2 Feb 2007director interest notice● Neutral
Walter Energy, Inc. Senior Vice President & CFO Joseph J Troy received 14,423 shares and a 14,706-share option grant as part of the equity award.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
26 Jan 2007substantial holder notice● Neutral
PIRATE CAPITAL LLC, THOMAS R. HUDSON JR. reported a Walter Energy, Inc. shareholding of 1,479,900 shares (2.90% of votes) in a periodic institutional filing.
3 Jan 2007auditor change● Neutral
An amended filing restating the December 20, 2006 auditor change: the Audit Committee approved dismissing PricewaterhouseCoopers after it completes the 2006 audit, with Ernst & Young appointed from fiscal 2007. The filing says there were no disagreements with PwC and no adverse opinions; the only reportable event was a 2004 material weakness over classification of shipping and handling costs, remediated in Q4 2005. The amendment was filed only to add PwC's letter to the SEC.
3 Jan 2007director interest notice● Neutral
Walter Energy, Inc. director Howard Longstreth Clark Jr. exercised stock options for 7,770 shares and disposed of 7,770 shares.
27 Dec 2006substantial holder notice● Neutral
STEEL PARTNERS II, L.P., STEEL PARTNERS, L.L.C., WARREN G. LICHTENSTEIN reported a Walter Energy, Inc. shareholding of 1,875,346 shares (4.30% of votes) in a periodic institutional filing.
21 Dec 2006substantial holder notice● Neutral
PIRATE CAPITAL LLC, THOMAS R. HUDSON JR. reported a Walter Energy, Inc. shareholding of 2,898,300 shares (5.70% of votes) in a periodic institutional filing.
20 Dec 2006asset acquisition disposition● NeutralMajor
Walter completed the spin-off of Mueller Water Products on December 14, 2006, giving shareholders 1.6524432 Mueller Series B shares per Walter share held on the December 6 record date (about 85.8 million shares in total, all that Walter owned). This resolves the spin-off thread; it was structured to be tax-free apart from cash for fractional shares, and Mueller's results will now be shown as discontinued operations. Chairman, President and CEO Gregory Hyland resigned from Walter at the close of business December 14 and continues in those roles at Mueller, which took over his employment and change-in-control agreements, though Walter keeps the obligation to pay his 2006 incentive payment. A Joint Litigation Agreement with Mueller allocates responsibility for pending and future litigation and shares insurance.
6 Dec 2006director interest notice● Neutral
Walter Energy, Inc. Chairman, President and CEO Gregory E Hyland bought 5,000 shares on the open market.
1 Dec 2006material agreement● Neutral
An amendment renewed the Mid-State Trust XIV Loan Agreement, a warehouse financing line for the Mid-State Homes unit, through November 26, 2007, and raised the advance rate on adjustable rate accounts. Together with another $150.0 million facility it provides $350.0 million of financing; Walter Industries is not a party but the facility provides liquidity to it and its affiliates.
29 Nov 2006capital raising announcement▼ BadMajor
Walter agreed to convert a combined $99,120,000 of its 3.75% convertible notes into 5,553,723 common shares, paying a $13,031,200 inducement premium plus $638,355.41 in accrued interest and other consideration. It also announced the board rescinded the previously announced two-for-one stock split after resolving civil lawsuits with two noteholders, CC Arbitrage and CNH CA Master Account, so the split dividend declared on November 9 will not happen. The spin-off dividend of Mueller shares is not mentioned as rescinded.
22 Nov 2006capital raising announcement● Neutral
Walter agreed with a holder to convert $7,257,000 of its 3.75% convertible notes into 406,611 common shares, paying a $616,845 inducement premium plus $15,874.70 accrued interest. It continues the wave of note conversions.
21 Nov 2006capital raising announcement● Neutral
Walter agreed with several holders to convert a combined $22,073,000 of its 3.75% convertible notes into 1,236,755 common shares, paying a $1,983,470 inducement premium plus $45,847 accrued interest. It continues the wave of note conversions.
13 Nov 2006capital raising announcement● Neutral
Walter agreed with a holder to convert $2,700,000 of its 3.75% convertible notes into 151,281 common shares, paying a $243,000 inducement premium plus $2,531.25 accrued interest. It continues the series of note conversions ahead of the dividend record date.
9 Nov 2006dividend declaration▲ GoodMajor
Walter declared two dividends: a one-for-one stock split dividend (one extra share per share held) and a spin-off dividend distributing its Mueller Water Series B shares, expected at between 1.65 and 1.94 Mueller shares per Walter share, both with a December 6, 2006 record date. Noteholders can convert before December 14, 2006 to take part, and the company said it will pay those conversions in shares. This sets up the Mueller separation and explains the conversion deals that follow.
3 Nov 2006capital raising announcement● Neutral
Walter agreed with one holder to convert $11,000,000 of its 3.75% convertible notes into 616,333 new common shares, paying a $1,100,000 inducement premium plus $1,145.83 accrued interest. This cuts the company's convertible debt and adds shares, so existing holders own a smaller slice.
26 Oct 2006director interest notice● Neutral
Walter Energy, Inc. Senior Vice President Larry E Williams received a stock option grant for 16,000 shares.
26 Oct 2006director interest notice● Neutral
Walter Energy, Inc. Senior VP & Controller Lisa A Honnold received a stock option grant for 16,000 shares.
26 Oct 2006director interest notice● Neutral
Walter Energy, Inc. Senior VP and Treasurer Miles C Dearden III received a stock option grant for 16,000 shares.
2 Oct 2006substantial holder notice● Neutral
PIRATE CAPITAL LLC, THOMAS R. HUDSON JR. reported a Walter Energy, Inc. shareholding of 3,174,000 shares (7.30% of votes) in a periodic institutional filing.
22 Sept 2006substantial holder notice● Neutral
Trafelet & Company, LLC, Remy W. Trafelet disclosed a new substantial Walter Energy, Inc. shareholding (7.30% of votes).
5 Sept 2006director interest notice● Neutral
Walter Energy, Inc. Vice Chairman Sec.,Gen.Counsel Victor P Patrick sold 3,000 shares at $55.08.
1 Sept 2006director interest notice● Neutral
Walter Energy, Inc. CEO of Jim Walter Resources George R Richmond exercised stock options for 15,367 shares and disposed of 27,971 shares.
31 Aug 2006director interest notice● Neutral
Walter Energy, Inc. Senior Vice President & CFO Joseph J Troy exercised stock options for 8,000 shares and disposed of 16,000 shares.
29 Aug 2006director interest notice● Neutral
Walter Energy, Inc. President of U.S.Pipe Raymond Torok exercised stock options for 6,666 shares and disposed of 20,682 shares.
23 Aug 2006director interest notice● Neutral
Walter Energy, Inc. Executive Vice Pres William F Ohrt exercised stock options for 8,300 shares and disposed of 16,600 shares.
22 Aug 2006director interest notice● Neutral
Walter Energy, Inc. Senior Vice President Larry E Williams exercised stock options for 6,143 shares and disposed of 12,286 shares.
18 Aug 2006director interest notice● Neutral
Walter Energy, Inc. Vice Chairman Sec.,Gen.Counsel Victor P Patrick exercised stock options for 5,850 shares and disposed of 11,700 shares.
16 Aug 2006material agreement● Neutral
Walter Industries signed a supplemental indenture with the trustee for its 3.75% Convertible Subordinated Notes due 2024 to fix two drafting errors: a missing definition of 'Last Reported Sale Price' for the spin-off price calculation, and an incorrect formula in an anti-dilution clause. The filing presents these as corrections for noteholders' benefit, not a change in the deal's economics.
10 Aug 2006director interest notice● Neutral
Walter Energy, Inc. Senior VP and Treasurer Miles C Dearden III gifted 125 shares.
7 Aug 2006director interest notice● Neutral
Walter Energy, Inc. Senior Vice President Joseph J Troy received a stock option grant for 40,000 shares.