Trading Day: Inside the SEC filings for 6.16.11

Altria Group
Altria disclosed that it will have to record a $630 million one-time charge in the second quarter of 2011 related to the tax treatment of certain leveraged lease transactions tied to its Philip Morris Capital subsidiary. Altria said the charge wouldn’t impact its dividend payments. The company did revise its predictions of per-share earnings for 2011 from a range of $2.00 to $2.06 to a range of $1.70 to $1.76.

Apple REIT Eight and Apple REIT Seven
In response to a recent unsolicited bid by a California-based investment fund to the REITs’ shareholders, the Apple REITs’ boards of directors recommended that shareholders reject the fund’s purchase offer of $3 per share. Apple REIT said in a filing and recent letter to shareholders that it thinks the bid made by MPF Flagship Fund is meant to “take advantage of you and buy your units at an unreasonably low price in order to make a profit and, as a result, deprive you of the potential value of your investment.”

Apple REITs said the book value of the units in question is $7.57 each. Apple REIT also said in the letter that REITs Seven and Eight have each paid distributions totaling $3.18 per unit or approximately $268.5 million to stockholders since the funds’ inception. It intends to continue to pay distributions on a monthly basis, the filing said.

The Brink’s Co.
Brink’s said it has settled a lawsuit related to a previously announced deal it made to sell some of its Belgium operations. As long as certain conditions are met, Brink’s will pay $10 million to former Brink’s employees in Belgium. In exchange, those employees will agree to release the company from any liability and not file additional claims. Assuming all sides agree, the company said it expects the settlement to occur in the third quarter. Brink’s still has some operations in Belgium, including the transport of jewelry, precious metals, banknotes and other commodities.

C&F Financial Corp.
President and CEO Larry Dillon disposed of 1,200 shares as gifts. He still owns more than 45,000 shares of C&F stock.

Central Virginia Bankshares
CVB disclosed the details of a new compensation agreement it entered into with its director of personal investment sales, Charles F. Catlett III. Effective May 1, Catlett, who is transitioning into the position from his previous role as CFO, will receive a draw of $78,000, or $3,000 for each two-week pay period. Of that, $39,000 is a guaranteed base until Nov. 1. The rest will come from commission. After Nov. 1, he will have no guaranteed base and will work solely on commission. As CFO, Catlett received an annual base salary of $143,000.

Community Bankers Trust Corp.
Director Richard Bozard purchased 2,000 shares for $1.32 each. He now owns more than 26,000 shares of CBTC stock.

Newly appointed Chief Credit Officer Thomas Townsend acquired 6,500 shares at $1.26 per share.

Eastern Virginia Bankshares
Director William Cox bought 1,428 shares for $3.26 each. The shares were in the name of his spouse, who now owns more than 4,000 shares. Cox directly owns more than 8,700 shares of EVB stock.

Genworth Financial
Leon Roday, Genworth’s general counsel, sold 2,525 shares at $10.41 each, a total of $26,285. The sale was part of a previously approved trading plan. Roday still owns more than 16,000 shares.

Insmed
The local drug maker announced positive results from a second-phase trial of its Arikace drug for cystic fibrosis-related lung infections. The data were presented at a conference in Hamburg, Germany. Insmed said it expects to begin the third phase of its trial on the drug this year. Results from the trials are expected to be ready by 2013.

Insmed also said the Arikace drug has been developed with the help of $3.9 million from the Cystic Fibrosis Foundation.

Markel Corp.
Vice Chairman Anthony Markel sold 71 shares for $399.38 per share, a total of $28,355. The shares were held in a trust in the name of some of Mr. Markel’s family members. That trust still owns more than 4,000 shares of the company’s stock. Mr. Markel directly owns more than 74,000 shares.

MeadWestvaco
Wendell Willkie, the company’s general counsel, established a trading plan by which he can sell up to 72,000 of his MWV shares. The company said the plan is part of Willkie’s personal financial strategy for asset diversification.

Mark Cross, a senior vice president, exercised options for 20,000 shares at $9.08 each, or $181,600. He then sold those shares on the open market for $32.58 each or a total of $651,600. Cross still owns more than 20,000 shares of MWV stock.

Universal Corp.
Ray Paul Jr., an officer of one of the company’s subsidiaries, sold 3,000 shares for $37.76 each or $113,280. He still owns more than 38,000 shares of Universal stock.

Michael Schwartz is a BizSense reporter. Please send news tips to [email protected]

Altria Group
Altria disclosed that it will have to record a $630 million one-time charge in the second quarter of 2011 related to the tax treatment of certain leveraged lease transactions tied to its Philip Morris Capital subsidiary. Altria said the charge wouldn’t impact its dividend payments. The company did revise its predictions of per-share earnings for 2011 from a range of $2.00 to $2.06 to a range of $1.70 to $1.76.

Apple REIT Eight and Apple REIT Seven
In response to a recent unsolicited bid by a California-based investment fund to the REITs’ shareholders, the Apple REITs’ boards of directors recommended that shareholders reject the fund’s purchase offer of $3 per share. Apple REIT said in a filing and recent letter to shareholders that it thinks the bid made by MPF Flagship Fund is meant to “take advantage of you and buy your units at an unreasonably low price in order to make a profit and, as a result, deprive you of the potential value of your investment.”

Apple REITs said the book value of the units in question is $7.57 each. Apple REIT also said in the letter that REITs Seven and Eight have each paid distributions totaling $3.18 per unit or approximately $268.5 million to stockholders since the funds’ inception. It intends to continue to pay distributions on a monthly basis, the filing said.

The Brink’s Co.
Brink’s said it has settled a lawsuit related to a previously announced deal it made to sell some of its Belgium operations. As long as certain conditions are met, Brink’s will pay $10 million to former Brink’s employees in Belgium. In exchange, those employees will agree to release the company from any liability and not file additional claims. Assuming all sides agree, the company said it expects the settlement to occur in the third quarter. Brink’s still has some operations in Belgium, including the transport of jewelry, precious metals, banknotes and other commodities.

C&F Financial Corp.
President and CEO Larry Dillon disposed of 1,200 shares as gifts. He still owns more than 45,000 shares of C&F stock.

Central Virginia Bankshares
CVB disclosed the details of a new compensation agreement it entered into with its director of personal investment sales, Charles F. Catlett III. Effective May 1, Catlett, who is transitioning into the position from his previous role as CFO, will receive a draw of $78,000, or $3,000 for each two-week pay period. Of that, $39,000 is a guaranteed base until Nov. 1. The rest will come from commission. After Nov. 1, he will have no guaranteed base and will work solely on commission. As CFO, Catlett received an annual base salary of $143,000.

Community Bankers Trust Corp.
Director Richard Bozard purchased 2,000 shares for $1.32 each. He now owns more than 26,000 shares of CBTC stock.

Newly appointed Chief Credit Officer Thomas Townsend acquired 6,500 shares at $1.26 per share.

Eastern Virginia Bankshares
Director William Cox bought 1,428 shares for $3.26 each. The shares were in the name of his spouse, who now owns more than 4,000 shares. Cox directly owns more than 8,700 shares of EVB stock.

Genworth Financial
Leon Roday, Genworth’s general counsel, sold 2,525 shares at $10.41 each, a total of $26,285. The sale was part of a previously approved trading plan. Roday still owns more than 16,000 shares.

Insmed
The local drug maker announced positive results from a second-phase trial of its Arikace drug for cystic fibrosis-related lung infections. The data were presented at a conference in Hamburg, Germany. Insmed said it expects to begin the third phase of its trial on the drug this year. Results from the trials are expected to be ready by 2013.

Insmed also said the Arikace drug has been developed with the help of $3.9 million from the Cystic Fibrosis Foundation.

Markel Corp.
Vice Chairman Anthony Markel sold 71 shares for $399.38 per share, a total of $28,355. The shares were held in a trust in the name of some of Mr. Markel’s family members. That trust still owns more than 4,000 shares of the company’s stock. Mr. Markel directly owns more than 74,000 shares.

MeadWestvaco
Wendell Willkie, the company’s general counsel, established a trading plan by which he can sell up to 72,000 of his MWV shares. The company said the plan is part of Willkie’s personal financial strategy for asset diversification.

Mark Cross, a senior vice president, exercised options for 20,000 shares at $9.08 each, or $181,600. He then sold those shares on the open market for $32.58 each or a total of $651,600. Cross still owns more than 20,000 shares of MWV stock.

Universal Corp.
Ray Paul Jr., an officer of one of the company’s subsidiaries, sold 3,000 shares for $37.76 each or $113,280. He still owns more than 38,000 shares of Universal stock.

Michael Schwartz is a BizSense reporter. Please send news tips to [email protected]

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