UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
WALTER INVESTMENT MANAGEMENT
CORP.
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
93317W102
(CUSIP Number)
December 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 |
Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power |
[0] | ||
6. | Shared Voting Power | |
6,704,436 | ||
7. | Sole Dispositive Power | |
[0] | ||
8. | Shared Dispositive Power | |
6,704,436 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] |
11. |
Percent of Class Represented by Amount in Row (9)
|
12. |
Type of Reporting Person (See Instructions)
|
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 |
Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power |
[0] | ||
6. | Shared Voting Power | |
6,704,436 | ||
7. | Sole Dispositive Power | |
[0] | ||
8. | Shared Dispositive Power | |
6,704,436 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] |
11. |
Percent of Class Represented by Amount in Row (9)
|
12. |
Type of Reporting Person (See Instructions) |
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 |
Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power |
352 | ||
6. | Shared Voting Power | |
6,704,436 | ||
7. | Sole Dispositive Power | |
352 | ||
8. | Shared Dispositive Power | |
6,704,436 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] |
11. |
Percent of Class Represented by Amount in Row (9)
|
12. |
Type of Reporting Person (See Instructions)
|
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 |
Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power |
[0] | ||
6. | Shared Voting Power | |
6,704,436 | ||
7. | Sole Dispositive Power | |
[0] | ||
8. | Shared Dispositive Power | |
6,704,436 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] |
11. |
Percent of Class Represented by Amount in Row (9)
|
12. |
Type of Reporting Person (See Instructions)
|
This Amendment No. 2 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 on February 14, 2014, as amended by the First Amended Schedule 13G filed on August 11, 2014 (the Schedule 13G) by the Reporting Persons. |
Item 4. Ownership
Item 4 of the Schedule 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 ] | [6,704,436] | [6,704,436] | [17.8 ]% | ||||
BRC Advisors GP, LLC | [ 0 ] | [6,704,436] | [6,704,436] | [17.8]% | ||||
Daniel Beltzman | [ 352] | [6,704,436] | [ 6,704,788 ] | [ 17.8 ]% | ||||
Gregory Smith | [ 0 ] | [6,704,436] | [6,704,436] | [17.8 ]% |
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 Dec 31, 2014, Walloon BRC, LP and Pike BRC, LP, two of the private funds for which Birch Run Capital Advisors, LP serves as investment advisor, each had 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: January 12, 2015
Birch Run Capital Advisors, LP | |
By: BRC Advisors GP, LLC, its general partner | |
By: /s/ Caren Abramovich | |
Name: Caren Abramovich | |
Title: Chief Operating & Compliance Officer | |
BRC Advisors GP, LLC | |
By: /s/ Caren Abramovich | |
Name: Caren Abramovich | |
Title: Chief Operating & Compliance Officer | |
Daniel Beltzman | |
By: /s/ Daniel Beltzman | |
Gregory Smith | |
By: /s/ Gregory Smith |
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001). |
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