-----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, SD5Z7ZgAxeRm6+MPvXDqsXbE5+1fyowhlrBtR+Jpym9qP36tPx18lAfbJchwOGdY KLVDwu/5/UEGQml/I19VhQ== 0000950127-01-500229.txt : 20010802 0000950127-01-500229.hdr.sgml : 20010802 ACCESSION NUMBER: 0000950127-01-500229 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010801 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010801 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: SEC FILE NUMBER: 001-13585 FILM NUMBER: 1694553 BUSINESS ADDRESS: STREET 1: 1 FIRST AMERICAN WAY CITY: SANTA ANA STATE: CA ZIP: 92707 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 a8k_.txt SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ____________________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ____________________ Date of report (Date of earliest event reported) August 1, 2001 THE FIRST AMERICAN CORPORATION ------------------------------ (Exact Name of the Registrant as Specified in Charter) California 0-3658 95-1068610 - ---------- ------ ---------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 1 First American Way, Santa Ana, California 92707-5913 - ------------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (714) 800-3000 Not Applicable. --------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. See the attached Exhibit. Item 7. Exhibits. 99 Press Release 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 CORPORATION Date: August 1, 2001 By: /s/ Thomas A. Klemens ---------------------- Name: Thomas A. Klemens Title: Executive Vice President and Chief Financial Officer EX-99 3 aex99_.txt EXHIBIT 99 ---------- THE FIRST AMERICAN CORPORATION REPORTS OPERATING RESULTS FOR THE SECOND QUARTER 2001 -- First American Title Insurance Company Gains Market Share in 2000 -- SANTA ANA, Calif., Aug. 1, 2001 - The First American Corporation (NYSE: FAF), the nation's leading, diversified provider of business information and related products and services, announced today operating results for the second quarter ended June 30, 2001. The company also reported that, based on recently released American Land Title Association market share statistics for the year 2000, its largest subsidiary, First American Title Insurance Company, increased its national market share from 21.5 percent in 1999 to 22.9 percent in 2000. Net income for the second quarter of 2001 was $54.5 million, or 75 cents per diluted share. This compares with 2000 second quarter net income of $25.0 million, or 38 cents per diluted share. Revenues for the second quarter of 2001 were $928.0 million, a 20 percent increase when compared with revenues of $775.9 million for the same period last year. Net income for the first six months of 2001 was $75.4 million, or $1.03 per diluted share, which excludes a $3.6 million pretax charge to earnings, or 3 cents per diluted share, in the first quarter of 2001 relating to the company's exit of the lender-placed homeowner's insurance business, which was part of the National Information Group acquisition completed in May 1999. This compares with net income of $26.0 million, or 40 cents per diluted share, for the first six months of 2000. Revenues for the first half of 2001 totaled $1.69 billion, an increase of 19 percent when compared with revenues of $1.42 billion for the first half of 2000. Lower interest rates, robust home sales and near record refinance activity provided revenue and profit increases versus comparable periods of the prior year. "We are extremely pleased with our second quarter results," stated Parker S. Kennedy, president of The First American Corporation. "While processing and closing record order counts in our title insurance and real estate information services segments, we were able to exercise solid expense controls and, thus, significantly improve our margins when compared with the first quarter of 2001 and the prior year second quarter. "There is continued strength in the resale housing markets as evidenced by a 6 percent increase in open orders in our title operations for the second quarter versus the first quarter of 2001. However, we have experienced a slight softening in total orders since June as the refinance market has declined from its near record levels." Kennedy continued, "Our consumer information and services segment, which provides a complete suite of information products for the automotive, employment, insurance and investment industries, should continue to grow and yield higher margins as a result of strategic acquisitions, market share expansion and national cross-selling programs." The First American Corporation, based in Santa Ana, Calif., is the nation's leading, diversified provider of business information and related products and services. The corporation's three primary business segments include: title information and services; real estate information and services, which includes mortgage information services and database information and services; and consumer information and services, which provides automotive, subprime and direct-to-consumer credit reporting; direct-to-consumer public records reporting; resident screening; pre-employment screening; automobile title administration; property and automotive insurance tracking services; property and casualty insurance; home warranties; investment advisory; and trust and banking services. Information about the company and an archive of its press releases can be found on the Internet at www.firstam.com. Certain statements made in this press release, including those relating to the expansion of, and higher margin yields within, the company's consumer information and services segment are forward-looking. Risks and uncertainties exist which may cause results to differ materially from those set forth in these forward-looking statements. Factors that could cause the anticipated results to differ from those described in the forward-looking statements include: interest rate fluctuations; changes in the performance of the real estate markets; general volatility in the capital markets; changes in applicable government regulations; consolidation among the company's significant customers and competitors; legal proceedings commenced by the California attorney general and related litigation; the company's continued ability to identify businesses to be acquired; changes in the company's ability to integrate businesses which it acquires; and other factors described in the company's Annual Report on Form 10-K for the year ended Dec. 31, 2000, filed with the Securities and Exchange Commission. The forward-looking statements speak only as of the date they are made. The company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made. - more - The First American Corporation Summary of Earnings
For the Three Months Ended June 30 For the Six Months Ended June 30 ---------------------------------- -------------------------------- 2001 2000 2001 2000 ---- ---- ---- ---- Revenues $ 928,042,000 $ 775,925,000 $ 1,694,783,000 $1,422,099,000 Income before income taxes and minority interests $ 106,332,000 $ 48,346,000 $ 145,530,000 $ 52,231,000 Income taxes $ 39,200,000 $ 19,400,000 $ 52,700,000 $ 20,200,000 Minority interests $ 12,615,000 $ 3,914,000 $ 19,537,000 $ 5,997,000 Net income $ 54,517,000 $ 25,032,000 $ 73,293,000 $ 26,034,000 Net income per share: Basic $0.83 $0.39 $1.13 $0.41 Diluted $0.75* $0.38 $1.00* $0.40 Weighted average shares outstanding: Basic 65,621,000 63,403,000 64,893,000 63,771,000 Diluted 74,960,000* 65,682,000 75,167,000* 65,508,000
*Includes the effects of the 4.5 percent senior convertible debentures issued in April 2001, as well as other convertible debt. The First American Corporation Summary Balance Sheet Information June 30, 2001 December 30, 2000 ------------- ----------------- Total assets $ 2,627,323,000 $ 2,199,737,000 Total equity $ 1,017,182,000 $ 870,237,000 Book value per share $15.06 $13.62 (Additional Financial Data to Follow) - more - Selected Financial Data (Unaudited)
For the Three Months Ended For the Six Months Ended June 30 June 30 -------------------------- ------------------------- 2001 2000 2001 2000 ---- ---- ---- ---- RESULTS OF OPERATIONS Revenues Operating revenues $ 908,009,000 $ 760,216,000 $ 1,658,193,000 $ 1,396,081,000 Investment and other income 20,033,000 15,709,000 36,590,000 26,018,000 --------------- --------------- --------------- --------------- 928,042,000 775,925,000 1,694,783,000 1,422,099,000 --------------- --------------- --------------- --------------- Expenses Salaries and other personnel costs 311,396,000 263,059,000 586,215,000 513,263,000 Premiums retained by agents 216,415,000 225,473,000 405,822,000 392,595,000 Other operating expenses 214,431,000 168,789,000 405,519,000 335,149,000 Provision for title losses and other claims 40,525,000 37,440,000 77,015,000 67,563,000 Depreciation and amortization 25,672,000 20,906,000 50,105,000 38,322,000 Premium taxes 5,704,000 5,634,000 10,712,000 10,922,000 Interest 7,567,000 6,278,000 13,865,000 12,054,000 --------------- --------------- --------------- --------------- 821,710,000 727,579,000 1,549,253,000 1,369,868,000 --------------- --------------- --------------- --------------- Income before income taxes and minority interests $ 106,332,000 $ 48,346,000 $ 145,530,000 $ 52,231,000 =============== =============== =============== =============== OPERATING REVENUES Title Insurance: Direct operations $ 386,102,000 $ 283,487,000 $ 675,373,000 $ 519,433,000 Agency operations 267,183,000 275,227,000 501,437,000 485,827,000 --------------- --------------- --------------- --------------- 653,285,000 558,714,000 1,176,810,000 1,005,260,000 Real Estate Information 184,461,000 137,893,000 346,694,000 266,650,000 Consumer Information 70,263,000 63,609,000 134,689,000 124,171,000 --------------- --------------- --------------- --------------- Total operating revenues $ 908,009,000 $ 760,216,000 $ 1,658,193,000 $ 1,396,081,000 =============== =============== =============== =============== INCOME BEFORE INCOME TAXES AND MINORITY INTERESTS Title Insurance $ 62,504,000 $ 36,957,000 $ 82,181,000 $ 43,209,000 Real Estate Information 48,672,000 13,251,000 76,186,000 16,115,000 Consumer Information 9,559,000 8,935,000 13,536,000 18,529,000 --------------- --------------- --------------- --------------- Total before corporate expenses and minority interests 120,735,000 59,143,000 171,903,000 77,853,000 Corporate expenses 14,403,000 10,797,000 26,373,000 25,622,000 --------------- --------------- --------------- --------------- Income before income taxes and minority interests $ 106,332,000 $ 48,346,000 $ 145,530,000 $ 52,231,000 =============== =============== =============== =============== TITLE INSURANCE ORDER COUNTS FROM DIRECT OPERATIONS Title orders opened 462,700 328,300 897,400 639,500 Title orders closed 360,000 260,900 630,100 491,200
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