			(2,356	)		(14,211	)		13,330			(27,541	)
Total trading account (loss) profit		(1,567	)		(7,219	)		(89	)		5,652			(1,478	)		(14,936	)		13,065			(28,001	)
Total mortgage banking activities	$	14,402		$	3,788		$	18,892		$	10,614		$	(4,490	)	$	21,868		$	57,270		$	(35,402	)

Other Service Fees							Variance
	Quarters ended						Q3 2014 vs.			Q3 2014 vs.			Nine months ended				Variance
(In thousands)	30-Sep-14		30-Jun-14		30-Sep-13		Q2 2014			Q3 2013			30-Sep-14		30-Sep-13		2014 vs. 2013
Other service fees:
Debit card fees	$	10,673	$	11,000	$	10,667	$	(327	)	$	6		$	32,217	$	31,127	$	1,090
Insurance fees		12,322		12,406		12,409		(84	)		(87	)		36,447		35,566		881
Credit card fees		17,078		16,985		16,734		93			344			50,146		48,553		1,593
Sale and administration of investment products		6,605		7,456		8,981		(851	)		(2,376	)		20,518		27,941		(7,423	)
Trust fees		4,711		4,566		4,148		145			563			13,740		12,760		980
Other fees		3,450		4,055		4,102		(605	)		(652	)		11,057		13,317		(2,260	)
Total other service fees	$	54,839	$	56,468	$	57,041	$	(1,629	)	$	(2,202	)	$	164,125	$	169,264	$	(5,139	)

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table G - Loans and Deposits
(Unaudited)
Loans - Ending Balances
							Variance
(In thousands)	30-Sep-14		30-Jun-14		30-Sep-13		Q3 2014 vs. Q2 2014			Q3 2014 vs. Q3 2013
Loans not covered under FDIC loss sharing agreements:
Commercial	$	8,058,714	$	8,155,547	$	9,845,477	$	(96,833	)	$	(1,786,763	)
Construction		211,850		179,059		293,220		32,791			(81,370	)
Legacy [1]		91,015		162,941		235,645		(71,926	)		(144,630	)
Lease financing		550,514		546,868		539,290		3,646			11,224
Mortgage		6,555,337		6,664,448		6,613,133		(109,111	)		(57,796	)
Consumer		3,891,786		3,926,361		3,900,418		(34,575	)		(8,632	)
Total non-covered loans held-in-portfolio	$	19,359,216	$	19,635,224	$	21,427,183	$	(276,008	)	$	(2,067,967	)
Loans covered under FDIC loss sharing agreements		2,654,263		2,736,102		3,076,009		(81,839	)		(421,746	)
Total loans held-in-portfolio	$	22,013,479	$	22,371,326	$	24,503,192	$	(357,847	)	$	(2,489,713	)
Loans held-for-sale:
Commercial	$	33,658	$	2,895	$	-	$	30,763		$	33,658
Construction		-		949		-		(949	)		-
Legacy [1]		31,823		-		1,680		31,823			30,143
Mortgage		106,832		93,166		122,852		13,666			(16,020	)
Consumer		5,695		-		-		5,695			5,695
Total loans held-for-sale	$	178,008	$	97,010	$	124,532	$	80,998		$	53,476
Total loans	$	22,191,487	$	22,468,336	$	24,627,724	$	(276,849	)	$	(2,436,237	)
[1] The legacy portfolio is comprised of commercial loans, construction loans and lease financings related to certain lending products exited by the Corporation as part of restructuring efforts carried out in prior years at the BPNA segment.
Note: Loans from discontinued operations as of September 30,2014 and June 30, 2014 are presented as part of “Assets from discontinued operations” in the Consolidated Statement of Financial Condition.
Deposits - Ending Balances
							Variance
(In thousands)	30-Sep-14		30-Jun-14		30-Sep-13		Q3 2014 vs. Q2 2014			Q3 2014 vs. Q3 2013
Demand deposits [1]	$	6,326,220	$	6,412,632	$	6,410,458	$	(86,412	)	$	(84,238	)
Savings, NOW and money market deposits (non-brokered)		10,251,602		10,276,715		11,335,441		(25,113	)		(1,083,839	)
Savings, NOW and money market deposits (brokered)		386,573		543,032		552,053		(156,459	)		(165,480	)
Time deposits (non-brokered)		5,636,443		5,790,324		6,181,676		(153,881	)		(545,233	)
Time deposits (brokered CDs)		1,865,267		1,878,449		1,915,426		(13,182	)		(50,159	)
Total deposits	$	24,466,105	$	24,901,152	$	26,395,054	$	(435,047	)	$	(1,928,949	)
[1] Includes interest and non-interest demand bearing deposits.
Note: Deposits from discontinued operations as of September 30, 2014 and June 30, 2014 are presented as part of “Liabilities from discontinued operations” in the Consolidated Statement of Financial Condition.

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table H - Non-Performing Assets
(Unaudited)
													Variance
(Dollars in thousands)	30-Sep-14		As a % of loans HIP by category		30-Jun-14		As a % of loans HIP by category		30-Sep-13		As a % of loans HIP by category		Q3 2014 vs. Q2 2014			Q3 2014 vs. Q3 2013
Non-accrual loans:
Commercial	$	252,331	3.1	%	$	278,133	3.4	%	$	316,040	3.2	%	$	(25,802	)	$	(63,709	)
Construction		19,148	9.0			21,456	12.0			28,782	9.8			(2,308	)		(9,634	)
Legacy [1]		5,648	6.2			8,323	5.1			24,206	10.3			(2,675	)		(18,558	)
Lease financing		3,168	0.6			2,873	0.5			3,716	0.7			295			(548	)
Mortgage		295,125	4.5			286,320	4.3			203,208	3.1			8,805			91,917
Consumer		46,525	1.2			42,630	1.1			41,621	1.1			3,895			4,904
Total non-performing loans held-in- portfolio, excluding covered loans [2]		621,945	3.2	%		639,735	3.3	%		617,573	2.9	%		(17,790	)		4,372
Non-performing loans held-for-sale [3]		19,728				4,426				2,099				15,302			17,629
Other real estate owned (“OREO”), excluding covered OREO		135,256				139,420				135,502				(4,164	)		(246	)
Total non-performing assets, excluding covered assets		776,929				783,581				755,174				(6,652	)		21,755
Covered loans and OREO		166,533				171,955				190,554				(5,422	)		(24,021	)
Total non-performing assets	$	943,462			$	955,536			$	945,728			$	(12,074	)	$	(2,266	)
Accruing loans past due 90 days or more [4]	$	426,459			$	420,251			$	414,189			$	6,208		$	12,270
Ratios excluding covered loans:
Non-performing loans held-in-portfolio to loans held-in-portfolio		3.21	%			3.26	%			2.88	%
Allowance for loan losses to loans held-in-portfolio		2.69				2.68				2.46
Allowance for loan losses to non-performing loans, excluding loans held-for-sale		83.88				82.26				85.19
Ratios including covered loans:
Non-performing assets to total assets		2.77	%			2.61	%			2.62	%
Non-performing loans held-in-portfolio to loans held-in-portfolio		2.89				2.93				2.64
Allowance for loan losses to loans held-in-portfolio		2.78				2.79				2.62
Allowance for loan losses to non-performing loans, excluding loans held-for-sale		95.96				95.28				99.53
[1] The legacy portfolio is comprised of commercial loans, construction loans and lease financings related to certain lending products exited by the Corporation as part of restructuring efforts carried out in prior years at the BPNA segment.
[2] Total non-performing loans held-in-portfolio, excluding covered loans, excludes $48 thousand and $9.5 million, respectively, in discontinued operations as of September 30, 2014 and June 30, 2014.
[3] Non-performing loans held-for-sale as of September 30, 2014 consisted of $14.7 million in mortgage loans, $427 thousand in commercial loans and $4.6 million in consumer loans and $10 thousand in legacy loans (June 30, 2014 - $582 thousand in mortgage loans, $3 million in commercial loans and $1 million in construction loans; September 30, 2013 - $1.7 million in legacy loans and $0.4 million in mortgage loans).
[4] It is the Corporation’s policy to report delinquent residential mortgage loans insured by FHA or guaranteed by the VA as accruing loans past due 90 days or more as opposed to nonperforming since the principal repayment is insured. These balances include $125 million of residential mortgage loans insured by FHA or guaranteed by the VA that are no longer accruing interest as of September 30, 2014 (June 30, 2014 - $124 million; September 30, 2013 - $113 million).

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table I - Activity in Non-Performing Loans
(Unaudited)
Commercial loans held-in-portfolio:
	Quarter ended									Quarter ended
	30-Sep-14									30-Jun-14
(In thousands)	BPPR			BPNA			Popular, Inc.			BPPR			BPNA			Popular, Inc.
Beginning balance NPLs	$	253,552		$	24,581		$	278,133		$	245,931		$	60,998		$	306,929
Plus:
New non-performing loans		23,410			4,541			27,951			30,068			7,726			37,794
Advances on existing non-performing loans		-			-			-			-			951			951
Less:
Non-performing loans transferred to OREO		(2,706	)		-			(2,706	)		(4,103	)		-			(4,103	)
Non-performing loans charged-off		(10,085	)		(3,103	)		(13,188	)		(14,377	)		(5,470	)		(19,847	)
Loans returned to accrual status / loan collections		(19,746	)		(2,649	)		(22,395	)		(3,967	)		(15,475	)		(19,442	)
Loans transferred to held-for-sale		-			(22,967	)		(22,967	)		-			(16,130	)		(16,130	)
Non-performing loans transferred from (to) discontinued operations		-			7,503			7,503			-			(8,019	)		(8,019	)
Ending balance NPLs	$	244,425		$	7,906		$	252,331		$	253,552		$	24,581		$	278,133
Construction loans held-in-portfolio:
	Quarter ended									Quarter ended
	30-Sep-14									30-Jun-14
(In thousands)	BPPR			BPNA			Popular, Inc.			BPPR			BPNA			Popular, Inc.
Beginning balance NPLs	$	21,456		$	-		$	21,456		$	22,464		$	-		$	22,464
Plus:
New non-performing loans		-			-			-			952			-			952
Less:
Non-performing loans charged-off		(985	)		-			(985	)		(42	)		-			(42	)
Loans returned to accrual status / loan collections		(1,323	)		-			(1,323	)		(1,918	)		-			(1,918	)
Ending balance NPLs	$	19,148		$	-		$	19,148		$	21,456		$	-		$	21,456

Mortgage loans held-in-portfolio:
	Quarter ended									Quarter ended
	30-Sep-14									30-Jun-14
(In thousands)	BPPR			BPNA			Popular, Inc.			BPPR			BPNA			Popular, Inc.
Beginning balance NPLs	$	262,356		$	23,964		$	286,320		$	229,801		$	22,220		$	252,021
Plus:
New non-performing loans		95,207			2,802			98,009			105,113			4,677			109,790
Less:
Non-performing loans transferred to OREO		(3,062	)		(870	)		(3,932	)		(2,845	)		(661	)		(3,506	)
Non-performing loans charged-off		(11,309	)		(395	)		(11,704	)		(8,266	)		(649	)		(8,915	)
Loans returned to accrual status / loan collections		(53,003	)		(686	)		(53,689	)		(61,447	)		(1,623	)		(63,070	)
Loans transferred to held-for-sale		-			(13,123	)		(13,123	)		-			-			-
Reclassification to consumer loans		(6,756	)		-			(6,756	)		-			-			-
Ending balance NPLs	$	283,433		$	11,692		$	295,125		$	262,356		$	23,964		$	286,320
Legacy loans held-in-portfolio:
	Quarter ended									Quarter ended
	30-Sep-14									30-Jun-14
(In thousands)	BPPR			BPNA			Popular, Inc.			BPPR			BPNA			Popular, Inc.
Beginning balance NPLs	$	-		$	8,323		$	8,323		$	-		$	11,608		$	11,608
Plus:
New non-performing loans		-			1,852			1,852			-			2,201			2,201
Advances on existing non-performing loans		-			149			149			-			49			49
Less:
Non-performing loans transferred to OREO		-			(189	)		(189	)		-			-			-
Non-performing loans charged-off		-			(2,109	)		(2,109	)		-			(816	)		(816	)
Loans returned to accrual status / loan collections		-			(975	)		(975	)		-			(2,227	)		(2,227	)
Loans transferred to held-for-sale		-			(2,529	)		(2,529	)		-			(1,272	)		(1,272	)
Non-performing loans transferred from (to) discontinued operations		-			1,126			1,126			-			(1,220	)		(1,220	)
Ending balance NPLs	$	-		$	5,648		$	5,648		$	-		$	8,323		$	8,323

Total non-performing loans held-in-portfolio (excluding consumer loans):
	Quarter ended									Quarter ended
	30-Sep-14									30-Jun-14
(In thousands)	BPPR			BPNA			Popular, Inc.			BPPR			BPNA			Popular, Inc.
Beginning balance NPLs	$	537,364		$	56,868		$	594,232		$	498,196		$	94,826		$	593,022
Plus:
New non-performing loans		118,617			9,195			127,812			136,133			14,604			150,737
Advances on existing non-performing loans		-			149			149			-			1,000			1,000
Less:
Non-performing loans transferred to OREO		(5,768	)		(1,059	)		(6,827	)		(6,948	)		(661	)		(7,609	)
Non-performing loans charged-off		(22,379	)		(5,607	)		(27,986	)		(22,685	)		(6,935	)		(29,620	)
Loans returned to accrual status / loan collections		(74,072	)		(4,310	)		(78,382	)		(67,332	)		(19,325	)		(86,657	)
Loans transferred to held-for-sale		-			(38,619	)		(38,619	)		-			(17,402	)		(17,402	)
Non-performing loans transferred from (to) discontinued operations		-			8,629			8,629			-			(9,239	)		(9,239	)
Reclassification to consumer loans		(6,756	)		-			(6,756	)		-			-			-
Ending balance NPLs	$	547,006		$	25,246		$	572,252		$	537,364		$	56,868		$	594,232

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table J - Allowance for Credit Losses, Net Charge-offs and Related Ratios
(Unaudited)
	Quarter ended											Quarter ended											Quarter ended
	30-Sep-14											30-Jun-14											30-Sep-13
(Dollars in thousands)	Non-covered loans				Covered loans			Total				Non-covered loans				Covered loans			Total				Non-covered loans				Covered loans		Total
Balance at beginning of period	$	526,246			$	98,665		$	624,911			$	542,575			$	97,773		$	640,348			$	528,762			$	106,457	$	635,219
Provision for loan losses - Continuing operations		68,166				12,463			80,629				50,074				11,604			61,678				48,715				17,433		66,148
Provision for loan losses - Discontinued operations		-				-			-				-				-			-				6,515				-		6,515
		594,412				111,128			705,540				592,649				109,377			702,026				583,992				123,890		707,882
Net loans charged-off (recovered):
BPPR
Commercial		1,011				16,590			17,601				9,309				5,438			14,747				16,145				2,533		18,678
Construction		(1,237	)			4,066			2,829				(615	)			3,700			3,085				(4,906	)			2,893		(2,013	)
Lease financing		1,410				(1	)		1,409				1,144				1			1,145				470				-		470
Mortgage		13,330				1,809			15,139				9,926				2,251			12,177				11,393				1,579		12,972
Consumer		24,168				(1,024	)		23,144				23,571				(678	)		22,893				21,576				57		21,633
Total BPPR		38,682				21,440			60,122				43,335				10,712			54,047				44,678				7,062		51,740
BPNA
Commercial		(893	)			-			(893	)			910				-			910				(484	)			-		(484	)
Construction		(59	)			-			(59	)			-				-			-				-				-		-
Legacy [1]		221				-			221				(1,205	)			-			(1,205	)			2,319				-		2,319
Mortgage		26				-			26				393				-			393				1,335				-		1,335
Consumer		2,492				-			2,492				2,768				-			2,768				4,013				-		4,013
Discontinued operations		-				-			-				-				-			-				6,031				-		6,031
Total BPNA		1,787				-			1,787				2,866				-			2,866				13,214				-		13,214
Total loans charged-off (recovered) - Popular, Inc.		40,469				21,440			61,909				46,201				10,712			56,913				57,892				7,062		64,954
Net write-downs		(32,256	)			-			(32,256	)			-				-			-				-				-		-
Net write-downs related to loans transferred to discontinued operations		-				-			-				(20,202	)			-			(20,202	)			-				-		-
Balance at end of period	$	521,687			$	89,688		$	611,375			$	526,246			$	98,665		$	624,911			$	526,100			$	116,828	$	642,928
POPULAR, INC.
Annualized net charge-offs to average loans held-in-portfolio		0.83		%					1.12		%		0.94		%					1.01		%		1.08		%				1.06		%
Provision for loan losses to net charge-offs [2]		1.39		x					1.11		x		1.08		x					1.08		x		0.95		x				1.12		x
BPPR
Annualized net charge-offs to average loans held-in-portfolio		0.98		%					1.30		%		1.09		%					1.16		%		1.15		%				1.11		%
Provision for loan losses to net charge-offs [2]		1.60		x					1.24		x		1.73		x					1.60		x		1.13		x				1.31		x
BPNA
Annualized net charge-offs (recoveries) to average loans held-in-portfolio									0.19		%									0.30		%								0.91		%
Provision for loan losses to net charge-offs								N.M.											N.M.											0.36		x
[1] The legacy portfolio is comprised of commercial loans, construction loans and lease financings related to certain lending products exited by the Corporation as part of restructuring efforts carried out in prior years at the BPNA segment.
[2] Excluding provision for loan losses and net write-down related to the BPNA legacy and classified asset sales during the quarter ended September 30, 2014.
N.M. - Not meaningful.

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table K - Allowance for Loan Losses - Breakdown of General and Specific Reserves - CONSOLIDATED
(Unaudited)
30-Sep-14
(Dollars in thousands)		Commercial			Construction			Legacy [3]			Mortgage			Lease financing			Consumer			Total		[2]
Specific ALLL		$	64,750		$	133		$	-		$	38,207		$	698		$	28,166		$	131,954
Impaired loans	[1]	$	373,501		$	18,894		$	2,311		$	431,806		$	2,709		$	116,830		$	946,051
Specific ALLL to impaired loans	[1]		17.34	%		0.70	%		-	%		8.85	%		25.77	%		24.11	%		13.95	%
General ALLL		$	151,681		$	6,375		$	4,001		$	83,314		$	6,673		$	137,689		$	389,733
Loans held-in-portfolio, excluding impaired loans	[1]	$	7,685,213		$	192,956		$	88,704		$	6,123,531		$	547,805		$	3,774,956		$	18,413,165
General ALLL to loans held-in-portfolio, excluding impaired loans	[1]		1.97	%		3.30	%		4.51	%		1.36	%		1.22	%		3.65	%		2.12	%
Total ALLL		$	216,431		$	6,508		$	4,001		$	121,521		$	7,371		$	165,855		$	521,687
Total non-covered loans held-in-portfolio	[1]	$	8,058,714		$	211,850		$	91,015		$	6,555,337		$	550,514		$	3,891,786		$	19,359,216
ALLL to loans held-in-portfolio	[1]		2.69	%		3.07	%		4.40	%		1.85	%		1.34	%		4.26	%		2.69	%
[1] Excludes covered loans acquired on the Westernbank FDIC-assisted transaction.
[2] Excludes covered loans acquired on the Westernbank FDIC-assisted transaction. As of September 30, 2014 the general allowance on the covered loans amounted to $89.7 million, while the specific reserve amounted to $4 thousand.
[3] The legacy portfolio is comprised of commercial loans, construction loans and lease financings related to certain lending products exited by the Corporation as part of restructuring efforts carried out in prior years at the BPNA reportable segment.
30-Jun-14
(Dollars in thousands)		Commercial			Construction			Legacy [3]			Mortgage			Lease financing			Consumer			Total		[2]
Specific ALLL		$	36,597		$	883		$	-		$	53,815		$	688		$	29,043		$	121,026
Impaired loans	[1]	$	317,746		$	21,094		$	2,536		$	466,243		$	2,653		$	122,106		$	932,378
Specific ALLL to impaired loans	[1]		11.52	%		4.19	%		-	%		11.54	%		25.93	%		23.79	%		12.98	%
General ALLL		$	165,912		$	4,459		$	9,343		$	84,113		$	5,271		$	136,122		$	405,220
Loans held-in-portfolio, excluding impaired loans	[1]	$	7,837,801		$	157,965		$	160,405		$	6,198,205		$	544,215		$	3,804,255		$	18,702,846
General ALLL to loans held-in-portfolio, excluding impaired loans	[1]		2.12	%		2.82	%		5.82	%		1.36	%		0.97	%		3.58	%		2.17	%
Total ALLL		$	202,509		$	5,342		$	9,343		$	137,928		$	5,959		$	165,165		$	526,246
Total non-covered loans held-in-portfolio	[1]	$	8,155,547		$	179,059		$	162,941		$	6,664,448		$	546,868		$	3,926,361		$	19,635,224
ALLL to loans held-in-portfolio	[1]		2.48	%		2.98	%		5.73	%		2.07	%		1.09	%		4.21	%		2.68	%
[1] Excludes covered loans acquired on the Westernbank FDIC-assisted transaction.
[2] Excludes covered loans acquired on the Westernbank FDIC-assisted transaction. As of June 30, 2014 the general allowance on the covered loans amounted to $98.7 million, while the specific reserve amounted to $8 thousand.
[3] The legacy portfolio is comprised of commercial loans, construction loans and lease financings related to certain lending products exited by the Corporation as part of restructuring efforts carried out in prior years at the BPNA reportable segment.

Variance
(Dollars in thousands)	Commercial			Construction			Legacy			Mortgage			Lease financing		Consumer			Total
Specific ALLL	$	28,153		$	(750	)	$	-		$	(15,608	)	$	10	$	(877	)	$	10,928
Impaired loans	$	55,755		$	(2,200	)	$	(225	)	$	(34,437	)	$	56	$	(5,276	)	$	13,673
General ALLL	$	(14,231	)	$	1,916		$	(5,342	)	$	(799	)	$	1,402	$	1,567		$	(15,487	)
Loans held-in-portfolio, excluding impaired loans	$	(152,588	)	$	34,991		$	(71,701	)	$	(74,674	)	$	3,590	$	(29,299	)	$	(289,681	)
Total ALLL	$	13,922		$	1,166		$	(5,342	)	$	(16,407	)	$	1,412	$	690		$	(4,559	)
Total non-covered loans held-in-portfolio	$	(96,833	)	$	32,791		$	(71,926	)	$	(109,111	)	$	3,646	$	(34,575	)	$	(276,008	)

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table L - Allowance for Loan Losses - Breakdown of General and Specific Reserves - PUERTO RICO OPERATIONS
(Unaudited)
30-Sep-14
Puerto Rico
(In thousands)		Commercial		Construction		Mortgage		Lease financing		Consumer		Total
Allowance for credit losses:
	Specific ALLL non-covered loans	$	64,750	$	133	$	37,491	$	698	$	27,723	$	130,795
	General ALLL non-covered loans		140,906		5,534		81,728		6,673		123,816		358,657
ALLL - non-covered loans			205,656		5,667		119,219		7,371		151,539		489,452
	Specific ALLL covered loans		4		-		-		-		-		4
	General ALLL covered loans		36,411		7,193		42,524		-		3,556		89,684
ALLL - covered loans			36,415		7,193		42,524		-		3,556		89,688
Total ALLL		$	242,071	$	12,860	$	161,743	$	7,371	$	155,095	$	579,140
Loans held-in-portfolio:
	Impaired non-covered loans	$	373,049	$	18,894	$	424,336	$	2,709	$	114,850	$	933,838
	Non-covered loans held-in-portfolio, excluding impaired loans		5,896,673		129,889		5,028,786		547,805		3,286,492		14,889,645
Non-covered loans held-in-portfolio			6,269,722		148,783		5,453,122		550,514		3,401,342		15,823,483
	Impaired covered loans		2,765		2,419		-		-		-		5,184
	Covered loans held-in-portfolio, excluding impaired loans		1,693,886		72,049		846,472		-		36,672		2,649,079
Covered loans held-in-portfolio			1,696,651		74,468		846,472		-		36,672		2,654,263
Total loans held-in-portfolio		$	7,966,373	$	223,251	$	6,299,594	$	550,514	$	3,438,014	$	18,477,746

30-Jun-14
Puerto Rico
(In thousands)	Commercial			Construction			Mortgage			Lease financing		Consumer			Total
Allowance for credit losses:
Specific ALLL non-covered loans	$	36,597		$	883		$	39,341		$	688	$	28,458		$	105,967
General ALLL non-covered loans		147,638			4,308			81,058			5,271		122,024			360,299
ALLL - non-covered loans		184,235			5,191			120,399			5,959		150,482			466,266
Specific ALLL covered loans		8			-			-			-		-			8
General ALLL covered loans		46,685			8,996			38,941			-		4,035			98,657
ALLL - covered loans		46,693			8,996			38,941			-		4,035			98,665
Total ALLL	$	230,928		$	14,187		$	159,340		$	5,959	$	154,517		$	564,931
Loans held-in-portfolio:
Impaired non-covered loans	$	307,762		$	21,094		$	414,636		$	2,653	$	119,604		$	865,749
Non-covered loans held-in-portfolio, excluding impaired loans		5,991,218			114,589			5,043,936			544,215		3,296,245			14,990,203
Non-covered loans held-in-portfolio		6,298,980			135,683			5,458,572			546,868		3,415,849			15,855,952
Impaired covered loans		2,823			2,419			-			-		-			5,242
Covered loans held-in-portfolio, excluding impaired loans		1,743,144			80,344			867,075			-		40,297			2,730,860
Covered loans held-in-portfolio		1,745,967			82,763			867,075			-		40,297			2,736,102
Total loans held-in-portfolio	$	8,044,947		$	218,446		$	6,325,647		$	546,868	$	3,456,146		$	18,592,054
Variance
(In thousands)	Commercial			Construction			Mortgage			Lease financing		Consumer			Total
Allowance for credit losses:
Specific ALLL non-covered loans	$	28,153		$	(750	)	$	(1,850	)	$	10	$	(735	)	$	24,828
General ALLL non-covered loans		(6,732	)		1,226			670			1,402		1,792			(1,642	)
ALLL - non-covered loans		21,421			476			(1,180	)		1,412		1,057			23,186
Specific ALLL covered loans		(4	)		-			-			-		-			(4	)
General ALLL covered loans		(10,274	)		(1,803	)		3,583			-		(479	)		(8,973	)
ALLL - covered loans		(10,278	)		(1,803	)		3,583			-		(479	)		(8,977	)
Total ALLL	$	11,143		$	(1,327	)	$	2,403		$	1,412	$	578		$	14,209
Loans held-in-portfolio:
Impaired non-covered loans	$	65,287		$	(2,200	)	$	9,700		$	56	$	(4,754	)	$	68,089
Non-covered loans held-in-portfolio, excluding impaired loans		(94,545	)		15,300			(15,150	)		3,590		(9,753	)		(100,558	)
Non-covered loans held-in-portfolio		(29,258	)		13,100			(5,450	)		3,646		(14,507	)		(32,469	)
Impaired covered loans		(58	)		-			-			-		-			(58	)
Covered loans held-in-portfolio, excluding impaired loans		(49,258	)		(8,295	)		(20,603	)		-		(3,625	)		(81,781	)
Covered loans held-in-portfolio		(49,316	)		(8,295	)		(20,603	)		-		(3,625	)		(81,839	)
Total loans held-in-portfolio	$	(78,574	)	$	4,805		$	(26,053	)	$	3,646	$	(18,132	)	$	(114,308	)

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table M - Allowance for Loan Losses - Breakdown of General and Specific Reserves - U.S. MAINLAND OPERATIONS
(Unaudited)
30-Sep-14
U.S. Mainland
(In thousands)	Commercial			Construction		Legacy			Mortgage			Consumer			Total
Allowance for credit losses:
Specific ALLL	$	-		$	-	$	-		$	716		$	443		$	1,159
General ALLL		10,775			841		4,001			1,586			13,873			31,076
Total ALLL	$	10,775		$	841	$	4,001		$	2,302		$	14,316		$	32,235
Loans held-in-portfolio:
Impaired loans	$	452		$	-	$	2,311		$	7,470		$	1,980		$	12,213
Loans held-in-portfolio, excluding impaired loans		1,788,540			63,067		88,704			1,094,745			488,464			3,523,520
Total loans held-in-portfolio	$	1,788,992		$	63,067	$	91,015		$	1,102,215		$	490,444		$	3,535,733
30-Jun-14
U.S. Mainland
(In thousands)	Commercial			Construction		Legacy			Mortgage			Consumer			Total
Allowance for credit losses:
Specific ALLL	$	-		$	-	$	-		$	14,474		$	585		$	15,059
General ALLL		18,274			151		9,343			3,055			14,098			44,921
Total ALLL	$	18,274		$	151	$	9,343		$	17,529		$	14,683		$	59,980
Loans held-in-portfolio:
Impaired loans	$	9,984		$	-	$	2,536		$	51,607		$	2,502		$	66,629
Loans held-in-portfolio, excluding impaired loans		1,846,583			43,376		160,405			1,154,269			508,010			3,712,643
Total loans held-in-portfolio	$	1,856,567		$	43,376	$	162,941		$	1,205,876		$	510,512		$	3,779,272
Variance
(In thousands)	Commercial			Construction		Legacy			Mortgage			Consumer			Total
Allowance for credit losses:
Specific ALLL	$	-		$	-	$	-		$	(13,758	)	$	(142	)	$	(13,900	)
General ALLL		(7,499	)		690		(5,342	)	��	(1,469	)		(225	)		(13,845	)
Total ALLL	$	(7,499	)	$	690	$	(5,342	)	$	(15,227	)	$	(367	)	$	(27,745	)
Loans held-in-portfolio:
Impaired loans	$	(9,532	)	$	-	$	(225	)	$	(44,137	)	$	(522	)	$	(54,416	)
Loans held-in-portfolio, excluding impaired loans		(58,043	)		19,691		(71,701	)		(59,524	)		(19,546	)		(189,123	)
Total loans held-in-portfolio	$	(67,575	)	$	19,691	$	(71,926	)	$	(103,661	)	$	(20,068	)	$	(243,539	)

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table N - Reconciliation to GAAP Financial Measures
(Unaudited)
(In thousands, except share or per share information)	30-Sep-14				30-Jun-14				30-Sep-13
Total stockholders’ equity	$	4,298,392			$	4,260,441			$	4,393,885
Less: Preferred stock		(50,160	)			(50,160	)			(50,160	)
Less: Goodwill		(461,246	)			(461,246	)			(647,757	)
Less: Other intangibles		(37,777	)			(40,122	)			(46,892	)
Total tangible common equity	$	3,749,209			$	3,708,913			$	3,649,076
Total assets	$	34,099,095			$	36,587,902			$	36,052,116
Less: Goodwill		(461,246	)			(461,246	)			(647,757	)
Less: Other intangibles		(37,777	)			(40,122	)			(46,892	)
Total tangible assets	$	33,600,072			$	36,086,534			$	35,357,467
Tangible common equity to tangible assets		11.16		%		10.28		%		10.32		%
Common shares outstanding at end of period		103,448,206				103,472,979				103,327,146
Tangible book value per common share	$	36.24			$	35.84			$	35.32
(In thousands)	30-Sep-14				30-Jun-14				30-Sep-13
Common stockholders’ equity	$	4,248,232			$	4,210,281			$	4,343,725
Less: Unrealized losses (gains) on available-for-sale securities, net of tax[1]		16,787				(4,071	)			5,514
Less: Disallowed deferred tax assets[2]		(618,141	)			(636,081	)			(643,716	)
Less: Disallowed goodwill and other intangible assets, net of deferred tax liability		(444,759	)			(447,182	)			(646,464	)
Less: Aggregate adjusted carrying value of all non-financial equity investments		(1,462	)			(1,381	)			(1,398	)
Add: Adjustment of pension and postretirement benefit plans and unrealized gains
(losses) on cash flow hedges, net of tax[3]		102,279				103,263				216,274
Total Tier 1 common equity	$	3,302,936			$	3,224,829			$	3,273,935
Tier 1 common equity to risk-weighted assets		14.79		%		13.51		%		14.20		%
[1] In accordance with regulatory risk-based capital guidelines, Tier 1 capital excludes net unrealized gains (losses) on available-for-sale debt securities and net unrealized gains on available-for-sale equity securities with readily determinable fair values. In arriving at Tier 1 capital, institutions are required to deduct net unrealized losses on available-for-sale equity securities with readily determinable fair values, net of tax.
[2] Approximately $147 million of the Corporation’s $758 million of net deferred tax assets included as “Other assets” in the consolidated statement of financial condition at September 30, 2014 (June 30, 2014 - $159 million and $789 million, respectively; September 30, 2013 - $160 million and $844 million, respectively), were included without limitation in regulatory capital pursuant to the risk-based capital guidelines, while approximately $618 million of such assets at September 30, 2014 (June 30, 2014 - $636 million; September 30, 2013 - $644 million) exceeded the limitation imposed by these guidelines and, as “disallowed deferred tax assets”, were deducted in arriving at Tier 1 capital. The remaining $(7) million of the Corporation’s other net deferred tax assets at September 30, 2014 (June 30, 2014 - $(6) million; September 30, 2013 - $40 million) represented primarily the following items: (a) the deferred tax effects of unrealized gains and losses on available-for-sale debt securities, which are permitted to be excluded prior to deriving the amount of net deferred tax assets subject to limitation under the guidelines; (b) the deferred tax asset corresponding to the pension liability adjustment recorded as part of accumulated other comprehensive income; and (c) the deferred tax liabilities associated with goodwill and other intangibles.
[3] The Federal Reserve Bank has granted interim capital relief for the impact of pension liability adjustment.

Popular, Inc.
Financial Supplement to Third Quarter 2014 Earnings Release
Table O - Financial Information - Westernbank Covered Loans
(Unaudited)
Revenues
	Quarters ended
(In thousands)	30-Sep-14			30-Jun-14			Variance
Interest income on covered loans	$	68,251		$	82,975		$	(14,724	)
FDIC loss share expense:
Amortization of indemnification asset		(42,524	)		(72,095	)		29,571
Reversal of accelerated amortization in prior periods		15,046			-			15,046
80% mirror accounting on credit impairment losses [1]		9,863			10,372			(509	)
80% mirror accounting on reimbursable expenses		15,545			11,085			4,460
80% mirror accounting on recoveries on covered assets, including rental income on OREOs, subject to reimbursement to the FDIC		(2,633	)		(3,557	)		924
Change in true-up payment obligation		1,078			(1,206	)		2,284
Other		(1,239	)		140			(1,379	)
Total FDIC loss share expense		(4,864	)		(55,261	)		50,397
Total revenues		63,387			27,714			35,673
Provision for loan losses		12,463			11,604			859
Total revenues less provision for loan losses	$	50,924		$	16,110		$	34,814
[1]Reductions in expected cash flows for ASC 310-30 loans, which may impact the provision for loan losses, may consider reductions in both principal and interest cash flow expectations. The amount covered under the FDIC loss sharing agreements for interest not collected from borrowers is limited under the agreements (approximately 90 days); accordingly, these amounts are not subject fully to the 80% mirror accounting.
Non-personnel operating expenses
	Quarters ended
(In thousands)	30-Sep-14			30-Jun-14			Variance
Professional fees	$	5,164		$	4,726		$	438
OREO expenses		11,661			5,249			6,412
Other operating expenses		3,160			2,868			292
Total operating expenses	$	19,985		$	12,843		$	7,142
Expense reimbursements from the FDIC may be recorded with a time lag, since these are claimed upon the event of loss or charge-off of the loans which may occur in a subsequent period.
Quarterly average assets
	Quarters ended
(In millions)	30-Sep-14			30-Jun-14			Variance
Covered loans	$	2,727		$	2,811		$	(84	)
FDIC loss share asset		687			792			(105	)

Activity in the carrying amount and accretable yield of covered loans accounted for under ASC 310-30
	Quarters ended
	30-Sep-14						30-Jun-14
(In thousands)	Accretable yield			Carrying amount of loans			Accretable yield			Carrying amount of loans
Beginning balance	$	1,280,758		$	2,610,664		$	1,218,212		$	2,733,122
Accretion		(66,017	)		66,017			(79,863	)		79,863
Changes in expected cash flows		97,780			-			142,409			-
Collections / charge-offs		-			(148,248	)		-			(202,321	)
Ending balance		1,312,521			2,528,433			1,280,758			2,610,664
Allowance for loan losses - ASC 310-30 covered loans		-			(85,640	)		-			(90,892	)
Ending balance, net of allowance for loan losses	$	1,312,521		$	2,442,793		$	1,280,758		$	2,519,772
Activity in the carrying amount of the FDIC indemnity asset
				Quarters ended
(In thousands)				30-Sep-14						30-Jun-14
Balance at beginning of period				$	751,553					$	833,721
Amortization					(42,524	)					(72,095	)
Reversal of accelerated amortization in prior periods					15,046						-
Credit impairment losses to be covered under loss sharing agreements					9,863						10,372
Reimbursable expenses to be covered under loss sharing agreements					15,545						11,085
Net payments to (from) FDIC under loss sharing agreements					(73,106	)					(31,530	)
Other adjustments attributable to FDIC loss sharing agreements					4,729						-
Balance at end of period				$	681,106					$	751,553
Activity in the remaining FDIC loss share asset amortization
				Quarters ended
(In thousands)				30-Sep-14						30-Jun-14
Balance at beginning of period				$	105,939					$	71,634
Amortization					(42,524	)					(72,095	)
Impact of lower projected losses					3,147						106,400
Balance at end of period				$	66,562					$	105,939

POPULAR, INC.
Financial Supplement to Third Quarter 2014 Earnings Release
Table P - Financial Information from Discontinued Operations
(Unaudited)
Assets and Liabilities from Discontinued Operations
(In thousands)								30-Sep-14		30-Jun-14			Variance
Cash							$	9,500	$	18,923		$	(9,423	)
Loans held-for-sale								1,099,673		1,783,998			(684,325	)
Premises and equipment, net								8,596		17,553			(8,957	)
Other assets								11,284		7,908			3,376
Total assets							$	1,129,053	$	1,828,382		$	(699,329	)
Deposits							$	1,089,046	$	2,058,309		$	(969,263	)
Short-term borrowings								-		2,998			(2,998	)
Other liabilities								17,716		18,435			(719	)
Total liabilities							$	1,106,762	$	2,079,742		$	(972,980	)
Net assets (liabilities)							$	22,291	$	(251,360	)	$	273,651
Components of Net Income (Loss) from Discontinued Operations
		Quarters ended								Nine months ended
(In thousands)		30-Sep-14			30-Jun-14			30-Sep-13		30-Sep-14			30-Sep-13
Net interest income	$	16,022		$	19,092		$	23,195	$	56,911		$	66,172
Provision (reversal) for loan losses		-			-			6,515		(6,764	)		(1,345	)
Gain on sale of regions		25,775			-			-		25,775			-
Other non-interest income		6,567			9,388			5,250		26,488			13,642
Personnel costs		11,941			12,117			8,487		32,910			25,215
Net occupancy expenses		(1,305	)		2,845			3,325		5,871			9,355
Professional fees		4,916			5,903			2,802		13,612			8,511
Goodwill impairment charge		-			186,511			-		186,511			-
Other operating expenses		3,054			2,833			3,694		9,100			9,422
Net income (loss) from discontinued operations	$	29,758		$	(181,729	)	$	3,622	$	(132,066	)	$	28,656

POPULAR, INC.
Financial Supplement to Third Quarter 2014 Earnings Release
Table Q - Restructuring Charges
(Unaudited)
Restructuring Charges
		Quarters ended
(In thousands)		30-Sep-14		30-Jun-14		Variance
Personnel costs	$	6,194	$	3,630	$	2,564
Net occupancy expenses		152		271		(119	)
Equipment expenses		141		190		(49	)
Professional fees		1,431		448		983
Communications		14		-		14
Other operating expenses		358		35		323
Total restructuring costs	$	8,290	$	4,574	$	3,716

CONTACT:
Popular, Inc.
Investor Relations:
Brett Scheiner, 212-417-6721
Investor Relations Officer
or
Media Relations:
Teruca Rullán, 787-281-5170
Mobile: 917-679-3596
Senior Vice President, Corporate Communications