-----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, RebGqbxziq94c3G9kmMHe5SXBDyJy/UetvqcWXZePnygmAh8vb0GYPET5rAOZEZy PHGqDytZ5a2vazhlR2U4iw== 0000912057-96-006853.txt : 19960424 0000912057-96-006853.hdr.sgml : 19960424 ACCESSION NUMBER: 0000912057-96-006853 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960423 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960423 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST AMERICAN FINANCIAL CORP CENTRAL INDEX KEY: 0000036047 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 951068610 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-03658 FILM NUMBER: 96549404 BUSINESS ADDRESS: STREET 1: 114 E FIFTH ST CITY: SANTA ANA STATE: CA ZIP: 92701-4699 BUSINESS PHONE: 7145583211 MAIL ADDRESS: STREET 1: 114 E FIFTH STREET CITY: SANTA ANA STATE: CA ZIP: 92701 FORMER COMPANY: FORMER CONFORMED NAME: FIRST AMERICAN TITLE INSURANCE & TRUST C DATE OF NAME CHANGE: 19690515 8-K 1 8K 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: April 23, 1996 (Date of earliest event reported: April 1, 1996) ------------------------------------------------ The First American Financial Corporation ---------------------------------------- (Exact name of registrant as specified in its charter) California 0-3658 95-1068610 -------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 114 East Fifth Street, Santa Ana, California 92701-4642 ------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 714-558-3211 ------------ ITEM 5. OTHER EVENTS. Excelis, Inc. ("Excelis"), an indirect wholly-owned subsidiary of the Registrant, completed the acquisition of selected assets of Residential Information Services Limited Partnership ("RIS") effective April 1, 1996 (the "Closing Date"). Prior to the acquisition, RIS provided information management products and services, primarily to mortgage lenders, as well as computer outsourcing and consulting services. RIS's major products included its Excelis mortgage loan servicing system ("EMLSS"), its master loan subservicing system ("MLSS"), its loan production system, its secondary marketing system ("SMS") and its front-end system ("FES"). RIS is wholly-owned by Residential Services Corporation of America, a wholly-owned subsidiary of The Prudential Insurance Company of America. For fiscal year 1995, RIS had an operating loss of approximately $24 million, which was attributable in part to high operational costs associated with lease obligations and personnel levels held by RIS. The principal assets acquired by Excelis include EMLSS, MLSS, SMS and FES, and certain contract rights. In connection with the acquisition, Excelis has assumed certain liabilities of RIS. These liabilities included certain above-market leases which were marked to market and taken by Excelis at such market value. In order to utilize the assets acquired, Excelis will employ some of the former RIS employees. RIS retained its liability for all severance and associated personnel costs for approximately one-half of RIS employees. The purchase price paid by Excelis was $2 million, consisting of approximately $600,000 cash and assumption of liabilities amounting to approximately $1.4 million. Excelis has agreed to make future payments, based on its earnings, to RIS following the fifth and seventh anniversaries of the Closing Date. ITEM 7. EXHIBITS. (99) Press release dated April 23, 1996. 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 hereunto duly authorized. THE FIRST AMERICAN FINANCIAL CORPORATION (Registrant) Date: April 23, 1996 By /s/ Thomas A. Klemens -------------------------- Thomas A. Klemens Executive Vice President Chief Financial Officer EXHIBIT INDEX Sequentially Numbered Exhibit No. Description Page - ----------- ----------- ------------ (99) Press release dated April 23, 1996 EX-99 2 EX99 Exhibit (99) Contact: Thomas A. Klemens Chief Financial Officer (714) 558-3211, ext. 7442 FIRST AMERICAN FINANCIAL COMPLETES ACQUISITION OF EXCELIS MORTGAGE LOAN SERVICING SYSTEM SANTA ANA, CALIFORNIA, APRIL 23, 1996 - The First American Financial Corporation (NYSE: FAF) announced the completion of the acquisition of the Excelis Mortgage Loan Servicing System (MLS) from Residential Information Services (RIS), a unit of Prudential Insurance Company of America. Now known as Excelis, Inc., this latest business addition further enhances First American's ability to meet the needs of the mortgage lending community. Excelis joins First American's title insurance, real estate tax service, flood compliance, credit reporting, property information, home warranty, equity loan service and records management operations. Regarding the purchase of Excelis, First American Financial President Parker S. Kennedy stated, "Our bundling of services has reached new and unprecedented industry levels. We are now the leading provider of real estate- related services in the country. This position has developed through our steadfast commitment to providing the highest quality service, in a cost- effective manner, to all of our customers. This started with our title insurance operations and has continued for 107 years." John Long, president of First American Real Estate Information Services, Inc., the subsidiary of First American Financial which will oversee the new unit, believes that customers now using First American's tax service, flood data and other products will greatly benefit from the efficiencies presented by the addition of Excelis to our menu of services. Excelis MLS is the only commercially available real-time and on-line servicing system that has been developed since 1990 to meet increasingly sophisticated market demands. The software employs rules-based technology which enables the user to customize the system to fit its individual servicing criteria and policies. In this way, Excelis MLS eliminates the problems usually associated with other service bureaus' "one size fits all" approach. The system manages work flow, minimizes business risks, and improves operational efficiency by providing mortgage lenders with greater control over their portfolios. Although the Excelis system was not operated at a profit by RIS, First American expects that to change within the next 12 to 18 months. "The initial costs of merging the Excelis system into First American Real Estate Information Services could produce marginal losses in that operation during the ramp up of Excelis, but we expect to see this business become a substantial contributor to our revenue base over time," said Parker Kennedy. "Furthermore, unlike many of our other businesses which are directly affected by real estate cycles, we anticipate that when Excelis is fully integrated into our operations, it will provide a steady revenue stream from loan servicing contracts even when mortgage originations are on the decline." It was further announced that Mark Brisebois has been named president of the new Excelis unit. Brisebois, who is also chief information officer for First American Real Estate Information Services, is responsible for the successful development and introduction of First American's RAPID system, a sophisticated electronic service connecting First American's customers with the company's full range of products and services. Brisebois will be joined on the Excelis management team by executive vice president Gwen Bennett, formerly senior vice president of RIS. The First American Financial Corporation, based in Santa Ana, California, is the nation's leading provider of real estate-related financial and informational services. The corporation's subsidiaries include First American Title Insurance Company, a national and international title insurer, First American Real Estate Information Services, Inc., which offers tax monitoring, credit reporting, flood certification, mortgage loan servicing systems and property information services nationally, and First American Home Buyers Protection Corporation, a home warranty company. The corporation also operates First American Trust Company and First Security Thrift in Southern California. First American Financial has over 10,000 employees in over 400 branch offices in the United States and abroad. # # # -----END PRIVACY-ENHANCED MESSAGE-----