UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 10, 2011
POPULAR, INC.
(Exact name of registrant as specified in its charter)
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| COMMONWEALTH OF PUERTO RICO
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001-34084
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66-0667416 |
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(State or other jurisdiction of
incorporation or organization)
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(Commission File
Number)
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(IRS Employer Identification
Number) |
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209 MUNOZ RIVERA AVENUE
HATO REY, PUERTO RICO
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00918 |
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| (Address of principal executive offices)
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(Zip code) |
(787) 765-9800
(Registrant’s telephone number, including area code)
NOT APPLICABLE
(Former name, former address and former fiscal year,
if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 8.01 Other Events.
On June 10, 2011, Popular North America, Inc. (“PNA”), the parent bank holding company of all of
the U.S. mainland operations of Popular, Inc. (the “Corporation”), exchanged $233.2 million in
aggregate principal amount of the $275 million 6.85% Senior
Notes due 2012, fully and unconditionally guaranteed by the
Corporation (the
“2012 Notes”), issued by PNA on December 21, 2007 for (1) $78.0 million aggregate principal amount
of 7.47% Senior Notes due 2014, (2) $35.2 million aggregate principal amount of 7.66% Senior Notes
due 2015 and (3) $120.0 million aggregate principal amount of 7.86% Senior Notes due 2016
(collectively, the “Securities”) issued by PNA, also fully and unconditionally guaranteed by the
Corporation. After the exchange, $41.8 million in aggregate
principal amount of the 2012 Notes remains outstanding.
The Securities were issued pursuant to the Indenture, dated as of October 1, 1991, as supplemented
by the First Supplemental Indenture, dated as of February 28, 1995, the Second Supplemental
Indenture, dated as of May 8, 1997, and the Third Supplemental Indenture, dated as of August 5,
1999, among PNA, the Corporation, as guarantor, and The Bank of New York Mellon, as successor
trustee.
The Specimens for the Securities are attached hereto as Exhibits 4.1, 4.2 and 4.3 and are
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit No. |
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Description |
4.1
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Popular North America, Inc. 7.47% Senior Note Due 2014. |
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4.2
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Popular North America, Inc. 7.66% Senior Note Due 2015. |
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4.3
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Popular North America, Inc. 7.86% Senior Note Due 2016. |