SEC FILE NUMBER
001-14793
CUSIP NUMBER
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check one:) [X] Form 10-K [ ]Form 20-F [ ] Form 11-K [ ] Form 10Q [ ]
Form 10-D [ ] Form N-SAR [ ] Form N-CSR
For Period Ended: December 31, 2005
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
Read Instructions (on back page) Before Preparing Form. Please Print or Type.
NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE COMMISSION HAS
VERIFIED ANY INFORMATION CONTAINED HEREIN.
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
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PART I -- REGISTRANT INFORMATION
First BanCorp.
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Full Name of Registrant
N/A
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Former Name if Applicable
1519 Ponce De Leon Avenue
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Address of Principal Executive Office (Street and Number)
San Juan, Puerto Rico 00908-0146
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City, State and Zip Code
PART II -- RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)
(a) The reason described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
[ ] (b) The subject annual report, semi-annual report, transition
report on Form 10K, Form 20-F, Form 11-K, Form N-SAR, or Form
N-CSR, or portion thereof, will be filed on or before the
fifteenth calendar day following the prescribed due date; or
the subject quarterly report or transition report on Form
10-Q, or portion thereof,
will be filed on or before the fifth calendar day following
the prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III --- NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10Q, 10-D, N-SAR,
N-CSR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
As reported in a press release dated December 13, 2005, First Bancorp (the
"Company") is in the process of preparing restated financial statements to
correct the accounting for certain mortgage-related transactions that the
subsidiary Bank entered into with other financial institutions and for the
interest rate swaps that it uses to hedge the interest rate risk inherent in its
brokered certificates of deposit and medium term notes. In addition, the
restatement may also address other accounting matters identified as a part of
the on-going restatement process. First BanCorp intends to complete the
restatement process and file restated financial statements with the Securities
and Exchange Commission in the summer of 2006. It expects to file the 2005
annual report on Form 10-K thereafter.
SEC 1344(07-03) Persons who are to respond to the collection of information
contained in this form are not required to respond unless
the form displays a currently valid OMB control number.
PART IV ---OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Luis M. Cabrera (787) 729-8111
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that
the registrant was required to file such report(s) been file? If answer is
no, identify report(s). Yes [ ] No [X]
The Company's Quarterly Reports on Form 10-Q for the periods ended June
30, 2005 and September 30, 2005 have not been filed, also pending
completion of the Company's preparation of the restated financial
statements.
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected
by the earnings statements to be included in the subject report or portion
thereof?
Yes [ ] No [X]
If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a
reasonable estimate of the results cannot be made.
The Company does not know now whether the results for the fiscal year
ended December 31, 2005 will significantly differ from the 2004 fiscal
year because it has not completed either the process of preparing restated
financial statements for 2004 and for the first quarter of 2005 or the
process of preparing interim financial statements for the second and third
quarters of 2005.
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First BanCorp.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: March 17, 2006 By: /s/ Luis M. Cabrera
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Name: Luis M. Cabrera
Title: Executive Vice President
and Interim Chief Financial Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General
Rules and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the
General Rules and Regulations under the Act. The information contained in
or filed with the form will be made a matter of public record in the
Commission files
3. A manually signed copy of the form and amendments thereto shall be filed
with each national securities exchange on which any class of securities of
the registrant is registered.
4. Amendments to the notifications must also be filed on Form 12b-25 but need
not restate information that has been correctly furnished. The form shall
be clearly identified as an amended notification.
5. Electronic Filers: This form shall not be used by electronic filers unable
to timely file a report solely due to electronic difficulties. Filers
unable to submit reports within the time period prescribed due to
difficulties in electronic filing should comply with either Rule 201 or
Rule 202 of Regulations S-T (Sections 232,201 or Section 232.202 of this
chapter) or apply for an adjustment in filing date pursuant to Rule 13(b)
or Regulation S-T (Section 232.13(b) of this chapter.