Popular, Inc. Agrees to Sell Check Cashing Operation to ACE Cash Express, Inc.

SAN JUAN, Puerto Rico, Sept. 21  /PRNewswire-FirstCall/ -- Popular, Inc. (NASDAQ:BPOP) announced that ACE Cash Express, Inc. (NASDAQ:AACE) will acquire substantially all of the assets of Popular Cash Express, Inc. ("PCE"), Popular's wholly owned check cashing business, for $36 million.  PCE owns and operates stores in California, Arizona, Florida and Texas.  PCE, unlike most other check cashing operators in the country, never entered the payday loan business.

Popular, Inc. will subscribe, as part of the transaction, a subordinated convertible note to be issued by ACE in the amount of up to $22.5 million. Under the terms of the Convertible Note Agreement, Popular has the right to convert the debt into common shares of ACE at a 35% premium over ACE's average closing share price for the 30 days preceding the initial closing date.  If exercised the convertible instrument would give Popular an ownership interest of 4.99% in ACE based on current outstanding shares.  Popular and ACE also agreed to explore mutually beneficial opportunities in the areas of transaction processing, cash management, and working capital and term financing.

"We believe strongly in the potential of this business to serve well the large and growing low and moderate income segments of the population," said Roberto R. Herencia, President of Banco Popular North America. "This will allow us to hold an investment of the largest publicly traded player in the retail check cashing business.  We remain committed to the industry as lender and servicer, and will do so now without being a direct competitor."

Richard L. Carrion, Chairman and CEO of Popular, said, "We have been constrained in our ability to compete fairly against non-bank owned check cashing operations.  Offering loan solutions has become a key component of this business model.  PCE has built a best-in-class compliance program, but without clear regulatory and legal guidance on new services, including lending, for bank-owned retail check cashing services, PCE cannot meet the demands of its customers."

Carrion added that "Popular will continue providing comprehensive financial services to the underserved communities. We will remain an active participant in the industry as a lender and servicer to other retail check cashing institutions, and will continue to collaborate with regulators and lawmakers to accelerate the integration of unbanked and underbanked individuals into mainstream financial services."

Jay B. Shipowitz, President and Chief Executive Officer of ACE, stated, "The addition of the Popular Cash Express stores, and more importantly their people, is an opportunity to strengthen our presence in several key markets and leverage our existing infrastructure.  Consistent with our growth plans, we will continue to combine new store openings with opportunistic acquisitions like Popular Cash Express.  We welcome their customers and their 333 employees to the ACE network of over 1,370 stores."

The agreements signed by Popular and ACE do not require regulatory approval and are subject to customary closing terms and conditions. The transaction is expected to become effective during the month of October.

About Popular, Inc.

Popular, Inc. is a full service financial services provider with operations in Puerto Rico, the United States, the Caribbean and Latin America. As the leading financial institution in Puerto Rico with over 280 branches and offices, the Corporation offers retail and commercial banking services through its banking subsidiary, Banco Popular de Puerto Rico, as well as investment banking, auto and equipment leasing and financing, mortgage loans, consumer lending, insurance and information processing through specialized subsidiaries. In the United States, the Corporation has established the largest Hispanic-owned financial services franchise, providing complete financial solutions to all the communities it serves. Banco Popular North America operates over 135 branches in California, Texas, Illinois, New York, New Jersey and Florida, as well as 112 financial services stores under the name of Popular Cash Express. The Corporation's consumer finance subsidiary in the United States, Popular Financial Holdings, operates nearly 200 retail lending locations offering mortgage and personal loans, and also maintains a substantial wholesale broker network, a warehouse lending division, loan servicing, and an asset acquisitions unit

Popular, Inc. continues to use its expertise in technology and electronic banking as a competitive advantage in its Caribbean and Latin America expansion, through its financial transaction processing company, EVERTEC. The Corporation is exporting its 111 years of experience through the region while continuing its commitment to meet the needs of retail and business clients through innovation, and to fostering growth in the communities it serves. Popular is ranked among FORTUNE magazine's 2005 100 Best Companies to Work For.

About ACE:

ACE Cash Express, Inc. is a leading retailer of financial services, including check cashing, short-term consumer loans and bill payment services, and the largest owner, operator and franchisor of check cashing stores in the United States.  As of June 30, 2005, ACE had a network of 1,371 stores in 37 states and the District of Columbia, consisting of 1,142 company-owned stores and 229 franchised stores.  ACE focuses on serving consumers, many of whom seek alternatives to traditional banking relationships in order to gain convenient and immediate access to check cashing services and short-term consumer loans.  ACE's website is found at http://www.acecashexpress.com/.

An electronic version of this release can be found at the Corporation website, http://www.popularinc.com/ .

  For more information:

  Investor Relations:

  Roberto R. Herencia                     Jorge Junquera
  President                               Chief Financial Officer
  Banco Popular North America             Senior Executive Vice President
  847-994-6599                            Popular, Inc.
                                          787-754-1685

  Media Relations:

  Juan Carlos Cruz                        Teruca Rullan
  Vice President                          Senior Vice President
  Public Relations, Communication &       Corporate Communications
    Leadership                            Popular, Inc.
  Banco Popular North America             917-679-3596
  847-994-6442


DATASOURCE: Popular, Inc.



CONTACT:  Investor Relations, Roberto R. Herencia, President, Banco

Popular North America, [phone]; or Jorge Junquera, Chief Financial

Officer, Senior Executive Vice President, Popular, Inc., [phone]; or

Media Relations, Juan Carlos Cruz, Vice President, Public Relations,

Communication & Leadership, Banco Popular North America, [phone], or

Teruca Rullan, Senior Vice President, Corporate Communications, Popular, Inc.,

[phone]



Web site:  http://www.popularinc.com/ 

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