425 1 a81915e425.htm 425 Fidelity National Information Solutions, Inc.
 

     
    Filed by Fidelity National Information Solutions, Inc.
Pursuant to Rule 425 under the
Securities Act of 1933 and deemed
filed pursuant to Rule 14a-12 under
the Securities Exchange Act of 1934

Subject Company: Micro General Corporation
Commission File No. 0-8358
 
    Date: May 21, 2002

The following materials were used by Fidelity National Financial, Inc., a Delaware corporation (“FNFI”) and the majority stockholder of Fidelity National Information Solutions, Inc., a Delaware corporation (“FNIS”), in connection with meetings among FNFI and analysts covering FNFI. FNIS’s financial results are consolidated with FNFI’s financial results for reporting purposes, and FNFI discussed FNIS’s financial results in the presentation. The following materials were previously filed by FNIS on May 7, 2002 under cover of Schedule TO-C:

 

 

(INVESTOR UPDATE)

 

(ANATOMY OF A MISUNDERSTOOD STOCK)

 

(A DOMINANT INDUSTRY LEADER FOCUSED ON SHAREHOLDER VALUE)

 

(THE FNF FAMILY)

 

(A DOMINANT INDUSTRY LEADER)

 

(A DOMINANT INDUSTRY LEADER)

 

(TRANSACTION MANAGEMENT AND REAL ESTATE DATA STRATEGY)

 

(TECHNOLOGY STRATEGY - NET GLOBAL SOLUTIONS (NGS))

 

(TECHNOLOGY STRATEGY - NET GLOBAL SOLUTIONS (NGS))

 

(CREATING LONG-TERM SHAREHOLDER VALUE IN FINANCIAL SERVICES)

 

(DOMINANT FINANCIAL PERFORMANCE - REVENUES AND EARNINGS)

 

(DOMINANT FINANCIAL PERFORMANCE - REVENUES AND EARNINGS)

 

(DOMINANT FINANCIAL PERFORMANCE - CASH FLOW FROM OPERATIONS)

 

(DOMINANT FINANCIAL PERFORMANCE - CASH FLOW DEPLOYMENT)

 

(DOMINANT FINANCIAL PERFORMANCE - CASH FLOW DEPLOYMENT)

 

(DOMINANT FINANCIAL PERFORMANCE - RETURN ON EQUITY)

 

(BALANCE SHEET STRENGTH - RESERVE FOR CLAIM LOSSES)

 

(BALANCE SHEET STRENGTH - CONSERVATIVE INVESTMENT PORTFOLIO)

 

(SIGNIFICANT MANAGEMENT EQUITY OWNERSHIP)

 

Forward-Looking Statements

The foregoing presentation contains forward-looking statements. Forward-looking statements include those regarding the expectations, hopes, intentions or strategies of Fidelity National Financial, Inc. (“FNFI”) regarding the future. All forward-looking statements included in this document are based on information available to FNFI on the date hereof, and FNFI assumes no obligation to update any such forward-looking statements. It is important to note that FNFI’s actual results could vary materially from those forward-looking statements contained herein due to many factors, including, but not limited to: general economic and business conditions, including interest rate fluctuations and general volatility in the capital markets; changes in the performance of the real estate markets; the impact of competitive products and pricing; success of operating initiatives; adverse publicity; the ability to identify businesses to be acquired; availability of qualified personnel; employee benefits costs and changes in, or the failure to comply with government regulations and other risks detailed in FNFI’s filings with the Securities and Exchange Commission.

In connection with the proposed tender offer by Fidelity National Information Solutions, Inc. (“FNIS”) to acquire all of the outstanding shares of Micro General Corporation, whereby each share of MGEN common stock will be exchanged for shares of FNIS common stock, FNIS will file an exchange offer prospectus and a proxy statement with the Securities and Exchange Commission. INVESTORS AND STOCKHOLDERS ARE ADVISED TO READ THESE AND ALL RELATED DOCUMENTS BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors and stockholders may obtain a free copy of the exchange offer prospectus, the proxy statement and related documents from the Securities and Exchange Commission’s web site at http://www.sec.gov. Free copies of these documents may also be obtained from FNIS by directing a request to Fidelity National Information Solutions, Inc. Investors Relations, 4050 Calle Real, Santa Barbara, California, 93110.