UNITED STATES Sec File Number
SECURITIES AND EXCHANGE COMMISSION 1-08916
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One)
X Form 10-K or KSB ___ Form 20-F ___ Form 11-K ___ Form 10-Q or QSB
___ Form N-SAR
For Period Ended: DECEMBER 31, 1999
[ ] Transition Report on Form 10-K or KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Tansition Report on Form 10-Q or QSB
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:____________________________
READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT OR TYPE
Nothing in the form shall be construed to imply that the Commission
has verified any information contained herein.
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If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
N/A
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PART I - REGISTRANT INFORMATION
CONSECO FINANCE CORP.
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Full Name of Registrant
GREEN TREE FINANCIAL CORPORATION
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Former Name if Applicable
1100 Landmark Towers
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Address of Principal Executive Office (STREET AND NUMBER)
Saint Paul, Minnesota 55102
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City, State and Zip Code
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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 appropriate box)
[X] (a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
[X] (b) The subject annual report, semi-annual report, transition
report on Form 10-K, 10-KSB, 20-F, 11-K, Form N-SAR, or portion
thereof, will be filed on or before the fifteenth calendar day
following the prescribed due date; or the subject quarterly
report of transition report on Form 10-Q or 10-QSB, 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 the reasons why the Form 10-K, 10-KSB, 11-K,
10-Q, 10-QSB, N-SAR, or the transition report or portion thereof, could not be
filed with the prescribed time period. (Attach Extra Sheets if Needed)
The Registrant's Annual Report on Form 10-K for the year ended December 31, 1999
cannot be completed within the prescribed time period because the Registrant is
experiencing a delay in finalizing the financial statements to be included in
such Form 10-K. In connection therewith, the Registrant is continuing to review
the value of its interest-only securities and expects to record a noncash
charge, estimated at approximately $350 million (after taxes), to write down the
carrying value of those securities. The actual amount, which will reduce
previously announced earnings for 1999, will be determined prior to the
conclusion of the 1999 audit. The Registrant's Annual Report on Form 10-K will
be filed as soon as practicable thereafter.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
John J. Sabl (317) 817-6163
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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 reports been
filed? If 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
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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.
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CONSECO FINANCE CORP.
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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 31, 2000 By: /s/ ROLLIN M. DICK
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Rollin M. Dick, Executive Vice President
and 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 persons
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.
<PAGE>
CONSECO FINANCE CORP.
Rider to Form 12b-25
Commission File No. 1-08916
Dated March 31, 2000
The Registrant anticipates significant changes in the results of operations from
1998 to 1999. The net loss for 1998 was $87.3 million and net income for 1999 is
estimated to be approximately $20 million, including a noncash charge to write
down the carrying value of the Registrant's interest-only securities.
All statements, trend analyses and other information contained in this report
and elsewhere (such as in filings by the Company with the Securities and
Exchange Commission, press releases, presentations by the Company or its
management or oral statements) relative to markets for the Company's products
and trends in the Company's operations or financial results, as well as other
statements including words such as "anticipate," "believe," "plan," "estimate,"
"expect," "intend," "should," "could," "goal," "target," "on track,"
"comfortable with," and other similar expressions, constitute forward-looking
statements under the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are subject to known and unknown risks, uncertainties
and other factors which may cause actual results to be materially different from
those contemplated by the forward-looking statements. Such factors include,
among other things: (i) general economic conditions and other factors, including
prevailing interest rate levels, stock and credit market performance and health
care inflation, which may affect (among other things) the Company's ability to
sell its products, its ability to make loans and access capital resources and
the costs associated therewith, the market value of the Company's investments,
the lapse rate and profitability of policies, and the level of defaults and
prepayments of loans made by the Company; (ii) the Company's ability to achieve
anticipated synergies and levels of operational efficiencies; (iii) customer
response to new products, distribution channels and marketing initiatives; (iv)
performance of our investments; (v) changes in the Federal income tax laws and
regulations which may affect the relative tax advantages of some of the
Company's products; (vi) increasing competition in the finance business; (vii)
regulatory changes or actions, including those relating to regulation of
financial services; (viii) the outcome of the contemplated sale process relating
to the Company; and (ix) the risk factors or uncertainties listed from time to
time in the Company's filings with the Securities and Exchange Commission.
