- Notification that Quarterly Report will be submitted late (NT 10-Q)
November 10 2009 - 10:18AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File #0-14555
CUSIP #918225-100
NOTIFICATION OF LATE FILING
(Check
one):
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o
Form 10-K
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o
Form 20-F
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o
Form 11-K
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x
Form 10-Q
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o
Form 10-D
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o
Form N-SAR
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o
Form N-CSR
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For Period
Ended:
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September 30, 2009
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o
Transition Report on Form 10-K
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o
Transition Report on Form 20-F
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o
Transition Report on Form 11-K
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o
Transition Report on Form 10-Q
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o
Transition Report on Form N-SAR
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For the
Transition Period Ended:
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Read Instruction (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.
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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:
PART I REGISTRANT INFORMATION
VIST
Financial Corp.
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Full Name of
Registrant
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Former Name if
Applicable
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1240
Broadcasting Road
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Address of
Principal Executive Office
(Street and
Number)
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Wyomissing,
Pennsylvania 19610
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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 box if appropriate)
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(a)
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The reason
described in reasonable detail in Part III of this form could not be
eliminated without unreasonable effort or expense
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x
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(b)
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The subject
annual report, semi-annual report, transition report on Form 10-K,
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 subject distribution report on
Form 10-D, or portion thereof, will be filed on or before the
fifth calendar day following the prescribed due date; and
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(c)
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The accountants
statement or other exhibit required by Rule 12b-25(c) has been attached
if applicable.
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PART III NARRATIVE
State below in reasonable detail why Forms 10
-
K, 20
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F, 11
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K, 10
-
Q, 10
-
D, N
-
SAR, N
-
CSR, or the transition
report or
portion
thereof, could not be filed within the prescribed time period.
VIST Financial Corp. (the Company) is
unable to file its Quarterly Report on Form 10-Q for the period ended September
30, 2009 within the prescribed time period without unreasonable effort or
expense. On November 9, 2009, as a
result of discussions with the Commission staff, the Company concluded that it
will amend its Annual Report on Form 10-K for the fiscal year ended December
31, 2008 and Forms 10-Q for the periods ended March 31, 2009 and June 30, 2009
to revise the fair value on certain Junior Subordinated Debentures and cash
flow hedges related to those debentures.
The Company has determined that the accounting treatment under FASB ASC
815 previously used to report the fair value of junior subordinated debt, the
fair value of the cash flow hedges and the resultant change in value and the
unrealized gain (loss) reported in accumulated other comprehensive income was
incorrect. The accounting treatment
should have been in accordance with FASB ASC 825 and reported in operations. VIST will reflect similar adjustments in its
Form 10-Q for the quarter ended September 30, 2009. VIST requires additional time to file the
Form 10-Q for the quarter ended September 30, 2009 in order to complete such
adjustments. Based on the Companys
analysis as of this date, other than the specific timing of the income effect
on the period earnings for the quarters ended December 31, 2008, March 31,
2009, June 30, 2009, and September 30, 2009, the cumulative impact on earnings
over the four reporting periods was not affected and all balance sheet items
reported in VISTs earnings release for the quarter ended September 30, 2009
remain unchanged.
PART IV OTHER INFORMATION
(1)
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Name and
telephone number of person to contact in regard to this notification
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Edward C. Barrett
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610
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603-7251
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(Name)
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(Area Code)
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(Telephone Number)
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(2)
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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 answer is no, identify
report(s).
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o
No
x
Yes
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(3)
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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?
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x
No
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Yes
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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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VIST Financial Corp.
(Name of Registrant as
Specified in Charter)
has caused this
notification to be signed on its behalf by the undersigned hereunto duly
authorized.
Date
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November 10,
2009
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By
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/s/ Edward C.
Barrett
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Name: Edward C.
Barrett
Title: Chief
Financial Officer
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