0001062993-14-004717.txt : 20140812 0001062993-14-004717.hdr.sgml : 20140812 20140811162808 ACCESSION NUMBER: 0001062993-14-004717 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140811 DATE AS OF CHANGE: 20140811 GROUP MEMBERS: BRC ADVISORS GP, LLC GROUP MEMBERS: DANIEL BELTZMAN GROUP MEMBERS: GREGORY SMITH SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WALTER INVESTMENT MANAGEMENT CORP CENTRAL INDEX KEY: 0001040719 STANDARD INDUSTRIAL CLASSIFICATION: MORTGAGE BANKERS & LOAN CORRESPONDENTS [6162] IRS NUMBER: 133950486 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52293 FILM NUMBER: 141030928 BUSINESS ADDRESS: STREET 1: 3000 BAYPORT DRIVE STREET 2: SUITE 1100 CITY: TAMPA STATE: FL ZIP: 33607 BUSINESS PHONE: 813-421-7600 MAIL ADDRESS: STREET 1: 3000 BAYPORT DRIVE STREET 2: SUITE 1100 CITY: TAMPA STATE: FL ZIP: 33607 FORMER COMPANY: FORMER CONFORMED NAME: HANOVER CAPITAL MORTGAGE HOLDINGS INC DATE OF NAME CHANGE: 19970917 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Birch Run Capital Advisors, LP CENTRAL INDEX KEY: 0001541457 IRS NUMBER: 204950949 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1350 BROADWAY SUITE 2412 CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: (212) 433-1980 MAIL ADDRESS: STREET 1: 1350 BROADWAY SUITE 2412 CITY: NEW YORK STATE: NY ZIP: 10018 FORMER COMPANY: FORMER CONFORMED NAME: Birch Run Capital, LLC DATE OF NAME CHANGE: 20120206 SC 13G/A 1 sc13ga.htm SC 13G/A Walter Investment Management Corp.: Schedule 13-G/A - Filed by newsfilecorp.com

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

WALTER INVESTMENT MANAGEMENT CORP.
(Name of Issuer)
  
Common Stock, par value $.01 per share
(Title of Class of Securities)
  
93317W102
(CUSIP Number)
  
July 31, 2014
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[X] Rule 13d-1(b)

[   ] Rule 13d-1(c)

[   ] Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).



CUSIP No. 93317W102
       
1. Names of Reporting Persons
  I.R.S. Identification No. of Above Persons (Entities Only)
    
  Birch Run Capital Advisors, LP
       
2. Check the Appropriate Box if a Member of a Group (See Instructions)
  (a) [   ]
  (b) [   ]
       
3. SEC Use Only
       
4. Citizenship or Place of Organization
  DELAWARE
 
  5. Sole Voting Power
    [0]
Number of    
Shares 6. Shared Voting Power
Beneficially   4,276,464
Owned by
Each 7. Sole Dispositive Power
Reporting   [0]
Person With    
    8. Shared Dispositive Power
      4.276,464
       
9. Aggregate Amount Beneficially Owned by Each Reporting Person
  4,276,464
       
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [   ]
       
11. Percent of Class Represented by Amount in Row (9)
  11.3%
       
12. Type of Reporting Person (See Instructions)
  IA



CUSIP No. 93317W102
       
1. Names of Reporting Persons
  I.R.S. Identification No. Of Above Persons (Entities Only)
    
  BRC Advisors GP, LLC
       
2. Check the Appropriate Box if a Member of a Group (See Instructions)
  (a) [   ]
  (b) [   ]
       
3. SEC Use Only
       
4. Citizenship or Place of Organization
  DELAWARE
 
  5. Sole Voting Power
    [0]
Number of    
Shares 6. Shared Voting Power
Beneficially   4,276,464
Owned by
Each 7. Sole Dispositive Power
Reporting   [0]
Person With    
    8. Shared Dispositive Power
      4,276,464
       
9. Aggregate Amount Beneficially Owned by Each Reporting Person
  4,276,464
       
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [   ]
       
11. Percent of Class Represented by Amount in Row (9)
  11.3%
       
12. Type of Reporting Person (See Instructions)
  HC, IA



CUSIP No. 93317W102
       
1. Names of Reporting Persons
  I.R.S. Identification No. Of Above Persons (Entities Only)
    
  Daniel Beltzman
       
2. Check the Appropriate Box if a Member of a Group (See Instructions)
  (a) [   ]
  (b) [   ]
       
3. SEC Use Only
       
4. Citizenship or Place of Organization
  United States
 
    5. Sole Voting Power
    352
Number of    
Shares 6. Shared Voting Power
Beneficially   4,276,464
Owned by  
Each 7. Sole Dispositive Power
Reporting   352
Person With    
    8. Shared Dispositive Power
      4,276,464
       
9. Aggregate Amount Beneficially Owned by Each Reporting Person
  4,276,816
       
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [   ]
       
11. Percent of Class Represented by Amount in Row (9)
  11.3%
       
12. Type of Reporting Person (See Instructions)
  HC



CUSIP No. 93317W102
       
1. Names of Reporting Persons
  I.R.S. Identification No. Of Above Persons (Entities Only)
    
  Gregory Smith
       
2. Check the Appropriate Box if a Member of a Group (See Instructions)
  (a) [   ]
  (b) [   ]
       
3. SEC Use Only
       
4. Citizenship or Place of Organization
  UNITED STATES
 
    5. Sole Voting Power
      [0]
Number of    
Shares 6. Shared Voting Power
Beneficially   4,276,464
Owned by
Each 7. Sole Dispositive Power
Reporting   [0]
Person With    
    8. Shared Dispositive Power
      4,276,464
       
9. Aggregate Amount Beneficially Owned by Each Reporting Person
  4,276,464
       
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [   ]
       
11. Percent of Class Represented by Amount in Row (9)
  11.3%
       
12. Type of Reporting Person (See Instructions)
  HC


This Amendment No. 1 to Schedule 13G (this “Amendment”) is being filed on behalf of Birch Run Capital Advisors, LP, BRC Advisors GP, LLC, Daniel Beltzman and Gregory Smith (collectively, the “Reporting Persons”). This Amendment modifies the original Schedule 13G filed with the Securities and Exchange Commission on February 14, 2014 (the “Original 13G”) by the Reporting Persons.


Item 4. Ownership

Item 4 of the Original 13G is hereby amended and restated as follows:

(a), (b), and (c)

        Number of Shares   Aggregate    
    Number of Shares   With Shared   Number of   Percentage
    With Sole Voting   Voting   Shares   of Class
Reporting   and Dispositive   and Dispositive   Beneficially   Beneficially
Persons   Power   Power   Owned   Owned
                 
Birch Run Capital Advisors, LP [ 0 ] [4,276,464] [4,276,464] [11.3 ]%
                 
BRC Advisors GP, LLC   [ 0 ]   [4,276,464]   [ 4,276,464]   [11.3]%
                 
Daniel Beltzman   [ 352]   [4,276,464]   [ 4,276,816 ]   [ 11.3 ]%
                 
Gregory Smith   [ 0 ]   [4,276,464]   [4,276,464]   [11.3 ]%

Item 6. Ownership of More than Five Percent on Behalf of Another Person

Item 6 of the Original 13G is hereby amended and restated to read as follows:

Item 2 is incorporated herein by reference. The private funds for which Birch Run Capital Advisors, LP provides investment advisory services have the right to receive the proceeds from the sale of the securities of the Issuer. As of July 31, 2014, Walloon BRC, LP, one of the private funds for which Birch Run Capital Advisors, LP serves as investment advisor, has a greater than 5% interest in the securities of the Issuer.


Item 10. Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: [August 11, 2014]

  Birch Run Capital Advisors, LP
  By: BRC Advisors GP, LLC, its general partner
    
  By: ____________________________________
               Name: Caren Abramovich
               Title: Chief Operating & Compliance Officer
    
  BRC Advisors GP, LLC
    
  By: ____________________________________
               Name: Caren Abramovich
               Title: Chief Operating & Compliance Officer
   
  Daniel Beltzman
    
  By: ____________________________________
    
  Gregory Smith
    
  By: ____________________________________


ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

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