Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
Commission File Number: 000-19297
NOTIFICATION OF LATE
FILING
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(Check
One):
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¨ Form 10-K
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¨ Form 20-F
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¨ Form 11-K
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þ Form
10-Q
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¨ Form 10-D
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¨ Form N-SAR
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¨ Form N-CSR
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¨ Transition Report on Form
10-K
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¨ Transition Report on Form
10-Q
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¨ Transition Report on Form
20-F
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¨ Transition Report on Form
N-SAR
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¨ Transition Report on Form
11-K
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For the Transition Period Ended:
____________________________________________
Read
Instructions (on back page) Before Preparing Form.
Please
Print or Type.
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
First
Community Bancshares, Inc.
Full name of
registrant
__________________________________
Former name if
applicable
P, O.
Box
989
Address of principal executive
office
(Street and number)
Bluefield,
VA 24605-0989
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.)
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(a) The reasons described in
reasonable detail in Part III of this form could not be eliminated without
unreasonable effort or expense;
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þ
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(b) The subject annual report,
semi-annual report, transition report on Form 10-K, 20-F, 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.
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PART III
State below in reasonable detail why
Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR or N-CSR, or the transition report or portion
thereof, could not be filed within the prescribed time
period.
The
Registrant is unable to file its Quarterly Report on Form 10-Q for the quarter
ended June 30, 2010, (the “Quarterly Report”) within the prescribed time without
unreasonable effort or expense as the Registrant is in the process of completing
the restatement of its financial statements for its Annual Reports on Form 10-K
for the years ended December 31, 2009 and 2008, and Quarterly Reports on Form
10-Q for the quarters ended March 31, 2010, September 30, 2009, June 30, 2009,
and March 31, 2009 (collectively, the “Restated Reports”).
As
previously disclosed, as a result of a routine internal audit, the Registrant
determined there was a computational error in the model that it uses to
calculate the quantitative basis for its allowance for loan
losses. In connection with its determination of the appropriate loan
loss reserve at December 31, 2008, the Registrant made certain modifications to
its loan loss reserve model with respect to a $130.76 million pool of
loans. However, in calculating the loan loss reserves for this pool
of loans, the historical quarterly net charge-off rates were not annualized as
was the case with all other quarterly loss rates in the model. As a
result, the Registrant is restating the affected financial statements in the
Restated Reports.
The
Registrant is diligently working to complete the amendments to the Restated
Reports and intends to file its Quarterly Report as soon as such amendments are
completed and management has reviewed the proposed adjustments with the
Registrant’s independent auditors. The Registrant intends to
file its Quarterly Report within the five additional calendar days afforded by
this Form 12b-25.
PART IV
OTHER INFORMATION
(1) Name and telephone number of
person to contact in regard to this notification.
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David D. Brown
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(276) 326-9000
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(Name)
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(Area Code) (Telephone
Number)
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(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
the answer is no, identify reports(s).
þYes ¨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?
þYes ¨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 Registrant expects that its results of operations
for the three- and six-month periods ended June 30, 2010, will be significantly different from
the results of operations
for the same periods
ended June 30, 2009. The Registrant expects to report net income available to common
shareholders of $5.13 million for the second quarter of 2010, compared to $1.83
million for the same period in 2009. The Registrant also expects to
report net income available to common shareholders of $10.41 million for
the first half of 2010, compared to $6.45 million for the same
period in 2009. The differences are largely due to decreased security
impairment charges and no preferred dividends in 2010.
First
Community Bancshares, Inc.
(Name of Registrant as Specified in
Charter)
has caused this notification to be
signed on its behalf by the undersigned thereunto duly
authorized.
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Date: August 9,
2010
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By:
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/s/ David D. Brown
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