UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25 | SEC FILE NUMBER 000-27816 | |||
NOTIFICATION OF LATE FILING
(Check One) | x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR | |
For Period Ended: December 31, 2015 | ||
¨ 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
REDWOOD MORTGAGE INVESTORS VIII,
a California Limited Partnership
Full Name of Registrant
Former Name if Applicable
Address of Principal Executive Office (Street and Number)
1825 S. Grant Street, Suite 250, 94402-2678
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)
x | (a) | 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 | (b) | 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) | 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 why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or the transition report or portion thereof could not be filed within the prescribed time period.
Redwood Mortgage Investors VIII, a California limited partnership, is unable to file timely its Annual Report on Form 10-K for the fiscal year ended December 31, 2015, without unreasonable effort or expense, due to unavoidable and unanticipated delays caused principally by operational changes, including principally computer system upgrades to the most current version of the investor reporting system that was tested before year-end but required several re-starts which delayed the year-end close and preparation of the Form 10-K. The delays were compounded by an illness of key personnel involved in the year-end close and preparation of the Form 10-K. These matters are now resolved, the Form 10-K is being finalized, and the audit of the independent registered public accounting firm is being completed.
The registrant expects to file the completed Form 10-K within the 15 calendar day period following March 30, 2016, described in Rule 12b-25(b).
PART IV — OTHER INFORMATION
(1) | Name and telephone number of person to contact in regard to this notification |
Michael R. Burwell | (650) | 365-5341 | ||||||
(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). Yes x 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? Yes ¨ No x |
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.
Redwood Mortgage Investors VIII, a California Limited Partnership
(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, 2016 |
By | /s/ Michael R. Burwell, a General Partner |