First BanCorp (the “Corporation”) (NYSE: FBP), the bank holding company for FirstBank Puerto Rico (“FirstBank” or “the Bank”), today announced it has entered into a definitive investment agreement with private equity firm Thomas H. Lee Partners, L.P. (“THL”) under which THL would purchase approximately $180 million of common stock of the Corporation at a purchase price of $3.50 per share, as part of a proposed aggregate $500 to $550 million capital raise. Upon completion of the capital raise and the conversion into common stock of approximately $425 million of Series G Mandatorily Convertible Preferred Stock, held by the United States Department of the Treasury, the THL investment would represent approximately 24.9% ownership of the Corporation.
The THL transaction is conditioned upon the Corporation selling a minimum of $500 million, but no more than $550 million, of common stock (including the THL investment), approval by the Corporation’s stockholders of all of the sales of common stock and any required approvals by bank regulatory authorities or other governmental authorities.
The Agreement gives THL the right to designate a person to serve on the Corporation’s Board of Directors upon completion of the sale of shares of common stock to THL. In addition, the Corporation expects to issue to those shareholders who are holders of its common stock prior to the completion of the capital raise, rights that would entitle them to purchase common stock of the Corporation at $3.50 per share in a rights offering of up to $35 million in common equity, which amount would count towards the aggregate $500 to $550 million capital raise.
The Corporation would use the proceeds from the sale of common stock to strengthen its capital base in order to meet regulatory requirements, as well as for general corporate purposes.Aurelio Alemán, President and Chief Executive Officer of First BanCorp, commented, “We are pleased to announce this agreement with THL, as this is a critical and positive step in the capital raising process. The THL agreement with First BanCorp is a testament to our franchise’s strength as the second largest banking franchise on the island and our potential in the markets we serve, as well as evidence of the confidence of investors of this caliber in the Puerto Rico banking industry going forward. The sale of common stock will strengthen the Corporation’s balance sheet and capital ratios, and will allow us to continue executing our business strategies and seize opportunities as they arise.”
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