SEC FILE NUMBER
0-7277
CUSIP NUMBER
929330108
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12-B-25
NOTIFICATION OF LATE FILING
(Check One):
Form 10-K Form 20-F Form 11-K X Form 10-Q Form N-SAR
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For Period Ended: August 9, 1996
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Transition Report on Form 10-K
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Transition Report on Form 20-F
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Transition Report on form 11-F
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Transition Report on Form 10-Q
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Transition Report on Form N-SAR
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For the Transition Period Ended:
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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
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Full Name of Registrant:
WSMP, Inc.
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Address of Principal Executive Office (Street and Number):
1 WSMP Drive (P.O. Box 399)
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City, State and Zip Code:
Claremont, North Carolina 28610
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PART II -- RULES 12-B-25 (B) AND (C)
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If the subject report could not be filed without unreasonable effort or
expense, and the registrant seeks relief pursuant to Rule 12-b-25(b), the
following should be completed.
(Check box if appropriate.)
(a) The reasons describe in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
X (b) The subject quarterly report, or portion thereof will be filed on or
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(c)The accountant's statement or other exhibit required by Rule 12-b-25(c)
has been attached if applicable.
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PART III -- NARRATIVE
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State below in reasonable detail the reasons why Form 10-Q, or portion
thereof, could not be filed within the prescribed period.
WSMP, Inc. is party to $4,000,000 secured line of credit dated October 10,
1995 (the "Line of Credit") with NationsBank of North Carolina, N.A.
("NationsBank") which became due and payable as of July 25, 1996. WSMP, Inc.
and NationsBank are negotiating an extension or replacement to the Line of
Credit, which extension or replacement has not yet been finalized.
This situation creates a technical violation of certain loan covenants in
WSMP, Inc.'s loan agreements with its senior lenders, Aetna Life Insurance
Company ("Aetna") and Phoenix Home Life Mutual Insurance Company ("Phoenix")
under an Agreement dated April 2, 1987, as amended (the "Senior Loan
Agreement"), and a technical violation of certain loan covenants in its
Reimbursement Agreement dated June 1, 1992, as amended (the Reimbursement
Agreement") with NationsBank concerning WSMP's Industrial Revenue Bond
financing. WSMP, Inc. also has other technical violations of the loan
covenants of the Reimbursement Agreement.
WSMP, Inc. anticipates that it will receive waivers from Aetna and Phoenix
and from NationsBank concerning the violations of the Senior Loan Agreement
and the Reimbursement Agreement, respectively, upon the extension or
replacement of the Line of Credit.
WSMP, Inc. anticipates obtaining this extension or replacement of the Line
of Credit during the period of five calendar days following the prescribed
due date. The effect of obtaining such extension and waivers would be
material and would result in a material recasting of WSMP, Inc.'s financial
statements.
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PART IV -- OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to this
notification.
Matthew V. Hollifield (704) 459-3103
(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
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(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 of
portion thereof?
X Yes No
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If so, attach an explanation of the anticipated change, both narratively an
quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
WSMP, 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: September 23, 1996 By: Matthew V. Hollfield
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Matthew V. Hollifield, Vice President
of Accounting
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