NT 10-K 1 FORM NT 10-K 1 UNITED STATES OMB NUMBER SECURITIES AND EXCHANGE COMMISSION 3235-0058 Washington, D.C. 20549 SEC FILE NUMBER 0-12851 FORM 12b-25 CUSIP NUMBER 055483101 NOTIFICATION OF LATE FILING (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR For Period Ended: December 31 1994 [ ] 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: --------------------------------- ------------------------------------------------------------------------------ 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 BKLA Bancorp ------------------------------------------------------------------------------ Full Name of Registrant n/a ------------------------------------------------------------------------------ Former Name if Applicable 8901 Santa Monica Boulevard ------------------------------------------------------------------------------ Address of Principal Execution Office (Street and Number) West Hollywood, California 90069 ------------------------------------------------------------------------------ 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 Rules 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; [X] (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 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 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. 2 PART III--NARRATIVE State below in reasonable detail the reasons why the Form 10-K, 20-F, 11-K, 10-Q, N-SAR, or the transition report or portion thereof, could not be filed within the prescribed time period. (ATTACH EXTRA SHEETS IF NEEDED) See Exhibit 1 PART IV--OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification Allen Partridge 310 843-1470 --------------------------------------- ----------- ------------------ (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 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 of portion thereof? [ ] Yes [X] 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. ------------------------------------------------------------------------------ BKLA Bancorp -------------------------------------------- (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, 1995 By /s/ Allen Partridge --------------------------- ------------------------------------- Allen Partridge, 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 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 representative's 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) ------------------------------------------------------------------------------ (Attach Extra Sheets If Needed) 3 EXHIBIT INDEX Exhibit 1 Part III - Narrative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 4
EX-1 2 PART III - NARRATIVE 1 Exhibit 1 PART III - NARRATIVE Registrant's Annual Report on Form 10-K (the "Form 10-K") could not be filed within the period prescribed for such report without unreasonable effort or expense due to uncertainty relating to the consummation of a purchase of securities by Investors Banking Corporation ("IBC"). Pursuant to the terms of a Stock Purchase Agreement by and among the Registrant, its wholly owned subsidiary, Bank of Los Angeles (the "Bank"), and IBC, dated July 28, 1994, as amended, IBC purchased 2,019,006 units of securities, with each unit consisting of two shares of common stock and one warrant to purchase Registrant's common stock for $.75 per share, for $3,028,509. The sale of the units was consummated on March 29, 1995. Following the consummation of this transaction, Registrant agreed to issue additional units to IBC for approximately $520,000. The second sale of units was consummated March 30, 1995. In preparing the Form 10-K, Registrant did not anticipate the second sale of units and was uncertain as to the timing of the consummation of the first sale of units. Consequently, Registrant has had to revise the disclosure set forth in the Form 10-K to accurately reflect the consummation of these transactions. Inasmuch as the Bank has been operating under the terms of a cease and desist order and has been declared significantly undercapitalized under the prompt corrective action provisions, Registrant believes it is important to disclose in the Form 10-K the new capital levels of the Bank resulting from the recent capital infusion. Accordingly, Registrant must make substantial revisions to the Form 10-K, which revisions cannot be made within the prescribed time period without unreasonable effort or expense. (Attach Extra Sheets If Needed)