12b-25/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25/A
NOTIFICATION OF LATE FILING
SEC FILE NUMBER: 001-13533
CUSIP NUMBER: 669 947 889 Common Stock
669 947 806 8.90% Series C Cumulative Redeemable Preferred Stock
(Check One) | | Form 10-K | | Form 20-F | | Form 11-K |X| Form 10-Q
| | Form 10-D | | Form N-SAR | | Form N-CSR
For Period Ended: September 30, 2008
[ ] 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
NovaStar Financial, Inc.
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Full Name of Registrant
Not Applicable
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Former Name if Applicable
8140 Ward Parkway, Suite 300
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Address of Principal Executive Office (Street and Number)
Kansas City, Missouri 64114
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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)
(a) The reason 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, 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
(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, 10-D, N-SAR,
N-CSR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
In a Form 12b-25 filed with the Securities and Exchange Commission ("SEC")
on November 10, 2008, NovaStar Financial, Inc. (the "Company") indicated that it
could not timely file its Quarterly Report on Form 10-Q for the quarter ended
September 30, 2008 (the "Third Quarter 10-Q") with the SEC, and that it would
file the Third Quarter 10-Q within the 5 calendar day period contemplated by
Rule 12b-25 promulgated under the Securities Exchange Act of 1934, as amended.
The Company and its independent auditors are analyzing certain technical
accounting matters related to three separate loan securitization transactions
that were originally accounted for as financings. This analysis is being made
due to events that have occurred since these securitizations originally closed.
As a result of the foregoing, the Company will not be able to file its Third
Quarter 10-Q by November 17, 2008 as previously indicated. The Company will file
its Third Quarter 10-Q as promptly as practicable.
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Rodney E. Schwatken (816) 237-7000
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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 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.
Due to the ongoing analysis described above, the Company has not finalized its
financial statements for the third quarter of 2008. However, the Company expects
that its results of operations for the nine and three month periods ending
September 30, 2008 will change significantly from its results of operations for
the nine and three month periods ending September 30, 2007 as result of, among
other things, the termination of the Company's mortgage origination business,
the sale of the mortgage servicing operation during 2007, the impact of market
factors and the mortgage securities markets on the Company's financial
statements and the valuation of the Company's financial assets and amendments to
certain securitization agreements.
Novastar Financial, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: November 17, 2008 By: /s/ RODNEY E. SCHWATKEN
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Name: Rodney E. Schwatken
Title: Chief Financial Officer