- Notification that Quarterly Report will be submitted late (NT 10-Q)
August 06 2009 - 9:35AM
Edgar (US Regulatory)
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OMB APPROVAL
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OMB Number: 3235-0058
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SEC FILE
NUMBER
000-27377
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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(Check one):
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o
Form 10-K
o
Form 20-F
o
Form 11-K
þ
Form 10-Q
o
Form 10-D
o
Form N-SAR
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o
Form N-CSR
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For Period Ended:
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June 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.
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
W Holding Company, Inc.
Full Name of Registrant
Former Name if Applicable
19 West McKinley Street
Address of Principal Executive Office
(Street and Number)
Mayaguez, Puerto Rico 00680
City, State and Zip Code
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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o
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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-F, 11-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. (Attach
extra Sheets if Needed)
The delay is due to the need for additional time to complete W Holding Company, Inc.s (the
Company) audit of its financial statements for the fiscal year ended December 31, 2008. As
previously reported on the Companys Current Report on Form 8-K filed on January 30, 2009, the
Company determined not to reappoint Deloitte & Touche LLP as the Companys independent registered
public accounting firm and instead, as of January 28, 2009, the Company engaged BDO Seidman, LLP
(BDO Seidman) as its independent registered public accounting firm. As a result of the
appointment of BDO Seidman and the Companys focus on completing the 2008 audit and filing its
annual report on Form 10-K for the year ended December 31, 2008, the Company is unable to timely
file its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2009, without
unreasonable effort or expense.
PART IV OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification
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Lidio V. Soriano
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(787)
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834-8000
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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
Yes
þ
No
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The Registrant did not timely file its Quarterly Reports on Form 10-Q
for the periods ended March 31, June 30, and September 30, 2008, its
Annual Report on Form 10-K for the fiscal year ended December 31, 2008
and its Quarterly Report on Form 10-Q for the period ended March 31,
2009.
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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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þ
Yes
o
No
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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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Due to the change in the Companys independent registered public
accounting firm, the Company needs additional time to complete its
financial statements for the period ended June 30, 2009 and the audit
of its 2008 financial statements. Although such results have not been
fully determined at this time, based on its most recent preliminary
unaudited financial data, the Company expects a significant change in
its results of operations for the quarter and six month period ended
June 30, 2009 compared to same periods in 2008. The following table
provides preliminary unaudited summary financial data for the quarter
and six month period ended June 30, 2009 and comparative data for the
corresponding periods in 2008.
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Quarter Ended June 30,
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Six Months Ended June 30,
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2009
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2008
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2009
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2008
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UNAUDITED FINANCIAL DATA
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(In Thousands)
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Interest Income
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$
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154,841
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$
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206,149
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$
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315,896
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$
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427,405
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Interest Expense
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123,622
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166,216
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255,951
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345,045
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Net Interest Income
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31,219
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39,933
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59,945
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82,360
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Provision for Loan Losses
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8,382
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14,346
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14,586
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29,303
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Noninterest Income
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27,674
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26,178
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57,177
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39,150
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Noninterest Expense
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55,586
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41,322
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99,162
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85,935
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Income (loss) before Income Taxes
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(5,075
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)
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10,443
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3,374
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6,272
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Income Tax Provision (Credit)
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(820
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)
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4,964
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2,635
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(32,239
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)
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Net Income (loss)
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$
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(4,255
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$
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5,479
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$
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739
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$
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38,511
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As shown above, preliminary unaudited net loss for the quarter ended
June 30, 2009 was approximately $4.3 million, compared to preliminary
unaudited net income of approximately $5.5 million for the same quarter
in 2008. Preliminary unaudited loss before income taxes for the quarter
ended June 30, 2009 was approximately $5.1 million, compared to
preliminary unaudited income before income taxes of approximately $10.4
million for the same period in 2008. The loss before income taxes for
the quarter ended June 30, 2009 was primarily due to an increase of
$14.3 million in noninterest expense, which was itself principally due
to the increase in the Federal Deposit Insurance Premium, which
included a special assessment levied by the Federal Deposit Insurance
Corporation (FDIC). In addition, net interest income decreased to
$31.2 million for the quarter ended June 30, 2009 from $39.9 million
for the same quarter in 2008, primarily due to lower loan yields
resulting from non-accrual loans and from the repricing of variable
rate construction and commercial loans in a lower rate environment.
For the six months ended June 30, 2009, preliminary unaudited net
income was approximately $739,000, compared to preliminary unaudited
net income of approximately $38.5 million for the same period in 2008.
Preliminary unaudited income before taxes for the six months ended June
30, 2009 was approximately $3.4 million, compared to preliminary
unaudited income before taxes of approximately $6.3 million for the
same period in 2008. The decrease in income before income taxes in 2009
compared to 2008 was primarily due to the following: (1) decreased net
interest income as a result of non-accrual loans and the repricing of
variable rate construction and commercial loans; (2) a lower provision
for loan losses; (3) higher noninterest income, primarily driven by the
sale of investment securities during the first and second quarter of
2009; and (4) higher non-interest expenses as a result of the increase
in the Federal Deposit Insurance Premium, including the special
assessment levied by the FDIC. Additionally, in 2008, the Company
negotiated tax agreements with local and federal authorities that
yielded a benefit of $33.3 million during the six month period ended
June 30, 2008.
The information for the quarter and six months ended June 30, 2009 and
2008 set forth above is unaudited and should be considered preliminary,
and all information presented is subject to change pending completion
of the audits for such periods. Actual results may differ materially.
W Holding Company, Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly
authorized.
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Date: August 5, 2009
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By:
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/s/ Lidio V. Soriano
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Name:
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Lidio V. Soriano
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Title:
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Chief Financial Officer
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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 person 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 representatives
authority to sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal Violations (see 18 U.S.C. 1001).
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