-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Lonff0K/eeQHXiz8wFQcolDuHNmaDUzj/c930/2G5rEspHj5dKkN+4+Zx4Q+LWfN hkP28UGSLzZa7T8QCux5LQ== 0000046738-02-000003.txt : 20020415 0000046738-02-000003.hdr.sgml : 20020415 ACCESSION NUMBER: 0000046738-02-000003 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011231 FILED AS OF DATE: 20020402 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HELLER FINANCIAL INC CENTRAL INDEX KEY: 0000046738 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 361208070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06157 FILM NUMBER: 02599833 BUSINESS ADDRESS: STREET 1: 500 W MONROE ST CITY: CHICAGO STATE: IL ZIP: 60661 BUSINESS PHONE: 3124417000 MAIL ADDRESS: STREET 1: 500 W MONROE ST CITY: CHICAGO STATE: IL ZIP: 60661 FORMER COMPANY: FORMER CONFORMED NAME: HELLER WALTER E & CO /NEW/ DATE OF NAME CHANGE: 19850503 NT 10-K 1 h12b_25a.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): X Form 10-K and Form 10-KSB __ Form 20-F __ Form 11-K __ Form 10-Q and Form 10-QSB __ Form N-SAR For Period Ended: December 31, 2001 __ Transition Report on Form 10-K __ Transition Report on Form 20-F __ Transition Report on Form 11-K __ Transition Report on Form 10-Q __ Transition Report on Form N-SAR For the Transition Period Ended:_________ - -------------------------------------------------------------------------------- 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 relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: - -------------------------------------------------------------------------------- PART I REGISTRANT INFORMATION - -------------------------------------------------------------------------------- Full Name of Registrant: Heller Financial, Inc. - -------------------------------------------------------------------------------- Former Name if Applicable N/A - -------------------------------------------------------------------------------- Address of Principal Executive Office (Street and Number) 500 West Monroe Street - -------------------------------------------------------------------------------- City, State and Zip Code Chicago, Illinois 60661 - -------------------------------------------------------------------------------- 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.) (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, Form 20-F, 11-K or Form N-SAR, or portion thereof will be filed on or before the fifteenth calendar day following the prescribed X due date; or the subject quarterly report or 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. PART III NARRATIVE State below in reasonable detail the reasons why Form 10-K or 10-KSB, 20-F, 11-K, 10-Q or 10-QSB, N-SAR, or the transition report or portion thereof could not be filed within the prescribed period. (Attach extra sheets if needed.) See attached. PART IV OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification Randolph Brown (312) 441-7000 ------------------------- ------------------------------------------------ (Name) (Area Code) (Telephone Number) (2) Have all other periodic reports required under Section 13 or 15(d) of the Securities and 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). 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. See Attached - -------------------------------------------------------------------------------- Heller Financial, Inc. - -------------------------------------------------------------------------------- (Name of Registrant as specified in charter) has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date: By: /s/ ----------------------------- ----------------------------------- Randolph Brown, Chief Financial Officer HELLER FINANCIAL, INC. Form 12b-25 With Respect to Annual Report on Form 10-K for Year Ended December 31, 2001 PART III The subject annual report on Form 10-K for the year ended December 31, 2001, could not be filed without unreasonable effort or expense because the Company and its auditors have not yet completed the financial statement preparation and audit processes. The Company's principal accountant was not engaged to audit the financial statements until January 23, 2002, as a result of the resignation of the Company's previous principal accountant because it was not independent with respect to the Company once the Company was acquired by General Electric Capital Corporation, as reported on a current report on Form 8-K filed January 25, 2002. The Company will file the subject annual report on or before the 15th calendar day following the prescribed due date. PART IV The Company's net income for 2001 was approximately $250 million less than the $290 million reported by the Company for 2000. This decrease in net income was driven primarily by a one-time pre-tax charge of $283 million as a result of the merger with GE Capital, as well as an increase in the provision for loan losses. Net income for 2001 could change, depending upon the resolution of the financial statement preparation and audit processes discussed in Part III above. EX-1 3 h12b_25ltr.txt Exhibit 1 April 1, 2002 Heller Financial, Inc. 500 West Monroe Chicago, Illinois 60661 Ladies and Gentlemen: Pursuant to Rule 12b-25 of the General Rules and Regulations under the Securities Exchange Act of 1934, we inform you that we have been furnished a copy of Form 12b-25, to be filed by Heller Financial, Inc. on or about April 2, 2002, which contains notification of the registrant's inability to file its Form 10-K by March 31, 2002. We have read the Company's statements contained in Part III therein and we agree with the stated reasons as to why we have been unable to complete our audit and report on the Company's consolidated financial statements for the year ended December 31, 2001, to be included in its Form 10-K. Very truly yours, //KPMG LLP Chicago, IL -----END PRIVACY-ENHANCED MESSAGE-----