SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12B-25
Commission File Number 1-9594
NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [ ] Form 11-K [ ] Form 20-F [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: June 30, 1995
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[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended:
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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: ----------------------
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PART I. REGISTRANT INFORMATION
Full name of registrant UNIONFED FINANCIAL CORPORATION
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Former name if applicable
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Address of principal executive office (STREET AND NUMBER)
1055 West Seventh Street, Suite 100
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City, State and Zip Code Los Angeles, California 90017
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PART II. RULE 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 appropriate box.)
[X] (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, 20-F, 11-K or Form N-SAR, or portion thereof will be filed on or
before the 15th calendar day following the prescribed 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, 11-K, 20-F, 10-
Q, N-SAR or the transition report portion thereof could not be filed within the
prescribed time period. (Attached extra sheets if needed.)
Additional time is needed to complete the Company's financial statements
due to the large volume of accounting transactions in the fourth quarter of
fiscal 1995 resulting from the sale by the Company's subsidiary, Union Federal
Bank, of substantially all of its assets and liabilities in several
transactions, a recent move of the Company's headquarters and accounting records
and the need to finalize valuation information relating to the Company's
remaining classified loan and real estate assets.
PART IV. OTHER INFORMATION
(1) Name and telephone number of person to contract in regard to this
notification.
Ronald M. Griffith, Esq. (213) 688-8417
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(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 the 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.
During the fourth quarter of fiscal 1995, the Company's subsidiary Union
Federal Bank (the "Bank") completed a series of transactions to comply with an
Office of Thrift Supervision directive to engage in a sale, merger or
recapitalization transaction. These transactions included the sale of
approximately $136 million in book value of classified loan and real estate
assets to third party purchasers and the sale of 13 retail banking offices and
approximately $820 million of related deposit liabilities to Glendale Federal
Bank. Net losses on these transactions and operating losses will cause the
Company's losses during its 1995 fiscal year and fourth quarter thereof to
exceed the Company's losses of $26.5 million and $9.8 million, respectively,
during the comparable fiscal 1994 periods.
In May 1995, the Company estimated that the Bank's net worth would be $2
million or less following these fourth quarter transactions. The actual net
worth of the Bank at June 30, 1995 will not be ascertained until completion of
the Company's fiscal year end financial statements and will depend principally
upon available valuation information relating to the Company's classified loan
and real estate assets, which aggregated approximately $27 million at fiscal
year end. Since the Bank's total assets, approximately $37 million at June 30,
1995, exceeded anticipated asset levels, the resulting ratio to regulatory
capital will cause the Bank to not be deemed "adequately capitalized" for
regulatory capital classification purposes at that date. The Bank's regulatory
capital ratios and classification status will depend upon the results of
completion of the fiscal year end audit, expected on or before October 13, 1995.
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UNIONFED FINANCIAL CORPORATION
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(Name of registrant as specified in charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date September 28, 1995 By /s/ Ronald M. Griffith
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Ronald M. Griffith
Senior Vice President, General Counsel
and Corporate Secretary
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