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Commitments and contingencies
6 Months Ended
Jun. 30, 2025
Commitments and Contingencies Disclosure  
Commitments And Contingencies
Note 20 – Commitments and contingencies
Off-balance sheet risk
The Corporation
 
is a
 
party to
 
financial instruments
 
with off-balance
 
sheet credit
 
risk in
 
the normal
 
course of
 
business to
 
meet the
financial needs of its customers. These financial instruments
 
include loan commitments, letters of credit and standby
 
letters of credit.
These instruments involve,
 
to varying
 
degrees, elements of
 
credit and
 
interest rate
 
risk in
 
excess of
 
the amount
 
recognized in
 
the
Consolidated Statements of Financial Condition.
The
 
Corporation’s
 
exposure
 
to
 
credit
 
loss
 
in
 
the
 
event
 
of
 
nonperformance
 
by
 
the
 
other
 
party
 
to
 
the
 
financial
 
instrument
 
for
commitments to extend credit, standby
 
letters of credit and financial
 
guarantees is represented by the
 
contractual notional amounts
of those instruments. The
 
Corporation uses the same
 
credit policies in
 
making these commitments and conditional
 
obligations as it
does for those reflected on the Consolidated Statements
 
of Financial Condition.
Financial instruments with
 
off-balance sheet credit
 
risk, whose contract
 
amounts represent potential credit
 
risk as of
 
the end of
 
the
periods presented were as follows:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(In thousands)
June 30, 2025
December 31, 2024
Commitments to extend credit:
Credit card lines
$
6,201,145
$
5,599,823
Commercial lines of credit
4,271,702
3,971,331
Construction lines of credit
1,114,750
1,131,824
Other consumer unused credit commitments
 
271,638
260,121
Commercial letters of credit
10,284
5,002
Standby letters of credit
124,831
144,845
Commitments to originate or fund mortgage loans
17,556
29,604
At June
 
30, 2025
 
and December
 
31, 2024,
 
the Corporation
 
maintained a
 
reserve of
 
$
13
 
million and
 
$
15
 
million, respectively,
 
for
potential losses associated with unfunded loan commitments
 
related to commercial and construction lines of
 
credit.
Other commitments
At June
 
30, 2025
 
and December 31,
 
2024, the
 
Corporation also maintained
 
other non-credit
 
commitments for $
2
 
million, primarily
for the acquisition of other investments.
 
Business concentration
Since the Corporation’s business activities are concentrated primarily in Puerto Rico, its results of operations and financial condition
are dependent
 
upon the
 
general trends
 
of the
 
Puerto Rico
 
economy and,
 
in particular,
 
the residential
 
and commercial
 
real estate
markets. The concentration
 
of the Corporation’s
 
operations in Puerto Rico
 
exposes it to
 
greater risk than other
 
banking companies
with a wider geographic base. Its
 
asset and revenue composition by geographical area
 
is presented in Note 32
 
to the Consolidated
Financial Statements.
 
Puerto
 
Rico
 
has
 
faced
 
significant
 
fiscal
 
and
 
economic
 
challenges
 
for
 
over
 
a
 
decade.
 
In
 
response
 
to
 
such
 
challenges,
 
the
 
U.S.
Congress
 
enacted
 
PROMESA
 
in
 
2016,
 
which,
 
among
 
other
 
things,
 
established
 
the
 
Oversight
 
Board
 
and
 
a
 
framework
 
for
 
the
restructuring
 
of
 
the
 
debts
 
of
 
the
 
Commonwealth,
 
its
 
instrumentalities
 
and
 
municipalities.
 
The
 
Commonwealth
 
and
 
several
 
of
 
its
instrumentalities have
 
availed themselves
 
of debt
 
restructuring proceedings
 
under PROMESA.
 
As of
 
the date
 
of this
 
report, while
municipalities have been designated as covered entities under PROMESA, no municipality has commenced or has been authorized
by the Oversight Board to commence, any such debt
 
restructuring proceeding under PROMESA.
At
 
June
 
30,
 
2025,
 
the
 
Corporation’s
 
direct
 
exposure
 
to
 
the
 
Puerto
 
Rico
 
government
 
and
 
its
 
instrumentalities and
 
municipalities
totaled
 
$
412
 
million,
 
of
 
which
 
$
362
 
million
 
were
 
outstanding
 
($
336
 
million
 
and
 
$
336
 
million
 
at
 
December
 
31,
 
2024).
 
The
Corporation’s exposure at
 
June 30, 2025
 
included up to
 
$
47.4
 
million in Automated Clearing
 
House (“ACH”) transaction settlement
exposure, none of
 
which was outstanding. Of
 
the amount outstanding,
 
$
351
 
million consists of
 
loans and $
11
 
million are securities
($
323
 
million and $
13
 
million at
 
December 31, 2024).
 
Substantially all of
 
the amount outstanding
 
at June 30,
 
2025 and December
31, 2024 were obligations from various Puerto Rico municipalities. In most cases, these were “general obligations” of a municipality,
to
 
which
 
the
 
applicable
 
municipality
 
has
 
pledged
 
its
 
good
 
faith,
 
credit
 
and
 
unlimited
 
taxing
 
power,
 
or
 
“special
 
obligations”
 
of
 
a
municipality,
 
to
 
which
 
the
 
applicable
 
municipality
 
has
 
pledged
 
other
 
revenues.
 
At
 
June
 
30,
 
2025,
 
approximately
81
%
 
of
 
the
Corporation’s exposure
 
to municipal loans
 
and securities was
 
concentrated in the
 
municipalities of San
 
Juan, Guaynabo,
 
Carolina
and Caguas.
The following table details the loans and investments representing the Corporation’s direct exposure to
 
the Puerto Rico government
according to their maturities as of June 30, 2025
:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(In thousands)
Investment
Portfolio
Loans
Total Outstanding
Total Exposure
Central Government
Within 1 year
$
3
$
-
$
3
$
47,403
After 10 years
40
-
40
40
Total Central
 
Government
43
-
43
47,443
Municipalities
Within 1 year
2,540
12,764
15,304
17,304
After 1 to 5 years
7,885
147,033
154,918
154,918
After 5 to 10 years
655
146,732
147,387
147,387
After 10 years
-
44,582
44,582
44,582
Total Municipalities
11,080
351,111
362,191
364,191
Total Direct Government
 
Exposure
$
11,123
$
351,111
$
362,234
$
411,634
 
 
 
 
 
 
 
 
 
 
 
 
 
In addition,
 
at June
 
30, 2025,
 
the Corporation had
 
$
212
 
million in
 
loans insured
 
or securities issued
 
by Puerto
 
Rico governmental
entities but for
 
which the principal
 
source of
 
repayment is non-governmental
 
($
220
 
million at December
 
31, 2024). These
 
included
$
168
 
million
 
in
 
residential
 
mortgage
 
loans
 
insured
 
by
 
the
 
Puerto
 
Rico
 
Housing
 
Finance
 
Authority
 
(“HFA”),
 
a
 
governmental
instrumentality
 
that
 
has
 
been
 
designated
 
as
 
a
 
covered
 
entity
 
under
 
PROMESA
 
(December
 
31,
 
2024
 
-
 
$
176
 
million).
 
These
mortgage loans
 
are secured
 
by first
 
mortgages on
 
Puerto Rico
 
residential properties
 
and the
 
HFA
 
insurance covers
 
losses in
 
the
event of
 
a borrower default
 
and upon
 
the satisfaction
 
of certain
 
other conditions. The
 
Corporation also had
 
at June
 
30, 2025,
 
$
37
million in
 
bonds issued by
 
HFA which
 
are secured by
 
second mortgage loans
 
on Puerto Rico
 
residential properties, and
 
for which
HFA also provides
 
insurance to cover losses in the
 
event of a borrower default and
 
upon the satisfaction of certain other
 
conditions
(December 31,
 
2024 -
 
$
38
 
million). In
 
the event
 
that the
 
mortgage loans
 
insured by
 
HFA
 
and held
 
by the
 
Corporation directly
 
or
those serving
 
as collateral
 
for the
 
HFA
 
bonds default
 
and the
 
collateral is
 
insufficient to
 
satisfy the
 
outstanding balance
 
of these
loans,
 
HFA’s
 
ability
 
to
 
honor
 
its
 
insurance
 
will
 
depend, among
 
other factors,
 
on
 
the
 
financial
 
condition
 
of
 
HFA
 
at
 
the
 
time
 
such
obligations
 
become
 
due
 
and
 
payable. The
 
Corporation does
 
not consider
 
the
 
government guarantee
 
when
 
estimating the
 
credit
losses
 
associated
 
with
 
this
 
portfolio.
 
Although
 
the
 
Governor
 
is
 
currently
 
authorized
 
by
 
local
 
legislation
 
to
 
impose
 
a
 
temporary
moratorium on the financial obligations of the HFA, a moratorium on
 
such obligations has not been imposed as of
 
the date hereof.
 
BPPR’s
 
commercial loan
 
portfolio also
 
includes loans
 
to
 
private borrowers
 
who
 
are service
 
providers, lessors,
 
suppliers or
 
have
other relationships with the government. These
 
borrowers could be negatively affected by
 
the Commonwealth’s fiscal crisis and
 
the
ongoing
 
Title
 
III
 
proceedings
 
under
 
PROMESA.
 
Similarly,
 
BPPR’s
 
mortgage
 
and
 
consumer
 
loan
 
portfolios
 
include
 
loans
 
to
government
 
employees
 
and
 
retirees,
 
which
 
could
 
also
 
be
 
negatively
 
affected
 
by
 
fiscal
 
measures
 
such
 
as
 
employee
 
layoffs
 
or
furloughs or reductions in pension benefits.
 
In
 
addition,
 
$
2.3
 
billion
 
of
 
residential
 
mortgages
 
and
 
$
83.1
 
million
 
commercial
 
loans
 
were
 
insured
 
or
 
guaranteed
 
by
 
the
 
U.S.
Government or its agencies at June 30,
 
2025 (compared to $
2.1
 
billion and $
87.4
 
million, respectively, at December 31,
 
2024). The
Corporation also had U.S. Treasury and obligations from the U.S.
 
Government, its agencies or government sponsored
 
entities within
the
 
portfolio
 
of
 
available-for-sale
 
and
 
held-to-maturity
 
securities
 
as
 
described
 
in
 
Note
 
5
 
and
 
6
 
to
 
the
 
Consolidated
 
Financial
Statements.
At
 
June
 
30,
 
2025, the
 
Corporation had
 
operations
 
in
 
the
 
United States
 
Virgin
 
Islands
 
(the
 
“USVI”) and
 
had
 
$
28
 
million
 
in
 
direct
exposure to USVI government
 
entities (December 31, 2024
 
- $
28
 
million). The USVI has
 
been experiencing a number of
 
fiscal and
economic challenges that could adversely affect the ability
 
of its public corporations and instrumentalities
 
to service their outstanding
debt obligations.
 
At June 30,
 
2025, the Corporation had
 
operations in the British
 
Virgin Islands (“BVI”)
 
and it had
 
a loan portfolio
 
amounting to $
194
million comprised
 
of various
 
retail and
 
commercial clients,
 
compared to
 
a loan
 
portfolio of
 
$
196
 
million at
 
December 31,
 
2024. At
June 30, 2025, the Corporation had
no
 
significant exposure to a single borrower
 
in the BVI.
FDIC Special Assessment
 
On
 
November 16,
 
2023, the
 
Federal Deposit
 
Insurance Corporation
 
(“FDIC”)
 
imposed a
 
special
 
assessment (the
 
“FDIC Special
Assessment”) amount to
 
recover the losses
 
to the
 
deposit insurance fund
 
resulting from the
 
FDIC’s funds
 
used, in March
 
2023, in
connection with the systemic risk exception, to the least-cost resolution
 
test, under the Federal Deposit Insurance Act to manage the
receiverships of several failed banks. In connection with this assessment, the Corporation accrued $
71.4
 
million, $
45.3
 
million net of
tax, in the fourth quarter of 2023, representing
 
the full amount of the assessment.
During the first quarter of 2024, the Corporation recorded an additional expense of $
14.3
 
million, $
9.1
 
million net of tax, to reflect the
FDIC's higher loss estimate communicated
 
by the FDIC. The
 
special assessment amount and collection
 
period may change as
 
the
estimated loss is periodically adjusted or if the total amount
 
collected varies.
Legal Proceedings
The nature of Popular’s
 
business ordinarily generates claims, litigation, arbitration,
 
regulatory and governmental investigations, and
legal
 
and
 
administrative
 
cases
 
and
 
proceedings
 
(collectively,
 
“Legal
 
Proceedings”).
 
Popular’s
 
Legal
 
Proceedings
 
may
 
involve
various lines
 
of business
 
and include
 
claims relating
 
to contract,
 
torts, consumer
 
protection, securities,
 
antitrust, employment,
 
tax
and
 
other
 
laws.
 
The
 
recovery
 
sought
 
in
 
Legal
 
Proceedings
 
may
 
include
 
substantial
 
or
 
indeterminate
 
compensatory
 
damages,
punitive
 
damages,
 
injunctive
 
relief,
 
or
 
recovery
 
on
 
a
 
class-wide
 
basis.
 
When
 
the
 
Corporation
 
determines
 
that
 
it
 
has
 
meritorious
defenses to the claims
 
asserted, it vigorously defends
 
itself. The Corporation will
 
consider the settlement of
 
cases (including cases
where it has meritorious defenses) when, in management’s judgment,
 
it is in the best interest of the Corporation and
 
its stockholders
to do so.
 
On at least
 
a quarterly basis,
 
Popular assesses its
 
liabilities and contingencies
 
relating to outstanding Legal
 
Proceedings
utilizing the most current information available. For
 
matters where it is probable that the Corporation will
 
incur a material loss and the
amount can be reasonably estimated, the Corporation establishes an accrual for
 
the loss. Once established, the accrual is
 
adjusted
on at least a quarterly basis to reflect any relevant
 
developments, as appropriate. For matters where a material loss is not probable,
or the amount of the loss cannot be reasonably
 
estimated, no accrual is established.
In certain cases,
 
exposure to loss
 
exists in
 
excess of any
 
accrual to the
 
extent such loss
 
is reasonably possible,
 
but not
 
probable.
Management believes and
 
estimates that the
 
range of reasonably
 
possible losses (with
 
respect to those
 
matters where such
 
limits
may be determined in excess of amounts accrued) for current Legal Proceedings ranged from $
0
 
to approximately $
7.1
 
million as of
June
 
30,
 
2025.
 
In
 
certain
 
cases, management
 
cannot
 
reasonably estimate
 
the
 
possible
 
loss
 
at
 
this
 
time.
 
Any
 
estimate involves
significant
 
judgment,
 
given
 
the
 
varying
 
stages
 
of
 
the
 
Legal
 
Proceedings
 
(including
 
the
 
fact
 
that
 
many
 
of
 
them
 
are
 
currently
 
in
preliminary stages), the existence of multiple defendants in several of the current Legal Proceedings whose share of liability has yet
to be
 
determined, the
 
numerous unresolved issues
 
in many
 
of the
 
Legal Proceedings,
 
and the
 
inherent uncertainty
 
of the
 
various
potential
 
outcomes
 
of
 
such
 
Legal
 
Proceedings.
 
Accordingly,
 
management’s
 
estimate
 
will
 
change
 
from
 
time-to-time,
 
and
 
actual
losses may be more or less than the current estimate.
While the
 
outcome of
 
Legal Proceedings
 
is inherently
 
uncertain, based
 
on information
 
currently available,
 
advice of
 
counsel, and
available
 
insurance
 
coverage,
 
management
 
believes
 
that
 
the
 
amount
 
it
 
has
 
already
 
accrued
 
is
 
adequate
 
and
 
any
 
incremental
liability arising from
 
the Legal Proceedings
 
in matters in
 
which a loss
 
amount can be
 
reasonably estimated will not
 
have a material
adverse effect
 
on the Corporation’s
 
consolidated financial position.
 
However, in
 
the event
 
of unexpected future
 
developments, it is
possible that
 
the ultimate
 
resolution of
 
these matters
 
in a
 
reporting period, if
 
unfavorable, could have
 
a material
 
adverse effect
 
on
the Corporation’s consolidated financial position for that period.