UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

 

SEC File Number  000-07900

 

 CUSIP Number  53215T106

  

(Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☑ Form 10-Q ☐ Form 10-D ☐ Form N-SAR

 

  ☐ Form N-CSR  
  For Period Ended: August 31, 2016  
  ☐ 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 Period Ended:    

 

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

 

Life Partners Holdings, Inc.

 

Full Name of Registrant

 

Not Applicable

 

Former Name if Applicable

 

204 Woodhew Drive

 

Address of Principal Executive Office (Street and Number)

 

Waco, Texas 76712

 

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, Form11-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 Rule12b-25(c) has been attached if applicable.

 

 

PART III –  NARRATIVE

 

State below in reasonable detail the reasons 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.

 

Life Partners Holdings, Inc. (the “Company”) is unable to file its Quarterly Report on Form 10-Q for the fiscal quarter ended August 31, 2016 (the “Form 10-Q”), with the Securities and Exchange Commission (the “SEC”) within the prescribed time period, because of the Company’s inability to timely process financial information for such fiscal quarter prior to the filing deadline without unreasonable effort and expense. As previously disclosed in its reports filed with the SEC, on January 20, 2015, the Company filed a voluntary petition for relief (Case No. 15-40289) under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Northern District of Texas (the “Bankruptcy Court”). On March 13, 2015, H. Thomas Moran II was appointed as Chapter 11 Trustee for the Company (the “Trustee”). On May 19, 2015, Life Partners, Inc. (“LPI”) and LPI Financial Services, Inc. (“LPIFS”), each of which is a direct or indirect subsidiary of the Company, filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the Bankruptcy Court. Mr. Moran also serves as the sole director of LPI and LPIFS, who are operating as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code. The Trustee and the Company’s management have devoted substantial attention to analyzing the assets of the Company, LPI and LPIFS and operating their business under the protection of the Bankruptcy Court. As a result of the increased burdens on the Company’s financial, accounting and administrative staff associated with the pending bankruptcies, the Company has been unable to prepare the financial statements for the fiscal quarter ended August 31, 2016 that are required to be included in the Form 10-Q without unreasonable effort and expense.

 

PART IV –  OTHER INFORMATION

 

(1)   Name and telephone number of person to contact in regard to this notification

 

H. Thomas Moran II  (405)    418-5707
(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 ☐ No   ☑

 

The Company has not filed its annual reports on Form 10-K for the years ended February 28, 2015 and February 29, 2016 or its quarterly reports on Form 10-Q for the quarters ended May 31, 2015, August 31, 2015, November 30, 2015, and May 31, 2016.

 

 

 

(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   ☐

 

 

 

 

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.

 

The Company is unable to provide a reasonable estimate of the changes in the results of operations for the quarter ended August 31, 2016, because, as described in Part III of this Form 12b-25, which is incorporated by reference herein, the Company is unable to prepare and review all necessary financial information for such periods.

 

 

 

 

 

 

 

Life Partners Holdings, Inc. 
(Name of Registrant as Specified in Charter) 

 

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date:   October 17, 2016 LIFE PARTNERS HOLDINGS, INC.  
       
       
  By: /s/ H. Thomas Moran II  
    H. Thomas Moran II  
    Chapter 11 Trustee  

 



 

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