-----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, NO+W7ZJnD+czTZ9RpfPyutEFd7k7Qd40GkTSTf4wQ12HFUo2as+DnfohDpLcmHzC 8dHYjRCr6ZyCuBZthAEC3g== 0000950127-02-000514.txt : 20020425 0000950127-02-000514.hdr.sgml : 20020425 ACCESSION NUMBER: 0000950127-02-000514 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020331 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020425 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: 001-13585 FILM NUMBER: 02620340 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 a75751_8k.txt FORM 8-K 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) April 25, 2002 ------------------------------- 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: April 25, 2002 By: /s/ Thomas A. Klemens -------------------------------------- Name: Thomas A. Klemens Title: Executive Vice President and Chief Financial Officer EX-99 3 a1qearnings_ex99.txt FIRST QUARTER 2002 PRESS RELEASE THE FIRST AMERICAN CORPORATION REPORTS OPERATING RESULTS FOR THE FIRST QUARTER 2002 -Segment Data Expanded to Highlight Diversification- SANTA ANA, Calif., April 25, 2002 - 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 first quarter ended March 31, 2002. Net income for the first quarter 2002 was $44.1 million, the highest first quarter net income in the company's history, or 57 cents per diluted share. This represents a 114 percent increase when compared with 2001 first quarter net income of $20.6 million, or 30 cents per diluted share, which excludes a previously announced one-time item. Revenues for the first three months of 2002 totaled $1.04 billion, also a first-quarter record, representing an increase of 36 percent when compared with 2001 first quarter revenues of $766.7 million. "We are extremely pleased with our first quarter results," stated Parker S. Kennedy, president of The First American Corporation. "While processing and closing near record order counts, we were able to exercise solid expense controls and significantly improve our margins when compared with the first quarter of 2001. "Refinance-related orders in our real estate-oriented businesses have declined but are still above normal levels. Orders relating to new home sales and resale activity remain at seasonally high levels, and new title order counts for the first quarter of 2002 were at record first-quarter levels." In order to provide expanded financial information that more accurately reflects the diversity of First American, beginning in the first quarter of 2002, the company established seven reporting segments. These reporting segments fall within two primary business groups, Financial Services and Information Technology. The Financial Services Group includes Title Insurance and Services, Specialty Insurance, and Trust and Other Services; and the Information Technology Group includes Mortgage Information, Property Information, Credit Information and Screening Information. The company's previous reporting segments included Title Insurance, Real Estate Information and Consumer Information. A five-year historical summary of the new reporting segments is included as part of this release. - more - The First American Corporation Reports Operating Results for the First Quarter 2002 - ---------------------------------------------------------------------- Page 2-2-2 "This expanded information reveals the character and quality of our earnings and helps differentiate First American from other title insurance companies," Kennedy added. "The new segments will enable investors to value First American business by business and should unlock shareholder value and deliver a higher earnings multiple. "In the future, First American will stand out as an information technology company leveraging its databases and technology to deliver information and other products and services to a wide array of customers. As a result of technology solutions, title insurance, the company's primary business, will in time produce increased margins closer to our information technology businesses and First American will enjoy a higher valuation in the years to come." About The First American Corporation The First American Corporation is a Fortune 500 company that traces its history to 1889. As the nation's leading, diversified provider of business information, the company supplies businesses and consumers with the information resources that affect the major economic events of people's lives, such as getting a job; renting an apartment; buying a car, house, boat or airplane; securing a mortgage; opening or buying a business; and planning for retirement. The First American Family of Companies, many of which command leading market share positions in their respective industries, operate within seven primary business segments including: Title Insurance and Services, Specialty Insurance, Trust and Other Services, Mortgage Information, Property Information, Credit Information and Screening Information. With revenues of $3.75 billion in 2001, First American has more than 22,500 employees in approximately 1,300 offices throughout the United States and abroad. More information about the company and an archive of its press releases can be found at www.firstam.com. Certain statements made in this press release, including those relating to the effects of new segment reporting and technology solutions 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, 2001, 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 Reports Operating Results for the First Quarter 2002 - ---------------------------------------------------------------------- Page 3-3-3 Summary of Earnings For the Three Months Ended March 31 ----------------------------------- 2002 2001 ----------------------------------- Revenues $1,042,981,000 $ 766,741,000 Income before income taxes and minority interests $ 88,559,000 $ 39,198,000 Income taxes $ 31,000,000 $ 13,500,000 Minority interests $ 13,484,000 $ 6,922,000 Net income $ 44,075,000 $ 18,776,000 Net income per share: Basic $0.63 $0.29 Diluted $0.57 $0.27 Weighted average shares outstanding: Basic 69,995,000 64,165,000 Diluted 80,985,000 68,797,000 Summary Title Insurance Order Counts From Direct Operations For the Three Months Ended March 31 ----------------------------------- 2002 2001 ----------------------------------- Title orders opened: January 162,400 127,500 February 149,000 139,100 March 159,200 168,100 ------------ ------------ Total 470,600 434,700 ============ ============ Title orders closed: January 138,200 72,900 February 119,700 84,000 March 135,100 113,200 ------------ ------------ Total 393,000 270,100 ============= ============ Summary Balance Sheet Information March 31 December 31 ----------------------------------- 2002 2001 ----------------------------------- Total stockholders' equity $1,188,554,000 $1,104,452,000 Book value per share $16.67 $16.08 (Additional Financial Data Follows) - more - The First American Corporation Reports Operating Results for the First Quarter 2002 - ---------------------------------------------------------------------- Page 4-4-4 Selected Financial Data (Unaudited) For the Three Months Ended March 31 -------------------------------- 2002 2001 --------------------------------- RESULTS OF OPERATIONS Revenues Operating revenues $ 1,024,119,000 $ 750,184,000 Investment and other income 18,862,000 16,557,000 --------------- --------------- 1,042,981,000 766,741,000 --------------- --------------- Expenses Salaries and other personnel costs 345,325,000 274,819,000 Premiums retained by agents 284,294,000 189,407,000 Other operating expenses 238,137,000 191,088,000 Provision for policy losses and other claims 47,099,000 36,490,000 Depreciation and amortization 24,148,000 24,433,000 Premium taxes 7,199,000 5,008,000 Interest 8,220,000 6,298,000 --------------- --------------- 954,422,000 727,543,000 --------------- --------------- Income before income taxes and minority interests $ 88,559,000 $ 39,198,000 =============== =============== OPERATING REVENUES Financial Services Title Insurance and Services: Direct operations $ 387,174,000 $ 289,270,000 Agency operations 356,797,000 234,254,000 -------------- --------------- 743,971,000 523,524,000 Specialty Insurance 29,312,000 26,755,000 Trust and Other Services 11,156,000 8,994,000 -------------- --------------- 784,439,000 559,273,000 -------------- --------------- Information Technology Mortgage Information 108,130,000 85,641,000 Property Information 55,110,000 50,501,000 Credit Information 52,999,000 44,509,000 Screening Information 23,441,000 10,260,000 --------------- --------------- 239,680,000 190,911,000 --------------- --------------- Total operating revenues $ 1,024,119,000 $ 750,184,000 =============== =============== INCOME BEFORE INCOME TAXES AND MINORITY INTERESTS Financial Services Title Insurance and Services $ 39,652,000 $ 18,866,000 Specialty Insurance 5,682,000 (488,000) Trust and Other Services 4,225,000 2,147,000 --------------- --------------- 49,559,000 20,525,000 --------------- --------------- Information Technology Mortgage Information 34,833,000 20,996,000 Property Information 8,317,000 3,252,000 Credit Information 12,653,000 6,261,000 Screening Information 782,000 (165,000) --------------- --------------- 56,585,000 30,344,000 --------------- --------------- Total before corporate expenses 106,144,000 50,869,000 Corporate expenses 17,585,000 11,671,000 --------------- --------------- Income before income taxes and minority interests $ 88,559,000 $ 39,198,000 =============== =============== - more - The First American Corporation Reports Operating Results for the First Quarter 2002 - ---------------------------------------------------------------------- Page 5-5-5 Five Year Historical Summary Segment Information (in thousands)
Year Ended December 31 2001 2000 1999 1998 1997 ------------- ------------- ------------- ------------- ------------ Operating revenues Financial Services Title Insurance and Services $ 2,648,993 $ 2,067,048 $ 2,153,878 $ 2,063,217 $ 1,461,967 Specialty Insurance 112,054 115,171 91,555 79,443 66,860 Trust and Other Services 39,882 33,635 29,022 24,751 20,007 ----------- ------------- ------------- ------------- ------------ 2,800,929 2,215,854 2,274,455 2,167,411 1,548,834 ------------ ------------- ------------- ------------- ------------ Information Technology Mortgage Information 407,008 307,826 323,985 360,428 252,235 Property Information 210,975 161,040 151,270 152,595 21,054 Credit Information 194,981 154,341 156,415 164,646 95,386 Screening Information 49,093 38,467 30,071 22,027 15,396 ----------- ------------- ------------- ------------- ------------ 862,057 661,674 661,741 699,696 384,071 ------------ ------------- ------------- ------------- ------------ Total $ 3,662,986 $ 2,877,528 $ 2,936,196 $ 2,867,107 $ 1,932,905 ============ ============= ============= ============= ============ Income before income taxes, minority interests and corporate expenses Financial Services Title Insurance and Services $ 173,655 $ 88,091 $ 128,630 $ 231,071 $ 81,907 Specialty Insurance 11,929 17,048 16,933 9,423 11,104 Trust and Other Services 12,270 10,350 9,545 7,156 4,062 ------------ ------------- ------------- ------------- ------------ 197,854 115,489 155,108 247,650 97,073 ------------ ------------- ------------- ------------- ------------ Information Technology Mortgage Information 145,989 50,310 62,459 97,246 38,529 Property Information 19,083 1,800 (3,141) (843) (2,326) Credit Information 30,062 15,278 8,460 25,018 11,088 Screening Information (286) 1,009 (650) 1,264 284 ------------ ------------- ------------- ------------- ------------ 194,848 68,397 67,128 122,685 47,575 ------------ ------------- ------------- ------------- ------------ Total $ 392,702 $ 183,886 $ 222,236 $ 370,335 $ 144,648 ============ ============= ============= ============= ============
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