-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U0dd7UPL2Qs2nUlTJCz2va4TN3t2SsWyR2XRmWnOGgs0jZ1VOarY1Ozzvm6buT2j tbc/v4pa3RnYQkZe4j4JIw== 0000893750-97-000190.txt : 19970703 0000893750-97-000190.hdr.sgml : 19970703 ACCESSION NUMBER: 0000893750-97-000190 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 19970702 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: WALTER INDUSTRIES INC /NEW/ CENTRAL INDEX KEY: 0000837173 STANDARD INDUSTRIAL CLASSIFICATION: GEN BUILDING CONTRACTORS - RESIDENTIAL BUILDINGS [1520] IRS NUMBER: 133429953 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 033-59013 FILM NUMBER: 97635187 BUSINESS ADDRESS: STREET 1: 1500 N DALE MABRY HGWY CITY: TAMPA STATE: FL ZIP: 33607 BUSINESS PHONE: 8138714811 MAIL ADDRESS: STREET 1: 1500 NORTH MABRY HGWY STREET 2: 1500 NORTH MABRY HGWY CITY: TAMPA STATE: FL ZIP: 33607 FORMER COMPANY: FORMER CONFORMED NAME: HILLSBOROUGH HOLDINGS CORP DATE OF NAME CHANGE: 19910814 424B3 1 Filed pursuant to Rule 424(b) and (c) with respect to Reg. No. 33-59013 FOURTH PROSPECTUS SUPPLEMENT dated July 2, 1997 PROSPECTUS dated September 17, 1996 of WALTER INDUSTRIES, INC. Relating to 31,885,863 Shares of Common Stock UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 11, 1997 Walter Industries, Inc. (Exact name of registrant as specified in its charter) Delaware 000-20537 13-3429953 (Name or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 1500 North Dale Mabry Tampa, Florida 33607 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 813-871-4811 (Former name or former address if changed since last report.) Item 5. Other Events On June 11, 1997, Mid-State Trust VI, a Delaware business trust organized by a wholly-owned indirect subsidiary of Walter Industries, Inc. (the "Company") completed its offering of $439.2 million aggregate principal amount of asset- backed notes. The notes were issued in four classes with expected maturity dates of July 1, 2022 and with interest coupons ranging from 7.34% to 7.79%, payable quarterly beginning July 1, 1997. Proceeds from the offering will be used primarily to pay down related asset-backed short term borrowings, while also providing approximately $66 million for general corporate purposes. The notes are secured by sales contracts, promissory notes and mortgages originated by Jim Walter Homes, Inc., a wholly-owned indirect subsidiary of Walter Industries, Inc. Jim Walter Homes constructs and finances standardized, detached single-family homes. An affiliate, Mid-State Homes, Inc., purchases and services all of the mortgage accounts originated by Jim Walter Homes. On June 24, 1997, Walter Industries, Inc. purchased 1,387,092 shares of its Common Stock, par value $.01 per share in a negotiated transaction. Item 7. (C) Exhibits 99.1) Press release dated June 12, 1997 99.2) Press release dated June 25, 1997 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. WALTER INDUSTRIES, INC. Date: July 2, 1997 /s/ Dean M. Fjelstul ----------------------------------- Dean M. Fjelstul Senior Vice President and Chief Financial Officer EX-99.1 2 Exhibit 99.1 News Walter Industries, Inc. For further information contact: Public Relations Department Walter Industries, Inc. P.O. Box 31601 Tampa, Florida 33631-3601 Telephone: (813) 871-4448/871-4439 CONTACT: David L. Townsend Walter Industries, Inc. (813) 871-4448 FOR IMMEDIATE RELEASE WALTER INDUSTRIES AND MID-STATE TRUST VI COMPLETE OFFERING OF ASSET-BACKED NOTES Tampa, FL, June 11, 1997--Walter Industries, Inc. (Nasdaq: WLTR) said today that Mid-State Trust VI, a Delaware trust, has completed the offering of $439.2 million in aggregate principal amount of asset-backed notes. The notes were issued in four classes with expected maturity dates of July 1, 2022 and with interest coupons ranging from 7.34% to 7.79%, payable quarterly beginning July 1, 1997. Proceeds from the offering will be used primarily to pay down related asset-backed short term borrowings, while also providing approximately $66 million for general corporate purposes. The offering was lead managed by Lehman Brothers, with Donaldson, Lufkin & Jenrette, Merrill Lynch & Co., NationsBanc Capital Markets Inc. and Salomon Brothers Inc as co-managers. The notes are secured by sales contracts, promissory notes and mortgages originated by Jim Walter Homes, Inc., a wholly-owned subsidiary of Walter Industries. Jim Walter Homes constructs and finances standardized, detached single-family homes. An affiliate, Mid-State Homes, Inc., purchases and services all of the mortgage accounts originated by Jim Walter Homes. Note to Editor: Walter Industries, Inc., based in Tampa, Florida, is a diversified, multi-subsidiary company with major interests in homebuilding/financing and industrial operations. Walter Industries and its subsidiaries employ 7,800 at manufacturing facilities and sales offices throughout the United States, generating more than $1.5 billion in annual sales and revenues. ##### EX-99.2 3 Exhibit 99.2 News Walter Industries, Inc. For further information contact: Public Relations Department Walter Industries, Inc. P.O. Box 31601 Tampa, Florida 33631-3601 Telephone: (813) 871-4448/871-4439 CONTACT: David L. Townsend Walter Industries, Inc. (813) 871-4448 FOR IMMEDIATE RELEASE WALTER INDUSTRIES PURCHASES STOCK IN PRIVATE TRANSACTION Tampa, FL, June 25, 1997--Walter Industries, Inc. (Nasdaq: WLTR) today said that it has repurchased 1,387,092 shares of its outstanding common stock in a private transaction executed after the close of trading on June 24, 1997. Kenneth E. Hyatt, Walter Industries' Chairman and Chief Executive Officer, said the purchase underscores the company's confidence in its future and represented an opportunity to enhance shareholder value by acquiring a large block of shares at a favorable price. "With substantial cash flow being generated by our diverse businesses, coupled with the deleveraging of our balance sheet over the last 12 months, we now have the flexibility to pursue investment opportunities that will return greater value to our shareholders," Mr. Hyatt said. As a result of the transaction the company now has 53,676,320 shares of common stock outstanding. ##### Note to Editor: Walter Industries, Inc., based in Tampa, Florida, is a diversified, multisubsidiary company with major interests in homebuilding/financing and industrial operations. Walter Industries and its subsidiaries employ 7,800 at manufacturing facilities and sales offices throughout the United States, generating more than $1.5 billion in annual sales and revenues. -----END PRIVACY-ENHANCED MESSAGE-----