Walter Investment expected to begin trading on NYSE Amex April 20

By Susanna Moon

Chicago, March 27 - Walter Industries, Inc. said the common stock of Walter Investment Management Corp. has been authorized for listing on the NYSE Amex following completion of the previously announced merger with Hanover Capital Mortgage Holdings, Inc.

The merger is expected to occur after the close of business on April 17. Shares of Walter Investment, the surviving company, are expected to begin trading on the NYSE Amex under the symbol "WAC" the following business day, April 20.

The stock was expected to begin trading on a "when-issued" basis on the NYSE Amex under the symbol "WAC-WI" on Friday, according to a company press release.

The "when-issued" trading should reflect the transactions under the merger agreement, including the spinoff, the taxable dividend, the merger and the combination of every 50 Hanover shares outstanding immediately prior to the merger into a single share of Walter Investment stock.

On Sept. 30, Walter Industries said it planned to separate its financing business from the company's core natural resources businesses.

Walter said it would distribute 100% of its interest in JWH Holding Co., LLC to its shareholders. JWH Holding is a Walter Industries subsidiary and the parent company of Walter Mortgage Co. and Jim Walter Homes.

Jim Walter Homes would be sold or otherwise separated from JWH Holding.

Immediately after the spinoff, JWH Holding will merge with Hanover, a New Jersey-based real estate investment trust. The combined company will operate as a publicly traded real estate investment trust under the name Walter Investment Management Corp. and will be based in Tampa, Fla.

Mark J. O'Brien, chairman and chief executive officer of JWH Holding, will become chairman and CEO of Walter Investment.

Current Walter Mortgage president Charles E. Cauthen will become president and chief operating officer of the newly combined company.

Walter Industries said its board of directors will designate six directors, including Walter Industries chairman Michael T. Tokarz and O'Brien, to Walter Investment's board. Hanover will designate one director to the board.

"The spinoff of the financing business will preserve the significant value of its portfolio for our shareholders and will allow for the efficient distribution of its earnings through dividends following the merger of JWH Holding Co. and Hanover," Tokarz said in a previous release.

Moelis & Co. is advising Walter Industries, and Keefe, Bruyette & Woods, Inc. is advising Hanover.

Walter Industries, based in Tampa, produces and exports metallurgical coal for the global steel industry; produces steam coal, coal bed methane gas, furnace and foundry coke and other related products; and operates a mortgage financing and affordable homebuilding business.

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