-----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, LZhbJxk21axbf3E8x1bvTJdIaQ2OggaTK7J0CdA8oUZjfZisTkQynjAEv/pg99WK TgwntiyoPItb5KWcFvt0dQ== 0000905870-03-000010.txt : 20030424 0000905870-03-000010.hdr.sgml : 20030424 20030424172302 ACCESSION NUMBER: 0000905870-03-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030424 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030424 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INVESTORS TITLE CO CENTRAL INDEX KEY: 0000720858 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 561110199 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11774 FILM NUMBER: 03662980 BUSINESS ADDRESS: STREET 1: 121 N COLUMBIA ST STREET 2: P O DRAWER 2687 CITY: CHAPEL HILL STATE: NC ZIP: 27514 BUSINESS PHONE: 9199682200 MAIL ADDRESS: STREET 1: 121 NORTH COLUMBIA STREET CITY: CHAPEL HILL STATE: NC ZIP: 27514 8-K 1 april8k.txt APRIL 24, 2003 8-K-INVESTORS TITLE CO UNITED STATES 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 April 24, 2003 ------------------------------------------------------- Date of Report (Date of earliest event reported) INVESTORS TITLE COMPANY ------------------------------------------------------- (Exact name of Registrant as specified in its charter) North Carolina 0-11774 56-1110199 - ----------------------------------------------------------------------------- (State or Other Jurisdiction of (Commission (I.R.S. Employer Incorporation or Organization) File Number) Identification No.) 121 North Columbia Street Chapel Hill, North Carolina 27514 ----------------------------------------------------- (Address of Principal Executive Offices) (919) 968-2200 ----------------------------------------------------- Registrant's telephone number, including area code ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. The following exhibits are furnished as part of this report, where indicated: (c) Exhibits. Exhibit No. Description 99.1 Press release issued by Investors Title Company dated April 24, 2003. ITEM 9. REGULATION FD DISCLOSURE. In accordance with the procedural guidance in SEC Release No. 33-8216, the information in this Form 8-K and Exhibit 99.1 attached hereto is being furnished under Item 9, "Regulation FD Disclosure". The information contained herein, including the exhibits attached hereto and incorporated herein by reference, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section and shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, except as otherwise expressly stated in such filing. Attached as Exhibit 99.1 and incorporated herein by reference is a copy of the press release of Investors Title Company, dated April 24, 2003, reporting Investors Title Company's financial results for the fiscal quarter ended March 31, 2003. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION Reference is made to Item 9 above to Exhibit 99.1 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. INVESTORS TITLE COMPANY Date: April 24, 2003 By: /s/ J. Allen Fine ----------------- J. Allen Fine Chairman and Chief Executive Officer EXHIBIT INDEX Exhibit No. Description 99.1 Press release issued by Investors Title Company dated April 24, 2003. EX-99 3 ex99.txt EXHIBIT 99.1- PRESS RELEASE APRIL 24, 2003 EXHIBIT 99.1 FOR IMMEDIATE RELEASE: Chapel Hill, NC - J. Allen Fine, Chairman of Investors Title Company, announced that for the quarter ended March 31, 2003, the Company reported record first quarter revenues and net income. Net income increased 69% to $2,608,561 compared with $1,547,179 for the prior year period. Net income per diluted share equaled $1.00 versus $.60 per diluted share in the same period last year. Net premiums written increased 34% to $19,742,985 and revenues increased 31% to $21,103,443 compared with the prior year period. Chairman Fine added, "Operating results continued to be driven by low interest rates and ongoing strength in mortgage lending. Mortgage interest rates drifted lower from the levels of the previous quarter supporting both strong demand for refinancing and home sales in the face of a sluggish economy. This latest period marks the seventh consecutive record quarter for net income and the ninth consecutive quarter for record revenue." Investors Title Company is engaged in the business of issuing and underwriting title insurance policies. Title insurance is typically sold when real estate is purchased and upon refinancing of loans secured by real estate. Policies are issued through twenty-eight company-owned branch offices and a network of agents in twenty-four states and the District of Columbia. The Company also provides services in connection with tax-free exchanges of like-kind property. Certain statements contained herein may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve a number of risks and uncertainties that could cause actual results to differ materially from anticipated and historical results. For more details on risk, uncertainties and other factors that could affect expectations, refer to the Company's Annual Report on Form 10-K for the year ended December 31, 2002, as filed with the Securities and Exchange Commission. Investors Title Company and Subsidiaries Consolidated Statements of Income March 31, 2003 and 2002
For The Three Months Ended March 31 ---------------------------------- 2003 2002 ----- ----- Revenues: Underwriting income: Premiums Written $ 19,840,174 $ 14,783,848 Less-premiums for reinsurance ceded 97,189 103,123 -------------- ------------- Net premiums written 19,742,985 14,680,725 Investment income-interest and dividends 674,578 669,038 Net realized gain on sales of investments 23,047 285,807 Other 662,833 434,003 -------------- ------------- Total 21,103,443 16,069,573 -------------- ------------- Operating Expenses: Commissions to agents 9,392,790 7,009,679 Provision for claims 2,083,038 1,679,411 Salaries, employee benefits and payroll taxes 3,547,057 2,938,591 Office occupancy and operations 1,097,116 1,200,397 Business development 380,952 388,121 Taxes, other than payroll and income 54,123 76,237 Premium and retaliatory taxes 421,286 329,766 Professional fees 207,344 210,255 Other 126,931 37,937 -------------- ------------- Total 17,310,637 13,870,394 -------------- ------------- Income Before Income Taxes 3,792,806 2,199,179 -------------- ------------- Provision For Income Taxes 1,184,245 652,000 -------------- ------------- Net Income $ 2,608,561 $ 1,547,179 ============== ============= Basic Earnings Per Common Share $ 1.04 $ 0.61 ============== ============= Weighted Average Shares Outstanding - Basic 2,513,507 2,516,555 ============== ============= Diluted Earnings Per Common Share $ 1.00 $ 0.60 ============== ============= Weighted Average Shares Outstanding - Diluted 2,610,242 2,585,773 ============== =============
Investors Title Company and Subsidiaries Consolidated Balance Sheets As of March 31, 2003 and December 31, 2002
March 31, 2003 December 31, 2002 ----------------------------------------------- Assets Cash and cash equivalents $ 5,289,205 $ 3,781,961 Investments in securities: Fixed maturities: Held-to-maturity, at amortized cost 4,191,196 4,395,081 Available-for-sale, at fair value 51,988,574 52,491,648 Equity securities, at fair value 7,761,187 7,884,928 Other investments 1,047,159 564,782 ------------------- ------------------- Total investments 64,988,116 65,336,439 Premiums receivable, net 8,052,168 7,949,904 Accrued interest and dividends 652,101 720,902 Prepaid expenses and other assets 927,799 1,095,230 Property acquired in settlement of claims 759,431 749,562 Property, net 4,099,541 4,109,885 Deferred income taxes, net 681,540 893,263 ------------------- ------------------- Total Assets $ 85,449,901 $ 84,637,146 =================== =================== Liabilities and Stockholders' Equity Liabilities: Reserves for claims $ 26,075,000 $ 25,630,000 Accounts payable and accrued liabilities 2,622,944 4,780,865 Commissions and reinsurance payables 298,871 401,040 Premium taxes payable 413,530 268,972 Current income taxes payable 997,963 888,085 ------------------- ------------------- Total liabilities 30,408,308 31,968,962 ------------------- ------------------- Stockholders' Equity: Common stock - no par value (shares authorized 10,000,000; 2,510,379 and 2,515,804 shares issued and outstanding 2003 and 2002, respectively, excluding 345,365 and 339,940 shares 2003 and 2002, respectively, of common stock held by the Company's subsidiary) 1 1 Retained earnings 52,008,343 49,613,044 Accumulated other comprehensive income (net unrealized gain on investments) 3,033,249 3,055,139 ------------------- ------------------- Total stockholders' equity 55,041,593 52,668,184 ------------------- ------------------- Total Liabilities and Stockholders' Equity $ 85,449,901 $ 84,637,146 =================== ===================
Investors Title Company and Subsidiaries Net Premiums Written By State For the Three Months Ended March 31, 2003 and 2002 2003 2002 - ---------------------------------------------------------------------- Alabama $ 283,964 $ 144,395 Arkansas 12,018 - District of Columbia 3,025 - Florida 14,980 - Georgia (9,487) (33,505) Illinois 313,331 - Indiana 86,965 2,984 Kentucky 431,100 257,156 Louisiana 1,204 - Maryland 404,913 300,362 Michigan 1,896,418 2,227,176 Minnesota 607,769 392,241 Mississippi 237,484 223,025 Missouri 6,582 - Nebraska 494,856 200,666 New Jersey 17,084 3,545 New York 1,412,888 825,582 North Carolina 7,067,357 5,229,578 Ohio 24,286 1,440 Pennsylvania 1,563,339 916,885 South Carolina 1,572,149 1,127,063 Tennessee 925,698 737,215 Virginia 2,024,708 1,831,338 West Virginia 444,058 382,719 Wisconsin (100) 3,330 ----------------- ----------------- Direct Premiums 19,836,589 14,773,195 Reinsurance Assumed 3,585 10,653 Reinsurance Ceded (97,189) (103,123) ----------------- ----------------- Net Premiums Written $ 19,742,985 $ 14,680,725 ================= ================= Investors Title Company and Subsidiaries Net Premiums Written By Branch and Agency March 31, 2003 and 2002 For The Three Months Ended March 31 --------------------------------------------------------------- 2003 % 2002 % --------------------------------------------------------------- Branch $ 7,109,473 36 $ 5,291,066 36 --------------------------------------------------------------- Agency 12,633,512 64 9,389,659 64 --------------------------------------------------------------- Total $19,742,985 100 $14,680,725 100 ============================================================== -----END PRIVACY-ENHANCED MESSAGE-----