Fidelity National Financial, Inc. Announces Upcoming Milestones Related to the Amended Stock Purchase Agreement with LandAmerica
December 15 2008 - 7:58AM
PR Newswire (US)
JACKSONVILLE, Fla., Dec. 15 /PRNewswire-FirstCall/ -- Fidelity
National Financial, Inc. (NYSE:FNF) today announced several
upcoming milestones during the week of December 15, 2008, related
to the amended stock purchase agreement with LandAmerica Financial
Group, Inc. ("LFG"). Under the terms of the amended stock purchase
agreement, FNF will acquire LFG's two principal title insurance
underwriters, Commonwealth Land Title Insurance Company
("Commonwealth") and Lawyers Title Insurance Corporation
("Lawyers"), as well as United Capital Title Insurance Company
("United"). On Monday, December 15, FNF expects to receive
notification on the status of its Form A filing with the state of
Nebraska. On Tuesday, December 16, FNF expects a decision by the
Chapter 11 court on the amended stock purchase agreement. Finally,
on December 18, the waiting period under Hart Scott Rodino approval
expires and FNF expects communication from the Federal Trade
Commission on its decision concerning the amended stock purchase
agreement. Due to the risk to the long-term value of the
Commonwealth, Lawyers and United franchises from an extended period
of uncertainty concerning their future, the amended stock purchase
agreement is subject to termination by FNF if the closing does not
take place on or before December 22, 2008. Accordingly, as required
under the November 26, 2008 reinsurance treaties, the reinsurance
treaty by and between Chicago Title Insurance Company ("Chicago
Title") and Commonwealth, United and LandAmerica NJ Title Insurance
Company ("Land NJ") will be terminated effective December 28, 2008,
as will the reinsurance treaty by and between Fidelity National
Title Insurance Company ("Fidelity National Title") and Lawyers. As
of December 28, 2008, the policies and closing protection letters
of Commonwealth, United and Land NJ will no longer be reinsured by
Chicago Title and the policies and closing protection letters of
Lawyers will no longer be reinsured by Fidelity National Title. All
rights and obligations of all parties under the two treaties will
terminate, and the treaties will be of no force and effect as of
December 28, 2008. If the previously announced amended stock
purchase agreement between FNF and LFG is approved by various
regulators and closes no later than December 22, 2008, the
reinsurance treaties will no longer be required as the LFG
underwriters will be released from rehabilitation by the state of
Nebraska and they will become underwriters of FNF on that date.
Fidelity National Financial, Inc. (NYSE:FNF), is a leading provider
of title insurance, specialty insurance, claims management services
and information services. FNF is one of the nation's largest title
insurance companies through its title insurance underwriters -
Fidelity National Title, Chicago Title, Ticor Title, Security Union
Title and Alamo Title - that issue approximately 27 percent of all
title insurance policies in the United States. FNF also provides
flood insurance, personal lines insurance and home warranty
insurance through its specialty insurance business. FNF also is a
leading provider of outsourced claims management services to large
corporate and public sector entities through its minority-owned
subsidiary, Sedgwick CMS. FNF is also a leading information
services company in the human resource, retail and transportation
markets through another minority-owned subsidiary, Ceridian
Corporation. More information about FNF can be found at
http://www.fnf.com/. This press release contains forward-looking
statements that involve a number of risks and uncertainties.
Statements that are not historical facts, including statements
about our beliefs and expectations, are forward-looking statements.
Forward-looking statements are based on management's beliefs, as
well as assumptions made by, and information currently available
to, management. Because such statements are based on expectations
as to future economic performance and are not statements of fact,
actual results may differ materially from those projected. We
undertake no obligation to update any forward-looking statements,
whether as a result of new information, future events or otherwise.
The risks and uncertainties which forward-looking statements are
subject to include, but are not limited to: the possibility that
the proposed stock purchase agreement will not be completed due to
the failure to secure necessary regulatory approvals; the
possibility that there are unexpected delays in obtaining
regulatory approvals; the possibility that the revenues, cost
savings, growth prospects and any other synergies expected from the
proposed transaction may not be fully realized or may take longer
to realize than expected; changes in general economic, business and
political conditions, including changes in the financial markets;
continued weakness or adverse changes in the level of real estate
activity, which may be caused by, among other things, high or
increasing interest rates, a limited supply of mortgage funding or
a weak U. S. economy; our potential inability to find suitable
acquisition candidates, acquisitions in lines of business that will
not necessarily be limited to our traditional areas of focus, or
difficulties in integrating acquisitions; our dependence on
operating subsidiaries as a source of cash flow; significant
competition that our operating subsidiaries face; compliance with
extensive government regulation of our operating subsidiaries; and
other risks detailed in the "Statement Regarding Forward-Looking
Information," "Risk Factors" and other sections of the Company's
Form 10-K and other filings with the Securities and Exchange
Commission. DATASOURCE: Fidelity National Financial, Inc. CONTACT:
Daniel Kennedy Murphy, Senior Vice President and Treasurer,
+1-904-854-8120, Web site: http://www.fnf.com/
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