SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 0-21845
NOTIFICATION OF LATE FILING
(Check One): |_| Form 10-K |_| Form 11-K |_| Form 20-F |X| Form 10-Q
|_| Form N-SAR
For Period Ended: March 31, 1999
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|_| Transition Report on Form 10-K |_| Transition Report on Form 10-Q
|_| Transition Report on Form 20-F |_| Transition Report on Form N-SAR
|_| Transition Report on Form 11-K
For the Transition Period Ended:
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Read attached instruction sheet 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 related 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
Full name of registrant: Wilshire Financial Services Group Inc.
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Former name if applicable
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Address of principal executive office (Street and number): 1776 SW Madison St.
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City, state and zip code: Portland, OR 97205
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PART II
RULE 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 reasons 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 10-K, 20-F, 11-K or Form N-SAR, or portion
thereof will be filed on or before the 15th calendar day
|X| following the prescribed due date; or the subject quarterly
report on 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.
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PART III
NARRATIVE
Beginning in August 1998, and more significantly during October 1998, the
Company was significantly and adversely effected by turmoil in international and
domestic markets triggered by the Russian debt default, in particular the
resulting liquidity crisis for non-investment grade mortgage-backed securities
and loans. In light of such market events and the resulting losses at the
Company, it entered into discussions with an unofficial committee of holders of
the Company's $184.2 million in outstanding publicly issued notes concerning a
restructuring of the Company's obligations under the notes. Following extensive
discussions, the Company and the unofficial committee agreed to a restructuring
of the Company through a prepackaged Chapter 11 bankruptcy filing (the
"Restructuring") with a view to maximizing the recovery of creditors and equity
interest holders of the Company. On April 13, 1999, the Restructuring was
approved by the United States Bankruptcy Court for the District of Delaware.
Due to the significant amount of time that management spent addressing the
Restructuring, the Company will be unable to complete their review by May 17,
1999 without unreasonable effort and expense.
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PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Chris Tassos (503) 223-5600
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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 filed? If the answer is no,
identify report(s).
|X|Yes |_| No
(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?
|X|Yes |_| No
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 incurred $118.9 million of losses through the third quarter of
1998 and continued to incur losses through the fourth quarter of 1998. In light
of certain market events and the Company's losses, the Company entered into
discussions with an unofficial committee of holders of the Company's $184.2
million in outstanding publicly issued notes concerning a restructuring of the
Company's obligations under the notes. Following extensive discussions, the
Company and the unofficial committee agreed to a Restructuring. On April 13,
1999, the Restructuring was approved by the United States Bankruptcy Court for
the District of Delaware. Due to the significant amount of time that management
spent addressing the Restructuring, the Company is unable, at this time, to
provide a reasonable estimate of results for the quarter ended March 31, 1999.
Wilshire Financial Services Group Inc.
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: May 13, 1999 By /s/ Lawrence Mendelsohn
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Lawrence Mendelsohn
President
By /s/ Chris Tassos
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Chris Tassos
Executive Vice President and
Chief Financial Officer
